Waterford Green Ltd Affiliate Agreement

In order to be compensated as an AFFILIATE for referring customers to our products and services, you agree to the terms and conditions of this agreement. WATERFORD GREEN LTD and AFFILIATE are entering into a simple business agreement in the best interests of both parties. AFFILIATE and WATERFORD GREEN LTD are independent contractors, 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 WATERFORD GREEN LTD harmless from any and all legal actions, damages or liabilities incurred from the day-to-day operations of AFFILIATE. Under no circumstances will WATERFORD GREEN LTD 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, WATERFORD GREEN LTD aggregate liability arising with respect to this Agreement will not exceed the total fees paid or payable to AFFILIATE under this agreement. WATERFORD GREEN LTD will own all right, title and interest in and to all information that is created or collected in the operation of the WATERFORD GREEN LTD site and reserves the right to amend or terminate this Agreement at any time, with or without notice to AFFILIATE at its sole discretion and/or without any reasons.

It is the full responsibility of AFFILIATE to market the Products and services in a legal, ethical and honest fashion and AFFILIATE agrees that WATERFORD GREEN LTD 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. 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 WATERFORD GREEN LTD trademarks, marks and names. Should action be brought against WATERFORD GREEN LTD for such activity by Affiliate, Affiliate agrees to bear all costs and penalties associated with such activity including, but not limited to WATERFORD GREEN LTD legal costs for any alleged infraction of these laws. WATERFORD GREEN LTD reserves the right to amend all pricing plans, commissions or conditions relative to this agreement WATERFORD GREEN LTD reserves the right to terminate any affiliate with or without cause at the sole discretion of WATERFORD GREEN LTD with or without notice. By joining the WATERFORD GREEN LTD affiliate program, affiliate is tendering his/her personal guarantee of these terms and conditions. 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 WATERFORD GREEN LTD trademarks(s) without prior written consent from WATERFORD GREEN LTD.