Commerce Yellow Pages Legal Agreement

1. I am of legal age in the state in which I enter this Agreement with Commerce Yellow Pages, Inc. (hereinafter "Commerce Yellow Pages")

2. I understand that Independent Distributors have the right to (1) sell the products and services offered by Commerce Yellow Pages, and (2) enroll Customers and/or prospective Independent Distributors, in accordance with Commerce Yellow Pages policies and procedures, which may be amended and changed from time to time.

3. As an Independent Distributor I will:

• Represent Commerce Yellow Pages products in a sincere and honest manner and will honor Commerce Yellow Page legal agreement.
• Help other Independent Distributors to be successful.
• Be professional, courteous and considerate.
• Represent the Commerce Yellow Pages marketing plan as prescribed by Commerce Yellow Pages official literature.
• Become familiar with and utilize sales techniques, marketing plan, and other materials as prescribed by Commerce Yellow Pages.
• Study the product literature.
• Provide training, support, and motivation to Independent Distributors in their organization.

4. I understand that Independent Distributors are not authorized to, and I will not for any reason, incur any debt, expense, or obligation on behalf of, or for Commerce Yellow Pages.

5. I understand that Independent Distributors are not authorized to, and I will not for any reason, act as a spokesperson for Commerce Yellow Pages or its products in any way to any media or publication.

6. I understand that Independent Distributors shall not create, publish or distribute any literature or materials representing Commerce Yellow Pages or its products without prior permission from Commerce Yellow Pages other than that which is provided by The Commerce Yellow Pages.

7. I am entitled to cancel this Agreement at any time and for any reason upon notice to Commerce Yellow Pages in writing.

8. This Agreement shall continue so long as I continue to accept payments from Commerce Yellow Pages or until this Agreement is cancelled in writing. Commerce Yellow Pages shall not cancel this Agreement except upon my violation of this Agreement.

9. I warrant that I have not been an Independent Distributor for Commerce Yellow Pages and do not own or had ownership affiliation with Commerce Yellow Pages business in the past month.

10. I understand that as an Independent Distributor I am an independent contractor, and not an agent, employee or franchisee of Commerce Yellow Pages. I further understand and agree that I will not be treated as an employee for federal or state tax purposes, nor for purposes of the Federal Unemploment Tax Act, the Federal Insurance Contributions Act, the Social Security Act, State Unemployment Acts, State Employment Security Acts or State Workers Compensation Acts. I understand and agree to pay all applicable federal and state self-employment taxes, sales taxes, local taxes, and/or local license fees that may become due as a result of my activities under this Agreement.

11. I understand that the acceptance of this Application does not constitute the sale of a franchise and that there are not exclusive territories granted to anyone, and that no franchise fees have been paid, nor am I acquiring any interest in a security by the acceptance of this Agreement.

12. I understand that Commerce Yellow Pages makes no claims or warranties of any kind including, but not limited to, any claims for earnings or benefits concerning its products, other than those included in Commerce Yellow Pages written literature. I agree not to make claims of earnings or warranties of any kind. I will not make any product claims which are not expressly stated in Commerce Yellow Pages official written literature and I shall not create my own literature, sales aids or training materials.

13. If I fail to pay for products or services after the due date, Commerce Yellow Pages is authorized to withhold the appropriate amounts from my payments or credit card/electronic checking accounts, if any, which I have authorized Commerce Yellow Pages to charge. If payment is not made, I understand that I may, at Commerce Yellow Pages discretion, lose my marketing organization and future payments, and may be placed on inactive status by Commerce Yellow Pages. The Opportunity Company will not be responsible for the loss of any payments because of errors or delays in receiving agreements, orders, changes or other necessary information.

14. Upon notification to me, Commerce Yellow Pages may, at its discretion, amend this Legal Agreement. I agree to abide by any such amendments. The continuation of my status as an Independent Distributor for Commerce Yellow Pages or my acceptance of payments from Commerce Yellow Pages constitutes my acceptance of any such amendments.

15. I understand that I am not an Independent Distributor for Commerce Yellow Pages until Commerce Yellow Pages has accepted this Agreement, I have customers or Independent Distributors within my business with Commerce Yellow Pages, and until I have endorsed my first payment check from Commerce Yellow Pages.

16. Commerce Yellow Pages Independent Businesses cannot be sold, assigned or transferred without prior written approval from Commerce Yellow Pages.

17. I have carefully reviewed Commerce Yellow Pages Marketing Plan and acknowledge that it is incorporated as part of this Agreement in its present form and as modified from time to time by Commerce Yellow Pages.

18. My violation of any of the terms of this Agreement or the Marketing Plan may result, in Commerce Yellow Pages discretion, in forfeiture of bonus checks or other payments from Commerce Yellow Pages, loss of all or part of my downline organization, or cancellation of this Agreement.

19. This agreement constitues the entire agreement between the parties and no other promises, representations, guarantees or agreements of any kind shall be valid unless in writing.

20. If any provision herein is held to be invalid, all other provisions shall remain valid and enforceable.

21. The term of this Agreement is for one year. This Agreement will be automatically renewed annually on each anniversary date of the acceptance of this Agreement, unless otherwise cancelled.

22. Arbitration: Commerce Yellow Pages at its discretion may choose Arbitration for any claim or dispute ("claim") by you against us, or against other employees, agents, representatives, and/or assigns, arising from or relating in any way to this agreement or any other agreement, procedures, operations, actions, etc. from Commerce Yellow Pages and/or its representatives (whether under a statute, in contract, tort, or otherwise and whether for damages, money damages, penalties or declaratory or equitable relief) shall be resolved by binding arbitration, if elected by Commerce Yellow Pages.

23. This Agreement shall be governed by the laws of the State of Wisconsin or the state which Commerce Yellow Pages is incorporated and any claims or disputes between the parties to this Agreement which are not brought to Arbitration shall be brought in the U.S. District Court for the District of Wisconsin or the state which it is incorporated in.

, 24. Commerce Yellow Pages reserves all rights in its ability to change, modify, and adapt, its policies, procedures, and agreements.

25. With my submission of Commerce Yellow Pages application I have Read, Understand, Acknowledge, and Accept this Agreement.