Eligible Participants

The thinkingVOICE Affiliate Program (the "Program"), is open to all legal residents of the United States, Canada and Australia who are 18 (eighteen) years of age or older. Please note for thinkingVOICE's services only work for call originating and terminating within the United States and Canada - not Australia.

Employees, officers, directors, agents, representatives, as well as immediate family and household members of thinkingVOICE Networks, Inc ("thinkingVOICE") are not eligible to enter. For the purposes of this program, "immediate family" refers to an employee's husband, wife, or common law partner, parents, siblings, children, stepchildren, brother-in-law, sister-in-law, father-in-law, mother-in-law, and/or their respective husbands, wives or common law partners.

Participation

To participate in the Program, participant ("You") must fully complete and submit to thinkingVOICE a Program application ("Participation Form").

By entering the Program, You agree to abide by these terms and conditions ("Rules"), which govern the Program, and any decisions made by thinkingVOICE.

thinkingVOICE takes no responsibility for any Participation Forms that are incomplete, illegible, lost, misdirected, improperly recorded or not received for any reason.

thinkingVOICE reserves the right to prohibit You from participating in this Program or any future program(s) if You consistently display a disregard for the Rules, or act with an intent to annoy, abuse, threaten, or harass any other participant, employee or representative of thinkingVOICE.

You represent and warrant to thinkingVOICE that Your participation in the Program satisfies the following conditions: (a) that You have disclosed your participation in this Program to your employer, if You have an obligation to do so; and (b) that You have obtained all necessary approvals from Your employer with respect to participating in the Program and any compensation that may result.

thinkingVOICE and its suppliers shall not be liable for any act or omission, which results in a breach of confidentiality, representations and warranties, or infringement claims with respect to any information You may have provided to thinkingVOICE as a result of Your participation in the Program.

THINKINGVOICE, ITS RESELLERS AND ITS SUPPLIERS DOES NOT MAKE, AND HEREBY DISCLAIMS, ANY AND ALL EXPRESS AND/OR IMPLIED WARRANTIES REGARDING THE THINKINGVOICE SERVICES OR ANY MATERIALS PROVIDED BY THINKINGVOICE OR ITS RESELLERS OR SUPPLIERS TO REFERRAL PROGRAM PARTICIPANTS PURSUANT TO THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

You agree to indemnify, defend and hold harmless thinkingVOICE, its resellers, its suppliers, its parent company, or its and their subsidiaries, affiliates, employees, agents and assigns from any and all claims by third parties including, but not limited to, liabilities, judgments, damages, losses, costs and expenses (including reasonable attorneys fees) ("Loss") arising from or relating to:

(a)    a breach of Your obligations in these Rules; or

(b)    violation of a third party's copyright, trademark, patent, trade secret,
        or other proprietary rights by such party, or such party's agents, employees,
        affiliates, or distributors.

Further, you agree to indemnify thinkingVOICE and its suppliers for Loss caused by theft, fraud, embezzlement, interception, misuse, hacking, unauthorized interception, or other illegal activities, either by third parties or by agents or Your employees.

IN NO EVENT WILL THINKINGVOICE OR ITS SUPPLIERS BE LIABLE TO YOU, FOR ANY LOST REVENUE, LOST PROFITS, REPLACEMENT GOODS, LOSS OF TECHNOLOGY, RIGHTS OR SERVICES, PUNITIVE, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.

You acknowledge and agree that the relationship between you and thinkingVOICE is that of independent contractors, and nothing in these Rules or by participating in the Program shall be construed as making You or any of Your employees an employee, partner or representative except as may be expressly provided in these terms and conditions. You have neither the expressed nor implied authority to accept orders from experts on behalf of thinkingVOICE nor to enter into or modify contracts, whether oral or written, on behalf of thinkingVOICE. You shall not represent that your products or services are affiliated with or endorsed by thinkingVOICE.

thinkingVOICE reserves the right to modify these Rules and the referral payment rate at any time, in its sole discretion, by notifying you via this web page. As such, You are advised to review this page regularly for any changes. These Rules were last updated on May 1, 2004.

Qualifying Referrals

A "Qualifying Referral" will be determined at the sole discretion of thinkingVOICE in accordance with the following criteria:

1.   that the proposed customer is not one with whom thinkingVOICE already has
      a contactor business relationship;

2.   that thinkingVOICE has not already received an identical or substantially similar referral;

3.   that the proposed customer actually engage the CallActivator services of thinkingVOICE;

4.   that the customer has satisfied thinkingVOICE's payment requirements
      with respect to the CallActivator services;

5.   that the referral information is accurate, reliable, and not subject to any conflicts
      of interest, breach of confidentiality, non-solicitation or non-compete obligations
      which may attach to you;

6.   that the referral relates to a new customer as compared with an existing
      or return/renewing customer of thinkingVOICE;

7.   the proposed customers signs up for the CallActivator service
      at the landing page/website specified by thinkingVOICE; and

8.   that you are willing to promote in a positive manner and/or assist thinkingVOICE,
      to the best of your knowledge and ability, in the event that thinkingVOICE
      requires more information or an introduction with respect to your customer referral.

A Qualifying Referral may be disqualified, in thinkingVOICE's sole discretion, if You have breached any of Rules or any other agreement You have with thinkingVOICE, including the agreement relating to Your use of any thinkingVOICE service.

If your referral qualifies, you will earn: a) $2.00 for each Qualifying Referral that signs up and pays thinkingVOICE for its CallActivator service (note a sign up to thinkingVOICE's free trial does not qualify for the $2.00 referral fee until such time the trial participant converts to a paid CallActivator service and pays thinkingVOICE for such); and b) $2.50 if such paid subscribers remains a paid CallActivator subscriber for 6 consecutive months. For example, if your Qualifying Referral subscribes to thinkingVOICE's CallActivator service and remains a customer for 6 consecutive months, your referral fee will be $4.50.

Any additional thinkingVOICE services that a Qualifying Referral requests or utilizes will not be eligible for a referral payment nor constitute a second qualifying referral payment.

You will be paid forty-five (45) days after thinkingVOICE has received payment in full from the Qualifying Referral in accordance with the terms and conditions of thinkingVOICE's contract with them. All payments will be sent to You by regular mail in accordance with the mailing information you provided to thinkingVOICE in the Participation Form. thinkingVOICE shall not be responsible for any lost, misplaced or undelivered mail and shall not have any obligation with respect to the updating of your mailing address information.

All payments will be in the form of a check and will be calculated and made in U.S. dollars. All details required for making payment to You, will be derived from the information you provided to thinkingVOICE in your Participation Form, which You represent and warrant to be complete and accurate with absolutely no competing payment obligations whatsoever regarding Your employer.

thinkingVOICE's maximum liability to You under this Program is limited to the referral fee which may be payable to You in accordance with the Rules.

All federal, state, provincial and local laws apply. You are solely responsible for all applicable federal, state, and local taxes. thinkingVOICE does not and will not tolerate the sending of unsolicited email messages and will prosecute all offenders to the fullest extent of the law. You will be found in violation of the Rules if You send unsolicited mailings using any portion/feature of the Program including an Affiliate link, or if You send unsolicited mailings.

The Program or Your ability to participate in the Program may be terminated by thinkingVOICE at any time without prior notice.

The Program is governed by these Rules and shall be governed by and construed under the laws of the State of California, U.S.A., exclusive of its choice of law principles. The parties consent to the exclusive jurisdiction and venue of the courts located in and serving Santa Clara County, California. If You do not wish to be bound by these Rules, then do not submit or fill out the Participation Form. However, if you are in agreement with these Rules and wish to proceed, please read and attest to the following statement. You are reminded that thinkingVOICE reserves the right, in its sole discretion, to revise any of the Rules herein at any time. Any changes will be posted by thinkingVOICE. Your continued participation in this Program after the posting of any such changes constitutes Your binding acceptance of the changes.


Your hereby acknowledge:

(a)    that You have read and understand the Rules governing the Program;

(b)    that you agree to be bound by the Rules by completing and submitting
        the Participating Form.

You have read and agree to the terms and conditions of the thinkingVOICE Affiliate Program and understand that you may not promote the thinkingVOICE service or its Affiliate Program by sending unsolicited mailings.