ARTICLE 1. INTRODUCTION
1.01 Webtecnik.com is the sole and exclusive owner of all right, title and interest including all intellectual property rights in and to the contents, logos, style, design, look and feel, trade names, trademarks to certain literary works such as but not limited to e-commerce site-building/hosting/marketing/traffic-building solutions such as GrahakEshop Hosted Ebusiness Solutions (including all future versions thereof), all hereinafter referred to individually and collectively, according to context, as the Ebusiness Hosted Solutions.

1.02 Webtecnik.com intends to sell and distribute the Ebusiness Hosted Solutions electronically using, in part, third party affiliates who will establish links to Webtecnik.com's web site where the Ebusiness Hosted Solutions will be offered for booking.

1.03 If, in the future, Webtecnik.com sells and distributes any other services through the Internet, it shall offer to its affiliates at that time the opportunity to become vendor-affiliates of such services. Such services shall be included in the defined term Ebusiness Hosted Solutions and this Agreement shall then also apply to such services.

ARTICLE 2. PARTICIPATION & REPRESENTATION

2.01 Webtecnik.com hereby grants to the Affiliate the non-exclusive and revocable right to market and advertise the Ebusiness Hosted Solutions and to establish links to Webtecnik.com's web site, the whole in accordance with this Agreement.

2.02 The Affiliate shall diligently and continuously market and advertise the Ebusiness Hosted Solutions through the Internet and shall develop, operate and maintain links from its site to Webtecnik.com's site at its sole cost and expense.

2.03 The Affiliate represents and warrants to Webtecnik.com that this Agreement has been duly and validly executed and constitutes and shall continue to constitute a legal obligation, enforceable in accordance with its terms.

ARTICLE 3. AFFILIATE BOOKINGS COMMISSIONS

3.01 If, as a result of a direct advertising effort of the Affiliate, a referred customer of the Affiliate or of a member of the Affiliate's team (as defined) orders and pays for the Ebusiness Hosted Solutions sold by Webtecnik.com in the future, Webtecnik.com shall pay the Affiliate a bookings commission determined in accordance with the Affiliate Compensation Schedule which follows this Agreement and which forms an integral part of it. The commission is based upon the paid service charge of the subscribed Ebusiness Hosted Solutions before tax and excluding returns (Bookings Commission).

3.02 An Affiliate can earn a First-Purchase Bookings Commission or a Referral Bonus Commission on Total Team Earnings, the whole as described in the Affiliate Compensation Schedule. An Affiliate shall not, directly or indirectly, convert or attempt to convert a Referral bonus Commission into a First-Purchase Bookings Commission. An Affiliate shall not receive a Bookings Commission for a Ebusiness Hosted Solutions purchase made, directly or indirectly (ex., via an intermediary for the purpose of collecting a commission), by him/herself. An Affiliate's Team means all Affiliates introduced to the Program by the Affiliate in question. In the event that more than one Affiliate claims the same commission for a booking, Webtecnik.com shall select the Affiliate which shall receive the compensation.

3.03 The Affiliate shall be responsible for all taxes and other similar levies applicable to the Bookings Commission pursuant to any law or regulation. The Affiliate shall report the Bookings Commission to its taxation authorities as required by law.

3.04 Webtecnik.com shall post and maintain, on a current basis, a designated password-protected web page for each Affiliate showing the Affiliate's participation in the Program including number of potential customers referred by it and an estimate of the Bookings Commission owing to it. Webtecnik.com shall, on or about the 15th of each subsequent month, mail or otherwise transmit the Bookings Commission representing the amount payable for the bookings completed in the previous month. (Webtecnik.com reserves the right to delay sending payment for one month, in exceptional cases up to three months, to prevent suspected cases of affiliate fraud.) Bookings statistics of the referred transactions, supporting the amount paid, shall be made available by Webtecnik.com on the Affiliate's private site. Affiliates may receive the Bookings Commission in either US or Canadian funds. For administrative convenience, if the Bookings Commission is less than 100 Canadian dollars in a month, it shall be mailed during a subsequent month. The Affiliate may receive the Bookings Commission where the amount in question is less than 100 Canadian dollars by advising Webtecnik.com and assuming Webtecnik.com's cost of making the payment. If an Affiliate maintains a balance of less than 50 Canadian dollars of Bookings Commission in a period of 12 consecutive months without asking for payment during that time, the Bookings Commission shall be forfeited. Bookings Commission overpayments may be deducted from future payments or shall be reimbursed by the Affiliate.

ARTICLE 4. AFFILIATE SITES AND PROMOTION METHODS

4.01 The Affiliate shall be solely responsible for all materials and information that appear on its site and individual promotional materials. It shall strictly adhere to all applicable laws and regulations in conducting its business and more specifically in marketing and advertising the Ebusiness Hosted Solutions. Without restricting the generality of the foregoing, the Affiliate shall not send unsolicited e-mail and shall not send e-mail or any other communication to a recipient if the recipient has requested that it discontinue such communication, nor shall it send or display on its web site any material that may be considered to be harassing, libelous, defamatory, legally obscene or pornographic, threatening, abusive or hateful.

4.02 Webtecnik.com shall have the right, but not the obligation, to pre-approve the graphics and logos used on any web site which is linked to its site. Furthermore, the Affiliate shall annotate its site with appropriate copyright, trademark and other similar notices, which shall be approved by Webtecnik.com. If the Affiliate specifies a price point for the Ebusiness Hosted Solutions in its marketing and advertising, it shall ensure that it is updated regularly to reflect all price changes.

4.03 Webtecnik.com shall have the right to monitor the Affiliate's web site at any time and from time to time to determine if it is in compliance with the terms and conditions on this Agreement.

4.04 Webtecnik.com shall have the right, but not the obligation, to help the Affiliate promote its Ebusiness Hosted Solutionss more effectively and to report the Affiliate's accounting status by e-mailing the report to the Affiliate. The Affiliate hereby gives permission to Webtecnik.com to e-mail the report.

4.05 The Affiliate agrees not to use any predatory advertising methods designed to generate traffic from sites that they have not contracted with in the online promotion of Webtecnik.com's Ebusiness Hosted Solutions or affiliate program. Predatory advertising is defined as any method that creates or overlays links or banners on web sites, spawns browser windows, or any method invented to generate traffic from a web site without that web site owner's, knowledge, permission, and participation. Examples include, but are not limited to, keyword parsing browser plugins, banner replacement technology, and browser spawning technology that is not web site dependent. Participation in predatory advertising programs will be cause for the affiliate's immediate termination.

ARTICLE 5. ORDER PROCESSING

5.01 Webtecnik.com shall establish the procedures of selling the Ebusiness Hosted Solutions including, without limitation, the placement of orders, pricing, payment terms, processing, delivery, returns etc. Without restricting the generality of the foregoing, Webtecnik.com shall have the right to cancel, suspend or delay any order for the Ebusiness Hosted Solutions, including the right to discontinue to sell the Ebusiness Hosted Solutions at any time.

ARTICLE 6. LICENSES AND GOODWILL PRESERVATION

6.01 Webtecnik.com shall have the right, but not the obligation, to approve, in its sole and absolute discretion and with due regard to the protection and preservation of the goodwill of the Ebusiness Hosted Solutions any promotional, advertising or marketing item used by the Affiliate. The Affiliate shall make all deletions and modifications suggested by Webtecnik.com on any site where the Ebusiness Hosted Solutions is mentioned.

6.02 The Affiliate shall acknowledge and clearly identify and respect that all proprietary information, trademarks, copyrights and all other similar rights in and arising out of the Ebusiness Hosted Solutions are, and shall continue to be, the exclusive property of Webtecnik.com. In the event the Affiliate learns of any claim or allegation that the Ebusiness Hosted Solutions infringes upon or violates any intellectual property or proprietary rights of a third party, or contains any unlawful, libelous, or untrue statement, it shall immediately notify Webtecnik.com so as to enable Webtecnik.com to defend, settle or otherwise resolve the claim or allegation in a manner that Webtecnik.com deems appropriate in its sole discretion.

6.03 Customers who purchase the Ebusiness Hosted Solutions through the Program shall be deemed to be customers of Webtecnik.com, and the Affiliate shall refer all Ebusiness Hosted Solutions-related questions, requests or queries to Webtecnik.com. Webtecnik.com shall have the right to utilize the Affiliate's name and logo to advertise, market, promote and publicize in any manner the Ebusiness Hosted Solutions.

6.04 The Affiliate shall not make or give to a customer or a potential customer any warranty, representation or other statement concerning the Ebusiness Hosted Solutions without first obtaining the written consent of Webtecnik.com.

ARTICLE 7. RELATIONSHIP OF PARTIES

7.01 While the parties shall work hand-in-hand for the benefit of both, the parties acknowledge and agree that the Affiliate shall, from a legal perspective, act as and shall be an independent contractor and not an employee or agent of Webtecnik.com. Nothing in this Agreement shall create a partnership, joint venture, agency, or franchise between the parties in the legal sense of these terms. The Affiliate shall not sign any document in the name of or on behalf of Webtecnik.com nor shall it hold itself out as being an agent of Webtecnik.com or as having apparent authority to contract for or bind Webtecnik.com.

ARTICLE 8. LIMITATION OF LIABILITY

8.01 In no event shall Webtecnik.com be liable for special, incidental, consequential or punitive damages, including, without limitation, any damages resulting from loss of profits, loss of business or loss of goodwill arising out of or in connection with this Agreement or the Ebusiness Hosted Solutions, whether or not such party has been advised of the possibility of such damages. Webtecnik.com shall not be liable for any damages if, for any reason whatsoever, its web site fails or is non-operational for any reason whatsoever.

ARTICLE 9. TERM OF THE AGREEMENT

9.01 In the event that the Affiliate breaches any of the undertakings or obligations set forth in this Agreement and does not remedy same within 7 days notice from Webtecnik.com, it shall automatically forfeit the Bookings Commission then receivable or receivable at any time in the future. Webtecnik.com shall, in addition, have the right to terminate this Agreement and shall retain all other rights and remedies available to it at law or in equity.

9.02 Webtecnik.com shall have the right but not the obligation to terminate this Agreement with an Affiliate who does not maintain a valid e-mail address with Webtecnik.com (Webtecnik.com tracks all bounces of communications and automatically terminates any affiliate whose e-mail address is not valid). Webtecnik.com shall have the right but not the obligation to terminate this Agreement if the Affiliate ceases to actively market the Ebusiness Hosted Solutions for a period of 30 days. Webtecnik.com shall have the right but not the obligation to terminate this Agreement with an Affiliate whose First-Purchase Bookings Commission in a calendar year was in the bottom 20 percent of the First-Purchase Bookings Commission of all Affiliates in any preceding 12 month period. In such cases, the Bookings Commission owing, representing the sums earned shall be paid even after termination of this Agreement. The Affiliate shall have the right to terminate this Agreement at any time by giving a 30 days written notice to Webtecnik.com.

9.03 As soon as notice of termination of this Agreement is given or upon termination as herein provided, the Affiliate shall immediately cease its marketing and advertising of the Ebusiness Hosted Solutions and shall forthwith eliminate all mention and references to the Ebusiness Hosted Solutions and all links to Webtecnik.com. Pending the completion of the foregoing, Webtecnik.com may hold in abeyance the Bookings Commission.

ARTICLE 10. MODIFICATION AND APPLICATION OF AGREEMENT

10.01 Webtecnik.com may, in good faith, modify any of the terms and conditions contained in this Agreement (including the Affiliate Compensation Schedule), at any time and in its sole discretion, by posting a change notice or a new agreement on its web site. If any modification to this Agreement is not acceptable to the Affiliate, its only recourse is to terminate this Agreement. The Affiliate's continued participation in the Program following the said posting of a change notice or new agreement shall constitute binding acceptance by the Affiliate of the change.

10.02 If any of the provisions of this Agreement are determined by a court to be unenforceable, they shall be severed from this Agreement, and the remaining provisions shall remain in full force and effect.

10.03 The Affiliate shall not assign, transfer or convey this Agreement or any part thereof to any other party without Webtecnik.com's consent which shall not be unreasonably refused.

10.04 This Agreement shall enure to the benefit of and be binding upon the parties hereto and their respective heirs, legatees, executors, legal representatives, successors and assigns.

10.05 This Agreement represents the entire agreement between the parties and supersedes all prior negotiations, agreements and understandings, if any. For greater certainty but without restricting the aforementioned, information contained in any of the following shall not form part of this Agreement, namely: descriptions of the Program (including the descriptions of Bookings Commission payable to the Affiliates) on Webtecnik.com's web site(s); e-mail communications from Webtecnik.com or from any of its employees, officers or directors; in the Ebusiness Hosted Solutions, or in marketing/informational documents.

ARTICLE 11. INDEPENDENT INVESTIGATION

11.01 The Affiliate acknowledges that it has reviewed this Agreement and agrees to all its terms and conditions. The Affiliate understands that Webtecnik.com may at any time solicit customer referrals on terms that may differ from those contained in this Agreement or operate web sites that are similar to or compete with the Affiliate's web site. The Affiliate has independently evaluated the desirability of participating in the Program and is not relying on any representation, guarantee or statement other than as set forth in this Agreement.

ARTICLE 12. MISCELLANEOUS PROVISIONS

12.01 Any reference in this Agreement to gender includes all genders and words importing the singular number only shall include the plural and vice versa.

12.02 The insertion of headings and the division of this Agreement into Articles and Sections are for convenience reference only and are not to affect its interpretation.

12.03 Each of the parties hereto covenants and agrees that it shall execute and deliver such additional agreements and documents and do such acts and things as may be reasonably necessary fully and effectually to carry out the intent and purpose of this Agreement.

12.04 Time shall be of essence of this Agreement.

12.05 All notices, requests and other communications shall be deemed to have been received when posted by Webtecnik.com on its web site. It shall also be deemed to have been received on the next business day if transmitted by fax, e-mail or any other form of electronic mail to the last known electronic address of the intended recipient.

12.06 This Agreement shall be governed by and construed in accordance with the laws of Quebec and the applicable laws of Canada and all disputes concerning this Agreement and the obligations assumed by the parties shall be resolved before such courts. The parties have required that this Agreement and related documents be drafted in English.

AFFILIATE COMPENSATION SCHEDULE
This Compensation Schedule is in effect.
An Affiliate earns his commission based on a three tier setup where the commission for each tier is separate and distinct

WAP Tiers
SuperAffiliate Commission 30% Refferal Bonus 5% or 10% Advertisement Reimbursement 10%
Affiliate Commission 25% Refferal Bonus 10%
SubAffiliate Commission 20%

An Affiliate can earn only one commissions for each referred booking either as First-Bookings Commission or Referral Bonus Commission.
a) A First-Booking Commission (FBC) is payable to an Affiliate based on his tier status, who has referred a new customer who has never subscribed, directly or indirectly, a Ebusiness Hosted Solutions promoted by Webtecnik.com.
b) A Referral Bonus Commission (RBC) is payable to an Affiliate based upon his/her’s Total Team Earnings (TTE) for the month which is the total of all commissions earned by all Affiliates in his/her Team during a month. An Affiliate's team includes all parties referred by him/her to the Program who subsequently became Affiliates in their own right.
NOTE: An Affiliate can earn either a FBC or a RBC, but never both on the same Ebusiness Hosted Solutions purchase; a customer is either a first-time customer or a referral customer but never both.

GRAND TOTAL MONTHLY PAYMENT
The Grand Total Bookings Commission that is payable to an Affiliate each month is calculated as follows...
FBC MONTHLY PAYMENT + RBC MONTHLY PAYMENT = GRAND TOTAL MONTHLY PAYMENT

QUESTIONS:
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