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Frontpoint Consumer Affiliate Program

Frontpoint Consumer Affiliate Program Agreement

Effective: [DATE]

Any person or entity (“you”, or an “Affiliate”) that participates or registers to participate in Frontpoint Security Solutions, LLC’s (“our”, “us”, or “Frontpoint”) consumer affiliate program (“CAP”) must accept this Frontpoint Consumer Affiliate Program Agreement (this “Agreement”) without change. By registering for or participating in CAP, you agree to comply with and be bound by the terms and conditions of this Agreement. If you do not agree with this Agreement or any of its terms, do not register or participate in CAP.

CAP permits you to monetize your website, social media user-generated content, mass marketing emails, and/or online software applications (herein referred to as your “Site”), by placing on your Site your Fronptoint-provided unique QR Code, URL and/or Referral Code (“Your Links”) in accordance herewith. To facilitate your advertisement of Frontpoint’s products and services, we will make available to you images, text, links, intellectual property and marketing content (collectively, “Program Content”). When eligible customers use Your Links to purchase Frontpoint’s products and/or services, you are eligible receive commissions for qualifying purchases as set forth herein.
1. Commissions
Your Links enable our accurate tracking, reporting, and accrual of commissions. Commissions will be paid on a weekly basis for qualifying purchases that are deemed by us to be a Qualified Action. A “Qualified Action” is when a Lead directly results in having a new Frontpoint customer (a) complete and sign all required customer agreements for a monitoring commitment (b) confirmed as the resident of the location to be monitored, (c) pays all monies due and payable for the initial order, and (d) whose electronic security system is completely installed in the U.S. or Canada (excluding Quebec) and has been activated with Frontpoint for at least 30 days. A “Lead” is when a Promotional Activity (defined below) by you generates a user inquiry from a prospective Frontpoint customer residing in the U.S. or Canada (excluding Quebec) and does not duplicate any Frontpoint pre-existing lead. All determinations concerning a Lead and a Qualifying Action will be made by Frontpoint in its sole discretion. A chargeback will be applied for any paid Qualifying Action that results in a customer canceling or providing notice to cancel service within 90 days from the date of sale. Frontpoint may, at its option, apply such chargeback against other amounts due to you. You will be responsible for all taxes levied on the commission paid hereunder. All payments are contingent on you complying with the terms of this Agreement.

Our customers are not, by virtue of your participation in CAP, your customers. You will not handle or address any contacts with any of our customers, and, if contacted by any of our customers for a matter relating to Frontpoint’s products or services, you will direct them to Frontpoint.
2. Registration and Participation
To begin the registration process, you must submit complete and accurate information to us regarding yourself and your Site. We will evaluate your submission and notify you of its acceptance or rejection. Your Site must contain original content, be publicly available, and not be unsuitable, as determined in our sole discretion. Unsuitable Sites include those that: (a) promote or contain sexually explicit or obscene materials or activity, (b) promote violence or contain violent materials or activity or promote, endorse or incite potentially dangerous or harmful acts, (c) promote or contain false, deceptive, libelous or defamatory materials, (d) promote or contain materials or activity that is hateful, harassing, harmful, invasive of another’s privacy, abusive, or discriminatory (including on the basis of race, color, sex, religion, nationality, disability, sexual orientation, or age), (e) promote or undertake illegal activities, (f) are directed toward children or knowingly collect, use, or disclose personal information from children under 13, or (g) violate any intellectual property rights.

Once we have reviewed your Site and determined its suitability, you are permitted to use and display Your Links on your Site in accordance with this Agreement and any applicable laws, ordinances, rules, regulations, orders, licenses, judgments, decisions, or other requirements of any governmental authority that has jurisdiction over you including all such rules governing communications, data protection, advertising, and marketing (collectively, “Applicable Law”). You may not engage in any promotional, marketing, or other advertising activities in connection with CAP (“Promotional Activities”) that are not expressly permitted under this Agreement. You may not engage in Promotional Activities in an offline manner, including by using our trademarks or logos, Program Content, or Your Links in any printed material, ebook, mailing, or in-person or telephonic solicitation. You may include Your Links in emails, SMS and direct messaging from your Sites, provided such communications are solicited (i.e., opted into by the receiving customer) and are otherwise in compliance with this Agreement. You must clearly and prominently state on Your Site and/or in your Promotional Activities that it is sponsored and/or an ad in accordance with Applicable Law. For the avoidance of doubt, you must comply with Applicable Law and marketing industry standards and best practices for all your activities, including Promotional Activities, relating to CAP.

You are solely responsible for your Site, including its development, operation, and maintenance and all content that appear on or within it, including: (a) the use and display of Your Links, including their proper use for us to track Leads and their compliance with this Agreement, Applicable Law, and any agreement between you and any third party, (b) creating and posting, and ensuring the accuracy, completeness, and appropriateness of, content on your Site (including all descriptions of Frontpoint’s products, services, promotions and prices), (c) using your Site and its content in a manner that does not infringe, violate, or misappropriate any of our rights or those of any third party (including copyrights, trademarks, privacy, publicity, or other intellectual property or proprietary rights), (d) complying with Applicable Law regarding the use of tracking technologies and the collection and use of personal data, and (e) your use of Program Content.

You are solely responsible for the content on your Site in connection with your participation in CAP. You will (a) not alter any Program Content in any way, including by adding additional information, except that you may resize Program Content consisting of a graphic image in a manner that maintains the original proportions, (b) not sell, distribute, sublicense, or transfer any Program Content or any of Your Links, (c) promptly remove from your Site and delete any Program Content that is outdated or no longer available for your use, including limited time promotions, (d) not offer any consideration, reward, or incentive (including any money, rebate, discount, points, donation, or other benefit) for using Your Links, (e) not request, collect, obtain, store, or use any account information of our customers in connection with any Frontpoint products or services, (f) not make any orders or sales or engage in transactions of any kind with Frontpoint on behalf of any third party, (g) not take any action that could reasonably cause confusion or otherwise misrepresent or embellish our relationship with you or express or imply any affiliation between us and you or any third party except as expressly permitted by this Agreement, (h) not include on your Site, display, or otherwise use Your Links or Program Content in connection with, any spyware, malware, virus, worm, Trojan horse, or other malicious or harmful code, or any software application not expressly and knowingly authorized by users prior to being downloaded or installed on their computer or other electronic device, (i) not attempt to circumvent or artificially increase your commissions, and (j) promptly provide us with written certification that you have complied with this Agreement and any specific term hereof, upon our request.

You represent, warrant, and covenant that (a) you will create, maintain, and operate your Site in accordance with this Agreement, (b) neither your participation in CAP nor your creation, maintenance, or operation of your Site will violate Applicable Law, (c) you are lawfully able to enter into this Agreement (e.g., you are not a minor or otherwise legally prevented from contracting), (d) you are not relying on any representation, guarantee, or statement other than as expressly set forth in this Agreement, and (e) the information you provide in connection with CAP is accurate and complete at all times.

3. Intellectual Property
Solely for the limited purpose of participating in CAP in compliance with this Agreement and subject to the terms and conditions of this Agreement, including the Guidelines set forth on Exhibit A, we hereby grant you a limited, revocable, non-transferable, non-sublicensable, non-exclusive, royalty-free license to: (a) copy and display Program Content on your Site and (b) use the Marks (as defined on Exhibit A) in connection with your participation in CAP. Without limiting the foregoing, you will use Program Content solely to send end users and sales to Frontpoint and will not link or use Program Content to direct traffic to any website other than Frontpoint.

The foregoing license will immediately and automatically terminate if at any time you do not comply with any obligation under this Agreement, or otherwise upon termination of this Agreement. In addition, we may terminate this license in whole or in part upon written notice to you. Upon termination, you will stop using and promptly remove from your Site and delete or destroy the Program Content and Marks subject to such termination.

Other than the limited license set forth herein, we reserve all right, title and interest (including all intellectual property and proprietary rights), and you do not obtain by virtue of this license or otherwise any ownership interest or rights, in or to CAP, Your Links, Program Content, the Marks, any domain name owned or operated by us, information and content on our website, and any other intellectual property and technology that we provide or use in connection with CAP.

If you provide us with suggestions, reviews, modifications, data, images, text, or other information relating to any Program Content or in connection with your participation in CAP (collectively, “Your Submission”), you hereby assign to us all right, title, and interest in and to Your Submission and grant us a paid-up royalty-free, nonexclusive, worldwide, freely transferable right and license to: (a) use, reproduce, perform, display, and distribute Your Submission in any manner, (b) adapt, modify, re-format, and create derivative works of Your Submission for any purpose, (c) use and publish your name in the form of a credit in conjunction with Your Submission, and (d) sublicense the foregoing rights to any third party. Additionally, you hereby warrant that: (y) Your Submission is your original work, or you obtained Your Submission in a lawful manner and (z) our exercise of rights under this license will not violate any third-party rights, including intellectual property rights. You agree to provide Frontpoint with reasonable assistance to document, perfect, or maintain our rights in and to Your Submission.

4. Termination
Either you or we may terminate this Agreement at any time, with or without cause by giving the other party fifteen (15) calendar days’ prior written notice of termination. In addition, we may terminate this Agreement or suspend your participation in CAP immediately upon written notice to you for any of the following: (a) you are in material breach of this Agreement, (b) you fail to cure any other breach of this Agreement within 7 days of our notice to you, (c) we believe that we may face potential claims or liability in connection with your participation in CAP, (d) we believe that our brand or reputation may be tarnished by you or in connection with your participation in CAP, or (e) your participation in CAP has been used for deceptive, fraudulent or illegal activity.

Upon termination of this Agreement, all rights and obligations of the parties will be extinguished, including any and all licenses granted in connection with this Agreement, except that the rights and obligations of the parties under Sections 2, 4, 5, 6, 7 and 8 of this Agreement will survive the termination of this Agreement. We may hold accrued unpaid commissions for a reasonable period of time following termination to ensure that the correct amount is paid (for example, to account for any cancelations or returns). No termination of this Agreement will relieve either party for any liability for any breach of, or liability accruing under, this Agreement prior to termination.

If you violate this Agreement, or if you violate terms and conditions of any other applicable agreement with Frontpoint, then, in addition to any other rights or remedies available to us, we reserve the right to permanently (to the extent permitted by applicable law) cease payment of (and you agree you will not be eligible to receive) any and all commissions otherwise payable to you under this Agreement, whether or not directly related to such violation, without notice and without prejudice to any right of Frontpoint to recover damages in excess of this amount.

5. Disclaimers
CAP, ANY PRODUCTS AND SERVICES OFFERED BY FRONTPOINT, ANY PROGRAM CONTENT, DOMAIN NAMES, TRADEMARKS AND LOGOS, AND ALL TECHNOLOGY, SOFTWARE, FUNCTIONS, MATERIALS, DATA, IMAGES, TEXT, AND OTHER INTELLECTUAL PROPERTY RIGHTS, INFORMATION AND CONTENT PROVIDED OR USED BY OR ON BEHALF OF US OR OUR AFFILIATES OR LICENSORS IN CONNECTION WITH CAP (COLLECTIVELY THE “SERVICE OFFERINGS”) ARE PROVIDED “AS IS” AND “AS AVAILABLE”.

NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SERVICE OFFERINGS. WE AND OUR AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES WITH RESPECT TO THE SERVICE OFFERINGS, INCLUDING ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT AND ANY WARRANTIES ARISING OUT OF ANY LAW, CUSTOM, COURSE OF DEALING, PERFORMANCE, OR TRADE USAGE.

WE MAY DISCONTINUE ANY SERVICE OFFERING, OR MAY CHANGE THE NATURE, FEATURES, FUNCTIONS, SCOPE, OR OPERATION OF ANY SERVICE OFFERING, AT ANY TIME AND FROM TIME TO TIME. NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WARRANT THAT THE SERVICE OFFERINGS WILL CONTINUE TO BE PROVIDED, WILL FUNCTION AS DESCRIBED, CONSISTENTLY OR IN ANY PARTICULAR MANNER, OR WILL BE UNINTERRUPTED, ACCURATE, ERROR FREE, OR FREE OF HARMFUL COMPONENTS. NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE RESPONSIBLE FOR (A) ANY ERRORS, INACCURACIES, VIRUSES, MALICIOUS SOFTWARE, OR SERVICE INTERRUPTIONS, INCLUDING POWER OUTAGES OR SYSTEM FAILURES OR (B) ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF, OR DELETION, DESTRUCTION, DAMAGE, OR LOSS OF, YOUR SITE OR ANY DATA, IMAGES, TEXT, OR OTHER INFORMATION OR CONTENT.

We do not make any representation, warranty, or covenant regarding the amount of traffic or commission you can expect at any time in connection with CAP, and we will not be liable for any actions you undertake based on your expectations. No advice or information obtained by you from us or from or through the Service Offerings will create any warranty not expressly stated in this Agreement. Further, neither we nor any of our affiliates or licensors will be responsible for any compensation, reimbursement, or damages arising in connection with (x) any loss of prospective profits or revenue, anticipated sales, goodwill, or other benefits, (y) any investments, expenditures, or commitments by you in connection with your participation in cap, or (z) any termination or suspension of your participation in cap. Nothing in this section will operate to exclude or limit warranties, liabilities, or representations that cannot be excluded or limited under applicable law.

6. Limit of Liability
NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR ANY LOSS OF REVENUE, PROFITS, GOODWILL, USE, OR DATA ARISING IN CONNECTION WITH THE SERVICE OFFERINGS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING IN CONNECTION WITH THE SERVICE OFFERINGS WILL NOT EXCEED THE TOTAL COMMISSIONS PAID OR PAYABLE TO YOU UNDER THIS AGREEMENT IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE EVENT GIVING RISE TO THE MOST RECENT CLAIM OF LIABILITY OCCURRED. YOU HEREBY WAIVE ANY RIGHT OR REMEDY IN EQUITY, INCLUDING THE RIGHT TO SEEK SPECIFIC PERFORMANCE, INJUNCTIVE OR OTHER EQUITABLE RELIEF IN CONNECTION WITH THIS AGREEMENT. NOTHING IN THIS PARAGRAPH WILL OPERATE TO LIMIT LIABILITIES THAT CANNOT BE LIMITED UNDER APPLICABLE LAW.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE WILL HAVE NO LIABILITY FOR ANY MATTER DIRECTLY OR INDIRECTLY RELATING TO THE CREATION, MAINTENANCE, OR OPERATION OF YOUR SITE (INCLUDING YOUR USE OF ANY SERVICE OFFERING) OR YOUR VIOLATION OF THIS AGREEMENT, AND YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD US, OUR AFFILIATES AND LICENSORS, AND OUR AND THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, AND REPRESENTATIVES, HARMLESS FROM AND AGAINST ALL CLAIMS, DAMAGES, LOSSES, LIABILITIES, COSTS, AND EXPENSES (INCLUDING ATTORNEYS’ FEES) RELATING TO (A) YOUR SITE OR ANY MATERIALS THAT APPEAR ON YOUR SITE, INCLUDING THE COMBINATION OF YOUR SITE OR THOSE MATERIALS WITH OTHER APPLICATIONS, CONTENT, OR PROCESSES, (B) THE USE, DEVELOPMENT, DESIGN, MANUFACTURE, PRODUCTION, ADVERTISING, PROMOTION, OR MARKETING OF YOUR SITE OR ANY MATERIALS THAT APPEAR ON OR WITHIN YOUR SITE, (C) YOUR USE OF ANY SERVICE OFFERING, WHETHER OR NOT SUCH USE IS AUTHORIZED BY OR VIOLATES THIS AGREEMENT OR APPLICABLE LAW, (D) YOUR VIOLATION OF ANY TERM OR CONDITION OF THIS AGREEMENT, (E) YOUR TAXES OR THE COLLECTION, PAYMENT, OR FAILURE TO COLLECT OR PAY YOUR TAXES, OR THE FAILURE TO MEET TAX REGISTRATION OBLIGATIONS, OR (F) YOUR OR YOUR EMPLOYEES' OR CONTRACTORS’ NEGLIGENCE, FRAUD OR WILLFUL MISCONDUCT.

7. Contact
From time to time, we may send you emails with notifications, approvals, and other communications relating to CAP and this Agreement. You will be deemed to have received all such communications sent to the email address you provide us. In addition, we may (a) monitor, record, use, and disclose information about your Site and users of your Site that we obtain in connection with Your Links, (b) review, monitor, and otherwise investigate your Site to verify compliance with this Agreement, and (c) use, reproduce, distribute, and display your Site for educational and marketing purposes.

Any notice required to be delivered to us hereunder will be deemed delivered (i) three days after deposit, postage paid, in U.S. mail, return receipt requested, (ii) one business day if sent by overnight courier service, or (iii) immediately if sent electronically or by fax. All notices to Frontpoint must be sent to:

Frontpoint Security Solutions, LLC
22650 Executive Drive, Suite 119-122
Sterling, VA 20166
[email protected]
[email protected]

8. Miscellaneous
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without reference to its choice of law principles. Any dispute in connection with CAP and/or this Agreement shall be heard and resolved by the United States District Court for the District of Delaware, and the parties consent to personal jurisdiction and venue in each such court. To the extent permitted by law, the parties waive their right to a jury trial. The prevailing party in any action to enforce this Agreement will be entitled to reasonable costs and attorneys’ fees.

Whenever used in this Agreement, the terms “include(s)", “including”, and “for example” are used and intended without limitation. This Agreement is the entire agreement between you and us regarding CAP and supersedes all prior agreements and discussions. You acknowledge and agree that 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. You may not assign this Agreement without our prior written approval. 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.

Any information relating to Frontpoint or any of its affiliates that we provide or make accessible to you in connection with CAP that is not known to the general public or that reasonably should be considered to be confidential is Frontpoint’s “Confidential Information” and will remain Frontpoint’s exclusive property. You will use Confidential Information only to the extent reasonably necessary for your performance under this Agreement and ensure that all persons or entities who have access to Confidential Information in connection with your account will be made aware of and will comply with the obligations in this provision. You will not disclose Confidential Information to any third party (other than your affiliates bound by confidentiality obligations) and you will take all reasonable measures to protect the Confidential Information against any use or disclosure that is not expressly permitted in this Agreement. This restriction will be in addition to the terms of any confidentiality or non-disclosure agreement between the parties and will apply for the term of the Agreement and 5 years after termination.

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 you and us or our respective affiliates. You will have no authority to make or accept any offers or representations on our or our affiliates’ behalf. If you authorize, assist, encourage, or facilitate another person or entity to take any action related to the subject matter of this Agreement, you will be deemed to have taken the action yourself.

We reserve the right to 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 revised Agreement or by sending notice of such modification to you by email. YOUR CONTINUED PARTICIPATION IN CAP FOLLOWING THE EFFECTIVE DATE OF SUCH CHANGE WILL CONSTITUTE YOUR ACCEPTANCE OF THE MODIFICATIONS. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT IN ACCORDANCE HEREWITH.

Exhibit A: CAP Trademark Guidelines

These CAP trademark guidelines (these “Guidelines”) apply to the use of the marks we may make available to you as part of Program Content (the “Marks”). Strict compliance with these Guidelines is required at all times, and any use of the Marks in violation of these Guidelines will automatically terminate your participation in CAP.

YOU ARE PERMITTED TO USE THE MARKS ONLY IN CONNECTION WITH CAP

You may not use or display the Marks (i) in any manner that implies sponsorship or endorsement by us; (ii) to disparage us, our products or services; or (iii) in a way that may, at our discretion, diminish or otherwise damage our goodwill in the Marks. You may not alter any Mark in any manner. Each Mark must appear by itself, in its entirety, with reasonable spacing between each side of the Mark and other visual, graphic, or textual elements. No Mark may be placed on any background that interferes with the readability or display of that Mark.

All rights to each of the Marks are our exclusive property, and all goodwill generated through your use of any Mark will inure to our exclusive benefit. You will not take any action that conflicts with our rights in, or ownership of, any Mark. You cannot use or apply to register any trademark, domain name, subdomain or app name that is confusingly similar to any Mark in any jurisdiction.

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