The following are terms and conditions for participating in the Forté Leave Management Affiliate Program. "Affiliate" refers to you, and "Trigon Road" refers to Trigon Road LLC, Madison, Wisconsin, USA.   Trigon Road reserves the right to amend this agreement as needed from time to time, and Affiliate agrees that any such amendment will apply to Affiliate. The continuation of Affiliate status or Affiliate's acceptance of income shall constitute Affiliate's acceptance of any and all amendments.

1. Affiliate is Independent Contractor
Affiliate agrees that a Trigon Road Affiliate is an independent contractor and not an employee, agent, partner, legal representative, or franchisee of Trigon Road. Affiliate has no authority and agrees not to incur any debt, expense, obligation on behalf of, for, or in the name of Trigon Road.

2. Affiliate Age
 Affiliate must be of the age of majority in his/her state or country.

3. Application Subject to Approval
All Affiliate applications are subject to approval by Trigon Road.

4. Agreement to Receive Mail from Trigon Road
Affiliate agrees to provide Trigon Road with a valid e-mail address upon registration.  Affiliate agrees to receive Trigon Road e-mail, including but not restricted to sales reports, training, and newsletters. Trigon Road will not disclose your e-mail address to third parties.

5. Affiliate Contact Information
Contact information (e-mail address, phone number, address, etc.) will be provided to Trigon Road and is not disclosed to any other party.

6. Claims Regarding Potential Income
Affiliate will make no claims regarding potential income, earnings, products, or services beyond what is stated at the official Trigon Road Website.

7. Affiliate may not Disparage Trigon Road
Affiliate agrees not to disparage Trigon Road, other Trigon Road Affiliates, Trigon Road products, the Trigon Road compensation plan, or Trigon Road employees. Affiliate understands that disparagement may result in the immediate suspension or termination of Affiliate account with a cancellation of any pending commissions.

8. Rules for Affiliates Regarding Spamming
Affiliate agrees to not utilize SPAM in promoting Trigon Road. This action may result in the immediate suspension or termination of Affiliate account with a cancellation of any pending commissions. Affiliate will also be in violation of the Trigon Road Affiliate Agreement and subject to legal action and be held liable for any financial loss incurred by Trigon Road. Any service interruptions to Trigon Road as a result of Affiliates spamming will be billed to Affiliate at $200 U.S. dollars per hour until service is restored.
For the purpose of this agreement SPAM is defined as e-mailing ANYONE, in bulk or by single mailing, about Trigon Road, who has not specifically requested the information directly from Affiliate.

Trigon Road also considers ANY type of advertisement about Forté posted to a newsgroup, online forum, web log (blog) or chat room to be spam.

9. Commissions
Affiliate will earn the commission rate based on the amount paid by referred customer toward the first year of paid service. The current commission rate can be found at: http://http://trigonroad.com/flm/affiliate.cfm and is subject to change at any time.  If Trigon Road issues a refund to a referral, any commission based on that refund which was previously credited to Affiliate will be subtracted from future commissions earned.

10. Payments made Monthly in US Dollars
Currently the Trigon Road Affiliate Program is limited to persons or companies of the United States of America, all payments will be made in U.S. dollars. Affiliate commissions shall normally be paid by company check and sent out monthly on or about the 10th for the previous month's sales. The minimum commission check that will be sent out is $30.

11. Affiliate Link URL
Affiliate will be issued an "Affiliate Link," a unique URL which allows Trigon Road to identify visitors from Affiliate site as originating from Affiliate. These visitors are tracked with this unique URL, and sales are recorded with the appropriate Affiliate ID. To receive commissions, Affiliate must either use the provided Affiliate link or have referred customers enter their Affiliate number or unique alias into the "Referred By" field when requesting a trial account.

12. Link Setup
Affiliate is solely responsible for ensuring that their Affiliate Link is set up properly to qualify for commissions.

13. Disrupted or Diminished Service
Trigon Road is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish service.

14. Commission Tracking
Trigon Road will make every reasonable effort to track and pay commissions for all sales that apply to Affiliate. However, Trigon Road is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish this service. Affiliate understands that Affiliate tracking can never be 100% accurate and Trigon Road is not responsible for inaccuracies that might occur beyond its control. Tracking of Affiliate sales depend on several factors, technical and otherwise, which are beyond the control of Trigon Road. It is the goal of Trigon Road to make Affiliate tracking as accurate as possible.

15. Customer Privacy
To protect Forté customer privacy, if deemed necessary, Trigon Road reserves the right to withhold identifying customer contact information from Affiliate.

16.  Use of Forté Logos, Trademarks & Servicemarks
Trigon Road reserves all rights in or to its trademarks and servicemarks  and copyrights.  Affiliates may use Forté marks and copyrights only in accordance with this Affiliate Program and Agreement. Affiliate may in no way display a Forté logo, image, or trademark which may be distasteful, defame, or misrepresent Forté. Only those logos found in the Affiliate login may be used by Affiliate.  Affiliate agrees not to present others' creative works—in full or in part—as his or her own nor engage in violation of copyright agreements for any reason. Such violations could result in suspension or termination of membership.  Upon termination of this Agreement, Affiliate shall cease in the use of Trigon Road's intellectual property.

17. Advertising Must be Approved
Affiliate shall follow Trigon Road advertising guidelines and agrees not to misrepresent Trigon Road products or services. Affiliate agrees to use only Trigon Road-approved ads. They must be approved before you can publish them. Affiliate further understands that prohibited sites for advertising Trigon Road products or services include: Websites that promote sexually explicit material or violence; sites that promote discrimination based on race, sex, religion, national origin, or physical disability; sites that promote illegal activities.

18. Assignment of Affiliate Rights or Duties
Affiliate may not assign rights or delegate duties under this Agreement without the prior written consent of Trigon Road. Upon request, Trigon Road will provide Affiliate with guidelines for the sale, transfer, or assignment of Affiliate's Forté business.

19. Limitation of Liability
Trigon Road shall not be held liable for any indirect, incidental, special, or consequential damages or any loss of revenue or profits arising under or with respect to this Agreement of program, even if Trigon Road has been advised of the possibility of such damages.  Trigon Road's aggregate liability arising under or with respect to this Agreement or the program shall in no event exceed the total commissions paid or payable by Trigon Road under this Agreement.

20. Termination of Agreement
Both Trigon Road and the Affiliate reserve the right to terminate this agreement at any time. The term of this Agreement shall be for a period of one year from the date hereof and shall automatically renew upon each anniversary without further act of the parties unless either party has terminated this Agreement by written notice to the other. If terminated, outstanding commissions at time of termination shall be paid in the next payment so long as the terms of this agreement were not violated by the Affiliate. Payment of the final commission payment to the Affiliate may be withheld for a reasonable time in order to ensure that the correct amount is paid.

21. Indemnification
Affiliate shall indemnify, defend and hold Trigon Road harmless from any and all claims, actions, demands or liabilities (including any attorney's fees & court costs) that may be made by anyone else against Trigon Road and which arise out of the actions, inaction, violation of this Agreement, and/or negligence of the Affiliate, its employees or agents.

22. Severability
 In the event that a provision of this Agreement is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable, and the balance of the Agreement will remain in full force and effect. 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

23. Governing Law
This agreement will be governed by and construed in accordance with the laws of the State of California, unless the laws of the state in which Affiliate resides expressly require the application of its laws. This agreement is further governed by and construed in accordance with the laws of the United States of America.

24. Limitation of Liability
Affiliate shall indemnify and hold Trigon Road harmless from all claims, damages and expenses including without limitation: attorney's fees) resulting from Affiliate's violation of any of the provisions of this agreement.

DISCLAIMER:
We make no express or implied warranties or representations with respect to the services provided 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.

ARBITRATION:
Any controversy, dispute or claim between Trigon Road and any other party arising out of/or involving any Trigon Road business relationship shall be resolved by binding arbitration. The arbitration shall be conducted in accordance with the Procedures of the American Arbitration Association. This arbitration agreement does not cause waiver or modification of either party's right to legal proceedings in a court residing in the same judicial jurisdiction as stated herein to enforce any unpaid monetary debts by either party, as awarded by the arbitrator following Binding Arbitration. The parties agree to such venue as the forum of choice of the parties.

The arbitrator shall apply Wisconsin substantive and procedural law to the proceeding. The demand for arbitration must be in writing and must be made by the aggrieved party within 90 (ninety) days of the event giving rise to the demand. The arbitration shall take place in Dane County, Wisconsin.

The arbitrator's power to award a remedy shall be limited to monetary damages. Should either party wish to seek injunctive relief or other non-monetary relief, such claims shall be brought exclusively in a court of competent jurisdiction located in the State of Wisconsin, County of Dane.

The arbitrator shall determine if there is any prevailing party, and the prevailing party shall be awarded only such fees and expenses as are permitted under the law of the State of Wisconsin. The fees for the arbitrator shall be paid equally by both parties. The parties understand and acknowledge that by agreeing to arbitration, they are giving up any right they may have to a judge or jury trial with regard to all issues subject to arbitration.

Last updated March 30, 2006