1. Promotional Materials. Company shall make available to referral partner certain banner advertisements, button links, text links, web forms and/or other graphic or textual material (the “Promotional Materials”) for display and use by the referring person. The Promotional Materials will link to one or more of the Company’s Websites, as specified by Company. The Promotional may have a tracking code or codes unique to the Referring Individual.
  2. Use of Promotional Materials. The Referring Individual’s use and display of the Promotional Materials on the Referring Individual’s site shall conform to the following terms, conditions and specifications:
    1. The referring individual may not use any graphic, textual or other materials to promote Company’s Websites other than the Promotional Materials, unless Company agrees to such other materials in writing prior to their display.
    2. Referring individual may only use the Promotional Materials for the purpose of promoting the Company’s Websites (and the products and services available thereon), and for linking to the Company’s Websites.
    3. Referring individual will not alter, add to, subtract from, or otherwise modify the Promotional Materials as they are prepared by Company. If Referring Individual wishes to alter or otherwise modify the Promotional Materials, Referring Individual must obtain prior written consent from Company for such alteration of modification.
    4. The Promotional Materials will be used to link only to one of the Company’s Websites, to the specific web page and web address as specified by Company.
  3. License. Company hereby grants the referring individual a nonexclusive, nontransferable license (the “License”) to use the Promotional Materials as specified under the terms and conditions of this Agreement. The term of the License shall expire upon the expiration or termination of this Agreement.
  4. Intellectual Property. Company retains all right, ownership, and interest in the Promotional Materials, and in any copyright, trademark, or other intellectual property in the Promotional Materials. Nothing in this Agreement shall be construed to grant referring individual any rights, ownership or interest in the Promotional Materials, or in the underlying intellectual property, other than the rights to use the Promotional Materials granted under the License, as set forth in Section 3.
  5. Relationship of Parties. The referring individual is merely registering their name as someone who is available to receive food or other company merchandise from time to time. Referring Individual shall have no authority to bind Company into any agreement, nor shall Referring Individual be considered to be an agent of Company in any respect. Filling out this form does not establish any legal relationship between you and the company, nor any obligation on the par of the Company. This Agreement shall not be construed to create any employment relationship, agency relationship, or partnership between Company and referring individual. The company may change these terms at any time.
  6. Commissions.
    1. The referring individual shall not receive any commission on persons referred to
      Company’s website.
    2. Referring individual understands that Company uses cookies in the Promotional
      Materials. These cookies allow the Company to know if Referred Paying Customers came to the Company’s Websites via the referring individual’s display of the Promotional Materials. These cookies last for one hundred and eighty (180) days (the “Cookie Period”).
    3. The referring individual’s Properties or referring communications may not contain any
      materials that are:

      1. Sexually explicit, obscene, or pornographic;
      2. Offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory (whether based on race, ethnicity, creed, religion, gender, sexual orientation, physical disability, or otherwise);
      3. Graphically violent, including any violent video game images; or
      4. Solicitous of any unlawful behavior.
    4. Referring Individual will not publish or otherwise distribute any advertising materials for
      Referring Individual’s Properties that reference Company or Company’s Websites unless Company gives prior written consent to the distribution of such materials. Referring Individual will not use Company’s name (or any name that is confusingly similar to Company’s name) for any purpose on its Properties, in its promotional materials, or in any other context except to promote Company’s Websites as specified in this Agreement. Referring Individual will not register any domain name that incorporates Company’s name, or that is confusingly similar to Company’s name.
    5. Referring Individual will not engage in the distribution of any unsolicited bulk emails (spam) in any way mentioning or referencing Company or Company’s Websites.
    6. Referring Individual will not engage in any search engine marketing regarding the use of the Promotional Materials or promoting the Company’s Websites (including marketing through Google AdWords or similar search engine pay per click programs).
  7. Indemnification. Referring Individual shall indemnify Company and hold harmless Company from any claim, damage, lawsuit, action, complaint, or other costs arising out of any breach of Referring Individual’s warranties set forth in Section 7 above. Referring Individual shall also indemnify and hold harmless Company for any damage, loss or other cost arising out of the use or misuse by Referring Individual of the Promotional Materials.
  8. Confidentiality. Any information that Referring Individual is exposed to by virtue of its relationship with Company under this Agreement, which information is not available to the general public, shall be considered to be “Confidential Company Information.” Referring Individual may not disclose any Confidential Company Information to any person or entity, except where compelled by law, unless Referring Individual obtains prior written consent for such disclosure from Company.
  9. Term.
    1. This Agreement shall take effect on the Effective Date, and shall remain in full force and
      effect indefinitely, or until terminated pursuant to this Section 10.
    2. Either Party shall have the right to terminate this Agreement at any time and for any
      cause.
    3. Taxes. Company shall not be responsible for any taxes owed by Referring Individual
      arising out of their relationship with Company as set forth in this Agreement. Company
      shall not withhold any taxes from the food and or company merchandise sent.
  10. Limitation of Liability. Company shall not be liable for any loss of profits or costs, or for any direct, indirect, special, incidental or consequential damages, including costs associated with the procurement of substitute goods or services (whether Company was or should have been aware or advised of the possibility of such damage), arising out of or associated with any loss, suspension or interruption of service, termination of this Agreement, use or misuse of the Promotional Materials, or other performance of services under this Agreement.
  11. Entire Agreement; Amendment. This Agreement, sets forth the entire agreement between the parties with regard to the subject matter hereof. No other agreements, representations, or warranties have been made by either party to the other with respect to the subject matter of this Agreement, except as referenced herein. This Agreement shall not be amended without a writing signed by both parties.
  12. Governing Law, Venue, and Limitation of Actions. This Agreement and the rights of the parties hereto shall be governed by the laws of the State of Texas without regard to principles of conflict of laws. In the event of any litigation arising out of, or relating to, this Agreement or the breach thereof, the venue for any such action shall be in the state or federal courts located in Austin, Texas.
  13. Assignment. Referring Individual may not assign this Agreement without the prior written consent of Company. Company may assign its rights and obligations under this Agreement to its parent or any of their respective affiliates, subsidiaries or joint ventures without notice to Referring Individual or to a successor by merger or consolidation after thirty (30) days written notice.
  14. Severability. If any of the provisions of this Agreement are found or deemed by a court to be invalid or unenforceable, they shall be severable from the remainder of this Agreement and shall not cause the invalidity or unenforceability of the remainder of this Agreement.
  15. Waiver. The waiver by either party of a particular breach of this Agreement by the other party shall not be construed as, or constitute, a continuing waiver of such breach, or of other breaches of the same or other provisions of this Agreement.
  16. Fees. In the event of litigation relating to the subject of this Agreement, the non-prevailing party shall reimburse the prevailing party for all reasonable attorney fees and costs resulting therefrom.
  17. Notices. Any written notice or demand or consent required by this Agreement shall be sent by registered or certified mail (return receipt requested), personal delivery, overnight commercial carrier, or other guaranteed delivery to the other party at the address set forth herein, or to the email address listed below. The notice shall be effective as of the date of delivery if the notice is sent by personal delivery, overnight commercial courier or other guaranteed delivery, as of five (5) days after the date of posting if the notice is transmitted by registered or certified mail. Any party may change the address at which it receives notices by giving written notice to the other party in the manner prescribed by this Section 19. A party shall address notices under this Section 19 to a party at the following addresses:

    Apollo Scheduling
    2637 East Atlantic Blvd #18940
    Pompano Beach, FL 33062
    ted.moskovitz@appointmentcore.com