Joint Advance Affiliate Program

This Agreement contains the complete terms and conditions that apply to your
participation as a member of the Joint Advance Affiliate Program (the “Program”) operated
by Joint Advance. (hereinafter, “Company,” “we” or “us). As used in this
Agreement, “you” or “your” means the applicant/participating member.

THIS IS A LEGAL Agreement BETWEEN YOU AND Joint Advance. BY CHECKING THE BOX IN
THE SUBMISSION FORM YOU ARE AFFIRMATIVELY STATING THAT YOU HAVE READ AND UNDERSTAND
THE TERMS AND CONDITIONS SET FORTH HEREIN AND ARE AFFIRMATIVELY INDICATING YOUR
ACCEPTANCE OF THIS AFFILIATE PROGRAM Agreement AND YOU AGREE TO BE BOUND BY THE
TERMS HEREOF. YOU CANNOT BECOME A MEMBER OF THE AFFILIATE PROGRAM UNLESS YOU HAVE
ACCEPTED EACH AND EVERY TERM HEREOF.

1. Enrollment in this Program.
To begin the enrollment process, you will submit a completed Program Application
through a form located at any of our websites. We will evaluate your application in good faith
and will notify you of your acceptance or rejection. We will reject your application
if we determine that you have provided inaccurate or incomplete signup information,
determine that you are under 18 years of age or determine that your site is
unsuitable for the Program for any reason, including, but not limited to, if your
site incorporates images or content that is unlawful, defamatory, obscene, harassing
or otherwise objectionable, such as sites that facilitate illegal activity or
promote violence or promote or assist others in promoting copyright infringement
(collectively, “Content Restrictions”).

2. Utilizing Links on Your Site.
As an affiliate in the Program, you may use on your web site (“Affiliate Site”) any
form of promotion you choose, consistent with the terms of this Agreement. You may
use banner advertisements, button links and/or text links to our site (the “Links”),
however, you cannot employ deceptive language or misleading URL’s in the Links, and
you CANNOT MARKET BY SENDING UNSOLICITED BULK EMAILS!!! Allowable promotional links
may contain Joint Advance.’s trade names, service marks, and/or logos for
display on your Affiliate Site. Subject to the terms and conditions hereof, you are
granted a limited, non-exclusive, non-transferable license to access and link
designated promotional materials for placement on your Affiliate Site for the sole
and exclusive purpose of promoting web sites owned, operated or controlled by Joint Advance
In utilizing the Links, you agree that you will cooperate fully with
us in order to establish and maintain such Link or Links.

3. Commissions.
We will pay you a commission per sale coming from your Links. The Commission Rate is
subject to change from time to time, upon email notice to you and commencing the
30-days following such notice. Note that a commission will only be paid if the
visitor to our site can be tracked by the system from the time of the Link to the
time of the sale. No commission will be paid if the visitor's payment to our site
cannot be tracked directly to your site by our system or if full payment for
services is not made to us by the customer. No commission will be paid for purchases
by you or anyone within your organization.

4. Commission Payment.
Commissions due and owing to you under the Program will be paid to you directly by
Joint Advance. on the first and fifteenth of each month.

5. Marketing Must Conform To "Netiquette"
You may not link from any Internet resource other than a web site. You may not send
unsolicited email IM or IRC messages, or post advertising to the USENET that
includes any Joint Advance trademarks, images or Affiliate Site URL. There
will be no leniency in cases of inappropriate marketing, and affiliates in violation
of this policy will forfeit their unpaid commissions and be removed from the
program. Affiliates who cause actual damages to Joint Advance through use of
prohibited forms of advertising are liable for liquidated damages in the amount of
$10,000 for each day Joint Advance. suffers actual damages.

We do NOT authorize the harvesting or collection of screen names from any ISP
service for the purpose of sending unsolicited email, and will terminate without pay
any webmaster determined to have transmitted bulk emails advertising any web sites
marketed through this Program to lists gathered by such methods.

Should we determine, in our sole discretion that you have violated this AUP, be
assured that you will be terminated immediately, will be ineligible to sign up for
another account, will not be paid for any traffic or subscriptions generated prior
to the date of termination; and your registration information may be turned over to
complaining parties.

HOW TO REPORT IMPROPER MARKETING METHODS BY AFFILIATES

If you believe you are the target of advertising in violation of this Agreement from
a person or company advertising web sites under this Program, we ask for your
cooperation in tracking down the offending party.
6. Non-Exclusive Limited License and Use of Affiliate Logos and Trademarks.
You grant us a non-exclusive license to utilize your names, titles and logos,
trademarks (collectively the “Affiliate Trademarks"), to advertise, market, promote
and publicize in any manner our rights hereunder. Notwithstanding anything herein to
the contrary, we shall not be required to so advertise, market, promote or
publicize. You hereby represent and warrant that you are the sole and exclusive
owner of the Affiliate Trademarks and have the right and power to grant to us the
license to use same in the manner contemplated herein, and such grant does not or
will not (i) breach, conflict with or constitute a default under any Agreement or
other instrument applicable to you or binding upon you, or (ii) infringe upon any
trademark, trade name, service mark, copyright, or other proprietary right of any
other person or entity. This license shall terminate upon the effective date of the
expiration or termination of this Agreement.

7. Responsibility for Your Site.
You will be solely responsible for the development, operation and maintenance of
your site and for all materials that appear on your site. You are not Joint Advance’s agent, and we shall have no responsibility for the development, operation and
maintenance of your site and for all materials that appear on your site. You shall
also be responsible for ensuring that materials posted on your site do not violate
or infringe upon any laws, or the rights of any third party (including, for example,
copyrights, trademarks, privacy, or other personal or proprietary rights), and
ensuring that materials posted on your site are not libelous or otherwise illegal.
You must have express permission to use another party’s copyrighted or other
proprietary material. We will not be responsible if you use another party’s
copyrighted or other proprietary material in violation of the law. In addition to
the foregoing, we will immediately terminate your participation in the Program if we
believe you have engaged in any of the following:

- Unsolicited bulk email, IRC or IM advertising, forged header mailings or any other
form of mailing, in violation of federal or state law;
- Provide inaccurate or incomplete information to Joint Advance concerning
your identity, bank account, address or other required information;
- Attempt to cheat, defraud or mislead us in any way;
- Misrepresent to the public the terms and conditions or content of our sites or
your sites;
- Promote passwords, MP3, or Warez;
- Own or operate a web site in connection with a person who is under 18 years of
age; or
- You operate from a foreign country for which Joint Advance will not accept
accounts, which include:

Albania, Armenia, Azerbaijan, Belarus, Brazil, Bulgaria, China, Cost Rica, Croatia,
Czech Republic, Estonia, Georgia, Hungary, India, Indonesia, Israel, Japan, Jordan,
Kaliningrad, Kazakhstan, Korea, Kyrgyzstan, Latvia, Lithuania, Malaysia, Moldova,
Pakistan, Philippines, Romania, Russia, Singapore, Slovakia, Slovenia, Syria,
Taiwan, Tajikistan, Thailand, Turkey, Turkmenistan, Ukraine, United Arab Emirates,
Uzbekistan and Yugoslavia.

IN SHORT, WE EXPECT – INDEED, DEMAND – THAT YOU ACT WITH THE HIGHEST ETHICAL
STANDARDS UNDER THIS Agreement

8. Independent Investigation.
You acknowledge that you have read this Agreement and agree to all its terms and
conditions. You understand that we may at any time (directly or indirectly) solicit
customer referrals on terms that may differ from those contained in this Agreement
or operate web sites that are similar to or compete with your web site. You have
independently evaluated the desirability of participating in the Program and are not
relying on any representation, guarantee or statement other than as set forth in
this Agreement. We have the right to monitor your Web site at any time and from time
to time to determine if you are in compliance with this Agreement. We also reserve
the right to review all commissions for possible fraud. Any incidence of fraud
constitutes a breach of this Agreement, and Joint Advance retains the right to
terminate this Agreement immediately.

9. Term of the Agreements.
The term of this Agreement will begin upon our acceptance of your Affiliate Program
Application and will end when terminated by either party. Either you or we may
terminate this Agreement at any time, with or without cause, by giving the other
party notice of termination. Notice by email, to your email address on our records,
is considered sufficient notice for to terminate this Agreement. If this Agreement
is terminated because you have violated the terms of this Agreement you are not
eligible to receive any commissions payments, even for commissions earned prior to
the date of termination. If this Agreement is terminated for any other reason, you
are only eligible to earn a commission on sales occurring during the term of the
Agreement, and commissions earned through the date of termination will remain
payable only if the related orders are not canceled or returned. We reserve the
right to withhold your final payment for a reasonable time to ensure that the
correct amount is paid.

10. Modification.
We may modify any of the terms and conditions contained in this Agreement, at any
time and in our sole discretion. Notice of any change by email, to your address on
our records, or the posting on our site of a change notice of a new Agreement, is
considered sufficient notice for notifying you of a modification to the terms and
conditions of this Agreement. Modifications may include, but are not limited to,
changes in the scope of available commission fees, commission schedules, payment
procedures, and Affiliate Program rules. All such modifications shall take effect 48
hours after we serve notice as provided above, unless we indicate otherwise. If any
modification is unacceptable to you, your only recourse is to terminate this
Agreement. Your continued participation in the Affiliate Program, following our
posting of a change notice or new Agreement on our site, will constitute binding
acceptance of the change.

11. Relationship of Parties.
Nothing in this Agreement will create any partnership, joint venture, agency
franchise, sales representative, or employment relationship between the parties. You
will have no authority to make or accept any offers or representations on our
behalf. You will not make any statement, whether on your site or otherwise, that
reasonably would contradict anything in this Section. You are not an agent of the
Joint Advance and the Joint Advance expressly disclaims responsibility
for any conduct by you in violation of our terms of Agreement.

12. Limitation of Liability.
We will not be liable for indirect, special or consequential damages, or any loss of
revenue, profits or data, arising in connection with this Agreement or the Program,
even if we have been advised of the possibility of such damages. Further, our
aggregate liability arising with respect to this Agreement and the Program will not
exceed the total referral fees paid or payable to you under to this Agreement or
fifty dollars ($50.00), whichever is greater.

13. Disclaimers.
We make no express or implied warranties or representations with respect to the
Affiliate Program or any Joint Advance services or other items sold through
the Program (including, without limitation, warranties of fitness, merchantability,
non-infringement, or any implied warranties arising out of a course of performance,
dealing, or trade usage). In addition, we make no representation that the operation
of our site will be uninterrupted or error-free, and we will not be liable for the
consequences of any interruptions or errors.

14. Representations and Warranties.
You hereby represent and warrant to us that this Agreement has been duly and validly
executed and delivered by you and constitutes your legal, valid and binding
obligation, enforceable against you in accordance with its terms; and that the
execution, delivery and performance by you of this Agreement are within your legal
capacity and power; have been duly authorized by all requisite action on your part;
require the approval or consent of no other persons; and neither violate nor
constitute a default under the (i) provision of any law, rule, regulation, order,
judgment or decree to which you are subject or which is binding upon you, or (ii)
the terms of any other Agreement, document or instrument applicable to you or
binding upon you. Should any law enforcement agency or internet service provider
provide Joint Advance with notice that you have engaged in transmission of
unsolicited bulk emails or have otherwise engaged in unlawful conduct or conduct in
violation of said service provider’s terms of service, we reserve the right to
cooperate in any investigation relating to your activities including disclosure of
your account information in connection therewith. We make no warranty, expressed or
implied, with respect to any information delivered hereunder, including implied
warranties of merchantability, fitness for a particular purpose or freedom from
patent, trademark or copyright infringements, whether arising by law, custom or
conduct, or as to the accuracy or completeness of the information and we shall not
have any liability to you or to any other person resulting from your or such third
person’s use of the information.

15. Confidentiality.
We may disclose to you certain information as a result of your participation as part
of the Program, which information we consider to be confidential (herein referred to
as “Confidential Information”). For purpose of this Agreement, the term
“Confidential Information” shall include, but not be limited to, any modifications
to the terms and provisions of this Affiliate Program Agreement made specifically
for your site and not generally available to other members of the Affiliate Program,
web site, business and financial information relating to Joint Advance,
customer and vendor lists relating to Joint Advance and any members of the
Affiliate Program, other than you. Confidential Information shall also include any
information that we designate as confidential during the term of this Agreement. You
agree not to disclose any Confidential Information and that such Confidential
Information shall also include any information that we designate as confidential
during the term of this Agreement. You agree not to disclose any Confidential
Information and that such Confidential Information shall remain strictly
confidential and secret and shall not be utilized, directly or indirectly, by you
for your own business purposes or for any other purpose except and solely to the
extent that any such information is generally known or available to the public or if
same is required by law or legal process. Should you received a court notice,
complaint or subpoena requesting or seeking to compel disclosure of Confidential
Information, you shall immediately inform Joint Advance and Joint Advance
shall have the right, and be given the opportunity, to obtain a protective
order to prevent disclosure of such Confidential Information.

16. Indemnification.
You hereby agree to indemnify, defend and hold harmless Joint Advance, its
shareholders, officers, directors, employees, agents, affiliates, successors and
assigns, from and against any and all claims, losses, liabilities, damages or
expense (including attorneys’ fees and costs) of any nature whatsoever incurred or
suffered by us (collectively the “Losses”), in so far as such Losses (or actions in
respect thereof) arise out of or are based on (i) any claim or threatened claim that
our use of the Affiliate Trademarks infringes on the rights of any third party; (ii)
the breach of any promise, covenant, representation or warranty made by you herein;
or (iii) or any claim related to your site.

17. Miscellaneous.
Terminated accounts cannot later apply to the Program without our express written
consent. You may not assign this Agreement, by operation of law or otherwise,
without our prior written consent. Subject to that restriction, this Agreement will
be binding on, inure to the benefit of, and enforceable against the parties and
their respective successors and assigns. Our failure to enforce your strict
performance of any provision of this Agreement will not constitute a waiver of our
right to subsequently enforce such provision or any other provision of this
Agreement. This Agreement and the legal relations between the parties hereto shall
be governed in all respects, including validity, interpretation, performance and
effect, by the laws of the State of Nevada and the United States of America,
applicable to contracts made and to be wholly performed therein. The parties hereto
expressly and irrevocably consent and submit to the personal jurisdiction and venue
of the state and federal courts of Carson City, Nevada with respect to any legal
action or proceeding that may be brought pursuant to this Agreement. The parties
hereby expressly and irrevocably waive any claim or defense in any such action or
proceeding based on any alleged lack of personal jurisdiction, improper venue or
forum non convenient or similar theory.
This Agreement will be governed by the laws of the United States of America and the
State of California, without reference to rules governing choice of laws. Any action
relating to this Agreement must be brought in the federal or state courts located in
San Francisco, California, and you irrevocably consent to the jurisdiction of such
courts. In any action for violation of this Agreement, the prevailing party shall be
entitled to recovery of costs and expenses, including attorneys' fees. You may not
assign this Agreement, by operation of law or otherwise, without our prior written
consent. Subject to that restriction, this Agreement will be binding on, inure to
the benefit of and be enforceable against the parties and their respective
successors and assigns. Our failure to enforce your strict performance of any
provision of this Agreement will not constitute a waiver of our right to
subsequently enforce such provision or any other provision of this Agreement.

18. Other Grounds for Termination
In addition to the foregoing, we will immediately terminate your participation in
the Program if we believe you have engaged in any of the following:

Altering by electronic, mechanical or automated means or other technologies, that
may now exist or come into existence, the Program webmaster affiliate code or
Program site URLs belonging to or identified with accounts other than your own, or
causing the modification or substitution of Program webmaster affiliate code or
Program site URLs belonging to or identified with accounts other than your own that
may reside within or originate from a third party system in the form of bookmarks,
cached pages, cookies or other stored forms that may be passed to the Program and/or
Company system by user operation of said third party system

Your use of "Joint Advance" or any variation
or misspelling within any URL or in the name or title of your site.

Hosting graphics, images or other files that are owned by Joint Advance

Making any statement, whether on your site or otherwise, that reasonably would
contradict anything in this Agreement.