NOTICE: PLEASE READ THIS AGREEMENT CAREFULLY. UNLESS YOU EXPRESSLY AGREE AND CONSENT TO THIS AGREEMENT, YOU MAY NOT PARTICIPATE IN THE AFFILIATE PROGRAM. BY PARTICIPATING IN THE AFFILIATE PROGRAM, YOU ARE AGREEING TO COMPLY WITH AND BE LEGALLY BOUND BY THE TERMS AND CONDITIONS OF THIS CONTRACT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, PLEASE DO NOT REGISTER FOR THE AFFILIATE PROGRAM.

Section 1. Authorization and Contract.

By executing The Home Business Academy Affiliate Agreement (“Agreement”), you apply for legal authorization to become a Home Business Academy (“Company” or “HBA”) Affiliate and enter into a contractual relationship with HBA. This Agreement is created to provide detailed guidelines and limitations for all Company Affiliates.

Section 2. Purpose.

The purpose of the HBA Affiliate Program is to provide individuals with the opportunity to sell exciting products and enroll additional Affiliates into the Company opportunity. In exchange for successfully making sales and referring HBA to other Affiliates, the Company offers compensation pursuant to the terms of the Referral Plan.

Section 3. Becoming a Home Business Academy Affiliate.

To become a HBA Affiliate, an applicant must comply with the following requirements:

I. Be of the age of majority (not a minor) in his or her state of residence (HBA is unable to pay out commissions to anyone under the age of 18);

II. Submit a properly completed electronic Affiliate Agreement to HBA.

III. Be an active customer of HBA with at least one current monthly product subscription.

Section 4. Affiliate Fees

Affiliates shall be charged NO FEE by HBA for setting up an affiliate account.

Section 5. Modification of Terms.

Because federal, state, and local laws, as well as the business environment, periodically change, HBA reserves the right to amend the Agreement and the Referral Plan in its sole and absolute discretion. Notification of amendments shall appear in Official HBA Materials. Any such amendment, change, or modification shall be effective thirty (30) days following one of the following communication methods:

I. Posting on the official HBA Web site;

II. Electronic mail (e-mail); or

III. In writing through other HBA communication channels.

As a result, it is the responsibility of the individual HBA Affiliate to make sure they are following the most updated terms of the Agreement and to notify all others of the knew terms as they refer the HBA opportunity.

If any modification to this Agreement is not acceptable to the Affiliate, the Affiliate's only recourse is to terminate this Agreement. Upon termination of this Agreement, the former Affiliate must remove all Affiliate links and graphics from its website, and refrain from publishing same in any manner whatsoever.

Section 6. Term and Termination.

The term of the Agreement will begin upon our acceptance of your application and will end when terminated by either the Company or you upon thirty (30) days’ notice. In the event of a material breach of this Agreement, HBA reserves the right to terminate this Agreement immediately. Upon cancellation or termination, all property rights are forfeited regarding any commissions, referrals or other remuneration derived through your sales. HBA reserves the right to terminate all Affiliate

Agreements upon thirty (30) days’ notice if the Company elects to: (1) cease business operations; (2) dissolve as a business entity; or (3) terminate distribution of its products via Affiliate channels. No termination of this Agreement will relieve either party for any liability for any breach of, or liability accruing under, this Agreement prior to termination.

Affiliate account termination may also result if your customer subscription account is inactive in any continuous ninety (90) day period. An Affiliate may terminate this Agreement at any time, and for any reason, by emailing HBA at [email protected]. The Affiliate may not assign or transfer this Agreement, or any rights conveyed in this Agreement, to any third party whatsoever.

HBA may also terminate this Agreement at any time, and for any reason, by writing to Affiliate at the email address listed in the Affiliate's Profile, with 30 days notice. HBA may transfer this Agreement to any party whatsoever, at any time, and this Agreement shall remain in full force and effect, without notice to Affiliate. However, if this Agreement should terminate for cause due to violation of this Agreement or the Website's other terms, conditions, and policies, this Agreement shall terminate immediately and Affiliate shall forfeit all right to any commissions then due.

Section 7. Independent Contractor Status.

The HBA Affiliate is an independent contractor, and not a purchaser of a franchise or business opportunity. Therefore, each Affiliate’s success depends on his or her independent efforts. The agreement between HBA and its Affiliates does not create an employer/employee relationship, agency, partnership, or joint venture between HBA and the Affiliate. All Affiliates are responsible for paying local, state, and federal taxes due from all compensation earned as an Affiliate of the Company. Affiliates have no express or implied authority to bind HBA to any obligation or to make any commitments by or on behalf of the Company.

As a self-employed independent contractor, you will be operating your own independent business selling products and services available through HBA on your own account. You have complete freedom in determining the number of hours that you will devote to your business, and you have the sole discretion of scheduling such hours. In the event you earn over $600 in a calendar year, you will receive IRS Form 1099-NEC reflecting the amount of income paid to you during the calendar year. It will be your sole responsibility to account for such income on your individual income tax returns.

Each Affiliate acts as an independent contractor and as such is responsible for any or all United States, state, or foreign income taxes and any other tax liabilities that affect or concern the sales of the products or services, in your state or location.

Section 8. Selling The Home Business Academy Products.

You agree to make no representations or claims about any products or services beyond those shown in Official HBA Materials.

You agree that you are in harmony with the core values of The Home Business Academy as expressed in this affiliate code of ethics, and promise to do your best to exemplify these values in all of your business activities.

You agree that you understand that in order to have a ‘real and sustainable’ business, you must have customers who receive value from the products and services you bring to market, separate from the affiliate opportunity. You agree that you will

keep this in mind as you market, and endeavor to demonstrate ‘value’ in addition to and/or separate from any income opportunity that might be associated with what you promote.

You agree that you understand that overpromising and under delivering is the #1 factor that destroys trust in the home business profession. As such, you agree to do your best, to always be truthful in your marketing communication.

On any website on which you include any reference whatsoever to the HBA, its products, services, and brand, you may NOT include any reference whatsoever to any form of "Adult" content. Any violation of these requirements will result in immediate termination of your Affiliate status and you shall forfeit any commissions/referral fees that may be due. In the event that any violation of these requirements results in the suspension or termination of any payment processor for HBA , you shall be liable for liquidated damages in the amount of $10,000 as well as actual and any consequential damages that HBA may incur.

Section 9. Spam And Unsolicited Commercial Email (UCE)

HBA does not tolerate the sending of unsolicited commercial emails ("UCE" a.k.a. junk email or spam email) that promote, or make reference to HBA, or any of their associated companies or Websites, Partners, employees, the Websites, products or services. The provisions of HBA's Anti-Spam Policy shall apply to each Affiliate. Any Affiliate who, in the opinion of the HBA, breaches this rule will have their Affiliate status canceled and any outstanding commissions will be forfeited.

Section 10. No Predatory Advertising

All Affiliates in the Affiliate program agree to refrain from any type of predatory advertising practices, the definition of which shall be at the sole discretion of HBA, and shall include, but not be limited to, dynamically replacing the Affiliate ID of one Affiliate with that of another with the effect of "stealing" the commission away from the Affiliate that earned it, whether this be intentional or not. Affiliates may not adjust any of the supplied Affiliate links to reset cookies or bypass other safeguards in the system. Affiliates understand that engaging in such practices is grounds for immediate termination and forfeiture of any earned commissions.

Section 11. Electronic Communications and Email

HBA requires your primary email address be listed in your Affiliate Profile in both ‘primary’ and ‘PayPal’ email fields. Affiliates will not be able to use the Website or participate in the Affiliate program until their email addresses are verified. Those who fail to verify their email address or use an email address that generates an error response consistently (e.g., "User is over quota" or "Mailbox full") will forfeit any commissions due and this contract will be terminated immediately.

Furthermore, when you communicate with us by email, text message, telephone call, or other electronic means, you are agreeing that we can respond to you by the same or other electronic means of communication. You also agree that we can subsequently communicate with you for marketing and other commercial purposes by electronic means using the information you have provided to us (email address, mobile phone number, etc.) unless and until you make a written request by email to [email protected] that these subsequent communications cease. Your request must include the specific contact information you no longer wish us to use for communicating with you (email address, mobile phone number, etc.)

You may not use an email address with an auto responder as your Affiliate email address. When you visit HBA's Websites or send emails to HBA, you are communicating electronically. You consent to receive communications from HBA electronically. HBA will communicate with you by email or by posting notices on the website. You agree that all Agreements, notices, disclosures and other communications that HBA provides to you electronically satisfy any legal requirement that such communications be in writing. If you are an Affiliate, you understand that you may NOT opt out of any emails that you receive from HBA. As an Affiliate, you must continually have a valid email account on file with HBA or HBA reserves the right to terminate your participation immediately, without any refund of any license fees paid or payment of any commission due.

Section 12. Income Disclosure Policy.

To conduct best business practices, HBA has developed an income disclaimer. The HBA income disclaimer is designed to convey truthful, timely, and comprehensive information regarding the income that Company Affiliates can earn. In order to accomplish this objective, a copy of this income disclaimer must be presented to all prospective Affiliates. Copies of the income disclaimer may be printed or downloaded from the company website at http://Income.TheHBA.net or via your individual back office.

Section 13. Home Business Academy Referral/Compensation Plan.

Affiliates must adhere to the terms of the HBA Referral Plan as set forth in Official HBA Materials. Affiliates shall not require or encourage other current or prospective customers or Affiliates to participate in HBA in any manner that varies from the program as set forth in Official Company Materials. Affiliates shall not require or encourage other current or prospective customers or Affiliates to make any purchase from, or payment to, any individual or other entity to participate in the HBA Referral Plan other than those purchases or payments identified as recommended or required in Official HBA Materials.

To alleviate administrative burdens, HBA reserves the right to postpone commission payments until such time the cumulative amount exceeds $20.

Section 14. Errors or Questions.

If an Affiliate has questions about or believes any errors have been made regarding commissions, bonuses, charges, or referrals, the Affiliate must notify HBA in writing within thirty (30) days of the date of the purported error or incident in question. HBA will not be responsible for any errors, omissions, or problems not reported to the Company within 30 days. For additional information on payment of commissions, please review the Referral Plan.

Section 15. Product Sales.

The HBA Referral Plan is based upon the sale of HBA products and services to end consumers. Purchasing HBA products solely for the purpose of qualifying for commissions is strictly prohibited.

Section 16. Bonus Buying Prohibited

Bonus buying is strictly and absolutely prohibited. Bonus buying includes: (a) the enrollment of individuals or entities without the knowledge of and/or execution of an Affiliate Agreement by such individuals or entities; (b) the fraudulent enrollment of an individual or entity as an Affiliate or Customer; (c) the enrollment or attempted enrollment of non-existent individuals or entities as Affiliates or Customers (“phantoms”); (d) purchasing HBA products or services on behalf of another Affiliate or

Customer, or under another Affiliate’s or Customer’s ID number, to qualify for commissions or bonuses; (e) purchasing excessive amounts of goods or services that cannot reasonably be used or resold in a month; and/or (f) any other mechanism or artifice to qualify for rank advancement, incentives, prizes, commissions, or bonuses that is not driven by bona fide product or service purchases by end user consumers.

Section 17. Affiliate Status Disclosure

In your communications with the public and third parties concerning your relationship with HBA, you must clearly disclose that you are an Affiliate in a manner consistent with the U.S. Federal Trade Commission's material connections disclosure requirements per 16 C.F.R. § 255.0 et seq. You shall not misrepresent or imply that the relationship is a partnership, joint venture, endorsement of your business, or the like.

Section 18. Keywords and Promotion

Without express prior written approval from HBA, no Affiliate shall register, own, lease, or otherwise use a domain name that includes key words or key phrases consisting in whole or in part of HBA's trademarks, service marks, and/or words contained in HBA's domain name https://thehomebusinessacademy.com, https://www.hbafunnelbuilder.com/, https://thefinancialliteracyacademy.com/. Without express prior written approval from HBA, no Affiliate shall use any of these words either in a pay-per-click (PPC) or cost-per-action (CPA) campaign. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to HBA by Affiliate's breach.

Section 19. Negative Promotional Content

Affiliates shall not use negative content to promote products or services sold by HBA. This includes, but is not limited to, use of reviews or ads that refer to Program Operator products or services as a "scam," "fraud," "bogus," "fake," "sucks," or synonyms or phrases that convey the same meaning. HBA is aware that this marketing tactic may generate leads for an Affiliate but it does so at the expense of HBA's good name. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to HBA by Affiliate's breach.

Section 20. Monetary Incentives Prohibited

Affiliates shall not use cash rebates or other monetary incentives to promote products or services sold by HBA. This includes, but is not limited to, offering to rebate a portion of the purchase price to anyone who purchases via the Affiliate's link for the Program. Such monetary compensation devalues the Program at the expense of HBA. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to HBA by Affiliate's breach. However, nothing in this paragraph shall prevent an Affiliate from providing non-monetary bonuses to purchasers as an inducement to purchase through the Affiliate's link provided that such bonuses are otherwise permitted by law.

Section 21. Unprofessional Conduct

HBA and their associated companies operate with the strictest codes of professional conduct. Any Affiliate who brings HBA or their employees, partners, or associates into disrepute, or who promotes any form of slander, racism, or unfair business practices, will have their Affiliate status canceled and any outstanding commissions will be forfeited.

HBA reserves the right to reject any Affiliate application if, in HBA's opinion, that person or entity violates established laws or commonly held standards of decency. For example, HBA will reject applications from any person or company that promotes or engages in any form of slander, harassments, violence, illegal activities, or from applicants who HBA prefers not to be associated with.

Section 22. No Misuse

It is understood that any individual that uses HBA's system shall not use it in connection with obscene, defamatory, slanderous, hateful, illegal or politically disruptive material, the definition of which shall be at the sole discretion of HBA. It is also understood that Affiliates shall not try to cheat the system in an effort to increase their payments due. If such misuse is detected, the Affiliate will be immediately terminated as an Affiliate and any sums payable as and for commissions will be withheld. All Affiliates further agree to refrain from engaging in any hostile activity toward HBA. Any individual that engages in such hostile activity, such as hacking, shall be held liable for any loss sustained by HBA, or its associates due to such action.

Section 23. Marketing to Minors

Marketing to minors (individuals less than 18 years old) is highly discouraged. All affiliates must fully comply with the Children's Online Privacy Protection Act (COPPA), 15 U.S.C. § 6501 et seq., and regulations promulgated thereunder. In addition, direct or indirect marketing to children under 13 years of age is strictly prohibited. HBA reserves the unilateral right to suspend to cancel Affiliate status if HBA or the U.S. Federal Trade Commission (FTC) determines that an Affiliate has marketed to a child under the age of 13 years, violated COPPA, or regulation promulgated there under. Any outstanding commissions will be forfeited.

Section 24. Returned Product.

Product purchases come with a three (3) day satisfaction guarantee and are processed via our refund policy. Subsequent payments for HBA products and services may only be refunded within three (3) days from the recurring purchase transaction date. Because the digital nature of the products and services and the immediacy of the benefits make a refund commercially impractical, all subsequent fees are non-refundable after the conclusion of this three-day period.

In the event that products or services are returned to the Company, commissions/bonuses paid out to the individual HBA Affiliate as a result of the initial sale of the returned product or service shall be returned to the Company. Although Company provides for a return period for products or services to be returned for a refund, there may exist particular reasons for which the Company shall determine, in its sole discretion, that a return for refund is justified in the particular occasion presented. In signing this Affiliate Agreement, all HBA Affiliates agree to this policy and grant Company the right to extend certain return periods and to also recover any commissions/bonuses paid to the respective Affiliate as a result of the return even though it may extend upon the expected return period for that particular product or service.

Section 25. Pay Period.

Commissions are paid once per week via our Global eWallet commissions portal every Thursday on sales that have matured at least 7 days.

There is a minimum commission amount of $20. This is the minimum amount that you must earn before you will be paid commissions. In any commission period, your commission must exceed this amount before you will receive any sums for that period. Commissions below this minimum amount will be held until such time as the commission equals or exceeds this amount.

Commissions are not paid for any sales for which payment has not been received, or for any transaction that has been rejected for any reason. HBA reserves the unilateral right to reject any transaction within its sole discretion for any reason.

HBA is not responsible for paying interest to Affiliates for accrued but not yet delivered commission payments.

If a transaction incurs a charge-back, or if an online transaction is not completed in every way, no commission payment is due to the Affiliate. If a commission has already been paid, then it will be deducted from an active Affiliate's future commissions.

All commissions are paid in US Dollars by ACH, check or PayPal. Nominal processing fees will be deducted from the commission amount. These fees may change at any time.

Each Affiliate is responsible for selecting the payment processor, through which to receive their commissions/referral fees, via the Tipalti commission portal. Each affiliate will receive an invitation to submit tax documentation and select preferred method of commission payment via the Tipalti commission portal, within one week of first commissions due. If you later terminate the Tipalti commission portal account or the account becomes unavailable for any reason, the HBA is not responsible for your not receiving the money.

Each Affiliate is responsible for always maintaining the updated status of their Tipalti commission portal which includes current tax documents and election of preferred method of commission payment, through which they receive their commissions. This election is entirely made by the Affiliate and HBA assumes no responsibility for non-receipt of payments made according to the method of payment elected by the Affiliate, or the Affiliate's lack of ability to then conform to the payment processors or processes supported by the HBA.

HBA assumes no responsibility for an Affiliate not electing a preferred method of commission payment via our commission portal on boarding process. If an Affiliate fails to elect a payment method, any sums due will be held for 30 days at which time any outstanding commissions will be forfeited.

Our affiliate program is made available to active customers of The Home Business Academy LLC. If you refer a someone who places an order for a product you do not own, you will not receive a commission nor be credited for the sale.

If your customer account goes inactive (due either to direct cancellation of your account by you or because of a non payment on a product you own due to a billing issue) you will lose credit for all customers you've referred and immediately forfeit all future commissions from the revenue generated by those customers on future product sales. These customers and/or commissions will not be restored to you even if your account becomes active again.

We will make a reasonable attempt to notify you before this happens, but cannot be held responsible if you miss our notification attempts and/or fail to bring your account into good standing.

As our affiliate program is single tier, and not multi tier, there are no 'pass ups' of customers from affiliate accounts you may have referred.

We reserve the right to withhold payments of commissions in order to verify sales.

A minimum of one active customer subscription of either HBA Funnel Builder or HBA Premium is required to receive commissions payment.

Section 26. Payment Processor Fees

All commissions are calculated based on the net transaction. In other words, all taxes, shipping, and payment processing fees are first deducted from the sums collected from the customer. The remaining amount is a commissionable sale. The commission rate listed on the Website is then applied to determine the amount due the Affiliate. Any sums paid for taxes, shipping, and payment processor fees are not commissionable. HBA may also charge a per transaction fee for every transaction processed. In the event that a per-transaction fee is applied, the amount of the fee can be seen on the Website.

Any such fee is not commissionable and is also deducted from the sums paid by the customer, prior to the calculation of any commission.

Section 27. Use of Sales Aids.

While promoting the Company, Affiliates must use the sales aids and support materials produced by HBA. If HBA Affiliates develop their own sales aids and promotional materials (which includes Internet advertising), notwithstanding Affiliates’ good intentions, they may unintentionally violate any number of statutes or regulations affecting a HBA business. Accordingly,

Affiliates must submit all written sales aids, promotional materials, advertisements, websites and other literature to the Company for approval prior to use. Unless the Affiliate receives specific written approval to use the material, the request shall be deemed denied. All Affiliates shall safeguard and promote the good reputation of HBA and its products.

An Affiliate may not build third-party sites that contain materials copied from corporate sources nor create his or her own website to promote the Company without receiving express approval from HBA. An Affiliate may not use or attempt to register any of the Company's trade names, trademarks, service names, service marks, product names, URLs, advertising phrases, the Company’s name or any derivative thereof, for any purpose including, but not limited to, Internet domain names (URL), third party Web sites, Web pages, or blogs.

Section 28. Affiliate Sales and Tracking

After signing up for the Affiliate program, you will receive unique Affiliate URLs ("Affiliate Links") which you will use to advertise the Website. When someone clicks through this URL, a cookie will be set in their browser with your Affiliate ID and their IP address may also be logged with your Affiliate ID. During that visit to the Website or any later visit, when a purchase is made the commission will be given based on the existence of the cookie.

In order to receive proper credit for sales, a person or entity must purchase through your unique Affiliate URL. Masking or cloaking of the links (whether done by software or by a script, and sometimes referred to as "Affiliate link cloaking") may or may not work with parts of the Website and this Affiliate program. HBA allows masking or cloaking but you must provide a repeatable process for our verification of the cloaked link, otherwise the use of the masked or cloaked link is disallowed.

If a customer cancels and rejoins within 90 days they will be coded back to the orginal referring affiliate even if they rejoined through someone elses affiliate link. If 90 days have passed from the time their membership lapsed, they will be coded to their new referring affiliate.

Section 29. Affiliate Identification Numbers

You will be provided an Affiliate identification number. Your Affiliate ID number may be numeric and/or CaSe sEnSitIvE. For example, the code 'learn_more' is different from 'Learn_More'. You are responsible for maintaining the secrecy and security of your Affiliate ID number and password. You agree to hold HBA harmless in the event that any such information is shared by you with any other person or entity whatsoever.

Section 30. Unauthorized Charging Or Receipt Of Payments Through The Websites

No Affiliate, or other person or entity may use the Website, or HBA payment processing system, for private transactions. Any revenue collected through the Website or through HBA payment processing system may become the sole property of HBA.

Specifically, Affiliates may not link to the Website for processing of products or services that are not wholly sponsored by HBA and authorized by HBA and further, may not link to the Website for processing of any products beyond what HBA has identified as salable products for the Website and specific Affiliate sales.

Should any Affiliate of HBA or other person or entity construct links that process orders through HBA payment processing system, the act will be considered an attack of computing resources with intent to damage the Website and therefore treated as a serious computer crime. Violators will be prosecuted to the fullest extent of the law.

Section 31. Charging Or Receiving Any Payment For Assisting Other Affiliates

The progress of any Affiliate benefits HBA in many ways. If you recruit, sponsor, or obtain an Affiliate through the Websites, by any means, You should always be willing to assist such Affiliate at no charge. If you are unwilling to assist such Affiliates without charge, your Affiliate status with HBA may be terminated immediately and any commissions due can be withheld permanently as partial compensation for managing the associated and impacted Affiliates.

Section 32. The Home Business Academy’s Proprietary Information and Trade Secrets.

You recognize and agree that information compiled by or maintained by HBA, including the database of prospective and existing customers, constitutes a commercially advantageous, unique and proprietary trade secret of the Company, which it keeps confidential and treats as a trade secret. During the term of your contract with HBA, the Company grants you a personal, non-exclusive, non-transferable, and revocable right to use trade secret, confidential, and proprietary business information (Proprietary Information), which includes, without limitation, access to the Company’s customer database.

During the term of this Agreement and for a period of one (1) year after the termination or expiration of this Agreement between the Affiliate and HBA, the Affiliate shall not use the information to compete with the Company or for any purpose other than promoting his or her business with HBA. The Affiliate acknowledges that such proprietary information is of such character as to render it unique and that disclosure or use thereof in violation of this provision will result in irreparable damage to HBA. HBA will be entitled to injunctive relief or to recover damages against any Affiliate who violates this provision in any action to enforce its rights under this section.

Section 33. Non-Solicitation.

You agree that during the period while you are an Affiliate, and for one (1) calendar year following resignation or termination from the Company, you will not encourage, solicit, or otherwise attempt to recruit or persuade any other HBA Affiliate to compete with the business of HBA. Furthermore, for the same duration, you agree not to recruit or solicit any of the individual customers or companies listed in the HBA customer database for a competing enterprise, unless you can demonstrate a pre-existing relationship prior to this Agreement.

Attempts to take people from our social media groups into other groups, or onto any communication platform you control that is outside of official HBA communication channels, shall be construed as a violation.

Section 34. Constructive Criticism.

HBA desires to provide its Affiliates with the best services and fee schedule possible. Accordingly, HBA values constructive criticism and encourages the submission of written comments addressed to HBA leadership. However, negative, and disparaging comments about the Company calculated to dampen the enthusiasm of other HBA Affiliates and disparage HBA represents a material breach of this Agreement and may be subject to discipline, including but not limited to suspension and termination, as deemed appropriate by the Company.

Section 35. Intellectual Property

Affiliate agrees to use the Trademarks and Copyrights in the form and manner and with appropriate legends as currently used and permitted by the Company. All promotional materials supplied or created by HBA must be used in their original form and cannot be changed, amended, or altered except with prior written approval from the Company. The name of HBA, each of its product names and other names that have been adopted by the Company in connection with its business are proprietary trade names, trademarks, and service marks of HBA. As such, these marks are of great value to HBA and are supplied to Affiliates for their use only in an authorized manner.

Section 36. Jurisdiction and Governing Law.

The formation, construction, interpretation, and enforceability of your contract with HBA as set forth in this Affiliate Agreement and any incorporated documents shall be governed by and interpreted in all respects under the laws of the State of Idaho without regard to conflict of law provisions.

Section 37. Embargoed Nations & Specially Designated Nationals

The United States controls the export of products and information. Each Affiliate agrees to comply with such restrictions and to not export or re-export the materials (including software) to countries or persons prohibited under the export control laws.

By becoming an Affiliate, you are agreeing that you are not in a country where such export is prohibited or are not a person or entity to which export is prohibited. You are responsible for compliance with the laws of your local jurisdiction with regard to the import, export, or re-export of the materials (including software).

Each Affiliate is responsible for compliance with all applicable U.S. laws and regulations, including but not limited to, those laws pertaining to export control. By registering as an Affiliate, you warrant that you are not a citizen or resident of a country designated as having Embargoed Nation Status and further, you also warrant that you are not on the list of Specially Designated Nationals or Blocked Persons maintained by the U.S. Treasury Department. The products and/or services are exported from the United States in accordance with the Export Administration Regulations. Diversion to other countries is contrary to U.S. law and is prohibited.

In compliance with the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (USA PATRIOT Act), Pub. L. 107-56, 115 Stat. 272, as reauthorized and amended, only those who have provided appropriate identification information and do not reside within an embargoed nation and who are not listed on the Specially Designated Nationals list may receive commission checks paid by either HBA or its agent.

Section 38. Investigations by Law Enforcement or Government Agencies

HBA reserves the right to reject any Affiliate application or immediately terminate any Affiliate from the Program who has ever been investigated by any law enforcement or government agency for the Affiliate's marketing or advertising practices in online or offline business ventures. Every applicant for the Program must make full disclosure to HBA of any such investigations, including the results of such investigations so that HBA can make an informed decision as to whether the applicant is eligible for the Program.

Once an applicant is approved, the applicant must also make full disclosure to HBA immediately of any such investigations that occur during the term such approved applicant is an Affiliate. Any violation of the provisions of this paragraph shall constitute a material breach of this Agreement, the Affiliate's status as an Affiliate under this Program shall terminate without notice, and the Affiliate shall forfeit all Affiliate commissions as partial compensation for the damages inflicted to HBA by Affiliate's breach.

Section 39. As-Is Only

There is no warranty or guarantee of any kind with respect to HBA's system as far as reliability, stability, quality or dependability. This means that HBA, or its associates is not responsible for any loss or damage incurred directly or indirectly due to the use of HBA's Website, products, services, or any other facet of the system. This shall include, but is not limited to, any system malfunction, period of being inoperative or unavailable, loss of data, discontinuation of service, or other inconveniences.

Section 40. Contract Submission.

An emailed copy or other posting in accordance with Section 4 of the Agreement shall be treated as an original in all respects.

Section 41. Dispute Resolution.

All disputes and claims relating to HBA, its products and services, the rights and obligations of an Affiliate and the Company, or any other claims or causes of action relating to the performance of either an Affiliate or HBA under the Agreement or the Company terms and conditions shall be settled totally and finally by arbitration in Idaho or such other location as HBA prescribes, in accordance with the Federal Arbitration Act and the Commercial Arbitration Rules of the American Arbitration Association, except that all parties shall be entitled to discovery rights allowed under the Federal Rules of Civil Procedure. This Dispute Resolution to arbitrate shall survive any termination or expiration of the Agreement. Nothing in the Agreement shall prevent HBA from applying to and obtaining from any court having jurisdiction a writ of attachment, garnishment, temporary injunction, preliminary injunction, permanent injunction, or other equitable relief available to safeguard and protect its interest prior to, during or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding.

Section 42. Indemnification.

An Affiliate is fully responsible for all his or her verbal and/or written statements made regarding HBA products, services, and referral fees, which are not expressly contained in Official Company Materials. Affiliate agrees to indemnify HBA and hold it harmless from any and all liability including judgments, civil penalties, refunds, attorney fees, court costs or lost business incurred by the Company as a result of the Affiliate’s unauthorized representations or actions. This provision shall survive the cancellation of this Agreement.

Section 43. Liability

HBA will not be liable for indirect or accidental damages (loss of revenue, commissions) due to Affiliate system sale tracking failures, commission processing system failures, losses of database files or backups thereof, attacks on computing resources, computer viruses, the continued viability of their products, any results of "intents of harm" to the program, or acts of God or Nature. HBA makes no claim that the operation of the Websites or that HBA network will be error-free nor will HBA be held liable for any interruptions or errors.

Section 44. Community Standards

Access to HBA live masterminds, events and social media groups including, but not limited to, our Telegram and Facebook groups, are privileges granted based on your willingness to maintain the highest of ethical standards within these communities.  

Any form of slander, libel, harassment, profanity or disparaging comments made within a community setting, or directed toward any HBA customer or affiliate via private communication channels will not be tolerated and will result in immediate and permanent suspension from the community.

Recruiting or soliciting any of the individual customers or companies listed in the HBA customer database for a competing enterprise, unless you can demonstrate a pre-existing relationship prior to this Agreement, shall also be grounds for an immediate and permanent ban from the community.           

Section 45. Miscellaneous.

If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable, and the balance of the Agreement will remain in full force and effect. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. The provisions of this Agreement, including all documents incorporated herein by reference, embody the whole agreement between you and HBA and supersedes any prior agreements, understandings and obligations between you and the Company concerning the subject matter of your contract with the Company.

a) All legal or other fees incurred in collecting returned checks or declined credit cards or any other lack of payment related to a sale made by an Affiliate will be payable by the Affiliate. Any sums not collected from the Affiliate or Affiliate's customer are not commissionable, and any fees incurred during processing or handling of sales made by the Affiliate will be deducted in whole from any commissions due to the Affiliate. If a commission has been improperly paid to the Affiliate on a sale that is not commissionable to the Affiliate because the sale was improper, a refund to the customer has been issued, or for any other reason, the commission amount paid will be deducted from any other commissions due to the Affiliate. Further, in the event that the commissions due the Affiliate are insufficient to cover any sums owed by the Affiliate per this paragraph, the Affiliate agrees to pay the full amount to HBA.

b) IF THE FOREGOING LIMITATIONS OR THE LIMITATIONS WITHIN THE AFFILIATE AGREEMENT AND WEBSITE TERMS, CONDITIONS, AND OTHER POLICIES INCORPORATED BY REFERENCE ARE HELD TO BE UNENFORCEABLE, HBA'S LIABILITY FOR DAMAGES UNDER THIS AGREEMENT TO ANY PERSON OR ENTITY SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY THAT PERSON OR ENTITY FOR THE PRODUCT, SERVICE, AND OR EBOOK OR SOFTWARE (LICENSE).

HBA expressly reserves the right to bring an action for injunctive relief, damages, and other remedies against you for intellectual property infringement in any court of competent jurisdiction.

For all other disputes between the parties, you and HBA agree that any legal action or proceeding between HBA and you for any purpose concerning this Agreement or the parties' obligations hereunder, will first attempt to be resolved with the help of a mutually agreed-upon online mediator. Any costs and fees (other than attorney fees) associated with the mediation will be shared equally by each party.

c) If it proves impossible to arrive at a mutually satisfactory solution through online mediation, you and HBA agree to submit the dispute to binding arbitration at the following location: for legal actions or proceedings between HBA and you, in Bingham County, ID, United States, under the commercial rules of the American Arbitration Association. Judgment upon the award rendered by the arbitration may be entered in any court with jurisdiction to do so.

In no case shall you have the right to go to court or have a jury trial. You will not have the right to engage in pre-trial discovery except as provided in the rules. You will not have the right to participate as a representative or member of any class of claimants pertaining to any claim subject to arbitration. The arbitrator's decision will be final and binding with limited rights of appeal.

d) Any cause of action or claim you may have with respect to HBA, the Affiliate Program, the Website, the products, the services, or the eBook(s), must be commenced within ninety (90) days after the claim or cause of action arises or such claim or cause of action is barred.

e) HBA's failure to insist upon or enforce strict performance of any provision of this Agreement

shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement.

f) Use of headings in this document is for convenience only and does not identify legal boundaries or terms explicitly.

g) HBA may assign or transfer its rights and duties that it may have to any person or entity whatsoever without notice to you. Nothing herein shall alter or encumber the right of HBA to transfer any such rights or responsibilities. Any transfer by HBA shall cause this Agreement, and any other Agreement then in effect (as well as any other contract between you and the transferring party) to transfer simultaneously, all without permission.

h) Should this Affiliate program be deemed illegal in any jurisdiction, HBA has the right to immediately terminate this program without recourse.

i) If a jurisdiction other than ID requires HBA to collect sales taxes, use taxes, other taxes or fees, HBA has the right to immediately terminate this program in such jurisdiction without recourse.

j) If the payment processors utilized by HBA determine that sales made through Affiliates cannot be processed through the payment processor, then HBA has the right to immediately terminate this Program, without recourse.

k) Nothing herein is intended to imply that HBA will always offer any Affiliate program, or this Affiliate program, for all products, services, and/or opportunities sold by HBA on the Websites or that HBA will offer any Affiliate program whatsoever.

l) If you reside in the European Union, you may have certain rights under Regulation (EU) 2016/679, the General Data Protection Regulation ("GDPR"), to the extent the GDPR does not conflict with the laws of ID and United States. For more information, please see the section of our Website's Privacy Policy titled "European Union Privacy Rights."

Any rights not expressly granted herein are reserved. This is the entire Agreement between HBA and you as an Affiliate.

Last updated September 22, 2022