CREDIT SUITE PARTNER ENROLLMENT AGREEMENT

PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.

1. I. OVERVIEW

This Agreement sets forth the terms and conditions of your use of Credit Suite partner services.

Your electronic acceptance of this Agreement signifies that you have read, understand, acknowledge and agree to be bound by this Agreement, along with any plan limits, product disclaimers or other restrictions presented to you in the contracts, terms of use, or in the related disclaimers contained herein or on partner’s website and Business Finance Suite website (this “Site”), both (i) and (ii) of which are incorporated herein by reference.   

The terms "we", "us" or "our" shall refer to Adviser.  The terms "you", "your", "User" or "customer" shall refer to any individual or entity who accepts this Agreement.  Unless otherwise specified, nothing in this Agreement shall be deemed to confer any third-party rights or benefits.

You acknowledge and agree that (i) Credit Suite Inc, in its sole and absolute discretion, may change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to this Site, and (ii) your use of this Site or the Services found at this Site after such changes or modifications have been made (as indicated by the “Last Revised” date at the top of this page) shall constitute your acceptance of this Agreement as last revised.  If you do not agree to be bound by this Agreement as last revised, do not use (or continue to use) this Site or the Services found at this Site.  In addition, Advisor may occasionally notify you of changes or modifications to this Agreement by email.  It is therefore very important that you keep your shopper account (“Shopper Account”) information, including your email address, current.  Credit Suite assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate or out-of-date email address.

In addition to consulting services, we may offer a variety of products and/or services that can be elected by you in relation to obtaining business credit or in related or unrelated business maters. Your purchase and use of each additional product is subject to both the general terms and conditions and the specific terms and conditions for each product as set forth in this Agreement

1. II. RESPONSIBILITIES

During the course of this Agreement receiving party agrees to not intentionally mislead customers, knowingly make false claims, setup unreasonable or unobtainable expectations for customers, or any other deliberate action of deception in representing the Business Finance Suite.  Receiving party understands and agrees to utilize provided training resources to insure proper client expectations are set.

1. III. FEES AND PAYMENTS

Receiving party might choose to pay enrollment and other fees through installment payments. When such payment option is chosen, receiving party agrees to make payments promptly and to quickly remedy any delinquencies.  If receiving party’s payment is delinquent due to non-payment, declined payment, default, or any other non-payment, delivering party then has the right to cancel in full receiving party’s business credit services to include CRM access, Business Finance Suite access, and Credit Suite business credit training access.  Receiving party understands that once services are cancelled, delivering party can elect to not re-instead said services.

Client understands that along with their enrollment they are agreeing to these terms as outlined in this document. Client further understands that their IP address is collected upon enrollment to validate their purchase and to be used in case of any type of dispute. 

Client also understands and agrees that when paying with monthly installments, all monies collected from the first installment payment are to be contributed to their Business Finance Suite business credit building program.  To allow time for client to review the partner program fully before making any payments towards the partner opportunity, no monies from installment payments will contribute as part of payment toward the partner opportunity until the second monthly installment. 

Receiving party agrees to discuss any concerns or issues with their Credit Suite support team.  BY ENROLLING YOU ARE AGREEING TO PURCHASE OUR SERVICES!  If you have any payment issues, service delivery issues, or any issues regarding billing or payments, insure you contact our support team first for resolution.

REGARDING MONTHLY INSTALLMENTS

If paying monthly installments, customer agrees to make all monthly installment payments timely. The first installment will be collected at point-of-sale, and the second installment will be collected 30 days after, with all subsequent payments collected 30 days after the prior payment until all installments have been paid.  If monthly installment payments are not made timely, and re-process attempts fail, Credit Suite does reserve the right to immediately upon decline terminate customer access to all resources, personnel including advisors and finance officers, as well as discontinue Finance Suite access.  In the event a monthly installment payment declines and is not able to be re-processed, Credit Suite does reserve the right to break the payment down to equal or less weekly payments instead and charge a weekly payment that’s one-fourth or less of the total monthly payment.   

REGARDING WEEKLY INSTALLMENTS

If payment weekly installments, customer agrees to make all weekly installment payments timely.  The initial payment will be collected at point-of-sale, and the first weekly payment will begin 30 days after, with all subsequence payments collected 7 days after the prior payment until all installments have been paid.  If monthly installment payments are not made timely, and re-process attempts fail, Credit Suite does reserve the right to immediately upon decline terminate customer access to all resources, personnel including advisors and finance officers, as well as discontinue Finance Suite access.

REGARDING PAYMENT BY AUTOMATIC WITHDRAWL FROM CHECKING ACCOUNT

Customer acknowledges that if electing to pay with check, payments will be automatically deducted from the checking account supplied upon checkout.  My completing the order upon checkout, customer gives permission for payments to be directly deducted from the checking account supplied.  Completion of the checkout is the customer’s acknowledgement agreeing to these terms, and agreeing for automatic checking account deduction. 

1. IV. NON- DISCLOSURE

During the course of this Agreement, each Party will disclose to the other Party “Proprietary Information”(referred to herein as “Proprietary Information”)  which may consist of each party’s business plan, ideas, concepts, customer lists, investor lists and identifications, technical information, business information, product plans, production volumes and other information; provided however, that Proprietary Information includes only information of either Party, which is initially disclosed in writing or other tangible form clearly marked “Proprietary” or “Confidential” or marked with other restrictive markings of similar import or if the same is initially disclosed in unmarked  or intangible form, it is reduced to a properly marked tangible form and provided to the receiving Party within thirty (30) days from the date of disclosure.

For a period of two years from the date of this Agreement, the receiving        party will receive and maintain the Proprietary Information in confidence using the same degree of care and discretion to avoid disclosure, publication or dissemination of the Proprietary Information to any third party as it uses with its own similar information that it does not wish to disclose, publish or disseminate. Each Party further agrees to return all of the proprietary information received from the other Party and destroy all copies thereof in its possession if so requested by the other Party.

The foregoing obligations shall be inapplicable to any information which: (A) prior to the receiver’s receipt thereof was publicly available or in receiver’s possession from a source other than the disclosing Party; or (B) after receiver’s receipt thereof becomes publicly available otherwise that as a consequence of a breach of receiver’s obligations hereunder; or (C) is rightfully acquired by receiver without a confidentially obligation from a third party who is under no obligation to disclose or maintain the confidentially of the Proprietary Information; or (D) is independently developed by receiver.

1. V. NON-CIRCUMVENTION

The Client agrees to not circumvent Business Finance Suite in any way with respect to the Business Finance Suite Investors or investor sources (which includes any individual or entity introduced to the Client by Business Finance Suite, its agents, representatives, consultants or affiliates; or any individual or entity represented by Business Finance Suite or its agents, representatives, consultants or affiliates with respect to providing debt or equity or any other type of financing for the Client or Client’s customers) – with respect to any individual and/or entity that Business Finance Suite or Business Finance Suite Investors introduces to the Client in conjunction with the Business Finance Suite Opportunity. By this covenant, the Parties agree that should any Business Finance Suite Investor invest in the Client or Client’s customers (through either equity, debt or any other type of financing) now and forever with respect to the Company Opportunity (or any third party introduced to the Client by any Business Finance Suite Investor), Business Finance Suite shall be entitled to receive the entire Business Finance Suite Fee unless action has been allowed and another agreement with the Client has been reached and agreed to in writing by Business Finance Suite.

1. VI. IDEMNIFICATION OF THE CLIENT

Business Finance Suite, including its principals, officers directors shareholders and agents and their successors and assigns, hereby jointly and severely agrees to indemnify and hold harmless the Client (including it principals, officers, directors, shareholders, and agents) from and against any and all claims, rights, demands, actions, obligations, and causes of action of any and every kind and character, known or unknown, asserted by any third party individual or entity that is based upon, related to or arising out of Business Finance Suite’s involvement in introducing third parties to the Client with the intent that they will invest in the Company Opportunity.

The Client, hereby, jointly and severely agrees to indemnify and hold harmless Business Finance Suite, including its principals, officers, directors shareholders and agents, from and against any and all claims, rights, demands, actions, obligations, and causes of action of any and every kind and character, known and unknown asserted by any third party individual or entity that is based upon, related to or arising out of the Client’s  promotion of the Business Finance Suite Opportunity or any matter arising out of the Business Finance Suite Opportunity or related thereto.

1. VII. END USER LICENSE AGREEMENT

This copy of Business Finance Suite and Credit Suite partner program ("the Software Product") and accompanying documentation is licensed and not sold. This Software Product is protected by copyright laws and treaties, as well as laws and treaties related to other forms of intellectual property. Credit Suite Inc. or its subsidiaries, affiliates, and suppliers (collectively "Credit Suite Inc.") own intellectual property rights in the Software Product. The Licensee's ("you" or "your") license to download, use, copy, or change the Software Product is subject to these rights and to all the terms and conditions of this End User License Agreement ("Agreement").

Acceptance

YOU ACCEPT AND AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT BY USING THE SOFTWARE PRODUCT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, YOU MUST NOT USE THE SOFTWARE PRODUCT.  

License Grant

This Agreement entitles you to install and use one copy of the Software Product. In addition, you may make one archival copy of the Software Product. The archival copy must be on a storage medium other than a hard drive, and may only be used for the reinstallation of the Software Product. This Agreement does not permit the installation or use of multiple copies of the Software Product, or the installation of the Software Product on more than one computer at any given time, on a system that allows shared used of applications, on a multi-user network, or on any configuration or system of computers that allows multiple users. Multiple copy use or installation is only allowed if you obtain an appropriate licensing agreement for each user and each copy of the Software Product. 

Restrictions on Transfer

Without first obtaining the express written consent of Credit Suite Inc., you may not assign your rights and obligations under this Agreement, or redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer your rights to the Software Product. 

Restrictions on Use

You may not use, copy, or install the Software Product on any system with more than one computer, or permit the use, copying, or installation of the Software Product by more than one user or on more than one computer. If you hold multiple, validly licensed copies, you may not use, copy, or install the Software Product on any system with more than the number of computers permitted by license, or permit the use, copying, or installation by more users, or on more computers than the number permitted by license. 

You may not decompile, "reverse-engineer", disassemble, or otherwise attempt to derive the source code for the Software Product.

You may not use the database portion of the Software Product in connection with any software other than the Software Product.  

Restrictions on Alteration

You may not modify the Software Product or create any derivative work of the Software Product or its accompanying documentation. Derivative works include but are not limited to translations. You may not alter any files or libraries in any portion of the Software Product. You may not reproduce the database portion or create any tables or reports relating to the database portion.

Restrictions on Copying

You may not copy any part of the Software Product except to the extent that licensed use inherently demands the creation of a temporary copy stored in computer memory and not permanently affixed on storage medium. You may make one archival copy which must be stored on a medium other than a computer hard drive.  

Limited Software Product Warranty

For a period of 12 Months days from the date of shipment or from the date that you download the Software Product, as applicable, Credit Suite Inc. warrants that when properly installed and used under normal conditions, the Software Product will perform substantially as advertised.  

Disclaimer of Warranties and Limitation of Liability

UNLESS OTHERWISE EXPLICITLY AGREED TO IN WRITING BY CREDIT SUITE INC., CREDIT SUITE INC. MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, IN FACT OR IN LAW, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OTHER THAN AS SET FORTH IN THIS AGREEMENT OR IN THE LIMITED WARRANTY DOCUMENTS PROVIDED WITH THE SOFTWARE PRODUCT.  

Credit Suite Inc. makes no warranty that the Software Product will meet your requirements or operate under your specific conditions of use. Credit Suite Inc. makes no warranty that operation of the Software Product will be secure, error free, or free from interruption. YOU MUST DETERMINE WHETHER THE SOFTWARE PRODUCT SUFFICIENTLY MEETS YOUR REQUIREMENTS FOR SECURITY AND UNINTERRUPTABILITY. YOU BEAR SOLE RESPONSIBILITY AND ALL LIABILITY FOR ANY LOSS INCURRED DUE TO FAILURE OF THE SOFTWARE PRODUCT TO MEET YOUR REQUIREMENTS. CREDIT SUITE INC. WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE FOR THE LOSS OF DATA ON ANY COMPUTER OR INFORMATION STORAGE DEVICE.

UNDER NO CIRCUMSTANCES SHALL CREDIT SUITE INC., ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY OTHER PARTY FOR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING LOST REVENUES OR PROFITS OR LOSS OF BUSINESS) RESULTING FROM THIS AGREEMENT, OR FROM THE FURNISHING, PERFORMANCE, INSTALLATION, OR USE OF THE SOFTWARE PRODUCT, WHETHER DUE TO A BREACH OF CONTRACT, BREACH OF WARRANTY, OR THE NEGLIGENCE OF CREDIT SUITE INC. OR ANY OTHER PARTY, EVEN IF CREDIT SUITE INC. IS ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT THE APPLICABLE JURISDICTION LIMITS CREDIT SUITE INC.'S ABILITY TO DISCLAIM ANY IMPLIED WARRANTIES, THIS DISCLAIMER SHALL BE EFFECTIVE TO THE MAXIMUM EXTENT PERMITTED.

Limitation of Remedies and Damages

Your remedy for a breach of this Agreement or of any warranty included in this Agreement is the correction or replacement of the Software Product. Selection of whether to correct or replace shall be solely at the discretion of Credit Suite Inc. reserves the right to substitute a functionally equivalent copy of the Software Product as a replacement. If Credit Suite Inc. is unable to provide a replacement or substitute Software Product or corrections to the Software Product, your sole alternate remedy shall be a refund of the purchase price for the Software Product exclusive of any costs for shipping and handling.

Any claim must be made within the applicable warranty period. All warranties cover only defects arising under normal use and do not include malfunctions or failure resulting from misuse, abuse, neglect, alteration, problems with electrical power, acts of nature, unusual temperatures or humidity, improper installation, or damage determined by Credit Suite Inc. to have been caused by you. All limited warranties on the Software Product are granted only to you and are non-transferable. You agree to indemnify and hold Credit Suite Inc. harmless from all claims, judgments, liabilities, expenses, or costs arising from your breach of this Agreement and/or acts or omissions.

Governing Law, Jurisdiction and Costs

This Agreement is governed by the laws of Florida, without regard to Florida's conflict or choice of law provisions.  

Severability

If any provision of this Agreement shall be held to be invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect. To the extent any express or implied restrictions are not permitted by applicable laws, these express or implied restrictions shall remain in force and effect to the maximum extent permitted by such applicable laws.