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EPROMO, LLC RESELLER AGREEMENT
This Reseller Agreement (the "Agreement") is made and entered into upon clicking on the accept button below, at which time the effective date shall commence (the "Effective Date"). This agreement is made by and between EPROMO, LLC, a Utah corporation whose principal place of business is 4778 North 300 West Suite 200 Provo, Utah 84604 ("Epromo, LLC"), and the company listed above in the Reseller Application ("Reseller").

WHEREAS, Epromo, LLC offers to Users Websites and Management Technologies as described at http://www.epromo.com, as such descriptions may be changed by Epromo, LLC from time to time (the "Epromo, LLC services"), Reseller desires the opportunity to market and refer customers to the Epromo, LLC Services in the United States and Canada, and Epromo, LLC is willing to grant Reseller the right to do the foregoing, all in accordance with and subject to the terms and conditions of this agreement.

NOW THEREFORE, the parties hereby agree as follows:

1. Definition
Words and phrases with initial letters capitalized and not otherwise defined herein shall have the meanings set forth in Exhibit A attached hereto.
2. Rights Granted
2.1 Reseller Appointment.
Subject to and in accordance with the terms and conditions of this Agreement, Epromo, LLC hereby appoints Reseller as a nonexclusive reseller of the Epromo, LLC Services to Users within the United States. In connection with such appointment, Epromo, LLC hereby grants to Reseller a nonexclusive, nontransferable right to market the Epromo, LLC Services to Users within the United States, solicit orders from interested Users for Epromo, LLC Services, and refer such Users to Epromo, LLC for potential enrollment in one or more Epromo, LLC Services.

2.2 Limitations.
Section 2.1 sets forth the entirety of the Reseller's right to market, promote, offer, sell, and distribute the Epromo, LLC Services. Without limiting the generality of the forgoing, Reseller will not directly or indirectly (a) market, promote, offer, sell, or otherwise distribute any of the Epromo, LLC Services except as specifically set forth in this Agreement, or (b) remove, alter, distort, cover or otherwise notify any legal notices (including, without limitation, any notice of Proprietary Rights.) appearing in or on, or that may be included with, any content, documentation, or other materials furnished or otherwise made available to Reseller by Epromo, LLC under this Agreement. Reseller acknowledges that the rights granted to market, promote, offer, sell, and otherwise distribute the Epromo, LLC Services hereunder are subject to any and all applicable rights of third parties. Reseller will comply with all third party restrictions and limitations on use of the Epromo, LLC Services that are made known to reseller. This Agreement and delivery of any Epromo, LLC Service, content or any portion hereunder to Reseller or any third party pursuant to this agreement will not be construed or interpreted so as to cause Epromo, LLC to be in violation of any jurisdiction or third party agreement, and Epromo, LLC may at any time modify it's grant of rights to the extent necessary to ensure compliance.

2.3 No Delegation.
Reseller shall not delegate performance of any of its obligations under this agreement (other than to its own employees) without Epromo, LLC's prior written authorization. Reseller will ensure that all authorized persons performing such obligations are properly qualified and experienced to perform the same.
3. Reseller Obligations
3.1 Activation & Annual Fees. Reseller agrees to pay Epromo, LLC $195 to become a Licensed Web Referral Reseller for Epromo, LLC and to pay for the setup and activation of their Web Referral HTML Code and Tools as outlined in section 4 of this agreement. Reseller also agrees to pay Epromo, LLC a $95 annual fee for the maintenance, support, and ongoing Reseller License capabilities of their Web Referral Reseller Program with Epromo, LLC.

3.2 Stay Informed. Reseller shall stay current with respect to information concerning the Epromo, LLC Services including but not limited to attending sales and customer support training programs, which may be offered by Epromo, LLC

3.3 Support. Reseller shall facilitate the activation of the Epromo, LLC Services for each approved User and train new Users on the proper use of the Epromo, LLC Services. Epromo, LLC will provide technical support to all Users after initial signup and training if so desired by Reseller.

3.4 User Agreements. Reseller shall be responsible for making sure that each account they sign up to the Epromo, LLC Services has signed and sent in Epromo's Service Agreement and Authorization to Debit agreement. These agreements can be submitted by fax to 801-434-8232. No account shall be enabled until such agreements have been signed and received by Epromo, LLC.

3.5 No Unauthorized Warranties. Reseller shall accurately describe Epromo, LLC, its Affiliates, and the Epromo, LLC Services to each User. Without limiting the generality of the foregoing, Reseller will make no representation, warranty or description regarding the performance, functional characteristics or other aspects of any Epromo, LLC Service that is beyond those stated in Epromo, LLC's then-current and officially approved marketing and Promotional materials for the applicable Epromo, LLC Service. Reseller is not authorized to, and will not make any representation or warranty on behalf of Epromo, LLC except when given expressed consent in writing by Epromo, LLC.
4. Epromo, LLC's Obligation
4.1 Software & Tools. Epromo, LLC shall provide to Reseller the following tools to assist in selling, advertising, marketing, and managing the Epromo, LLC Services they intend to resell. Tools include: HTML Banner to be placed on Reseller's Website, URL Tracking System for managing leads and commissions, and support and assistance from Epromo, LLC when needed.

4.2 Customer Service. During the respective term of each Epromo, LLC Service Agreement, if the Approved User is current in payment of all fees owing to Epromo, LLC and is otherwise not in default under the Epromo, LLC Service Agreement, Epromo, LLC shall provide customer service to such Approved User via telephone and email.

4.3 Technical Assistance. Epromo, LLC will provide reasonable technical assistance to Reseller as may be necessary and appropriate to assist Reseller in effectively carrying out its obligations under this Agreement.
5. Epromo, LLC Services
As between the parties, Epromo, LLC will host all of the Epromo, LLC Services on servers maintained by or on behalf of Epromo, LLC or one or more of its affiliates. Epromo, LLC will have the right (but not the obligation) to refuse to provide any Epromo, LLC Service to any Website (or any portion thereof) which in its sole discretion Epromo, LLC considers actually or potentially obscene, indecent, offensive, defamatory, unlawful, or, infringing of any Proprietary Right or third party contract, or otherwise objectionable or unsuitable for posting anywhere on Epromo, LLC's or any of its Affiliate's servers (including, without limitation, any hyperlinks, framed content or meta tags contained anywhere therein). Subject to the terms hereof, Epromo, LLC will use commercially reasonable efforts to provide the Epromo, LLC Services to Approved Users and maintain the same in an uninterrupted and error-free fashion consistent with its practices in effect as of the Effective Date, provided that the applicable Approved User is not in default of its obligations to Epromo, LLC of Reseller under this Agreement or the Epromo, LLC Service Agreement. Reseller acknowledges that the Epromo, LLC Services are ASP-based, which may be subject to outages and delay occurrences. In such an event and subject to the terms hereof, Epromo, LLC shall use commercially reasonable efforts to remedy material interruptions and will provide adjustment, repairs and replacements within its capacity from time to time that are necessary to enable the Epromo, LLC Services to perform their intended functions in a reasonable manner. The forgoing notwithstanding, Epromo, LLC will not be liable in any manner for any interruptions, outrages, or other delay occurrences relating to the Epromo, LLC Services.
6. Fees and Payment Terms
6.1 Fees.
A. Setup Fees and Commission Rates. Initial setup fees billed to Reseller's referrals for the Software License Fee will be $395 for Epromo's E-Store Builder Package, and $795 for Epromo's E-Store Custom Package. All setup fees must be paid with a credit card. Reseller shall receive 25% of setup fees in commissions for each customer that was referred to Epromo, LLC by Reseller and thereafter signed up to the Epromo, LLC Services. Commission payments will be issued to Resellers on the 1st day of the following month in which the account was signed up, and will be paid to Reseller either by direct deposit or company check.
*Additional monthly fees apply to those Resellers choosing to be issued their commissions via company check.

B. Monthly Residuals. A monthly fee of $49.95 per system shall be charged to Reseller's client on the first day of each month and retained by Epromo, LLC. All monthly fees must be paid with a credit card. A total of ten (10) potential Users shall be included with the sale. Any additional users above and beyond the first ten (10) shall incur an additional $5.00 fee per User per month. Reseller agrees to inform all clients or potential clients of all charges to be included in the final purchase of any of Epromo, LLC's products and services.

C. Cost of Performance. Unless otherwise expressly provided herein, each party shall be responsible for the costs of its own performances hereunder, and will not be entitled to any reimbursement from the other party for such costs.

D. Personal Guarantee. If a Reseller is a proprietorship or partnership, in consideration of Epromo, LLC's acceptance of the above Reseller Application and the terms of this Agreement, the above-signed Personal Guarantor (jointly and severally if more than one) unconditionally guarantees the performance of all obligations of Reseller to Epromo, LLC under this Agreement and payment of all sums due hereunder and, in the event of default, hereby waives notice of default and agrees to indemnify Epromo, LLC for all funds due and owing from Reseller pursuant to the terms of this Agreement. The Personal Guarantor waives any and all rights of subrogation, reimbursement or indemnity derived form Reseller and all other rights and defenses available to the Persona; Guarantor. The Personal Guarantor confirms that he or she is (or they are), collectively and individually, a party to this Agreement and unconditionally and specifically authorizes Epromo, LLC, or its authorized agent to debit any overdue fees, costs, fines, penalties, expenses, or obligations under this Agreement and/or any contractual relationship with Epromo, LLC form any personal checking Account or other Account owned or controlled by Personal Guarantor including credit card accounts, and further to report any default hereof on the Personal Guarantor's personal Credit Bureau Report. Guarantor agrees to pay all costs and expenses of whatever nature, including attorney's fees and other legal expenses, incurred by or on behalf of Epromo, LLC in connection with the enforcement of this Section 6.1.
7. Term and Termination
7.1 Term. The term if this Agreement (the "Term") shall commence on the Effective Date and, unless earlier terminated in accordance with this Agreement, continue thereafter for exactly one year unless and until either party provides the other party with at least thirty (30) days written notice of its intent to terminate this Agreement. Automatic renewals of this Agreement will be reviewed with receipt of Annual Reseller Licensing Fees, and may be approved based on account history and performance. If renewed, this Agreement will remain in effect for exactly one year from renewal date, unless a new agreement is written and signed by both parties.

7.2 Termination by Epromo, LLC. Epromo, LLC may terminate this Agreement immediately and without advance notice, if Reseller fails to pay any amount when in breach or default of any other obligation set forth in of this Agreement or if Epromo, LLC determines, in its sole discretion, that Reseller's business practices are detrimental to the achievement of Epromo, LLC business objectives.

7.3 Effect of Termination. In the event that Reseller terminates this Agreement in accordance with this section 7, Epromo, LLC shall be obligated to pay Reseller, within sixty (60) days of the effective termination date, only the Fees owing to Reseller as of the effective termination date. Upon expiration or termination of this Agreement for any reason: (i) Reseller shall promptly return to Epromo, LLC all equipment, sales literature, documentation and materials supplied by Epromo, LLC, (ii) Epromo, LLC may continue to provide the Epromo, LLC Services to any and all Approved Users and assume sole responsibility for such Approved Users for Purposes of this Agreement, and (iii) Epromo, LLC's obligation to pay Commissions to Reseller shall Terminate.

7.4 Survival. Upon expiration or termination of this Agreement for any reason, all rights and obligations of the parties under this Agreement shall be extinguisher, except that: (a) all accrued payment obligations hereunder shall survive such expiration or termination; and (b) the rights and obligations of the parties under sections 5, 6, 4, 8, 9, 10, 11, 12, 13, 14, and 15 and any other provisions of this Agreement that should reasonably survive expiration or termination shall survive such expiration or termination.
8. Representations and Warranties
8.1 Reseller. Reseller represents and warrants to Epromo, LLC that:
(a) Reseller will conduct its business at all times in a manner that reflects favorably on the goodwill and reputation of Epromo, LLC and will not engage in any illegal or unethical business practices; and (b) All representations and statements made by Reseller in this Agreement, or in any other document relating hereto by Reseller or on Reseller's behalf, are true, accurate and complete in all material respects. Reseller hereby authorizes Epromo, LLC to investigate and confirm the information submitted by Reseller herein. For this purpose, Epromo, LLC may utilize credit bureau / reporting agencies and / or its own agents. Upon Resellers request, Epromo, LLC will provide Reseller with a copy of the results of such investigation.

8.2 Mutual. Each party represents and warrants to the other that (a) it has full power and legal right to execute and deliver this Agreement and to perform its obligations under this Agreement (b) no authorization or approval from any third party is required in connection with such party's execution, delivery or performance of this Agreement, (c) this Agreement constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, and (d) it has all right, title or interest, or valid license to use, its respective Marks, and that its grant of rights associated therewith so not violate any Proprietary Rights of any third party.

8.3 Third Party Software Programs. Reseller acknowledges that the Epromo, LLC Services are designed for use with certain third party programs, including, without limitation, certain Internet browser software programs. Reseller will look solely to the developers and manufacturers of such programs with regard to warranty and maintenance or other support regarding the same. Epromo, LLC makes no warranty, express or implied, with regard to any such third party software.
9. Indemnification
Reseller shall defend, indemnify, and hold Epromo, LLC, its Affiliates, and any of their officers, directors, agents and employees harmless from and against any claim or suit brought against Epromo, LLC or its Affiliates, including any and all losses, damages, costs and expenses (including reasonable attorneys' fees) arising from such claim or suit arising out of: (a) a breach of an obligation to Epromo, LLC under this Agreement; (b) the negligence or willful misconduct of Reseller or its employees or agents; (c) Reseller's advertising, marketing, promotion, sale, or distribution of any of the Epromo, LLC Services; or (d) the inaccuracy of information provided to Epromo, LLC by Reseller regarding a User.
10. Disclaimer
EXCEPT AS PROVIDED IN SECTION 8.2 ABOVE, EPROMO, LLC DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WRITTEN OR ORAL INCLUDING BUT NOT LIMITED TO WARRANTIES OF USERABILITY AND FITNESS FOR A PARTICULAR PURPOSE. RESELLER ACKNOWLEDGES THAT THE EPROMO, LLC SERVICES MAY NOT BE UNINTERRUPTED OR ERROR FREE.
11. Limitation of Liability
No Consequential Damages. EXCEPT FOR CLAIMS ARISING FROM CRIMINAL OR WILLFUL MISCONDUCT, THE PARTIES AND THEIR VENDORS (AND ANY OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS OF THE PARTIES AND THEIR VENDORS) SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL INCIDENTAL, SPECIAL OR EXEMPLARY DAMAGES UNDER ANY THEORY OF LIABILITY OR CAUSE OF ACTION WHETHER IN TORT, CONTRACT OR OTHERWISE, REGARDLESS OF WHETHER THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
12. Ownership and Use of Data
As between the parties, Epromo, LLC shall retain full ownership of all data submitted by Reseller and/or User in connection with User's enrollment for and use of the Epromo, LLC services and hosted or stored on Epromo, LLC servers, including but not limited to: name, mailing & shipping address, email address, Phone number, dollar amount of purchase, type of purchase and description of purchase. Epromo, LLC agrees to use such data only as necessary to perform hereunder and for no other purpose, and hereby grants Reseller a royalty-free, fully paid up right, during the Term, to use such data only as necessary to perform its rights and obligations hereunder and for no other purpose. Nothing in this Agreement shall prevent or restrict Reseller from using any information it collects or receives independent of its performance under this Agreement.
13. Intellectual Property
Epromo, LLC. As between the parties, Epromo, LLC owns and retains all right, title and interest in and to the Epromo, LLC Marks (as defined on Exhibit B attached hereto), the Epromo, LLC Website, the Epromo, LLC Services, all content and documentation furnished to Reseller by Epromo, LLC hereunder, and the Epromo, LLC technology. Epromo, LLC reserves all rights in all of the forgoing.

13.1 Reseller. As between the parties, Reseller owns and retains all right, title and interest in and to the Reseller Marks (as defined on Exhibit B attached hereto) and Reseller reserves all rights in the forgoing.

13.2 Use of Trademarks. Each party hereby grants to the other party the right to use, reproduce, publish, perform and display the other party's Marks in promotional and marketing materials and electronic and printed advertising, publicity, press releases, newsletters and mailings about or related to the Epromo, LLC Services. Each party shall strictly comply with all standards with respect to the other party's Trademarks, which may be furnished by such party from time to time. All uses of the other party's Trademarks shall insure to the benefit of the party owning such trademark.

13.3 Other Trademarks. Epromo, LLC shall not register or attempt to register any of the Reseller Marks or any Trademarks that Reseller deems to be confusingly similar to any of the Reseller Marks. Reseller shall not register or attempzt to register any of the Epromo, LLC Marks or any Trademarks that Epromo, LLC reasonably deems to be confusingly similar to any of the Epromo, LLC Marks.

13.4 Further Assurances. Each party shall take, at the other party's expense, such action (including, with out limitation, execution of affidavits or other documents) as the other party may reasonably request to effect, perfect or confirm such other party's ownership interests and other rights as set forth on this section 13.
14. Confidentiality and Nondisclosure
14.1 Use of Confidential Information. Each party that receives information (the "receiving party") from the other party (the "disclosing party") agrees to use reasonable best efforts to protect all non-public information and know-how of the Disclosing Party that is either designated as proprietary and/or confidential or that, by the nature of the circumstances surrounding disclosure, ought in good faith to be treated as proprietary and/or confidential ("confidential information"), and in any event, to take precautions at least as great as those taken to protect its own Confidential Information of a similar nature. Each party agrees that the terms and conditions of this Agreement will be Confidential Information, provided that each party may disclose the terms and conditions of this Agreement to its immediate legal and financial consultants in the ordinary course of its business.

14.2 Exclusions. The forgoing restrictions will not apply to any information that: (a) the Receiving Party can document it had in its possession prior to disclosure by the Disclosing Party, (b) was in or entered the public domain through no fault of the Receiving Party, (c) is disclosed to the Receiving Party by a third party legally entitled to make such disclosure without violation of any obligation of confidentiality, (d) is required to be disclosed by applicable laws or regulations (but in such event, only to the extent required to be disclosed), or (e) is independently developed by the Receiving Party without reference to any Confidential Information of the Disclosing Party. Upon request of the other party, or in any event upon any termination or expiration of the Term, each party will return to the other all materials in any medium, that contain, embody, reflect or reference all or any part of any Confidential Information of the other party. Each party acknowledges that breach of this provision by it would result in irreparable harm to the other party, for which money damages would be an insufficient remedy, and therefore that the other party will be entitled to seek injunctive relief to enforce the provisions of Section 14.
15. General Provisions
15.1 Publicity. The parties may work together to issue Publicity and general marketing communications concerning their relationship and other mutually agreed-upon matters, provided however that neither party will have any obligation to do so. In addition, neither party will issue such publicity and general marketing communications concerning this relationship without the prior written consent of the other party (not to be unreasonably withheld or delayed).

15.2 Non-Exclusivity. This agreement does not confer on either party any rights that are exclusive. Each party is free to contract with others with respect to the subject matter of this Agreement.

15.3 Relationship of the Parties. The parties are independent contractors and nothing in this Agreement shall make them joint ventures, partners, employees, agents, or other representatives of the other party. Neither party shall make any representation that suggests otherwise.

15.4 Non-solicitation. Reseller shall not directly or indirectly, whether or not for compensation, engage in any business activity (whether as an employee, proprietor, officer, director, agent, trustee, partner or creditor lending money for the purpose of establishing or operating any such business) that (a) induces or attempts to induce, directly or indirectly, any User to modify or terminate such User's business association with Epromo, LLC or (b) interferes with, disrupts or attempts to disrupt any present business relationship, contractual or otherwise between Epromo, LLC.

15.5. Notices. All notices to Reseller shall be given electronically, sent to the electronic mail address provided in the Reseller Application and/or posted in the My Account section of Reseller's Epromo, LLC Account. All notices to Epromo, LLC shall be given electronically to info@epromo.com with a written copy to Epromo, LLC PO Box 1245, Salem, Utah 84653 or to (801) 434-8232 (fax), Attention: General Counsel. Such written notice will be deemed given upon personal delivery, upon confirmation of receipt if sent by fax, or three (3) days after the date of mailing if sent by certified or registered mail, postage prepaid.

15.6 Amendment. Epromo, LLC may amend this Agreement at any time upon notice to Reseller of not less than ten (10) days prior to the effective date of such amendment, provided that any amendment for any fee increase may become effective upon not less than thirty (30) days notice. No other amendment, modification or waiver of any of the provisions of this Agreement will be valid unless set forth in a written instrument by both parties.

15.7 Severability; Headings. If any provisions of this Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue in full force without being impaired or invalidated in any way. The parties agree to replace any invalid provision with a valid provision, which most closely approximates the intent and economic effect of the invalid provision. Headings are used for convenience of reference only and in no way define, limit construe or describe the scope or extent of any section or in any way affect this Agreement.

15.8 Governing Law; Jurisdiction. This Agreement and performance under it will be interpreted, construed and enforced in all respects in accordance with the laws of the State of Utah, without reference or giving effect to its conflicts of law principles. Reseller hereby irrevocably consents to the personal jurisdiction of and venue in the state an federal courts located in Utah County, Utah with respect to any action, claim or proceeding arising out of or related to this Agreement and agrees not to commence or prosecute any such action, claim or proceeding other than in such courts.

15.9 Waiver. The failure of any party to insist on or enforce strict performance of any provision of this Agreement or to exercise any right to remedy under this agreement or applicable law will not be construed as a waiver or relinquishment to any extent of the right to assert or rely upon any such provision, right or remedy in that or any other instance; rather, the same will be and remain in full force and effect. Waiver by either party of a breach of any provision contained herein must be in writing, and no such waiver will be construed as a waiver of any other and/or succeeding breach of such provision or a waiver of the provision itself.

15.10 Assignment. Reseller will not assign this Agreement or any rights hereunder without the prior written consent of Epromo, LLC, except that Epromo, LLC's prior written consent will not be required for an assignment as a result of any Reseller merger, consolidation, reorganization or similar transaction involving all or substantially all of the assets of Reseller. In any such event, the assignee must assume and agree in writing to perform all of the assigning party's executory obligations and the assigning party must guarantee performance by the assignee through out the Term. Subject to the forgoing, this agreement will be binding upon, enforceable by and inure to the benefit of the parties and their perspective successors and assigns.

15.11 Force Majeure. Neither party shall be responsible for failure to fulfill its obligations hereunder due to causes beyond its reasonable control, including without limitation acts of God, acts or omissions of civil or military authority, civil disturbances, wars, strikes, or other labor disputes, fires, transportation contingencies, or interruptions in telecommunications or internet services or network provider services.

15.12 Counterparts; Electronic Signature. This Agreement may be executed in one or more counterparts, each of which will be deemed an original and all of which will be deemed to be one instrument. To expedite the process of entering into this Agreement, the parties acknowledge that Transmitted Copies of the Agreement will be equivalent to original documents until such time as original documents are completely executed and delivered. "Transmitted copies" will mean copies that are reproduced or transmitted via photocopy or facsimile or other process of complete and accurate reproduction and transmission.

15.13 Entire Agreement. This Agreement sets forth the entire understanding and agreement of the parties, and supersedes any and all prior or contemporaneous oral or written agreements or understandings between the parties, as to the subject matter of this agreement.
Exhibit A
Definitions
For purposes of this Agreement, the following capitalized terms have the meanings set forth below. Other terms may be defined elsewhere in this Agreement.

"Active Customer Base" means those customers whose accounts were successfully billed for the current month.

"Affiliate" means with respect to any party, any person that, directly or indirectly (e.g., through any number of successive tiers), controls (e.g., a parent organization), is controlled by (e.g., a subsidiary organization) or is under common control with (e.g., a brother/sister organization) such party.

"Approved User" means a User that was referred to Epromo, LLC by Reseller during the Term, was not an existing customer of Epromo, LLC as of the date Reseller referred such User to Epromo, LLC, had not previously contacted or been contacted by Epromo, LLC concerning any of the Epromo, LLC Services, has entered into a Service Agreement with Epromo, LLC, and has been approved by the necessary financial institution(s) for a processing amount.

"Epromo, LLC Service Agreement" means an agreement by and between Epromo, LLC and a User regarding one or more of the Epromo, LLC services.

"Epromo, LLC Website" means the Website operated by or for Epromo, LLC under the URL http://www.epromo.com.

"EMS Account" means an Account that Epromo, LLC will establish on behalf of an approved User, upon User's execution of an Epromo, LLC Service Agreement and Epromo, LLC's receipt of approval and acceptance by the applicable financial institution(s), for the purpose of providing the Approved User with one or more of the Epromo, LLC Services.

"User" means any person regularly engaged in the sale of goods or services to whom Reseller sells, offers to sell, or has sold any of its products or services.

"Person" means any natural person, corporation, partnership, Limited Liability Company, Trust, association or other entity.

"Proprietary Right" means any patent, copyright, rights in Trademarks, trade secret rights, moral rights or other intellectual property or proprietary right arising under the laws if any jurisdiction.

"Trademarks" means all common law or registered trademark, service mark, trade name and trade dress rights and similar or related rights arising under any of the laws of the United States or any other country or jurisdiction, whether now existing or hereafter adopted or acquired.

"Website" means any point of presence maintained on the Internet or any other public data network accessed electronically via wired or wireless connections. With respect to Websites maintained on the World Wide Web, such Website includes all HTML, HDML, WML or XML pages (or similar unit of information presented in any relevant data protocol) that either (a) are identified by the same second-level domain (such as Epromo, LLC) or by the same equivalent level identifier in any relevant address scheme, or (b) contain branding, graphics, navigation or other characteristics such that user reasonably would conclude that the pages are part of an integrated information or service offering.
Exhibit B
Trademarks
Epromo, LLC Marks
For purposes of this Agreement, "Epromo, LLC Marks" means those trademarks listed below and such other trade marks as Epromo, LLC may from time to time notify You in writing to be "Epromo, LLC Marks" within the meaning of this Agreement.

E-Store Management System E-Store Builder
E-Builder E-Custom
E-Alert E-Store
Reseller Marks
For Purposes of this Agreement, "Reseller Marks" means Reseller's customary name and logo, and such other trademarks as Reseller may from time to time notify Epromo, LLC notify Epromo, LLC in writing to be "Reseller Marks" within the meaning of this Agreement.