This agreement describes the terms and conditions for participation in the AllSat Affiliate Program. The terms "Affiliate," "you," and "your" are referring to you, the applicant. "We" and "our" refer to AllSat. We are independent parties and this agreement will not form any partnership.

AGREEMENT DURATION

This agreement will begin upon our acceptance of your affiliate application and will end when terminated by either party. Termination may happen at any time, with or without cause, with or without notice to Affiliate.

MODIFICATION

By posting a Change Notice or a new agreement on this site, we may modify any of the terms and conditions within this Agreement at any time and at our sole discretion. These modifications may include, but not limited to changes in the scope of available referral/commission fees, fee schedules, payment procedures and Program rules. If any of the modifications are UNACCEPTABLE TO YOU, your only recourse is to terminate this Agreement. If you CONTINUE PARTICIPATION IN THE PROGRAM following the posting of a Change Notice or new agreement, it will be considered as your acceptance of the change.

BUSINESS / FRIENDS & FAMILY COMMISSION FEES

You will receive $125 of the revenue as a commission from any order placed through your Affiliate Referrals that results in the installation of a new DISH Network subscriber account under the Digital Home Advantage promotion with a minimum of America's Top 100, DishLATINO, Great Wall, Arabic Elite Super Pack, Antenna Plus One, Polish Super Pack, Russian Mega Pack, or South Asian Mega Pack programming. Orders activated under Formers, Club DISH, or Free For All promotions, or orders activated with the DishFAMILY programming package, will earn you $50 in commission. You will receive $10 of the revenue from orders placed through the Affiliate Sites of those sub-Affiliates which you have sponsored into the AllSat Affiliate Program.

For a sale to generate a commission to an Affiliate, the customer must complete the order and have their satellite system installed and activated with service. Commissions may be chargedback if customer does not remain active for 30 consecutive days. Affiliate commissions will only be paid on sales which are made through qualified Affiliates. AllSat's employees, callcenter employees, their friends, or relatives are not eligible to be qualified Affiliates.

ELIGIBILITY / PAY SCHEDULE

Referral fees can only be earned between the acceptance of the Affiliate application and notice of termination.

Affiliates set up with direct deposit will be paid once a week. If the sale is approved between Monday and the following Sunday (of any given week), the commission will be paid on the following Thursday. Funds will be available on the following bank business day, usually Friday.

All other affiliates will be paid commissions on confirmed sales twice a month. If the sale is confirmed between the 1st and 15th of the month, the payment will be issued on the 1st of the following month. If the sale is confirmed between the 15th and the 1st, the payment will be issued on the following 15th.

Any returned checks, chargebacks, or fees from a returned order will be adjusted in the following fee payment. If no fee payment is due a billing invoice for the amount will be issued. If we have to stop payment on a check, there will be a $20 fee. We will not send any commission checks out expedited.

NO COMMISSION will be earned on orders placed for the personal use of the Affiliate, his or her immediate family, or others whose relationship is judged by AllSat to constitute self-referral. If "Friends and Family" Affiliates are not customers of AllSat then the first sale will automatically be denied as it is judged to constitute self-referral. "Business Classic" and "Business Select" Affiliates must have two approved sales before receiving their first commission check. If "Business Classic" or "Business Select" Affiliates do not have a second approved sale within 90 days of the first sale, the first sale will be charged back as it will be judged to constitute self-referral.

ORDERS PROCESSING

AllSat will be responsible for processing every order placed by a customer the Affiliate Refers. Customers who purchase products and services through AllSat's Affiliate Program will be deemed to be customers of AllSat. Prices and availability of our products and services may vary from time to time. AllSat's policies will always determine the price paid by the customer. We reserve the right to reject any order that does not comply with our rules, operating procedures and policies.

ACCEPTABLE MARKETING POLICY

AllSat is committed to ensuring that its affiliates market both responsibly and ethically when promoting the AllSat Affiliate Program. Affiliates are free to responsibly utilize banner ads, search engine marketing (including sponsored search), newsletters, word of mouth, and confirmed opt-in email marketing methods. Utilizing outgoing telemarketing calls to generate leads and/or sales is expressly prohibited, as is the sending of unsolicited commercial e-mail (frequently referred to as "SPAM"). Any affiliate that is found to be in violation of AllSat's Affiliate Terms or Acceptable Marketing Policy will be terminated immediately from the AllSat Affiliate Program, and all unpaid commissions will be forfeited. Affiliates are responsible for ensuring that they are in compliance with all laws (whether local, state, or national) pertaining to their marketing efforts.

DIRECTV KEYWORD POLICY

AllSat affiliates may not bid on DIRECTV related keywords in the search engines.

• NEGATIVE MATCHING: Several of the search engines such as Google have negative match options and it is important that affiliates using such search engines use the negative match options for the following words: DIRECTV, DIRECTTV, DIRECT TV, DIREC TV, DRECTV, DIECTV, DIRCTV, DIRETV, DIRECV, DRIECTV, DIERCTV, DIRCETV, DIRETCV, DIREKTV, DIRECT T V, directv.com, directv-com, directtv.com, direct tv.com, www.directv.com, www.directtv.com, www.directv-com, www.directtv-com, www.directv, ww.directtv.com, ww.directv.com, and www-directv-com.
• PROHIBITED TERMS: Affiliates may not purchase the following keywords (i.e. any combination of upper/lower case letters) for any online search engine. These keywords include: DIRECTTV, DIRECT TV, DIREC TV, DRECTV, DIECTV, DIRCTV, DIRECTV, DIRETV, DIRECV, DRIECTV, DIERCTV, DIRCETV, DIRETCV, DIREKTV, DIREKTTV, DIREKT TV, DIREK TVDRCTV, DREKTV, DIRECTLYTV, DIRECTLY TV, DIRECT TO MY TV, DIRECTTOTV, DIRECT TO TV, DURECTV, DERECTV, DERICTV, DURICTV, DIRECTFV, DIRECTGV, DIREWCTV, DIREDCTV, DIRECFTV, DIWECTV, DWECTV, IRECTV, FIRECTV, SIRECTV, D1RECTV, DIR3CTV, DRETCV, DRET TV, DIRET TV, DILECTV, www.directtv.com, www.directv.com, www.direct tv.com, www.dircttv.com, www.directv, www-direct tv-com, www-directtv-com, www.directtv.com, www.directv.com, www.direct tv.com, www.dircttv.com, www.directv, www-direct tv-com, and www-directtv-com .

AllSat reserves the right to update these lists at any time. Affiliate found to be in violation of this policy will forfeit any outstanding commissions and be terminated from the AllSat Affiliate Program. Nothing herein contained shall be deemed to be a limitation or a restriction on any affiliate's right to lawfully use DIRECTV keywords in connection with comparative advertising on the Internet or otherwise as long as such information does not cause company confusion in the marketplace.

WEB SITE RESTRICTIONS

AllSat reserves the right not to accept any site into the AllSat Affiliate Program based on site content. Sites that Do Not Qualify for the AllSat Affiliate Program include sites such as sites that are:

• X- rated and promote sexually explicit materials
• Promoting violence and discord.
• Promoting discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
• Promoting illegal or questionable activities
• Violating intellectual property rights

SPYWARE AND OTHER PARASITES

The use of Spyware/Adware and other Parasitic Software as defined by AllSat or any of its partnered sites is considered malicious and unethical means for marketing and is strictly prohibited.  AllSat reserves the right to investigate the activities of an affiliate and to determine whether an affiliate is in violation of the Affiliate Agreement.  Violation of this policy will result in immediate termination of the relationship between the affiliate and AllSat with no refund or payment of commissions.

COPYRIGHTS

The use of the images displayed on AllSat's site by you, or anyone else authorized by you, is prohibited unless specifically permitted by AllSat. Any unauthorized use of the images or programming code may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. We reserve the right to terminate the use of content provided by AllSat to the Affiliate Sites at any time, especially if you are terminated, with or without cause. AllSat will own all right, title and interest in and to all information that is created or collected in the operation of the AllSat site.

DISCLAIMER

We make no express or implied warranties or representations with respect to the Affiliate Program or your potential to earn income from the AllSat Affiliate Program. In addition, we make no representation that the operation of our site or the Affiliate Sites will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or down time. Without limiting the foregoing, AllSat aggregate liability arising with respect to this Agreement will not exceed the total fees paid or payable to Affiliate under this agreement.

This Agreement will be governed under Missouri Law in Greene County, MO, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the Federal or State courts located in Springfield, MO, and you irrevocably consent to the jurisdiction of such courts unless AllSat, Inc., elects to use binding arbitration, at its sole determination, as an alternative to formal legal process. 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 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.

By submitting this Affiliate Agreement form, you acknowledge that you have read this agreement and agree to all its terms and conditions. You have independently evaluated this program and are not relying on any representation, guarantee, or statement other than as set forth in this agreement.

Revised 06/01/2008