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Affiliate Agreement

This Agreement, is made and entered into by and between Corrective Wellness, LLC, 525 Commerce St. Southlake, Texas 76092 (hereinafter referred to as "Company"), and the sales affiliate (hereinafter referred to as "Affiliate") whose name and address appears on the Partner Profile annexed hereto as Exhibit A.  All terms contained in the Partner Profile shall be incorporate by reference herein.

Affiliate Not Agent
The Affiliate is an independent contractor in relation to the Company, and is solely and exclusively responsible for its own acts at all times.  The Affiliate is not authorized to assume or create obligations or liabilities of any kind on behalf of the Company, or to accept service of legal process of any kind addressed to or intended for the Company, or to bind the Company in any respect whatsoever.  The Affiliate shall comply with all applicable federal, state and local laws, rules, and regulations in effect from time to time.

Nature of Affiliate Relationship
It is understood that the Affiliate shall perform its services for the Company pursuant to this Agreement as an independent contractor.  Nothing in this Agreement shall be construed to create the relationship of employer and employee between the parties.  The Affiliate further agrees that no statute, rule, or custom providing for termination indemnities or like social benefits is applicable to the relationship established by this Agreement and the Affiliate hereby waives any right to demand any such indemnities or benefits under any statute, rule, or custom. 

It is understood by the parties that the relationship between them is not one of employer–employee; but rather, that the Affiliate is acting on its behalf as an independent contractor who shall be solely responsible for all expenses connected with the operation of its business.  Except as provided here, the Affiliate shall have no authority to contract in the name of or to bind the Company in any manner whatsoever.

Affiliate Responsibilities
The Affiliate will be solely responsible for the development, operation, and maintenance of the Affiliate’s website and for all materials that appear on the Affiliate’s website, including, but not limited to, links between the Affiliate’s website and the Company’s website.  The Affiliate agrees to indemnify and hold the Company, its agents, and employees harmless against all claims, damages, losses and expenses (including, without limitation, attorneys’ fees) relating to the development, operation, maintenance, and contents of the Affiliate’s website.

Reservation of Rights
The Company grants the Affiliate a non-exclusive, non-transferable, revocable right to access the Company’s website through the affiliate links, and in connection with such links to use certain associated images, logos, and trademarks of the Company and its distributed products for the sole purpose of promoting the Company on your website.  These rights do not constitute any assignment or transfer of ownership interests, and the Affiliate agrees not to use these images, logos, trademarks, patents, and trade secret rights for any purpose other than promoting the Company on its website.

Limited Warranty
All Products sold by the Company pursuant to this Agreement are sold subject to the standard warranty of the Company, and the Affiliate is not authorized to assume on behalf of the Company any other obligation or liability in connection with the sale of the Products except as expressly approved by the Company by a separate written agreement.  The written warranty of the Company shall be the sole and exclusive warranty of the Company and is in lieu of all other warranties, express, implied or statutory, including but not limited to any implied warranty of merchantability or fitness, and the Company neither assumes nor authorizes the Affiliate to assume for it any other obligations or liability in connection with the Products without the Company’s express written consent.


Limitation of Liability
In no event shall the Company or its parent or affiliated companies or any successor companies be liable for special, incidental or consequential damages or for loss of profits or income or goodwill of the Affiliate, its customers, or users of the Products.  In no event shall the Company or its parent or affiliated companies or any successor companies be liable for punitive or exemplary damages.

Term and Renewal 
This Agreement shall take effect on the Commencement Date as set forth in herein and shall continue in full force and effect until the Expiration Date set forth in herein. Thereafter, this Agreement may be renewed only upon the express written consent of the parties. The Company reserves the right to cancel this Agreement at any time prior to the Expiration Date should the Company determine that the Affiliate in no longer acting in accordance with the terms of this Agreement, and the Affiliate will no longer be eligible for commissions as defined herein.

Commissions
On the sale of X-iser.com “Schedule A” Products (see list of “Schedule A” Products attached hereto as Exhibit B) shipped to customers who have employed the Affiliate unique referral ID or URL link, the Affiliate shall be eligible to receive a commission (see Schedule A for commission rates attached hereto as Exhibit B) on the advertised retail price of the Products purchased.  The Company reserves the right to change commission rates on “Schedule A” at any time and without prior notice to the Affiliate.  All commissions accrued to the Affiliate shall be paid on or before the 30th day of the calendar month following the month in which the Products were purchased from the Company.  The Affiliate understands that the commissions earned as earlier stated herein and as set forth in Exhibit C represent the total compensation to which it is entitled.

Termination
Upon termination or expiration of this Agreement and upon payment of all commissions due to the Affiliate, the Company shall thereafter have no further obligation to the Affiliate with respect to any future sales of the Products made to any customers employing the unique Affiliate referral ID.

Entire Agreement 
This Agreement constitutes the entire agreement between the parties and supersedes any and all previous agreements, memoranda or other understandings (whether written or verbal) between the parties.  This Agreement may be amended only in writing signed by the parties.  The Affiliate acknowledges and agrees that no agreements, representations, warranties or promises of any nature shall be effective except as expressly set forth herein, and that the Affiliate is relying only upon the express written terms of this Agreement in entering this Agreement.

Waiver of Compliance 
Any failure by any party hereto to enforce at any time any term or condition under this Agreement shall not be construed as a waiver of that party's right thereafter to enforce each and every term and condition of this Agreement.

Force Majeure 
Either party hereto shall be excused from nonperformance or delay in case of force majeure, labor disputes, wars, acts or wars or terror, accidents, natural disasters, fires, unavailability of raw materials and other like causes beyond the control of either party.

Confidentiality
The Affiliate will not at any time do or attempt to do any of the following, either directly or indirectly:  Disclose, use, or communicate to any person, firm, or corporation any trade secrets, confidential information or any other information concerning the Company’s business, products, services, prices, suppliers, finances, or operations of the Company. The Affiliate agrees to treat such information at all times as confidential.  The Affiliate further agrees that each of the following are trade secrets of the Company, are confidential information, are proprietary to the Company, and are owned exclusively by the Company, and that the disclosure of any of the following would be harmful and damaging to the Company's business:

A. Customer names and addresses, customer lists, customer histories, customer information reports, any other customer information, sales techniques, pricing methods, prices, price lists, testers' names and addresses, supplies, suppliers' names and addresses, supplier and supply lists, advertising, advertising copy and programs, endorsers' names and addresses, inventory, inventory lists, sales reports, financial statements and reports, operating statements, advertisements, employees' names and addresses, independent contractors' names and addresses, employee lists, independent contractor lists, computer programs, computer software, printouts, backups, computer disks and diskettes, and computer databases.

B. All information relating to the work being performed by me under this Agreement, regardless of its type or form, including this Agreement and all attachments to this Agreement.

C. Ideas, concepts, designs, and plans which are specifically involved with products created, designed, enhanced, or sold by the Company and which are not otherwise known to the public.

This itemization of trade secrets is not exclusive; there may be other information that is included within this covenant of confidentiality. This information is confidential whether or not it is expressed on paper, disk, diskette, magnetic media, optical media, monitor, screen, or any other medium or form of expression. The protection the Affiliate promises to the Company includes more than nondisclosure and nonuse of trade secrets and confidential information, which are protected by law without this Agreement.

Governing Law 
This Agreement shall be governed and construed under and in accordance with the internal laws of the State of Texas, without reference to its choice-of-law rules.  

Commencement Date
This Agreement shall be effective on the date of the Company has approved, the Affiliate Partner Profile.  The Affiliate will, thereafter, be provided with a copy of this Agreement and corresponding Exhibits.

Term of Agreement
This Agreement shall be for the term of one (1) year from the Commencement Date.  Thereafter, this Agreement shall automatically renew for one (1) year terms and continue until such time that either the Company or Affiliate terminates by written instrument. 
As an express condition of participation in the Company Affiliate Program, the Affiliate hereby represents and warrants that each of the following statements is true:
1.	The Affiliate is over the age of 18. 
2.	The Affiliate’s website does not currently and will not at any time during the term of this Agreement promote any form of illegal activity, violence, or discrimination.
3.	The Affiliate’s website does not currently and will not at any time during the term of this Agreement infringe on the copyrights, trademarks, or other rights of any other party.
4.	The Affiliate’s website does not currently and will not at any time during the term of this Agreement make use of any form of unsolicited commercial e-mail (“spam”). 
The Affiliate accepts all terms and conditions contained in this Agreement and the attached Partner Profile.  The Affiliate acknowledges that the Company has the right to discontinue the use of its affiliate account at any time.
* By checking this checkbox I agree with Terms & Conditions of the Affiliate Agreement
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