Smart Destinations Affiliate Program

This Agreement contains the terms and conditions that apply to an individual or entity's participation in the Smart Destinations Online Affiliate Program. As used in this Agreement, "we" means Smart Destinations, Inc. and "you" means the participant. We reserve the right to accept or reject any company requesting to be part of our online affiliate program. USE OF MATERIALS We grant you permission to use the graphic images and text solely for the purpose of identifying your site as a Program participant and to assist in generating sales. We reserve all rights to any/all graphic images, content and our trade name and trademark. COMMISSIONS We will pay commissions on orders that are generated from a click on your website. Commissions will only be paid after an order is fully processed. You will earn 5% of the amount of each sale your site generates. We reserve the right to change this commission rate at any time. If this occurs, written advance notice will be provided. Any customer returned products will be deducted from the next check. We will pay your commission on a monthly basis. Within approximately 45 days following the end of each month, we will send you a check for the commission earned on the products purchased during the preceding month. If the commission payable to you for any month is less than $25.00 (twenty five U.S dollars), we will hold those commissions until such time as your commission earned equals at least $25.00 (twenty five U.S dollars). We also retain the right to review all commissions for possible fraud. TRACKING AND REPORTING Affiliate members who sign up through http://www.smartdestinations.com will be provided with tracking. All online tracking and reporting utilizes the Inuvo and My Affiliate Program technology. We do not control the data and information that is contained within each area. Any disputes should be directed to this technology provider. PROMOTION OF PRODUCTS You may promote our products through a number of means: Search Engine Marketing (Pay Per Click Advertising), Email Marketing, etc. However, we prohibit any member from bidding on "Go Card", "Go City Card" and/or "Explorer Pass" product trademarked or branded keywords. Additionally, you are prohibited from using any of the "Go Card" and/or "Explorer Pass" URL domains in any Pay Per Click ad related to any keyword in any of the following search engines (but not limited to): Google, AOL, Ask Jeeves, Yahoo, MSN, MIVA, Dogpile, Search123, Enhance, etc. Also, you MAY NOT link directly to any of our product websites through any search engine nor use any as a search ad display URL. These include but are not limited to: www.ExplorerPass.com www.GoBlueRidgeCard www.GoBostonCard.com www.GoCardUSA.com www.GoChicagoCard.com www.GoLosAngelesCard.com www.GoMauiCard.com www.GoMiamiCard.com www.GoOahuCard.com www.GoOrlandoCard.com www.GoSanDiegoCard.com www.GoSanFranciscoCard.com www.GoSeattleCard.com www.GoTorotoCard.com www.PowderPassport.com In addition, we do not allow any unsolicited or "spam" emails to be sent promoting our products. Using any of the above tactics will result in immediate participant termination. SPYWARE AND OTHER PARASITES Any affiliate suspected of a relationship, formal or informal, with any provider of spyware or parasitic software (as judged by any interference with the operation by design of Smart Destinations, Inc. (and/or its partner sites) is subject to punitive actions by Smart Destinations, Inc., without notice, including but not limited to: suspension of affiliate account; termination of affiliate account; withholding of payments to affiliate; and public notification of affiliate's suspected malfeasance. We encourage affiliates to report suspicions of such relationships; and, should substantial proof, as judged by Smart Destinations, Inc., be provided, we reserve the right to assign a value equal to unpaid monies earned by the offending affiliate (or a part thereof) to the reporting affiliate as a bounty. LINKING We will provide you with the procedures and links to use in linking to our Site. To ensure accurate tracking, reporting and commission accrual, we will provide you with special tagged link formats to be used in all links between your site and our site. You must make sure these links are properly utilized. We will not be held liable for any failure by you to use our links. ORDER PROCESSING, POLICIES AND PRICING We will be responsible for all aspects of order processing and fulfillment. We reserve the right to reject any order that does not comply with our requirements. Customers who purchase products through this Program will be deemed to be customers of Smart Destinations, Inc. All rules, policies, customer service and product sales will apply to those customers. We may change our policies and procedures at anytime and prices and availability may vary. TERMS OF THE AGREEMENT We may modify any of the terms and conditions of this Agreement at any time without written notice. The current terms and conditions will be posted at the following URL http://www.smartdestinations.com/resellers.html. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Program following our provision of a change or new Agreement will constitute acceptance of the change. Either party may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. If this Agreement is terminated, you will immediately cease use of, and remove from your site, all links to our site, and all Smart Destinations, Inc. trademarks, logos, and all other materials provided by or on behalf of us to you in connection with the Program. All commissions earned through the date of termination will remain payable only if the related orders are not cancelled or returned. We may hold your final payment for a reasonable time to ensure the correct amount is paid. PRIVACY POLICY We only collect personal information that is provided to us by a visitor in order to fulfill each product order. This includes any information that can be used to identify you individually, such as name, address, phone number, e-mail address, or credit/debit card number. We also collect aggregate data about visitors to our site via cookies, but this data cannot be used to identify any visitor individually. We will never sell or rent any personal information to any third party for marketing, commercial, or any other purpose that is not essential to complete each transaction. 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. Furthermore, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total commissions paid or payable to you under this Agreement. 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 our site will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors. Neither party shall be liable to fulfill its obligations hereunder, or for delays in performance, due to causes beyond its reasonable control, including, but not limited to, acts of God, acts or omissions of civil or military authority, fires, strikes, floods, epidemics, riots or acts of war. MISCELLANEOUS This Agreement will be governed by the laws of the United States and the Commonwealth of Massachusetts. Any action relating to this Agreement must be brought in the federal or state courts located in the Commonwealth of Massachusetts, and you consent irrevocably to the jurisdiction of such courts. 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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