JOEPOPULAR.COM USER AGREEMENT

JoePopular.com is provided by:

GoldLiger Marketing, Inc.
17802 Hickory Trail
Lakeville, MN 55044

Welcome to the user agreement (the "Agreement" or "User Agreement") for Goldliger Marketing, Inc. (the company) and its "site" at JoePopular.com. The terms "Goldliger Marketing" and "JoePopular.com" are used interchangeably throughout this agreement. All terms, conditions, and disclaimers pertain equally to "Goldliger Marketing, Inc." and "JoePopular.com".

Further, the terms "we", "our", and "us" throughout this Agreement refer to both Goldliger Marketing, Inc. and JoePopular.com.

This agreement describes the terms and conditions applicable to your use of our resources and services under the domains, sub-domains and sub-directories of JoePopular.com (the "site"), and the general principles of Goldliger Marketing, Inc. If you do not agree to be bound by the terms and conditions of this Agreement, do not use or access our web-site, resources, or services.

You must read, agree with and accept all of the terms and conditions contained in this User Agreement and our Privacy Policy, which include those terms and conditions expressly set out below, and those incorporated by reference, before you may become a member, affiliate or participant of JoePopular.com.

We may amend this Agreement at any time by posting the amended terms on the site. Except as stated below, all amended terms shall automatically be effective 30 days after they are initially posted on the site.

General Terms of Use

1. JoePopular.com is a trademark if GoldLiger Marketing, Inc., and may not be used without the written permission of GoldLiger Marketing, Inc.

2.  Membership in JoePopular.com and access to JoePopular.com provided by GoldLiger Marketing enables you to create a custom web page, called a "Hub" page, from which you can link to your various online activities (i.e., business web-sites, friend pages such as MySpace.com, media pages such as your YouTube.com profile, affiliate pages, etc.).

JoePopular.com Linking Policy:

Links to what may be considered R rated content, and content that may be considered pornographic, obscene, harassing, libelous, defamatory, threatening, abusive, or hateful is STRICTLY PROHIBITED. JoePopular.com reserves the right to remove links or references to any such content at our sole discretion, without notice, and further reserves the right to cancel the account and block the IP of any member/user that we determine to be in violation of these terms.

3.  Standard membership in JoePopular.com is free of charge.  Standard members may upgrade to premium membership status and receive 500 monthly "JoeDollars" virtual credits automatically added to their premium member accounts.  Members can spend their JoeDollars on products and services listed in the JoePopular Shopping Network (including advertising, downloads, tangible goods, etc.).  Premium JoePopular.com members may list up to 25 products in the JoePopular Shopping Network (launch date January 31st, 2008).

4.  All members, standard and premium, may purchase items listed in the JoePopular.com Shopping Network.  You agree not to hold JoePopular.com responsible for the actions of JoePopular.com members and Shopping Network participants, including both buyers and sellers.  If you have a dispute with one or more JoePopular.com users, you release JoePopular.com and its principles and directors from any and all claims and damages that may arise from said disputes.  JoePopular.com buyers and sellers are responsible for settling disputes amongst themselves, and are encouraged to follow the buying and selling tips and guidelines provided by JoePopular.com. JoePopular.com is not involved in the transaction of products and services listed on the JoePopular.com Shopping Network by member-sellers.

5. JoePopular.com may amend this User Agreement at any time. Any such amendments will become effective 30 days after they are initially posted, and you agree to periodically review these rules for any amendments.

(Except where noted:) Materials in this website are Copyrighted and all rights are reserved. Text, graphics, databases, HTML code, PHP code, and other intellectual property are protected by US and International Copyright Laws, and may not be copied, reprinted, published, reengineered, translated, hosted, or otherwise distributed by any means without explicit permission. All of the trademarks on this site are trademarks of JoePopular.com or of other owners used with their permission.

This Agreement must be completed, understood and agreed to by a person over 16. If a parent or guardian wishes to permit a person under 16, and under his or her supervision, to use this site, he or she should email the Company with his or her explicit permission and acceptance of full legal responsibility for the minor to do so. If you are not yet 16, if you are easily offended, or are accessing this site from any country where material on this site is prohibited or illegal, please leave now as you do not have permission to access this site.

The materials, services and functions in this site are provided "as is" and without warranties of any kind either express or implied. JoePopular.com disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose. JoePopular.com does not warrant that the functions contained in the materials, resources or services offered will be uninterrupted or error-free, that defects will be corrected, or that this site or the server that makes it available are free of viruses or other harmful components. JoePopular.com does not warrant or make any representations regarding the use or the results of the use of the materials, resources, or services offered by this site in terms of their correctness, accuracy, reliability, or otherwise. You (and not JoePopular.com) assume the entire cost of all necessary servicing, repair or correction. Applicable law may not allow the exclusion of implied warranties, so the above exclusion may not apply to you.

Under no circumstances, including, but not limited to, negligence, shall JoePopular.com be liable for any special or consequential damages that result from the use of, or the inability to use, the materials and services in this site, even if JoePopular.com or a JoePopular.com authorized representative has been advised of the possibility of such damages. Applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages, so the above limitation or exclusion may not apply to you. In no event shall JoePopular.com's total liability to you for all damages, losses, and causes of action (whether in contract, tort, including but not limited to, negligence or otherwise) exceed the amount paid by you, if any, for accessing this site.

Facts and information at this website are believed to be accurate at the time they were placed on the website. Changes may be made at any time without prior notice. All data provided on this website is to be used for information purposes only. The information contained on this website and pages within, is not intended to provide specific legal, financial, medical, health, or tax advice, or any other advice, whatsoever, for any individual or company and should not be relied upon in that regard. The services described on this website are only offered in jurisdictions where they may be legally offered. Information provided in our website is not all-inclusive, and is limited to information that is made available to JoePopular.com and such information should not be relied upon as all-inclusive or accurate.

You agree to not misuse these materials and services and to not make misrepresentations about these materials to others, whether for your own use, or as an affiliate.

The owner of this site is not necessarily affiliated with sites that may be linked to this site and is not responsible for their content. The linked sites are for your convenience only and you access them at your own risk. Links to other websites or references to products, services or publications other than those of JoePopular.com and its subsidiaries and affiliates at this website, do not imply the endorsement or approval of such websites, products, services or publications by JoePopular.com or its subsidiaries and affiliates.

Certain names, graphics, logos, icons, designs, words, titles or phrases at this website may constitute trade names, trademarks or service marks of JoePopular.com or of other entities. The display of trademarks on this website does not imply that a license of any kind has been granted. Any unauthorized downloading, re-transmission, or other copying of modification of trademarks and/or the contents herein may be a violation of federal common law trademark and/or copyright laws and could subject the copier to legal action.

You agree to treat as strictly private and confidential any Member Code, username, user ID, or password which you may have received from JoePopular.com, and all information to which you have access through password-protected areas of JoePopular.com's websites and will not cause or permit any such information to be communicated, copied or otherwise divulged to any other person whatsoever.

These Terms of Use will apply to every access to JoePopular.com. JoePopular.com reserves the right to issue revisions to these Terms of Use by publishing a revised version of this document on this site: that version will then apply to all use by you following the date of publication. Each access of information from JoePopular.com will be a separate, discrete transaction based on the then prevailing terms.

If any of the provisions of this Agreement are determined by a court to be unenforceable, they shall be severed from this Agreement, and the remaining provisions shall remain in full force and effect.

The insertion of headings and the division of this Agreement into Articles and Sections are for convenience reference only and are not to affect its interpretation.

This Terms of Use and the license granted may not be assigned or sublet by You without JoePopular.com's written consent in advance.

These Terms of Use shall be governed by, construed and enforced in accordance with the laws of the Minnesota, as it is applied to agreements entered into and to be performed entirely within such jurisdiction.

To the extent you have in any manner violated or threatened to violate JoePopular.com and/or its affiliates' intellectual property rights, JoePopular.com and/or its affiliates may seek injunctive or other appropriate relief in any state or federal court in the State of Minnesota, and you consent to exclusive jurisdiction and venue in such courts.

Any other disputes will be resolved as follows:

If a dispute arises under this agreement, we agree to first try to resolve it with the help of a mutually agreed-upon mediator in the following location: Minnesota. Any costs and fees other than attorney fees associated with the mediation will be shared equally by each of us.

If it proves impossible to arrive at a mutually satisfactory solution through mediation, we agree to submit the dispute to binding arbitration at the following location: Minnesota, under the Commercial Arbitration 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.

If any provision of this agreement is void or unenforceable in whole or in part, the remaining provisions of this Agreement shall not be affected thereby.

Your membership is effective until terminated by either party, and either party has the right to terminate your membership at any time for any reason. You may terminate your member account at any time by following the cancellation link provided on your JoePopular.com member home page.  When cancelling, premium members must also cancel their premium membership billing through PayPal.com.  This agreement will terminate immediately without notice at JoePopular.com's sole discretion, should you fail to comply with any term or provision of this agreement.

Affiliate Program Terms

ARTICLE 1. INTRODUCTION

1.01 JoePopular.com members are invited to participate in JoePopular.com's affiliate (referral) program, provided they agree to this User Agreement, including our NO SPAM policy.

1.02 Goldliger Marketing, Inc. is the sole and exclusive owner of all right, title and interest including all intellectual property rights in and to the contents, logos, style, design, look and feel, trade names, trademarks to all literary works, computer software programs, products, goods and services (including and all future versions thereof) currently entitled the ("Product"). Product refers to the singular as well as the plural.

1.03 Goldliger Marketing, Inc. intends to sell and distribute the Product electronically and/or physically using, in part, member-affiliates who will establish links to Goldliger Marketing, Inc.'s web-site where the Product will be offered.

ARTICLE 2. PARTICIPATION & REPRESENTATION

2.01 Goldliger Marketing, Inc. hereby grants to the Affiliate the non-exclusive and revocable right to market and advertise the Product and to establish links to Goldliger Marketing, Inc.'s web-site, in accordance with this Agreement.

2.02 The Affiliate shall advertise the Product, JoePopular.com, through the Internet and shall develop, operate and maintain links from its site to Goldliger Marketing, Inc.'s site at its sole cost and expense.

2.03 The Affiliate represents and warrants to Goldliger Marketing, Inc. that this Agreement has been duly and validly executed and constitutes and shall continue to constitute a legal obligation, enforceable in accordance with its terms.

ARTICLE 3. AFFILIATE SALES COMMISSIONS

3.01 Standard members are credited with 100 JoeDollars virtual credits for each standard member they refer.  Premium members are credited with 100 JoeDollars when referring standard members, and 100 MONTHLY JoeDollars virtual credits for any standard member who upgrades to premium membership, applicable for as long as the premium membership of the referred member remains in tact.

3.02 JOEPOPULAR.COM MEMBERS SHALL NOT RECEIVE REFERRAL CREDIT FOR THEIR OWN MEMBERSHIP SIGN-UPS.

ARTICLE 4. AFFILIATE SITES AND PROMOTION METHODS

4.01 The Affiliate shall be solely responsible for all materials that appear on its site. It shall strictly adhere to all applicable laws and regulations in conducting its business and more specifically in marketing and advertising the Product, JoePopular.com membership. Without restricting the generality of the foregoing, the Affiliate shall not send unsolicited e-mail (SPAM) and shall not send e-mail or any other communication to a recipient if the recipient has requested that it discontinue such communication, nor shall it send or display on its Web site any material that may be considered to be harassing, libelous, defamatory, legally obscene or pornographic, threatening, abusive or hateful.

4.02 Goldliger Marketing, Inc. shall have the right, but not the obligation, to pre-approve the graphics and logos used on any Web site which is linked to its site. Furthermore, the Affiliate shall annotate its site with appropriate copyright, trademark and other similar notices, which shall be approved by Goldliger Marketing, Inc. If the Affiliate specifies a price point for the Product in its marketing and advertising, it shall ensure that it is updated regularly to reflect all price changes.

4.03 Goldliger Marketing, Inc. shall have the right to monitor the Affiliate's Web site at any time and from time to time to determine if it is in compliance with the terms and conditions on this Agreement.

4.04 The Affiliate agrees not to use any predatory advertising methods designed to generate traffic from sites that they have not contracted with in the online promotion of Goldliger Marketing, Inc.'s products, services or affiliate program. Predatory advertising is defined as any method that creates or overlays links or banners on web sites, spawns browser windows, or any method invented to generate traffic from a web site without that web site owner's, knowledge, permission, and participation. Examples include, but are not limited to, keyword parsing, browser plugins such as TopText and Surf+, banner replacement technology such as Gator, browser spawning technology that is not web site dependent. Participation in predatory advertising programs will be cause for the affiliate's immediate termination.

4.05  Goldliger Marketing, Inc. shall not credit affiliates who use "Pay To Join" resources, where an individual is paid or in some way compensated in return for joining as a standard or premium JoePopular.com member.

ARTICLE 5. ORDER PROCESSING

5.01 Goldliger Marketing, Inc. shall establish the procedures of selling the Product including, without limitation, the placement of orders, pricing, payment terms, processing, delivery, returns etc. Without restricting the generality of the foregoing, Goldliger Marketing, Inc. shall have the right to cancel, suspend or delay any order for the Product, including the right to discontinue selling the Product at any time.

ARTICLE 6. LICENSES AND GOODWILL PRESERVATION

6.01 Goldliger Marketing, Inc. shall have the right, but not the obligation, to approve, in its sole and absolute discretion and with due regard to the protection and preservation of the goodwill of the Product any promotional, advertising or marketing item used by the Affiliate. The Affiliate shall make all deletions and modifications suggested by Goldliger Marketing, Inc. on any site where the Product is mentioned.

6.02 The Affiliate shall acknowledge and clearly identify and respect that all proprietary information, trademarks, copyrights and all other similar rights in and arising out of the Product are, and shall continue to be, the exclusive property of Goldliger Marketing, Inc.. In the event the Affiliate learns of any claim or allegation that the Product infringes upon or violates any intellectual property or proprietary rights of a third party, or contains any unlawful, libelous, or untrue statement, it shall immediately notify Goldliger Marketing, Inc. so as to enable Goldliger Marketing, Inc. to defend, settle or otherwise resolve the claim or allegation in a manner that Goldliger Marketing, Inc. deems appropriate in its sole discretion.

6.03 Customers who purchase the Product through the Program shall be deemed to be customers of Goldliger Marketing, Inc., and the Affiliate shall refer all Product-related questions, requests or queries to Goldliger Marketing, Inc. Goldliger Marketing, Inc. shall have the right to utilize the Affiliate's name and logo to advertise, market, promote and publicize in any manner the Product.

6.04 The Affiliate shall not make or give to a customer or a potential customer any warranty, representation or other statement concerning the Product without first obtaining the written consent of Goldliger Marketing, Inc.

ARTICLE 7. RELATIONSHIP OF PARTIES

7.01 While the parties shall work hand-in-hand for the benefit of both, the parties acknowledge and agree that the Affiliate shall, from a legal perspective, act as and shall be an independent contractor and not an employee or agent of Goldliger Marketing, Inc. Nothing in this Agreement shall create a partnership, joint venture, agency, or franchise between the parties in the legal sense of these terms. The Affiliate shall not sign any document in the name of or on behalf of Goldliger Marketing, Inc. nor shall it hold itself out as being an agent of Goldliger Marketing, Inc. or as having apparent authority to contract for or bind Goldliger Marketing, Inc.

ARTICLE 8. LIMITATION OF LIABILITY

8.01 In no event shall Goldliger Marketing, Inc. be liable for special, incidental, consequential or punitive damages, including, without limitation, any damages resulting from loss of profits, loss of business or loss of goodwill arising out of or in connection with this Agreement or the Product, whether or not such party has been advised of the possibility of such damages. Goldliger Marketing, Inc. shall not be liable for any damages or loss of JoeDollars virtual credits if, for any reason whatsoever, its Web site fails or is non-operational for any reason whatsoever.

ARTICLE 9. TERM OF THE AGREEMENT

9.01 In the event that the Affiliate breaches any of the undertakings or obligations set forth in this Agreement and does not remedy same within 7 days notice from Goldliger Marketing, Inc., it shall automatically forfeit the JoeDollars virtual credits receivable or receivable at any time in the future. Goldliger Marketing, Inc. shall, in addition, have the right to terminate this Agreement and shall retain all other rights and remedies available to it at law or in equity.

9.02 This Agreement shall automatically terminate if the Affiliate ceases to actively market the Product for a period of 90 days.

9.03 As soon as notice of termination of this Agreement is given or upon termination as herein provided, the Affiliate shall immediately cease its marketing and advertising of the Product and shall forthwith eliminate all mention and references to the Product and all links to Goldliger Marketing, Inc.. Pending the completion of the foregoing, Goldliger Marketing, Inc. may hold in abeyance the Sales Commission.

ARTICLE 10. MODIFICATION AND APPLICATION OF AGREEMENT

10.01 Goldliger Marketing, Inc. may, in good faith, modify any of the terms and conditions contained in this Agreement (including the Affiliate Compensation Schedule), at any time and in its sole discretion, by posting a change notice or a new agreement on its Web site. If any modification to this Agreement is not acceptable to the Affiliate, its only recourse is to terminate this Agreement. The Affiliates continued participation in the Program following the said posting of a change notice or new agreement shall constitute binding acceptance by the Affiliate of the change.

10.02 The Affiliate shall not assign, transfer or convey this Agreement or any part thereof to any other party without Goldliger Marketing, Inc.'s consent which shall not be unreasonably refused.

10.03 This Agreement shall endure to the benefit of and be binding upon the parties hereto and their respective heirs, legatees, executors, legal representatives, successors and assigns.

10.04 This Agreement represents the entire agreement between the parties and supersedes all prior negotiations, agreements and understandings, if any. For greater certainty but without restricting the aforementioned, information contained in any of the following shall not form part of this Agreement, namely:

Descriptions of the Program (including the descriptions of JoeDollars virtual credits owed to the Affiliates) on Goldliger Marketing, Inc.'s Web site(s);

E-mail communications from Goldliger Marketing, Inc. or from any of its employees, officers or directors;

Information in the Product, or in marketing/informational documents.

ARTICLE 11. INDEPENDENT INVESTIGATION

11.01 The Affiliate acknowledges that it has reviewed this Agreement and agrees to all its terms and conditions. The Affiliate understands that Goldliger Marketing, Inc. may at any time 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 the Affiliate's Web site. The Affiliate has independently evaluated the desirability of participating in the Program and is not relying on any representation, guarantee or statement other than as set forth in this Agreement.

ARTICLE 12. MISCELLANEOUS PROVISIONS

12.01 Any reference in this Agreement to gender includes all genders and words importing the singular number only shall include the plural and vice versa.

12.02 Each of the parties adhere to covenants and agrees that it shall execute and deliver such additional agreements and documents and do such acts and things as may be reasonably necessary fully and effectually to carry out the intent and purpose of this Agreement.

12.03 Time shall be of essence of this Agreement.

12.04 All notices, requests and other communications shall be deemed to have been received when posted by Goldliger Marketing, Inc. on its Web site. It shall also be deemed to have been received on the next business day if transmitted by Telecopier, e-mail or any other form of electronic mail to the last known electronic address of the intended recipient.

12.05 If a dispute arises under this agreement, we agree to first try to resolve it with the help of a mutually agreed upon mediator in the following location: Minnesota, US. Any costs and fees other than attorney fees associated with the mediation will be shared equally by each of us.

If it proves impossible to arrive at a mutually satisfactory solution through mediation, we agree to submit the dispute to binding arbitration at the following location: Minnesota, US, under the 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.

The parties have required that this Agreement and related documents be drafted in English.

REJECTION CRITERIA

We will reject anyone who uses marketing techniques that...

Are harassing or use SPAM in any way, shape, or form (for full details see our spam policy to follow below).

Exploit sex to sell.

Promote violence.

Are hateful in any way.

Are libelous or defamatory.

Are threatening or abusive.

Are illegal or on the borderline.

Violate the copyrights or trademarks of others.

Are in such poor taste that we do not want the association.