1. Commissions: ProWare, Inc. will pay Affiliates a referral fee based on products and/or services sold to customers who follow a special link from the Affiliate's sponsoring website to our Backstage-Passes.com site and submit an order via Clickbank.com.

2. Referral Fee Amount: ProWare, Inc. will pay 30% of sales of products and services made to customers who follow a special link from the Affiliate's sponsoring website to our Backstage-Passes.com site.

3. Returns/Cancellations: If a product is later returned by a customer, or if a service is cancelled, the referral fee will be deducted from the next monthly payment sent to the affiliate.

4. Order Processing: ProWare, Inc. will be solely responsible for processing every order placed by a customer following a special link from your sponsoring website. Orders, payment processing, shipping, cancellations, returns, and related customer service are the sole responsibility of ProWare, Inc.

5. Sales Tracking: ProWare, Inc. will be solely responsible for tracking sales we make to customers who follow special links from your website. The Affiliate will be solely responsible for ensuring that these special links are formatted properly, a necessary prerequisite to tracking such sales. Statements of sales activity will be available to the Affiliate in realtime by logging into their Clickbank account.

6. Clickbank: Clickbank.com is an independent third-party affiliate tracking service and ProWare, Inc. is not responsible nor liable for any acounting errors, server inaccessibility, or any other problems that may occur in the tracking of affiliates, the retrieving of data, the payment of commissions, and/or any other issue that is controlled by Clickbank.com.

7. Promotional Techniques: Affiliates are free to promote Backstage-Passes.com in any of the following ways: through banners, text links, letters of recommendation to newsletter subscribers or your client base, or off-line advertising. However, if you use unsolicited bulk e-mail or newsgroup spamming, your account will be immediately terminated!

8. Independent Contractors: Both the Affiliate and ProWare, Inc. are independent contractors and nothing in this agreement is intended to or will create any form of partnership, joint venture, agency, franchise, sales representative or employment relationship between the parties. The Affiliate shall not assign this Agreement, by operation of law or otherwise, without the prior written consent of ProWare, Inc. Subject to the foregoing restriction, this agreement is binding upon, insures to the benefit of and is enforceable by the parties and their respective successors and assigns.

9. No Warranty: ProWare, Inc. makes no warranties, representations or conditions with regard to the affiliate program or, except as expressly set forth in Backstage-Passes.com's then current sales policies, any product or service sold thereunder, whether express or implied, arising by law or otherwise, including without limitation any implied warranty of merchantability or fitness for a particular purpose or non-infringement or any implied warranty arising out of course of performance, course of dealing or usage of trade.

10. Extent of Agreement: This constitutes the whole agreement between the Affiliate and ProWare, Inc. and supercedes any other communication between the two parties, whether express or implied, other than an existing written Agreement Modification signed by both parties.