Registered Referrer Program Registration

Please provide the following information to register for the RFPMonkey.com LLC referral program.
* denotes required fields

Registered Referrer Information
*Your Name	*Address 1
Company	Address 2
*E-mail	*City
*Phone	*State	*Zip

1099 Tax Information

*Tax Classification *Federal Tax ID / Social Security Number

Registered Referrer Code

*Referrer Code What Referrer Code would you like to be referenced by?

Referral Fee Payment Options

*Payment Preference Please indicate how you prefer to receive referral fees. Note that if you choose PayPal, the e-mail address given above will be used as the PayPal recipient.

Terms of Service

Registered Referrer Agreement Revision 07-04-2008 RFPMonkey.com LLC TERMS OF SERVICE: WHEN YOU CLICK THE "SUBMIT REQUEST" BUTTON ON THIS PAGE, YOU ARE CONFIRMING THAT YOU AGREE TO THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT (THE "AGREEMENT") GOVERNING YOUR PARTICIPATION IN THE REGISTERED REFERRER PROGRAM (THE "PROGRAM") AND THE RFPMonkey.com WEB SITE (THE "SITE"). IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST CLICK THE "CANCEL REQUEST" BUTTON AND WILL NOT BE ENTERED INTO THE AGREEMENT AND WILL NOT BE CONSIDERED A REGISTERED REFERRER. Welcome Use of the Site and participation in The Program shall be deemed to represent your continued agreement to be bound by this Agreement. 1. Privacy Disclosure RFPMonkey.com LLC's privacy policy may be viewed at http://www.RFPMonkey.com. RFPMonkey.com LLC reserves the right to modify its privacy policy in its reasonable discretion from time to time. Users may subscribe to email notification generated by the Service upon the entry or modification of data. This subscription may be done on a user's behalf by the user's organization administrator. Users may unsubscribe from such email notifications at any time while logged in to the Service. Because the Service is a hosted, online application, RFPMonkey.com LLC occasionally may need to notify all users regardless of their subscription status of important announcements regarding the operation of the Service. 2. Other Agreements This agreement covers the mutual understanding as it pertains to the RFPMonkey.com LLC Registered Referrer Program. Other agreements may exist covering the use of the RFPMonkey.com web site, RFPMonkey.com service (THE "SERVICE"), trial accounts, and/or demo access. 3. Your Responsibilities You are responsible for all activity occurring under your participation in the Program and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data. You shall: (i) notify RFPMonkey.com LLC immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to RFPMonkey.com LLC immediately and use reasonable efforts to stop immediately any copying or distribution of Content that is known or suspected by you or your Users; and (iii) not impersonate another RFPMonkey.com user or provide false identity information to gain access to or use the Service. 4. Intellectual Property Ownership RFPMonkey.com LLC alone (and its licensors, where applicable) shall own all right, title and interest, including all related Intellectual Property Rights, in and to the RFPMonkey.com Technology, the Service and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the Service. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the Service, the RFPMonkey.com Technology or the Intellectual Property Rights owned by RFPMonkey.com LLC. The RFPMonkey.com name, the RFPMonkey.com logo, and the product names associated with the Service are trademarks of RFPMonkey.com LLC or third parties, and no right or license is granted to use them. 5. Representations & Warranties Each party represents and warrants that it has the legal power and authority to enter into this Agreement. RFPMonkey.com LLC represents and warrants that it will administer the Program in a manner consistent with general industry standards reasonably applicable to the provision thereof. You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Service and that your billing information is correct. 6. Mutual Indemnification You shall indemnify and hold RFPMonkey.com LLC, its licensors and each such party's parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (i) a claim alleging that use of the Customer Data infringes the rights of, or has caused harm to, a third party; (ii) a claim, which if true, would constitute a violation by you of your representations and warranties; or (iii) a claim arising from the breach by you or your Users of this Agreement, provided in any such case that RFPMonkey.com LLC (a) gives written notice of the claim promptly to you; (b) gives you sole control of the defense and settlement of the claim (provided that you may not settle or defend any claim unless you unconditionally release RFPMonkey.com LLC of all liability and such settlement does not affect RFPMonkey.com LLC's business or Service); (c) provides to you all available information and assistance; and (d) has not compromised or settled such claim. RFPMonkey.com LLC shall indemnify and hold you and your parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (i) a claim alleging that the Service directly infringes a copyright, a U.S. patent issued as of the Effective Date, or a trademark of a third party; (ii) a claim, which if true, would constitute a violation by RFPMonkey.com LLC of its representations or warranties; or (iii) a claim arising from breach of this Agreement by RFPMonkey.com LLC; provided that you (a) promptly give written notice of the claim to RFPMonkey.com LLC; (b) give RFPMonkey.com LLC sole control of the defense and settlement of the claim (provided that RFPMonkey.com LLC may not settle or defend any claim unless it unconditionally releases you of all liability); (c) provide to RFPMonkey.com LLC all available information and assistance; and (d) have not compromised or settled such claim. RFPMonkey.com LLC shall have no indemnification obligation, and you shall indemnify RFPMonkey.com LLC pursuant to this Agreement, for claims arising from any infringement arising from the combination of the Service with any of your products, service, hardware or business process(s). 7. Disclaimer of Warranties RFPMonkey.com LLC AND ITS LICENSORS MAKE NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT. RFPMonkey.com LLC AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) ERRORS OR DEFECTS WILL BE CORRECTED, OR (E) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN "AS IS" BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY RFPMonkey.com LLC AND ITS LICENSORS. 8. Limitation of Liability IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL EITHER PARTY AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS SERVICE, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICE, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE SERVICE, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE IN THE CONTENT, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY'S LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 9. Additional Rights Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental, consequential or certain other types of damages, so the exclusions set forth above may not apply to you. 10. Local Laws and Export Control This site provides services and uses software and technology that may be subject to United States export controls administered by the U.S. Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, and other U.S. agencies and the export control regulations of Switzerland and the European Union. The user of this site ("User") acknowledges and agrees that the site shall not be used, and none of the underlying information, software, or technology may be transferred or otherwise exported or re-exported to countries as to which the United States, Switzerland and/or the European Union maintains an embargo (collectively, "Embargoed Countries"), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury's List of Specially Designated Nationals or the U.S. Department of Commerce's Table of Denial Orders (collectively, "Designated Nationals"). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. By using the Service, you represent and warrant that you are not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. You agree to comply strictly with all U.S., Swiss and European Union export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required. This site may use encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations, 15 C.F.R. Parts 730-774 and Council Regulation (EC) No. 1334/2000 RFPMonkey.com LLC and its licensors make no representation that the Service is appropriate or available for use in other locations. If you use the Service from outside the United States of America, Switzerland and/or the European Union, you are solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. Any diversion of the Content contrary to United States, Swiss or European Union (including European Union Member States) law is prohibited. None of the Content, nor any information acquired through the use of the Service, is or will be used for nuclear activities, chemical or biological weapons, or missile projects, unless specifically authorized by the United States government or appropriate European body for such purposes. 11. Compensation We will pay a Referral Fee equal to the one twelfth of the collected revenue for first paid subscription term of a qualified Referral in the calendar quarter in which the Referral signups with RFPMonkey.com LLC. We will pay a Referral Fee U.S. currency in check or by PayPal as designated by the Registered Referrer. Registered Referrers must have a mailing address located in North or South America, Europe, Australia or New Zealand to receive a payment. You are responsible for informing RFPMonkey.com LLC about changes to postal and e-mail addresses. Failure to provide the correct addresses may result in the forfeiture of any payments due to you. Payments that are returned for invalid or insufficient address information, may be forfeited as well. You can update information at any time by e-mail sent to affiliates@rfpmonkey.com. Referral Fees will be issued approximately 45 days after the end of each calendar quarter. You will only be compensated for Referrals that signup for the RFPMonkey.com LLC service and list you as their referrer. Fields to collect this information are provided on the New Account registration form and on the Trial Registration form. RFPMonkey.com LLC is not responsible for a referred customers failure to indicate a Registered Referrer on their registration form. Any attempt by a Registered Referrer to manipulate, falsify or inflate Referrals, to defraud RFPMonkey.com LLC, or to violate the terms of this Agreement constitutes immediate grounds for RFPMonkey.com LLC to terminate this Agreement and will result in forfeiture of any Referral Fees due to you. 12. Independent Contractor It is understood that a Registered Referrer is an independent contractor and nothing in this agreement is intended to or will create any form of partnership, joint venture, agency, franchise, sales representative or employment relationship between the Registered Referrer and RFPMonkey.com LLC. 13. Taxes You are responsible for the payment of all taxes related to the commissions you earn under this Agreement. In compliance with tax laws, RFPMonkey.com LLC will issue a Form 1099 to Registered Referrers whose earnings meet or exceed the applicable amount warranting the Form 1099. You will be required to provide us with tax information within two (2) days of any request issued by RFPMonkey.com LLC to issue a Form 1099. 14. Notice RFPMonkey.com LLC may give notice by means of a general notice on the Service, electronic mail to your email address on record in RFPMonkey.com LLC's account information, or by written communication sent by first class mail or pre-paid post to your address on record in RFPMonkey.com LLC's account information. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). You may give notice to RFPMonkey.com LLC (such notice shall be deemed given when received by RFPMonkey.com LLC) at any time by any of the following: letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail to RFPMonkey.com LLC at the following address: RFPMonkey.com LLC, 2785 Prado Lane, Marietta, GA 30066 addressed to the attention of: Chief Financial Officer. 15. Modification to Terms RFPMonkey.com LLC reserves the right to modify the terms and conditions of this Agreement or its policies relating to the Service at any time, effective upon posting of an updated version of this Agreement on the Service. You are responsible for regularly reviewing this Agreement. Continued use of the Service after any such changes shall constitute your consent to such changes. 16. Assignment; Change in Control This Agreement may not be assigned by you without the prior written approval of RFPMonkey.com LLC but may be assigned without your consent by RFPMonkey.com LLC to (i) a parent or subsidiary, (ii) an acquirer of assets, or (iii) a successor by merger. Any purported assignment in violation of this section shall be void. Any actual or proposed change in control of you that results or would result in a direct competitor of RFPMonkey.com LLC directly or indirectly owning or controlling 50% or more of you shall entitle RFPMonkey.com LLC to terminate this Agreement for cause immediately upon written notice. 17. Changes We reserve the right to change this Agreement, including without limitation, the Compensation, at our discretion. Changes will take effect when posted to the RFPMonkey.com Web site. If you do not agree to such changes, you may terminate this Agreement via e-mail notice to affiliates@rfpmonkey.com. 18. General With respect to U.S. Customers, this Agreement shall be governed by Georgia law and controlling United States federal law, without regard to the choice or conflicts of law provisions of any jurisdiction, and any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Service shall be subject to the exclusive jurisdiction of the state and federal courts located in Atlanta, Georgia. With respect to Non-U.S./Japan Customers, this Agreement shall be governed by the laws of Switzerland, without regard to the choice or conflicts of law provisions of any jurisdiction, and any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Service shall be subject to the exclusive jurisdiction of the courts of Switzerland. No text or information set forth on any other purchase order, preprinted form or document (other than an Order Form, if applicable) shall add to or vary the terms and conditions of this Agreement. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect. No joint venture, partnership, employment, or agency relationship exists between you and RFPMonkey.com LLC as a result of this agreement or use of the Service. The failure of RFPMonkey.com LLC to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by RFPMonkey.com LLC in writing. This Agreement, together with any applicable Order Form, comprises the entire agreement between you and RFPMonkey.com LLC and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein. 19. Proper Age BY ACCEPTING THIS CONTRACT, YOU CONFIRM YOU ARE AN ADULT OF AT LEAST 18 YEARS OF AGE (19 OR 21 WHERE APPLICABLE). 20. Definitions As used in this Agreement and in any Order Forms now or hereafter associated herewith: "Agreement" means these online terms of use, any Order Forms, and any materials available on the RFPMonkey.com website specifically incorporated by reference herein, as such materials, including the terms of this Agreement, may be updated by RFPMonkey.com LLC from time to time in its sole discretion; "Customer Data" means any data, information or material provided or submitted by you to the Service in the course of using the Service; "Effective Date" means the earlier of either the date this Agreement is accepted by selecting the "Submit Request" option presented on the screen after this Agreement is displayed or the date you begin using the Service; "Initial Term" means the initial period during which you are obligated to pay for the Service equal to the billing frequency selected by you during the subscription process (e.g., if the billing frequency is quarterly, the Initial Term is the first quarter); "Intellectual Property Rights" means unpatented inventions, patent applications, patents, design rights, copyrights, trademarks, service marks, trade names, domain name rights, mask work rights, know-how and other trade secret rights, and all other intellectual property rights, derivatives thereof, and forms of protection of a similar nature anywhere in the world; "License Administrator(s)" means those Users designated by you who are authorized to purchase licenses online using the Online Order Center or by executing written Order Forms and to create User accounts and otherwise administer your use of the Service; "License Term(s)" means the period(s) during which a specified number of Users are licensed to use the Service pursuant to the Order Form(s); "Order Form(s)" means the form evidencing the initial subscription for the Service and any subsequent order forms submitted online or in written form, specifying, among other things, the number of licenses and other services contracted for, the applicable fees, the billing period, and other charges as agreed to between the parties, each such Order Form to be incorporated into and to become a part of this Agreement (in the event of any conflict between the terms of this Agreement and the terms of any such Order Form, the terms of this Agreement shall prevail); "Online Order Center" means RFPMonkey.com LLC's online application that allows the License Administrator designated by you to, among other things, add additional Users and/or entry capacity to the Service; "RFPMonkey.com" means collectively RFPMonkey.com LLC, having its principal place of business at 2785 Prado Lane, Marietta, GA 30066; "RFPMonkey.com Technology" means all of RFPMonkey.com LLC's proprietary technology (including software, hardware, products, processes, algorithms, user interfaces, know-how, techniques, designs and other tangible or intangible technical material or information) made available to you by RFPMonkey.com LLC in providing the Service; "Service(s)" means the specific level of RFPMonkey.com LLC's online RFP entry repository, accessible via http://www.RFPAssistant.com, or ancillary online or offline products and services provided to you by RFPMonkey.com LLC, to which you are being granted access under this Agreement, including the RFPMonkey.com Technology and the Content; "User(s)" means your employees, representatives, consultants, contractors or agents who are authorized to use the Service and have been supplied user identifications and passwords by you (or by RFPMonkey.com LLC at your request). Copyright (c) 2006 RFPMonkey.com LLC, inc. All rights reserved.

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