CLICKinsure.com, its parent company, The Liberty Company Insurance Brokers, Inc., and all related entities, (hereinafter referred to as “CLICKinsure”) is a licensed insurance broker and desires to identify new prospects and customers by establishing relationships with Internet businesses, publishers, advertisers, and various other online entities who may benefit by directing their visitors and customers to CLICKinsure.com (hereinfafter referred to as “AFFILIATE”).

In order to be compensated as an AFFILIATE, you agree to the Terms and Conditions of this Agreement. By agreeing to the Terms and Conditions of this Agreement, you are in no way guaranteed to be accepted as a CLICKinsure affiliate and CLICKinsure is in no way obligated to designate you as an affiliate.

CLICKinsure and AFFILIATE are entering into a simple business agreement in the best interests of both parties. CLICKinsure and AFFILIATE are independent businesses, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship, or the relationship of principal and agent between the parties.

All copyrighted material and trademarked names and logos used in accordance with this Agreement by either or both parties remain the exclusive intellectual property of the respective originating or issuing parties. No transference of intellectual property ownership or conveyance of rights is intended or conferred in this Agreement. Sales and interests in this Agreement may not be transferred or sold to any other entity and all business between the parties is subject to the terms of this Agreement. Both parties will be held to confidence in any matters of business with regard to this Agreement.

AFFILIATE shall indemnify and hold CLICKinsure harmless from any and all legal actions, damages or liabilities incurred from the day-to-day operations of AFFILIATE. Under no circumstances will CLICKinsure be liable whether in tort, contract or otherwise for indirect, incidental, consequential, special or exemplary damages (including but not limited to damages for any loss of revenue, profits, business interruption, loss of business information or data, loss of goodwill, work stoppage, hardware or software failure, or other pecuniary loss) arising from or relating to any provision of this Agreement or the program. Without limiting the foregoing, CLICKinsure aggregate liability arising with respect to this Agreement will not exceed the total fees paid or payable to AFFILIATE under this agreement.

CLICKinsure will own all right, title and interest in and to all information that is created or collected in the operation of the CLICKinsure site and reserves the right to amend or terminate this Agreement at any time, with or without notice to AFFILIATE. Furthermore, CLICKinsure will own all right, title and interest to any and all insurance business that results from prospects referred by AFFILIATE and AFFILIATE hereby waives and releases all claims of right or ownership thereto.

It is the full responsibility of AFFILIATE to market CLICKinsure in a legal, ethical and honest fashion and AFFILIATE agrees that CLICKinsure will be held harmless from any and all actions of AFFILIATE and AFFILIATE marketing and promotional programs. Affiliate shall at all times comply with all local and Federal spam, fax broadcast and telemarketing laws. AFFILIATE further agrees and warrants that it will comply with all local, state and federal laws (including, but not limited to, the "CAN-SPAM" Act, effective January 1, 2004) regarding the sending of e-mails.

AFFILIATE shall not issue nor cause to be issued any news/media/press release that uses the CLICKinsure logo or trademarks(s) without prior written consent from CLICKinsure.

Any AFFILIATE advertisement that does not comply with applicable local, state or federal laws is strictly forbidden and shall be expressly defined as unauthorized use of CLICKinsure's trademarks, marks and names. Should action be brought against CLICKinsure for such activity by AFFILIATE, AFFILIATE agrees to bear all costs and penalties associated with such activity including, but not limited to CLICKinsure's legal costs for any alleged infraction of these laws.

CLICKinsure reserves the right to amend all pricing plans, commissions or conditions relative to this Agreement. CLICKinsure reserves the right to terminate any affiliate with or without cause at the sole discretion of CLICKinsure with or without notice. By joining the CLICKinsure affiliate program, AFFILIATE is tendering his/her personal guarantee of these terms and conditions.

For commission purposes, AFFILIATE will be paid for each visitor that lands on the CLICKinsure site after clicking through directly from a link on AFFILIATE’s site and the visitor completes the Auto Insurance or Home insurance Instant Rate Quote screens on the CLICKinsure site (hereinafter referred to as “Completed Quote”). Visitors that click through from AFFILIATE to CLICKinsure and merely start the Instant Rate Quote process by registering their Name, E-Mail Address, and Zip Code (hereinafter referred to as “Registration”), but do not complete the Instant Rate Quote screens, do not qualify as a Completed Quote and will not be compensated for.

CLICKinsure.com will post all Registrations and Completed Quote statistics to the affiliate tracking system at the time activity has occurred. All payments to AFFILIATE for a given month will be calculated and processed by the 15th day of the following month.

The laws of the State of California shall govern this Agreement. Should there be any legal dispute between the parties, then both parties agree to take the matter before arbitration/mediation in Los Angeles County, CA should CLICKinsure request arbitration/mediation in lieu of formal legal process. Both parties mutually agree that the sole legal venue for all disputes shall be in Los Angeles County, CA.