PROFORCE BANNER EXCHANGE Membership Agreement Responsibilities and Terms

This Agreement contains the complete terms and conditions that apply to an individual's or entity's participation in the ProForce Banner Exchange ProForce Banner Exchange (the "ProForce Banner Exchange"). As used in this Agreement, "we" means ProForce Corporation, and "you" means the applicant. "Site" means a World Wide Web site and, depending on the context, refers either to proforcerealestate.com's site, located at the URL www.proforcerealestate.com, or to any site that you will link to our site (and which you will identify in your ProForce Banner Exchange application).
1. Enrollment Requirements
   To begin the enrollment process, you will submit a complete ProForce Banner Exchange application via our site. We will visit your World Wide Web site and verify a ProForce banner displayment at the address you submit upon application. We accept your site as Real Estate related in good faith and if otherwise, we will notify you of your rejection. We may reject your application if we determine (in our sole discretion) that your site is unsuitable for the ProForce Banner Exchange. Unsuitable sites include those that:
   • promote sexually explicit materials
   • promote violence
   • promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
   • promote illegal activities
   • include "ProForce " or variations or misspellings thereof in their domain names
   • otherwise violate intellectual property rights
   • not relative to Real Estate in content or service
   If we reject your application, you are welcome to reapply to the ProForce Banner Exchange 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 ProForce Banner Exchange, we may terminate this Agreement at our sole opinion.

    

2. Links on Your Site
   Within 10-days of joining the ProForce Banner Exchange, you must place on your site one or more of the following banners with links to our site:

   Banner Links: You may select one or more Banners to list on your site. A "Banner" is any banner listed on our site that is provided by us, selected by you on sign-up, that you will display on your site in a prominent Web Page location on your site. You will be responsible for the banner link (www.proforcerealestate.com) from each banner on your site to the corresponding proforcerealestate.com online storefront entry. Each such banner link will connect directly to our online store. You may add or delete banners from your site at any time without our approval. You may not use Special Links to link to our site using "Frames" on your site that contain or restrict access. .

   Your Banners: You must provide your site's banner that meets the technical specifications describing to you upon sign-up

   General Link to proforcerealestate.com Home Page: You must maintain all banner links on your site to our home page at http://www.proforcerealestate.com

   ProForce Recommends!" Link: If your site qualifies (as determined by us in our sole discretion), you may place a custom-made ProForce Banner link on your site.

   We will provide you with guidelines and graphical artwork to use in creating your banner. To permit accurate tracking, reporting, and referral fee accrual, we will provide you with special "tagged" link formats to be used in all links between your site and our site. You must ensure that each of the links between your site and our site properly utilizes such special link formats.

   You acknowledge that, by participating in the ProForce Banner Exchange and placing any of the above links within your site, proforcerealestate.com may receive information from or about visitors to your site or communications between your site and those visitors. Your participation in the ProForce Banner Exchange constitutes your specific and unconditional consent to and authorization for proforcerealestate.com's access to, receipt, storage, use, and disclosure of any and all such information, consistent with the policies and procedures set forth in proforcerealestate.com's Privacy Notice.

    

3. Reciprocal Requirements
   We will "ONLY" process reciprocal banners placed by new Banner Exchange Members who complete placement of the ProForce Banner Links from your site to our site. We reserve the right to reject orders that do not comply with any requirements that we may establish periodically. n.

    

4. Special Requirements
   In addition, you may not: (a) directly or indirectly offer any person or entity any consideration or incentive, or granting of any Software Discount or other benefit) for using ProForce Banner Links on your site to access our site (e.g., by implementing any "rewards" ProForce Banner Exchange for persons or entities who use Special Banner Links on your site to access our site); (b) read, intercept, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to us by any person or entity; (c) in any way modify, redirect, suppress, or substitute the operation of any button, link, or other interactive feature of our site; (d) make any orders or subscription requests, or engage in other transactions of any kind on our site on behalf ProForce, or authorize, assist, or encourage any other person or entity to do so; (e) take any action that could reasonably cause any customer confusion as to our relationship with you, or as to the site on which any functions or transactions (e.g., search, order, browse, and so on) are occurring; or (f) post or serve any advertisements or promotional content around or in conjunction with the display of our site (e.g., through any "framing" technique or technology or pop-up windows), or assist, authorize, or encourage any third party to take any such action. If we determine, in our sole discretion, that you have engaged in any of the foregoing activities, we may (without limiting any other rights or remedies available to us) terminate this Agreement.

    

5. Customer Policies
   Customers who buy products through this ProForce Banner Exchange will be deemed to be customers of proforcerealestate.com, and vice versa. Accordingly, all proforcerealestate.com 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. For example, we will determine the prices to be charged for products sold in accordance with our own pricing policies. Product prices and availability may vary from time to time. Because price changes may affect Products, you may not include price information in your banner descriptions.
   
   
   

6. Limited License
   We grant you a nonexclusive, revocable right to use the ProForce graphic banner image and text and such other text or images for which we grant express permission, solely for the purpose of identifying your site as a ProForce Banner Exchange participant and to assist in generating reciprocal traffic. 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.
   
   
   

7. 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. For example, you will be solely responsible for:

   • the technical operation of your site and all related banners
   • creating and posting banners on your site and linking those to our storefront entry
   • the accuracy and appropriateness of materials posted on your site (including, among other things, all banner-related materials)
   • 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 Real Estate related, and also not libelous 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.
   
   
   

8. Term of the Agreement
   The term of this Agreement will begin upon submittal of ProForce Banner Exchange 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 banner links to our site, and all proforcerealestate.com trademarks, trade dress, logos, and all other materials in connection with the ProForce Banner Exchange.
   
   
   
9. Modification
   W e 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 our site. Modifications may include, for example, changes in the scope of any ProForce Banner Exchange rules. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE ProForce Banner Exchange FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.
   
   
   

10. 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 make representations on our behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Section.
    
    
    

11. Limitations of Liability
    We will not be liable for indirect, special, or consequential damages arising in connection with this Agreement or the ProForce Banner Exchange, even if we have been advised of the possibility of such damages.
    
    
    

12. Disclaimers
    We make no express or implied warranties or representations with respect to the ProForce Banner Exchange or any products sold through the ProForce Banner Exchange (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.
    
    
    

13. Acknowledgment
    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 PROFORCE BANNER EXCHANGE AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.
    
    
    

14. Miscellaneous
    This Agreement will be governed by the laws of the United States and the state of Minnesota, 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.

CORPORATE COMMUNIQUÉ'
SALES
Direct sales:	(952) 884-2051 Midwest
Direct sales:	(480) 797-2742 Southwest
Direct sales:	(800) 651-5520 Worldwide
Facsimile:	(763) 427-1412
E-mail:	<< contracts@proforcerealestate.com
Literature request:	<< < click icon
TECHNICAL SUPPORT
E-mail:	<< support@proforcerealestate.com
Help desk:	(480) 797-2742
Facsimile:	(763) 427-1412
Product registration:	<< < click icon
Support main-site:	<< < click icon
ADMINISTRATION
24-Hour order desk	(480) 797-2742
Administrations desk:	(480) 797-2742

TO PLACE A SOFTWARE ORDER:
You may also telephone any order 24-7 to: 480-797-2742
Fasttrack orders online (above): using VISA, American Express, or Mastercard