AUTOMOTIVEJOBBANK Affiliate Program
Online Affiliate Agreement

PLEASE PROVIDE THE FOLLOWING INFORMATION

1. Your name: _________________________________

2. Your company ("You"): _______________________

3. Your contact information:
Primary contact: ______________________
Title: _______________________
E-mail address: _______________________________
Telephone number: ____________________________
Address: ____________________________________

4. Your site(s)’ URL: __________________________

5. URL of the site(s) linking to AUTOMOTIVEJOBBANK.com
("Linking
Site"):
______________________________________________
6. Does your site contain pornographic, violent or any type of
discriminatory material?
Yes______ No ______

ONLINE LINKING AGREEMENT TERMS AND CONDITIONS
(Please read completely before agreeing)

Operating Agreement

This Agreement contains the complete terms and conditions that
apply to an entity's participation in the AUTOMOTIVE JOB BANK
Affiliate program (the "Program"). As used in this Agreement,
"we" means AUTOMOTIVEJ JOB BANK Partnership, and "you"
means the applicant. "Site" means a World Wide Web site and,
depending on the context, refers either to
AUTOMOTIVEJOBBANK.com's site, located at
the URL http://www.AUTOMOTIVEJOBBANK.com, or to any site
that you will link to our site (and which you will identify in your
Program application).

1. Enrollment in the Program

To begin the enrollment process, you must submit a complete
Program application by doing the following:

• Provide all requested information.
• Sign your name at the bottom of the agreement or have the
agreement signed by authorized representatives of your company,
as appropriate.
• Agree to the terms of the Agreement by clicking on the "I Agree"
Button at the bottom of the online Agreement.


We will evaluate your application in good faith and will notify you
of your acceptance or rejection. We may reject your application or
terminate the agreement if we determine (in our sole, reasonable
discretion) that your site is unsuitable for the Program. Unsuitable
sites includes, but is not limited to, those that:
• Promote sexually explicit materials
• Promote hate and/or violence
• Promote discrimination based on race, sex, religion, nationality,
disability, or age
• Promote illegal activities

If we reject your application, you are welcome to reapply to the
Program at any time. You should also note that if we accept your
application and your site is thereafter determined (in our sole
discretion) to be unsuitable for the Program, we may terminate
this Agreement. We reserve the right to terminate this Agreement
if we do not receive a written, executed copy of this Agreement
within ten (10) business days after you have checked off the "I
Agree" box and pressed the ‘Sign-up’ button.

2. Grant of License.

AUTOMOTIVE JOB BANK hereby grants to you, and you hereby
accept, a limited, non-exclusive, non-transferable, revocable
license to display a graphic logo, text, such other text or images
for which we grant express permission and Link (as defined
below) for use on the Linking Site on the World Wide Web site(s)
owned or operated by you and identified above (the "Linking
Site(s)") and for the purposes of identifying your site as a
AUTOMOTIVE JOB BANK Affiliate Program participant and to
assist in generating “HELP WANTED” CLASSIFIED
ADVERTISING on AUTOMOTIVEJOBBANK.com. Such Link
shall consist solely of the AUTOMOTIVE JOB BANK logo (the
"Logo") as specified in this Agreement and by AUTOMOTIVE
JOB BANK from time to time. You may not modify, edit or in any
way alter the Logo in any manner. Nothing in this Agreement shall
grant to you any rights in the Logo, the
AUTOMOTIVEJOBBANK.com site, any AUTOMOTIVE
JOB BANK product or any other intellectual property of
AUTOMOTIVE JOB BANK or any of its subsidiaries or affiliates,
other than as expressly set forth herein. For purposes of this
Agreement "Link" shall mean a hypertext link located on the
Linking Site(s)which shall only link directly to the page nominated
by AUTOMOTIVE JOB BANK and contained under
AUTOMOTIVEJOBBANK.com (as such URL may be
modified from time to time), and which shall be implemented by
the Linking Party solely in accordance with this Agreement.

3. Links on Your Site
Upon mutual acceptance of this agreement you will receive
instructions ("Linking Standards") as to how to link to our site. You
will be provided with graphics ("Logo") and code that can be
easily uploaded to your site to implement the link to the
designated page on the AUTOMOTIVEJOBBANK.com Site. You
will be responsible for the placement of these references. To
permit accurate tracking, reporting, and referral fee accrual, we
will provide you with “Special ‘ID’” number to be used in all links
between your site and our site. You must ensure that each of the
links between your site and our site properly utilizes such special
link formats. Links to our site placed on your site pursuant
to this Agreement and which properly utilize such special link
formats are referred to as Special Links ("Special Links"). You will
earn referral fees only with respect to activity on our site occurring
directly through Special Links; we will not be liable to you with
respect to any failure by you to use Special Links, including to the
extent that such failure may result in any reduction of amounts that
would otherwise be paid to you pursuant to this Agreement.

4. Link Guidelines. You agree to comply with the following
guidelines:

(a) You may use only the Logo in the specific format provided to
you by AUTOMOTIVE JOB BANK in accordance to the Linking
Standards, as such Logo, format, and Linking Standards may be
modified and provided to you by AUTOMOTIVE JOB BANK from
time to time. Such Logo, format, and Linking Standards shall be
provided to you after you agree to be bound by the terms and
conditions of this Agreement by clicking on the "I Agree" button on
the bottom of this page subject to AUTOMOTIVE JOB BANK
approval.

(b) You may only use the Logo on the Linking Site, and not in
any other manner. The Logo must always be an active link to the
designated page of the AUTOMOTIVEJOBBANK.com site and
not to any other page, as "deep linking" past the
AUTOMOTIVEJOBBANK.com designated link page or
homepage is strictly prohibited. Any Links must display such link
page or homepage exactly as it has been created by
AUTOMOTIVE JOB BANK. You shall not post or serve any
advertisements, promotional, or other additional
content around or in conjunction with the display of our Site (e.g.,
through any "framing" technique or technology or pop-up
windows), or assist, authorize, or encourage any third party to take
any such action.

(c) The Logo may be used only on web pages that make
accurate references to AUTOMOTIVEJOBBANK.com, or its
affiliates or subsidiaries or their products or their services, and
must be displayed adjacent to the reference or at the bottom of the
same page. Your web page title and other trademarks and logos
must appear at least as prominent as the Logo. You may not
display the Logo in any manner that implies sponsorship,
endorsement, or license by AUTOMOTIVEJOBBANK.com,
AUTOMOTIVE JOB BANK PARTNERSHIP or any of their
affiliates or subsidiaries.

(d) The Logo must appear by itself, with a minimum of 10 pixels
of spacing between each side of the Logo and the other graphic
or textual elements on your page. The Logo may not be used as a
feature or design element of any other logo.

(e) You may not alter the Logo or any elements thereof in any
manner, including size, proportions, colors, etc., or animate,
morph or otherwise distort their perspective or appearance.

(f) You may not use the Logo on any site that disparages
AUTOMOTIVEJOBBANK.com, AUTOMOTIVE JOB BANK or any
of its subsidiaries or affiliates or their respective products or
services.

(g) You may not post any Special Links on any Web site or other
platform that is accessible through any Internet Access Appliance.

(h) You may not read, intercept, record, redirect, interpret, or fill
in the contents of any electronic form or other materials submitted
to us by any person or entity.

(i) You may not in any way modify, redirect, suppress, or
substitute the operation of any button, link, or other interactive
feature of our site.

(j) You may not take any action on the Linking Site or your site
that could reasonably cause any customer confusion as to our
relationship with you, or as to the site on which any functions or
transactions (e.g., search, order, browse, and so on) are
occurring;

If we determine, in our sole discretion, that you have engaged in
any of the foregoing activities, we may (without limiting any other
rights or remedies available to us) withhold any referral fees
otherwise payable to you under this Agreement and/or terminate
this Agreement.

5. Order Processing

We will process “Help Wanted” Advertising placed by customers
who follow Special Links from your Linking Site to our Site. We
reserve the right to reject orders that do not comply with any
requirements that we may establish periodically. We will be
responsible for all aspects of order processing and fulfillment.
Among other things, we will process payments, cancellations, and
returns, and handle customer service. We will track sales made to
customers who purchase orders using Special Links from your
Linking Site to our Site and will make available to you
reports summarizing this sales activity. The form, content, and
frequency of the reports may vary from time to time in our
discretion.

6. Referral Fees

We will pay you (in accordance with Section 7) referral fees on
each “Help Wanted” classified ad purchased during the users use
of the Linking Site and the Link ("Referral Link"). We will not,
however, pay referral fees on “Help Wanted” ads purchased other
than through the affiliate web site.

Affiliate will be compensated based on the schedule:

You will receive 25% of all sales that result from your affiliate links.

7. Refunds and Referral Fee Payments

Sales will be Net of returns if applicable. The Referral Fee will be
sent by the 15th day of the month following receipt of payment
from advertiser. If a refund is made on an ad, AUTOMOTIVE
JOB BANK will deduct the corresponding fee from the applicant
monthly payment. If there is no subsequent payment, AUTOMOTIVE
JOB BANK will send a bill for the fee if the return is not processed
that calendar month.

8. Policies and Pricing

Customers who placed “Help Wanted” classified ads will be
deemed to be customers of AUTOMOTIVEJOBBANK.com and
AUTOMOTIVEJOB BANK. Accordingly, all
AUTOMOTIVEJOBBANK.com rules, policies, and operating
procedures concerning customer orders and customer service will
apply to those customers. We may change our policies and
operating procedures at any time. Because price changes
may occur, you may not include price information in your
descriptions. Only policies for advertisement contained in the
Linking Standards is permissible.

9. Identifying Yourself as an Affiliate

We will make available to you a small graphic image that
identifies your site as an Affiliate Program ("Affiliate Banner"). You
must display this Affiliate Banner whenever the product is referred
to on your Site in accordance with the Logo guidelines in section 4
above. We may modify the text, graphic image, format, this notice,
or the Linking Standards from time to time. Any press releases or
disclosures with respect to this Agreement, your participation in
the Program, or AUTOMOTIVE JOB BANK Partnership, its sites,
programs or products must be approved by AUTOMOTIVE JOB
BANK Partnership in writing prior to the release of such press
release or disclosures. In addition, you may not in any manner
misrepresent or embellish the relationship between us and you, or
express or imply any relationship or affiliation between us and you
or any other person or entity except as expressly permitted by this
Agreement (including by expressing or implying that
AUTOMOTIVEJOBBANK.com or AUTOMOTIVE JOB BANK
PARTNERSHIP supports, sponsors, endorses, or contributes
money to any charity or other cause).

10. Trademark and Intellectual Rights

You recognize that the title to the graphic image and text, Logo,
Alliance Logo, AUTOMOTIVEJOBBANK.com, AUTOMOTIVE
JOB BANK PARTNERSHIP, all AUTOMOTIVE JOB BANK
products, and any other images, our trade names and trademarks,
including without limitation, the underlying technology of the
AUTOMOTIVE JOB BANK Database and all associated
intellectual property rights and trade secrets therein (collectively
the “AUTOMOTIVE JOB BANK Materials”), are and shall remain
the sole and exclusive property of AUTOMOTIVEJOB BANK.
Your use of the AUTOMOTIVE JOB BANK Materials is only for
distribution and display to potential customers through the
license granted in this Agreement for the term of this Agreement
and the right to do so shall terminate with this Agreement. Any
rights not expressly granted hereunder are reserved to
AUTOMOTIVE JOB BANK. Except as expressly authorized
herein, You shall not, and shall ensure that your employees, agents
or others acting on your behalf do not: (i) modify, translate, reverse
engineer, decompile, disassemble, create derivative works from
the AUTOMOTIVE JOB BANK Materials or incorporate all or any
portion of the AUTOMOTIVE JOB BANK technology into other
software, product or technology for its own use or the use of third
parties outside the scope or term of this Agreement; (ii)
copy, distribute, alter, or cover any copyright notices, trademarks,
or other proprietary rights notices placed or embedded by
AUTOMOTIVE JOB BANK on or in the AUTOMOTIVE JOB BANK
Materials; or (iii) alter any trademarks or other proprietary marks
of AUTOMOTIVE JOB BANK. You agree to follow our Trademark
Guidelines, as those guidelines may change from time to time.
We may revoke your license at any time by giving you written
notice.

11. Responsibility for Your Site and Indemnification

You will be solely responsible for the development, operation, and
maintenance of your site, the Linking Site, and for all materials that
appear on your site. For example, you will be solely responsible
for: the technical operation of your site and all related equipment
creating and posting descriptions on your site and linking those
descriptions to our site the accuracy and appropriateness of
materials posted on your site ensuring that materials posted on
your site do not violate or infringe upon the rights of any third party
(including, for example, copyrights, trademarks, privacy, or other
personal or proprietary rights) ensuring that materials posted on
your site are not libelous or otherwise illegal. We disclaim all
liability for these matters. Further, you shall indemnify and hold
harmless AUTOMOTIVE JOB BANK Partnership, its affiliates
and subsidiaries, and their respective officers, directors,
members, employees and agents from and against any and all
claims, actions, suits or proceedings, as well as any and all
losses, liabilities, damages, costs and expenses (including
reasonable attorneys fees) arising out of or accruing from (a) any
misrepresentation or breach of your representations and
warranties set forth in this Agreement; (b) any non-compliance by
you with any covenants, agreements or undertakings of Linking
Party contained in or made pursuant to this Agreement; and (c)
relating to the development, operation, maintenance, and contents
of your site.

12. Term and Termination of the Agreement

(a) The term of this Agreement shall begin on the date you
agree to be bound by the terms hereof by clicking on the button
below labeled "I Agree" and approval by AUTOMOTIVE JOB
BANK and shall continue on a month-to-month basis until
terminated as provided herein.

(b) AUTOMOTIVE JOB BANK may terminate this Agreement
with or without cause immediately at any time upon thirty (30)
days' notice to Linking Party.

(c) Linking Party may terminate this Agreement with or without
cause at any time upon thirty (30) days prior written notice to
AUTOMOTIVE JOB BANK.

(d) This Agreement shall terminate automatically and
simultaneously with the time Linking Party is in violation of this
Agreement. AUTOMOTIVE JOB BANK may terminate the
Agreement immediately upon reasonable expectations that
Linking Party is in violation of this Agreement including, but not
limited to, not receiving adequate assurances from Linking Party
that Linking Party is not in violation of this Agreement.

(e) Whether or not AUTOMOTIVE JOB BANK terminates this
Agreement as provided herein, AUTOMOTIVE JOB BANK
reserves the right to take action against any use that does not
conform to this Agreement, infringes any intellectual property or
other right of AUTOMOTIVE JOB BANK, or violates applicable
law.

(f) Immediately upon the termination of this Agreement, you
shall disconnect all links to the AUTOMOTIVEJOBBANK.com site,
and cease all use of the Logo. The provisions of sections 11,12(f),
13, 15,16, 18, 19, and 22 hereof shall survive the termination of
this Agreement. Upon the termination of this Agreement for any
reason, you will immediately cease use of, and remove from your
site, all links to our Site, and all reference to AUTOMOTIVE JOB
BANK including but not limited to AUTOMOTIVE JOB BANK
PARTNERSHIP trademarks, Logo, Alliance Logo, trade dress,
and logos, and all other materials provided by or on behalf of us to
you pursuant hereto or in connection with the Program. You are
eligible to earn referral fees only on our sales of Subscriptions that
occur during the term and will remain payable only if the
Subscriptions are not canceled or returned. We may withhold your
final payment for a reasonable time to ensure that the correct
amount is paid.

13. Modification

We may modify any of the terms and conditions contained in this
Agreement, at any time and in our sole discretion, by posting a
change notice or a new agreement on our Site. Modifications may
include, for example, changes in the scope of available referral
fees, referral fee schedules, payment procedures, product name
and Program rules. IF ANY MODIFICATION IS UNACCEPTABLE
TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS
AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE
PROGRAM FOLLOWING OUR POSTING OF A CHANGE
NOTICE OR NEW AGREEMENT ON OUR SITE WILL
CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE. No
other amendments to this Agreement may be made without the
prior written consent of the authorized representatives of each
party.

14. Relationship of Parties

You and we are independent contractors, and nothing in this
Agreement will create any partnership, joint venture, agency,
franchise, sales representative, or employment relationship
between the parties. You will have no authority to make or accept
any offers or representations on our behalf. You will not make any
statement, whether on your site or otherwise, that reasonably
would contradict anything in this Section.

15. Limitation of Liability

IN NO EVENT SHALL AUTOMOTIVE JOB BANK, NOR ANY OF
ITS AFFILIATES OR SUBSIDIARIES, BE LIABLE FOR ANY
DAMANGES OF ANY KIND, INCLUDING WITHOUT LIMITATION,
ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL,
INCIDENTAL, OR PUNITIVE DAMAGES, OR FOR ANY LOST
PROFITS, SAVINGS, DATA OR USE, HOWEVER CAUSED
AND ON ANY THEORY OF LIABILITY (INCLUDING
NEGLIGENCE OR STRICT LIABILITY), ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT EVEN IF WE HAVE
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
WITHOUT LIMITING THE FOREGOING, AUTOMOTIVE JOB
BANK, ITS AFFILIATES, SUBSIDIARIES AND ITS VENDORS
SHALL HAVE NO RESPONSIBILITY FOR ANY MONETARY
DAMAGES UNDER ANY CONTRACT, TORT OR OTHER
LEGAL OR EQUITABLE THEORY, REGARDLESS OF THE
FORM OF THE ACTION. SUCH LIMIT SHALL APPLY
WHETHER OR NOT AUTOMOTIVEJOBBANK.COM OR ANY OF
ITS SUBSIDIARIES, AFFILIATES, OR ITS VENDORS HAVE
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN THE EVENT THAT YOU ARE IN A JURISDICTION THAT
DOES NOT ALLOW SUCH LIMITATIONS, THE PARTIES
AGREE THAT IN NO EVENT SHALL ANY DAMAGES
INCURRED BY YOU (FOR WHICH
AUTOMOTIVEJOBBANK.COM, ITS AFFILIATES,
SUBSIDIARIES OR VENDORS ARE FOUND LIABLE) UNDER
THIS AGREEMENT EXCEED THE TOTAL REFERRAL FEES
PAID UNDER THIS AGREEMENT. FURTHER, OUR
AGGREGATE LIABILITY ARISING WITH RESPECT TO THIS
AGREEMENT AND THE PROGRAM WILL NOT EXCEED THE
TOTAL REFERRAL FEES PAID OR PAYABLE TO YOU UNDER
THIS AGREEMENT.

16. Disclaimers

WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR
REPRESENTATIONS WITH RESPECT TO THE PROGRAM OR
ANY PRODUCTS SOLD THROUGH THE PROGRAM
(INCLUDING, WITHOUT LIMITATION, WARRANTIES OF
FITNESS FOR A PARTICULAR PURPOSE,
MERCHANTABILITY, NON-INFRINGEMENT, OR ANY IMPLIED
WARRANTIES ARISING OUT OF A COURSE OF
PERFORMANCE, DEALING, OR TRADE USAGE). IN
ADDITION, WE MAKE NO REPRESENTATION THAT THE
OPERATION OF OUR SITE WILL BE UNINTERRUPTED OR
ERROR-FREE, AND WE WILL NOT BE LIABLE FOR THE
CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
AUTOMOTIVE JOB BANK obtains the content appearing on
AUTOMOTIVEJOBBANK.com from sources that it considers to
be reliable; however, neither AUTOMOTIVE JOB BANK nor any of
its vendors warrants the accuracy or completeness of such
content.

17. Independent Investigation.

You acknowledge that you have read this Agreement and agree to
all its terms and conditions. You understand that we may at any
time (directly or indirectly) 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 your website. You have
independently evaluated the desirability of participating in the
program and are not relying on any representation, guarantee, or
statement other than as set forth in this Agreement.

18. Representations and Warranties.

You hereby represent and warrant to AUTOMOTIVE JOB BANK
that you (a) have the right, power and authority to enter into this
Agreement and perform your obligations as set forth herein, (b)
are under no obligation or restriction, nor will you assume any such
obligation or restriction, that does or would interfere or conflict with
your obligations under this Agreement, (c) the information
provided above is true, correct and complete, and (d) You shall not
have the right to use, publish, share, sell or otherwise distribute
any data collected with respect to users of the Linking Site(s)
which relate to (i)their clicking on a Link, (ii)their use of
AUTOMOTIVEJOBBANK.com, or (iii)any other information
deemed proprietary by AUTOMOTIVE JOB BANK.

19. Covenants.

You hereby covenant and agree with AUTOMOTIVE JOB BANK
that (a) you shall comply with AUTOMOTIVEJOBBANK.com ’s
Privacy Policy and Usage Agreement, each as in effect from time
to time, (b) the Linking Site(s) shall not be operated in violation of
any applicable federal, state or local law, rule or regulation, (c) the
content included on the Linking Site(s), as well as the operation of
the Linking Site(s), will not violate or infringe the copyright,
trademark, trade name, patent, literary, intellectual, artistic or
dramatic right, right of publicity or privacy or any other right of any
entity or person or contain any material which is libelous,
slanderous or obscene, (d)if any of the information provided
above changes at any time, you will notify AUTOMOTIVE JOB
BANK as specified below in Section 20, and (e) the Linking
Site(s)shall not publish, link to, sell or otherwise distribute Adult
Content (as defined below), and you will remove any such Adult
Content as soon as you become aware, or are made aware, of
such Adult Content. For purposes of this Agreement, "Adult
Content" means any material, including textual, audio, graphic, or
video material, which is violent or pornographic or which contains
nudity, explicit violent or sexual material or depictions of violent or
sexual acts.

20. Notices.

Any notice required or permitted by this Agreement shall be in
writing and shall be deemed sufficient upon receipt, when
delivered personally or by courier, overnight delivery service, by
first class, regular mail as certified or registered mail with postage
prepaid. Notices to you shall be sent to the address specified
above by you.

Notices to AUTOMOTIVE JOB BANK should be sent to the
following address:

AUTOMOTIVE JOB BANK PARTNERSHIP
Attn: President
P.O. Box 23782
Lexington, KY 40523

You may change your address for notices by giving us written
notice in the manner set forth above. AUTOMOTIVE JOB BANK
may change its address for notices by updating this page. In the
event you have not indicated an address, or your address is no
longer current, AUTOMOTIVE JOB BANK may use (i) the address
indicated for the owner of the URL of the Linking Site in the
database maintained by Network Solutions, Inc., or any other
applicable domain registration authority, or (ii) the e-mail address
of the webmaster of the Linking Site, or any other similar e-mail
address specified on the Linking Site.

21. Entire Agreement.

This Agreement constitutes the full, complete, and only agreement
as of the date hereof between the parties until and unless
supplemented by a definitive agreement, and there are no oral or
written representations, understandings or agreements between
the parties respecting the subject matter of this Agreement, which
are not fully expressed herein. The Strategic Alliance Agreement
between the parties, if any, shall control general matters between
the parties. If this Agreement and the Strategic Alliance conflict,
this Agreement shall control in regards to links and the display of
information on the parties websites.

22. Miscellaneous

This Agreement will be governed by the laws of the United States
and the state of Kentucky, without reference to rules governing
choice of laws. You may not assign this Agreement, by operation
of law or otherwise, without the prior written consent of
AUTOMOTIVE JOB BANK. Subject to that restriction, this
Agreement will be binding on, inure to the benefit of, and be
enforceable against the parties and their respective successors
and assigns. Our failure to enforce your strict performance of any
provision of this Agreement will not constitute a waiver of our right
to subsequently enforce such provision or any other provision of
this Agreement.

AGREED TO:
COMPANY: ____________________________________
By: ____________________________________________
Signature

Printed Name: ____________________________________
Title: ___________________________________________
Date: _____________________