TicketClub.com (hereinafter referred to as "The Company") Affiliate Agreement

This Agreement contains the complete terms and conditions that apply to your participation as an affiliate in the Affiliate Program of The Company, and the establishment of links from your affiliate website to our website www.TicketClub.com.

Definitions

- Customer: The user sent to The Company site via affiliate link

- Affiliate / You: The publisher advertising links/promotions of The Company

1. Enrollment in the Affiliate Program

First, you need to submit a complete Affiliate Program Application. We will evaluate your application and will notify you of your acceptance or rejection in 1 to 2 business days. We may reject your application if we determine (at our sole discretion) that your site is unsuitable for the Affiliate Program for any reason.

If we reject your application, you are welcome to reapply to the Affiliate Program at any time.

Tiered commission structure is as follows:

- $10 for sales $200 - $499

- $20 for sales $500 - $999

- $40 for sales $1000 +

- Please note: You will only receive commission on sales greater than $200.

2. Prohibited Sites/Verbiage

- Sites that promote sexually explicit material or violence.

- Sites that promote discrimination based on race, sex, religion, national origin, or physical disability.

- Sites that promote illegal activities.

- Sites or verbiage making medical claims in regards to our products/services (ie. the curing or recession of an ailment)

3. Spam

Affiliate agrees to not utilize SPAM in promoting The Company. This action will result in the immediate termination of Affiliate account with a cancellation of any pending commissions. Affiliate will also be in violation of The Company's Affiliate Agreement and subject to legal action and be held liable for any financial loss incurred by The Company. Any service interruptions to The Company's website as a result of Affiliates spamming will be billed to Affiliate at 500 U.S. dollars per hour until service is restored.

For the purpose of this agreement SPAM is defined as emailing ANYONE, in bulk or by single mailing, about The Company, who has not specifically requested the information directly from Affiliate. The ONLY exceptions to this are:

- Mailing to APPROPRIATE OPT-IN mailing lists where the source does the mailing on Affiliate's behalf. However, use extreme caution when choosing an opt-in mailing list company! Using anything but the most reputable sources could generate spam complaints against Affiliate resulting in suspension or termination.

- You may include information on The Company in email Acknowledgement Messages for orders and inquiries that you receive so long as it is stated upfront that you will be sending them an acknowledgement.

The Company also considers ANY type of advertisement about The Company posted to a Newsgroup or Chat Room to be spam.

4. Promotion of Our Affiliate Relationship

As an Affiliate Site, we will make available to you Links (each of these links sometimes being referred to herein as "Links" or, individually, as a "Link") and banners, which, subject to the terms and conditions hereof, you may display as often and in as many areas on your site as you desire. The Links will serve to identify your site as a member of our Affiliate Network and will establish a link from your site to ours.

Links:

Subject to the terms of clause © below, we will provide you with Links, which will consist of a graphic images or text provided by us (and subject to change from time to time in our sole discretion). These Links will connect your site directly to ours. By utilizing these Links, users of your site will be able to order, directly from us, any product(s) that were described or referenced on your site.

Agreements Regarding Links:

In utilizing Links, you also agree that you will display on your site only those graphic images (indicating a Link) that are provided by us, and you will substitute such images with any new images provided by us from time to time throughout the term of this Agreement. All Links may be modified and/or expanded from time to time throughout the term of this Agreement pursuant to the mutual agreement of the parties hereto. Each Link connecting users of your site to the pertinent area of our site will in no way alter the look, feel or functionality of our site. In addition, we encourage (but do not require) you to include a Link to the home page of our site.

5. PPC Bidding Rules

Closed PPC policy.

6. Our Responsibilities

We will be responsible for providing all information necessary to allow you to make appropriate Links from your site to our site. We will be solely responsible for processing every order placed by a customer following a special Link from your site, for tracking the volume and amount of sales generated by your site, and for providing information to Affiliate Sites regarding sales statistics. We will be responsible for order entry, payment processing, shipping, cancellations, returns, and related customer service.

7. Other Responsibilities and Opportunities of Affiliate Sites

If you qualify and agree to participate as an Affiliate Site, you shall display Links prominently throughout your site as you see fit and with our consent.

Contests and Promotions:

- As an Affiliate Site, you will be entitled to participate and promote on your site any sweepstakes, contests, and special promotions we may offer. In addition, you will be entitled to earn commissions as set forth.

- Only offers and promotional tools provided explicitly by The Company for use on an affiliate site are valid.

- The unauthorized use of promotional offers taken from another website is strictly forbidden and may result in the termination of this agreement.

Compliance with the Agreement:

- We have the right in our sole discretion to monitor your site at any time and from time to time to determine if you are in compliance with the terms of this Agreement.

- We will monitor for FTC compliance to ensure disclosures are adequately added. Please ensure compliance by following the guidelines here:

https://www.ftc.gov/tips-advice/business-center/guidance/ftcs-endorsement-guides-what-people-are-asking

8. Reports of Sales

You will be given a user name and password and have the ability to enter a password-protected site to receive your sales statistics on a daily basis.

9. Your Responsibilities

You are solely responsible for ensuring that reviews, descriptions, and articles on your site comply with applicable copyright, FTC disclosure guidelines, and other laws. You must have express permission to use another party's copyrighted or other proprietary material. We are not responsible for violations. FTC disclosures need to be clear and conspicuous on your site. For additional information on expectations around FTC disclosure please visit https://www.ftc.gov/tips-advice/business-center/guidance/ftcs-endorsement-guides-what-people-are-asking#affiliate

To make a disclosure "clear and conspicuous," the Affiliate should use clear and unambiguous language as well as make the disclosure stand out. Customers should be able to notice the disclosure easily. They should not have to look for it. In general, disclosures should be:

- Close to the claims to which they relate;

- In a font that is easy to read;

- In a shade that stands out against the background;

- For video ads, on the screen long enough to be noticed, read, and understood;

- For audio disclosures, read at a cadence that is easy for consumers to follow and in words consumers will understand.

A disclosure that is made in both audio and video is more likely to be noticed by consumers. Disclosures should not be hidden or buried in footnotes, in blocks of text people are not likely to read, or in hyperlinks. If disclosures are hard to find, tough to understand, fleeting, or buried in unrelated details, or if other elements in the ad or message obscure or distract from the disclosures, they don't meet the "clear and conspicuous" standard.

10. Policies and Pricing

Customers who buy The Company's products through the Affiliate Program will be deemed to be customers of The Company. Accordingly, all of our rules, policies, and operating procedures concerning customer orders, customer service, and sales will apply to those customers. We may change our policies and operating procedures at any time. For example, we will determine the prices to be charged for our products sold under the Affiliate Program in accordance with our own pricing policies. Our prices and product availability may vary from time to time. Because price changes may affect products that you already have listed on your site, you should update pricing often or not include price information in your product descriptions.

Customers sent to The Company must be the end user of the product/service. If Affiliate is placing order on behalf of the customer, approval of this promotional method must be explicitly provided by The Company.

11. Publicity

You shall not create, publish, distribute, or permit any written material that makes reference to us without first submitting such material to us and receiving our written consent, which we agree shall not be unreasonably withheld.

12. Licenses and Use of the The Company's logos and Trademarks

WE GRANT YOU A NON-EXCLUSIVE, NON-TRANSFERABLE, REVOCABLE RIGHT TO (i) ACCESS OUR SITE THROUGH THE LINKS IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT AND (ii) SOLELY IN CONNECTION WITH SUCH LINKS AND UNDER THE CONDITIONS PROVIDED FOR HEREIN, TO USE OUR LOGOS, TRADE NAMES, TRADEMARKS, AND SIMILAR IDENTIFYING MATERIAL RELATING TO US (COLLECTIVELY, THE "LICENSED MATERIALS"), FOR THE SOLE PURPOSE OF SELLING PRODUCTS ON YOUR SITE FOR THE COMPANY. YOU MAY NOT ALTER, MODIFY, OR CHANGE THE LICENSED MATERIALS IN ANY WAY WITHOUT WRITTEN PERMISSION. YOU ARE ONLY ENTITLED TO USE THE LICENSED MATERIALS WHILE YOU ARE A MEMBER IN GOOD STANDING OF THE AFFILIATES PROGRAM.

- You shall not make any specific use of any Licensed Materials for purposes other than selling products on your site for The Company, without first submitting a sample of such to us and obtaining the prior written consent of The Company's Affiliate Program Manager, which shall not be unreasonably withheld. We reserve all of our rights in the Licensed Materials and of our other proprietary rights. We may revoke your license at any time, by giving you written notice.

13. Promotion through Google Shopping / Product Listing Ads are not allowed unless express permission is provided.

Special Terms & Conditions

Overview.

Ticket Club, ("Company"), operates the www.Ticketclub.com Web site. As part of its Web site, Ticket Club offers the Ticket Club Publisher Program (the "Program"), through which approved Publishers providing marketing services through owned or third party websites, subscription services, promotional services, and/or syndicated services are granted a limited, non-exclusive right to: (i) advertise and promote Ticket Club goods and services and the Ticket Club web site in a manner in compliance with this Agreement (defined below) and the Publisher Service Agreement between Publisher and LinkShare. (ii) post or circulate an approved graphical or textual internet hyper-link (the "Link") to the Ticket Club web site; and (iii) direct visitors to the web site (the specific URL) designated by Ticket Club (the "Destination Site"). Ticket Club and Publishers are parties to agreements with LinkShare and are participants in the LinkShare Network (the "LinkShare Program"). This Agreement provides terms and conditions applicable to Your membership in the Program that are in addition to any terms and conditions that You have agreed to pursuant to Your Publisher Service Agreement with LinkShare ("PSA"). Capitalized terms used in this Agreement not otherwise defined herein shall have the same meaning as defined in the PSA, or if not defined in the PSA, as reasonably understood by the nature and context in the PSA and this Agreement. Nothing contained within this Agreement may conflict with the terms and conditions in the PSA; in the case of such conflict, the PSA shall control.

Publishers are offered the opportunity to earn a commission for referring visitors to the Ticket Club web site who complete the Transaction required under the Program on Ticket Club's Destination Site. The commission rate will be set forth within the LinkShare Program Term for Ticket Club and may be changed from time to time by Ticket Club with seven (7) days written notice through the Network Service (via the "Replace" option) with effect from the 8th day (or such later date as specified by Ticket Club). Payment of commissions earned by Publisher for valid Ticket Club transactions shall be made by Ticket Club through LinkShare in accordance with the terms of the LinkShare Program.

14. Approval

Participation in the Program is subject to Ticket Club's approval. Prospective Publishers must first submit an application to Ticket Club through LinkShare in order to become an approved Publisher eligible to post Links to the Ticket Club Web site and earn commissions. After the application has been submitted, Ticket Club will have the option of approving or declining the application for any reason or no reason.

If approved, the Publisher/You will have already acknowledged acceptance of this Agreement by having clicked through the "Apply To Program" (or otherwise named by LinkShare) button, having checked the box stating "Yes, I have read and accepted the following terms and conditions"(or as otherwise described by LinkShare) and having clicked the button to continue, thereby assenting to the Special Terms and Conditions of the Program between Ticket Club and Publisher (also referred to as this "Agreement"). This Agreement shall apply only to approved Publishers who accept the Special Terms and Conditions of the Program and only Publishers who accept this Agreement may participate in the Program.

Other than for the payment of commissions, Publisher shall have no claims to any additional compensation, commissions or business derived by or through a Destination Site.

Participation in the Program does not constitute an employment, broker or agency relationship between Publisher and Ticket Club nor does it create any partnership, joint venture, franchise, or sales representative relationship between the parties.

15. Ticket Club Specific Policies

A. Enrollment in the Program

To begin the enrollment process, Publisher must submit a completed "Affiliate Application", with up-to-date and accurate contact information. Ticket Club will evaluate Publisher's application in good faith and will notify Publisher of Ticket Club's acceptance or rejection. Publisher's application may be rejected if Ticket Club determines (in our sole discretion) that Publisher's site is unsuitable for the Program. Unsuitable sites include, but are not limited to, those that:

- Promote violence

- Promote illegal activities

- Promote sexually explicit content

- Promote any type of discrimination

- Violate any copyrights or intellectual property rights

- Contain any parameter deemed inconsistent with the standards of behavior and decorum associated with our brand and website

16. Participation in the Program

Once the Publisher's application has been approved by Ticket Club, Publisher agrees to provide Ticket Club with additional and updated information as it pertains to this Agreement. Additional and updated information shall include, without limitation, contact information, a change in site ownership, a change in URL address, or a change in Type of Publisher Website (defined below). Subject to approval by Ticket Club, Publisher may employ additional URLs under this Agreement. If it is discovered that Publisher has employed additional URL's without Ticket Club's prior approval, Publisher may be subject to penalties, including, but not limited to, account suspension or termination.

17. Order Tracking and Processing

Commission Junction ("Account Manager") will track all transactions made by customers who follow special links from Publisher's site to Ticket Club's site. Reports summarizing sales activities will be available through Account Manager.

To enable accurate tracking, reporting, and commission accrual, you must ensure that the special links between your site and our site are properly formatted. When customers come to Ticket Club's site via Publisher links, our web server sends a client-side text string (cookie) containing your unique Publisher code to their computers. Our system then uses those strings to identify your site at the point of purchase or sale.

Ticket Club is responsible for all aspects of order processing and fulfillment. Along with providing customer service, we will handle all transaction logistics including payments, cancellations, and shipping. Ticket Club reserves the right to cancel orders that do not comply with any requirements Ticket Club establishes. Publisher will not be paid for transactions that, for any reason, are not completed due to cancellations or chargebacks or that cannot be fulfilled for any other reason.

18. Qualifying Transactions

For a transaction to qualify for a commission, the customer must do the following: follow a link (in the format specified by Ticket Club) from Publisher's site to Ticket Club's; purchase or activate a membership and remit full payment to Ticket Club in the case of a purchase. Transactions made by existing Ticket Club customers are subject to review. Ticket Club reserves the right to reject transactions that do not comply with these or other requirements that Ticket Club periodically establishes. Publisher site will be credited for every qualifying transaction, including repeat purchases or sales that occur within the action referral period specified in the Program Term.

19. Prohibition against Spyware and other Parasites

Ticket Club prohibits Publisher traffic generation methods which rely on software, toolbars, or BHO's to initiate a forced click or automatic/stuffed cookie drop. Publisher may not use spyware or parasitic software nor have or maintain a relationship, formal or informal, with any provider of spyware or parasitic software (as judged by any interference with the operation by design of Ticket Club and/or partner sites in Ticket Club's sole discretion). Ticket Club encourages all Publishers to report suspicions of such relationships.

20. Coupon Policy and Prohibitions

Publisher may only publish official Ticket Club discount codes on Publisher's website that Ticket Club may send as part of the Publisher Program. Publisher may not publish discount codes not sent by Ticket Club directly to Publisher as part of the Publisher Program or publish misleading or false information about Ticket Club.com discount codes or other Ticket Club site discount codes. Publisher may not publish discount codes that are not directly provided by Ticket Club to Publisher. Misleading information includes but is not limited to the following: posting a discount code with the wrong corresponding description of the discount, posting an expired discount code, and directing visitors to click a link to receive a discount automatically (ie: "click here for 10% off"). Publisher is responsible for all content on Publisher's website including but not limited to third party posts, advertisements, and comments.

21. Other Prohibitions

Publisher may not "mask" or "redirect" any domain name/URL to Ticket Club.com, "frame" any portion of Ticket Club.com, copy and insert any portion of Ticket Club.com into another, or in any way infringe upon our copyrighted material. You may not use such terms as "cheapest" or "lowest", or any other superlatives suggesting unverified, unsubstantiated claims. False or misleading statements or advertisements about Ticket Club shall not be used when referencing the Ticket Club name, or bearing the Ticket Club name, logo, or registered trademarks.

22. Confirmation of Sales

For all accepted sales made by the customer within the action referral period, you will receive the commission rate stated in the Program Term. If a sale is rejected (because the customer's credit card declines), you will not receive a commission. (Less than 1% of sales get rejected). All sales are confirmed 10 days after the transaction date.

23. Monthly Payments

Publisher will receive commission payment monthly for all sales that have been confirmed during a given month. Payment to the Publisher shall be processed within 30 days following the end of the month in which the payment has been confirmed. The monthly payment calendar is based on confirmation date, not the date of the actual sale/sign up. Publisher's commissions will be delivered to you in full minus any taxes that may be required by law to withhold. If a transaction that generated a commission is later cancelled by a customer, we will deduct the corresponding commission from your next payment, or if thereafter your site accrues no commissions during the following 6 months, we may send you a bill for the overpayment. More details regarding payments are available through your Account Manager.

24. Policies and Pricing

Customers who buy or sell memberships through this program will be deemed to be customers of Ticket Club. Accordingly, all Ticket Club rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply. We may change our policies and operating procedures at any time.

25. Limited License

Ticket Club grants Publisher a nonexclusive, revocable right to use graphic images, text, technology and content Ticket Club provides to Publisher and other text, images, technology and content for which Ticket Club grants express permission, solely for the purpose of identifying Publisher site as a Program participant and to assist in generating membership transactions. Publisher may not use any such images, text, or content, or any tool or technology provided by Ticket Club (including but not limited to data feeds, API, search-plug ins, or widgets) for any purpose outside of generating membership transactions. Publisher may not modify any of these graphic images, text, technology or content in any way. Ticket Club reserves all intellectual property rights of Ticket Club's ticket sites, including text, graphic images or any other images, trade names, trademarks, copyrights, patent rights or applications, or service marks. Publisher agrees to follow Ticket Club's trademark guidelines and is aware that these may change.

26. Responsibility for your Site

Publisher is solely responsible for the development, content, operation, and maintenance of your site. This responsibility includes:

27. Functionality of links to one of Ticket Club's ticket sites

The technical operation of your site and all related equipment

The accuracy and appropriateness of site content (including ticket-related information)

The assurance that site content does not violate or infringe upon the rights of any third party (including copyrights, trademarks, privacy, or other personal and proprietary rights)

Assurance that site content is neither libelous or otherwise illegal

28. Email Marketing Policy

Publishers wishing to engage in email marketing as it pertains to this Agreement must obtain prior approval from Ticket Club before employing the method. You may not use email marketing unless such marketing complies with all U.S. State and Federal SPAM laws, including by not limited to the provisions of the Controlling the Assault of Non-Solicited Pornography and Marketing (CAN-SPAM) Act. Failure to adhere to the provisions may result in the immediate termination of this Agreement.

29. Paid Search Engine Marketing Policy

Ticket Club understands that many Publishers use paid Search Engine Marketing (Search Engine Marketing "SEM" or Pay Per Click "PPC") as part of their marketing efforts. The following is Ticket Club's SEM/PPC Policy:

Publishers participating in Search Engine Marketing (SEM/PPC) are not allowed to purchase, use, or bid for placement on any of the following Marks, which include without limitation:

• - BuyBetterTickets
• - Cheappricedtickets
• - Hailstorm
• - Lowbudgettickets
• - Point-of-Sale Software
• - Ticketboard Pro Software
• - TicketLiquidator
• - TicketNetwork
• - TicketsPlus
• - Ticket Summit
• - TrustedTickets
• - SuperBoleteria
• - TicketSpot
• - TicketClub
• - Ticket Club
• - Any other Mark belonging to the TicketNetwork property

This also includes but is not limited to the use of any of the above-referenced Marks with one of the following words or phrases: coupon, discount, coupon code, discount code, code, promotion, promo, promo code, or save.

This also includes any variations of the words or URLs or misspellings of the Marks with any search engine. List subject to change.

30. Violations and Penalties

Violations by Publisher of the provisions of this Agreement shall lead to penalties assessed against Publisher by Ticket Club. Such penalties shall include but not be limited to the following: suspension of Publisher account; termination of Publisher account; reversal of payments to Publisher; and public notification of Publisher's suspected malfeasance. Reversals may occur should Ticket Club find that Publisher has violated provisions at the time of the sale for which a commission is earned and may take place during the pay period in which the commission is posted or at a later date should a violation be found after a commission has been posted.

Limitation of Liability

Ticket Club will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement or the Program, even if we have been advised of the possibility of such damages. Further, Ticket Club's aggregate liability arising with respect to this Agreement and the Program will not exceed the total referral fees paid or payable to Affiliate under this Agreement.

A. Indemnification

Affiliate agrees to indemnify, defend and forever hold Ticket Club (and its parents, affiliates, subsidiaries or entities under common ownership or control) and all of its respective present and former officers, members, shareholders, directors, employees, representatives, attorneys, insurers and agents, and their successors, heirs and assigns (each , in such capacity, an "Indemnified Party" and, collectively, the "Indemnified Parties"), harmless from and against any and all third-party losses, liabilities, claims, costs, damages and expenses (including, without limitation, fines, forfeitures, outside attorney's fees, disbursements and administrative or court costs) arising directly or indirectly out of or relating to (1) a breach by Affiliate of his Agreement or of any representation, warranty, covenant or agreement contained herein or (2) Affiliate's site, including but not limited to any claim of trademark or copyright infringement, libel, defamation, breach of confidentiality, false or deceptive advertising or sales practices, deceptive use of URL names, cybersquatting/domain name issues, consumer fraud, injury, damage or harm of any kind to any person or entity.

Should any of the above-named claims be brought against Ticket Club, Ticket Club shall (i) promptly notify Affiliate of any matters in respect to which the indemnity may apply and of which Ticket Club has knowledge; (ii) give Affiliate the right to control the defense and all negotiations relative to the settlement of any such claim; and (iii) cooperate with Affiliate, at Affiliate's cost and expense in the defense or settlement thereof. Should Ticket Club choose to participate in such defense and in any settlement discussions directly or through counsel of its choice on a monitoring, non-controlling basis, Ticket Club's costs shall be borne by Affiliate.

B. Disclaimers

Ticket Club names no express or implied warranties or representatives with respect to the Program or any tickets sold through the Program (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, Ticket Club makes no representation that the operation of Ticket Club.com will be uninterrupted or error-free, and Ticket Club will not be liable for the consequences of any interruptions or errors.

C. Term and Termination.

The term of this Agreement shall be continuous, unless and until either party properly terminates this Agreement and the relationship, in accordance with the following: (i) Ticket Club shall provide Publisher with seven (7) days written notice via the Network Service (via the "Expire" option), except as provided for in Section 4(B) below; or (ii) Publisher shall use the automated system within the Network Service to expire the affiliation and Publisher shall comply with Sections 4(D)(v) and 4(D)(vi) below.

This Agreement may be terminated immediately by LinkShare in the event that Publisher: (i) violates the PSA; or (ii) violates this Agreement.

Upon any termination of this Agreement, Ticket Club and Publisher will be released from all obligations and liabilities to the other party occurring or arising after the date of such termination or the transactions contemplated hereby, except with respect to those obligations which by their nature are designed to survive termination or as provided herein, provided that no such termination will relieve Publisher from any liability arising from any breach of this Agreement occurring prior to termination.

Upon termination of this Agreement, (i) Ticket Club's acceptance of additional referrals obtained through Publisher shall not constitute a continuation or renewal of this Agreement or a waiver of such termination, (ii) Publisher shall be entitled only to those unpaid commissions, if valid, earned by Publisher on or prior to the date of termination, (iii) Publisher shall in no event be entitled to commissions with respect to any amount of valid referrals delivered after the date of termination, (iv) all rights and licensees of Publisher hereunder shall immediately terminate, (v) Publisher shall cease all uses of any trade names, trademarks, service marks, logos and other designations of Ticket Club or the Program, and (vi) Publisher shall remove all Ticket Club links.

D. Additional Terms.

The provisions of this Agreement are severable. If any provision of this Agreement, or the application thereof to any person or circumstance shall be deemed invalid or unenforceable under any applicable law, such invalidity or unenforceability shall not affect the other provisions of this Agreement that can be given effect.

No delay or failure by Ticket Club in exercising any right under this Agreement, and no partial or single exercise of that right, shall constitute a waiver of that or any other right.

The rights and remedies of Ticket Club are not mutually exclusive; that is, the exercise of one or more of the provisions hereof shall not preclude the exercise of any other provision hereof.

This Agreement shall be deemed a mutual agreement and shall not be construed and/or interpreted in favor or against either party on the basis of preparation of the Agreement.

By applying to the Program through the Network Service, and by clicking-through the "Apply To Program" (or otherwise named by LinkShare) button and clicking to continue after checking the box acknowledging Your reading of this Agreement, You execute, accept, enter into, and become a party to this Agreement, effective on the date of such acceptance to this Agreement.

Ticket Club reserves the right to modify the terms and conditions of this Agreement in its sole discretion upon seven (7) days written notice through the Network Service (via the "Replace" option) with effect from the 8th day (or such later date as specified by Ticket Club) to Publisher. If any modification is unacceptable to Publisher, Publisher's sole recourse is to terminate this Agreement by expiring the relationship and/or rejecting the new Program Term offered. Publisher's continued participation in the Program by accepting the newly offered Program Term with new terms and conditions for this Agreement constitutes Publisher's binding acceptance to the change.

This Agreement shall be governed by the laws of the State of Connecticut USA, except for its conflict of law provisions. The exclusive forum for any actions related to this Agreement shall be in the state courts in Hartford County, Connecticut and, to the extent that federal courts have exclusive jurisdiction, in Hartford County, Connecticut. Publisher consents to such venue and jurisdiction.

Official notices to Ticket Club should be sent to:

• TicketNetwork
• 75 Gerber Road, East
• South Windsor, CT 06074

BY APPLYING FOR THE TICKET CLUB PROGRAM AND CLICKING ON THE ACCEPTANCE BUTTON YOU ARE SIGNIFYING YOUR AGREEMENT TO BE PRESENTLY BOUND BY THE TERMS OF THIS AGREEMENT TO THE SAME EXTENT AS IF YOU HAD PERSONALLY SIGNED THIS AGREEMENT.