iAnalyzeREI Affiliate Program Agreement

This Agreement contains the complete terms and conditions that apply to an individual's or entity's participation in the Magex Technologies Inc., Affiliate Program (the "Program"). As used in this Agreement, "we", "us", or "our" means Magex Technologies Inc., or any of our affiliate companies, as the case may be and "you" means the applicant. "iAnalyzeREI.com Site" means the site that has its primary home page identified by the URL www.iAnalyzeREI.com and "site" means a World Wide Web site. "Your site" means any site that you will link to the iAnalyzeREI.com Site.

1. Enrolment in the Program

To begin the enrolment process, you will submit a complete iAnalyzeREI application via the iAnalyzeREI.com Site. We will evaluate your application in good faith and will notify you of its acceptance or rejection via email. We may reject your application if we determine (in our sole discretion) that your site is unsuitable for the Program. Unsuitable sites include, but are not limited to, those that:

• promote sexually explicit materials
• promote violence
• promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
• promote illegal activities
• Otherwise violate intellectual property rights.

By participating in the Program you agree that you will not engage in any such 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. Participation in the Program is limited to parties that lawfully can enter into and form contracts under applicable law. For example, minors are not allowed to participate in the Program.

2. Program Links

Upon your approval and proper validation of admission to the Program, you will be provided with standardized design outlays along with proper html codes to implement when linking to our site. Instructions will also be provided. Any material provided cannot be modified or altered in any which form or way.

3. Order Processing

We will process Product orders placed by customers who follow Special Links from your site to the iAnalyzeREI.com Site. We reserve the right to reject orders that do not comply with any requirements that we periodically may establish. We will be responsible for all aspects of order processing and fulfillment. Among other things, we will prepare order forms, process payments, cancellations and returns and handle customer service. We will track sales made to customers who purchase Products by using Special Links from your site to the iAnalyzeREI.com 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.

4. Commissions

The current compensation amounts are:

• $5.00 for a light version (monthly subscription)
• $15.00 for a full version (monthly subscription)
• $30.00 for a full version (yearly subscription)

These amounts may be modified at any time at our sole discretion.
Limit of one (1) commission payment per client referral. All commission payments are on a non-recurring basis.

5. Payment

At the end of every quarter of the year we will send you a cheque in the amount of commissions earned unless it is less than $100.00. If this is the case, payment will only be delivered once your commissions’ amount has reached this minimum or if this Agreement is terminated. Please take unto consideration that any taxes or fees that we are required to withhold by law will be deducted from your compensation amount.

6. Sales Report

Any affiliate will be able to track his sale performance by accessing a secured website with private login credentials.

7. Policies and Pricing

Customers who buy products through this Program will be deemed to be our customers. Accordingly, all of our rules, policies and operating procedures concerning customer orders, customer service and product sales will apply to those customers. We may change our policies and operating procedures at any time. You may not publish or post any product pricing under any which form as it may vary without notice.

8. Limited License

We grant you a nonexclusive, revocable right to use the graphic image and text provided in Section 2 and such other text or images for which we grant express permission, solely for the purpose of identifying your site as a Program participant and to assist in generating Product sales. You may not use such image or text in an offline promotion or other offline manner (e.g., in any printed material, mailing or other document). You may not modify the graphic image or text, or any other of our images, in any way. We reserve all of our rights in the graphic image and text, any other images, our trade names and trademarks and all other intellectual property rights. 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.

9. Responsibility for Your Site

You will be solely responsible for the development, operation and maintenance of your site and for all materials that appear on your site.

• The technical operation of your site and all related equipment
• Ensuring the display of Special Links on your site does not violate any agreement between you and any third party (including without limitation any restrictions or requirements placed on you by a third party that hosts your site)
• Creating and posting Product descriptions on your site and linking those descriptions to the iAnalyzeREI.com Site
• The accuracy and appropriateness of materials posted on your site (including, among other things, all Product-related materials and any information you include within or associate with Special Links)
• 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 libellous or otherwise illegal
• Ensuring that your site accurately and adequately discloses, either through a privacy policy or otherwise, how you collect, use, store and disclose data collected from visitors, including, where applicable, that third parties (including advertisers) may serve content and/or advertisements and collect information directly from visitors and may place or recognize cookies on visitors' browsers.

We disclaim all liability for these matters. Further, you will indemnify and hold us harmless from all claims, damages and expenses (including, without limitation, attorneys' fees) relating to the development, operation, maintenance and contents of your site.

10. Term of the Agreement

The term of this Agreement will begin upon our acceptance of your Program application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. Upon the termination of this Agreement for any reason, you will immediately cease use of and remove from your site, all links to the iAnalyzeREI.com Site and all of our trademarks, 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 sales of Qualifying Products that occur during the term and referral fees earned through the date of termination will remain payable only if the related orders are not cancelled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.

11. 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 the iAnalyzeREI.com Site. Modifications may include, for example, changes in the scope of available commission fees, payment schedules, payment procedures 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 THE IANALYZEREI.COM SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.

12. 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.

13. Limitation of Liability

We 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, 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.

14. 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, merchantability, noninfringement, 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 the iAnalyzeREI.com Site will be uninterrupted or error-free and we will not be liable for the consequences of any interruptions or errors.

15. 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 WEB SITE. 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.

16. Miscellaneous

This Agreement will be governed by the laws of Canada and the province of Québec, without reference to rules governing choice of laws. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. 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.

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