Affiliate Agreement

REFERRAL AGREEMENT

This Agreement is entered into as of ___ (Date), by and between _______ of _________ (“Company”), and _______ (“Referrer”). Company and Referrer are collectively known herein as "the Parties" and individually as "Party".

WHEREAS, Company is engaged in the business of Forex Subscription Services; and

WHEREAS, Referrer desires to refer potential clients (“Referrals”) of the Services to the Company in exchange for a commission or referral fee on any revenue generated by the Company as a result of such business.

NOW, THEREFORE, in consideration of the premises and the mutual promises hereinafter set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

1. TERMS OF THIS AGREEMENT

The term of this Agreement shall commerce on_________ (Date) and shall remain valid and in force unless terminated by either Party.

2. OBLIGATIONS/RESPONSIBLITIES OF THE REFFERER

a. Referrer agrees to provide all services as agreed upon.

b. Referrer’s Company shall provide marketing/advertising services to secure accounts.

c. Referrer agrees to provide enrollment/subscription management

d. Referrer agrees to be an account representative

3. COMMISSION/REFFERAL FEE

During the Term, Company will pay Referrer commission/referral fee once a customer accepts and becomes a paid subscriber and monthly royalties for as long as the customer remains an active subscriber. Payment will be made to Referrer in accordance with the followingSchedule:

a. 30% of the first month sales

b. 1% royalty fee monthly

Please note that, payment is paid as long as the customer remains an active subscriber.

Referrer shall be responsible for any and all income and other taxes applicable to it in connection with its receipt of Referral fee in pursuant hereto and as an independent contractor of the Company. The Company will not be responsible for any expenses of the Referrer in the course of the performance of its obligations hereunder unless such expenses have been previously approved in writing by the Company.

4. REPRESENTATIONS AND WARRANTIES

Referrer and Company represents and warrants that:

a. it has the power and authority to enter into this Agreementand execute its obligations herein this Agreement;

b. it is not a party to any agreement, contract, or understanding that would prevent, limit or hinder its performance of this Agreement;

c. during the Term, it will not enter into any contract, agreement or understanding which is in conflict or which would interfere with the full and complete performance of any of the duties or grants hereunder; and

d. it is not a party to any pending claims or litigation which might affect its performance of this Agreement.

5. INDEMNIFICATION

Each Party (an “Indemnifying Party”) shall indemnify, defend and hold harmless the other party (the “Indemnified Party”), it affiliates, and each of their directors, officers, employees, and agents from and against all claims, suits and proceedings and any and all related liabilities, losses, expenses, damages and costs (including, without limitation, reasonable attorneys’ fees) incurred by the Indemnified Party, relating to or arising out of the breach by the Indemnifying Party of any of its duties, obligations, representations or warranties under this Agreement.

6. LIMITATION OF LIABILITY

Neither Party hereto will be liable to the other Party for indirect, incidental, consequential, special or exemplary damages (even if such party has been advised of the possibility of such damages) such as, but not limited to, loss of revenue or anticipated profits or lost business.

7. CONFIDENTIALITY

a. The Parties (including their employees and agents) undertake that they shall not disclose or communicate to any party any confidential information relating to this Agreement or Contracts contemplated herein, which may come to their knowledge.

b. The Parties further undertake to use their best endeavors to prevent the publication or disclosure of any information concerning such matters.

8. NOTICES

Any notice required by this Agreement or given in connection with it, shall be in writing and shall be given to the appropriate party by personal delivery or a recognized overnight delivery service such as FedEx.

9. DISPUTE RESOLUTION

Partners will attempt to resolve any dispute arising out of or relating to this Agreement through a friendly negotiation amongst the parties. If the matter is not resolved by negotiation, the parties will resolve the dispute using the Alternative Dispute Resolution (ADR) procedure.

10. NO WAIVER

The waiver or failure of either party to exercise in any respect any right provided in this agreement shall not be deemed a waiver of any other right or remedy to which the party may be entitled.

11. TERMINATION

This Agreement may be terminated at any time by either Party by providing ___ days written notice to the other party. Upon termination, Company shall pay Referrer all Referral fee due and owing for referrals made prior to the date of termination, but not yet paid.

12. ENTIRE AGREEMENT

The terms and conditions set forth herein constitute the entire agreement between the parties and supersede any communications or previous agreements with respect to the subject matter of this Agreement. There are no written or oral understandings directly or indirectly related to this Agreement that are not set forth herein. No change can be made to this Agreement other than in writing and signed by both parties.

13. AMENDMENT

This Agreement may be modified or amended, if the amendment is made in writing and is signed by both parties

14. LEGAL EXPENSES

The prevailing party in any legal action brought by one party against the other and arising out of this Agreement shall been titled, in addition to any other rights and remedies it may have, to reimbursement for its expenses, including court costs and reasonable attorneys’ fees.

15. GOVERNING LAW

This Agreement shall be construed and enforced according to the laws of the State of______ and any dispute under this Agreement must be brought in this venue and no other.

16. SEVERABILITY

Every provision of this Agreement is intended to be severable. If any provision is invalid for any reason whatsoever, such invalidity shall not affect the validity of the other clauses in this Agreement.

IN WITNESS WHEREOF the Parties hereto have executed this contract this day and year first written above.

“COMPANY”

Signed: ________________________________

By: ________________________________________

Date: ______________________________________

“REFERRER”

Signed: _____________________________________

By: ________________________________________

Date: _______________________________________

Affiliate Agreement

Referral Agreement