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Terms and Conditions.

Last updated: November 11, 2026

These terms are the terms of Rapid Response Marketing, LLC, of which Elite Torts is a division. They apply to elitetorts.com and to the services Elite Torts provides.

Definitions

Advertiser & Publisher Agreement Definitions

"Action" means the occurrence of any qualified action, event, or occurrence, which triggers RRM's obligation to pay Affiliate a Fee or any portion thereof, as further described in the IO(s), Offer(s), and/or Campaign(s). Such events may include, but are not limited to, a click, Lead, sale, registration, qualified call, call request, call transfer, form completion, inquiry, conversion, view, or other event identified in the IO(s) that may pertain to a type of Campaign.

"Ad" means any advertisement, including Creative.

"Advertiser" means the Advertiser and its members, managers, officers, directors, shareholders, employees, contractors, agents, and representatives, that seeks to engage in a Campaign and/or promote an Offer aimed at selling, marketing, or promoting that Advertiser's products or services as described in their IO(s).

"Affiliate" or "Publisher" means each 3rd party independent individual, company, or other entity that serves as an advertising publisher, affiliate, within the RRM network exchange that owns advertising space, links, newsletters, websites, email lists, customer leads, or other media used for the purpose advertising or marketing campaigns and offers for the Advertisers within the RRM Network Exchange. A Publisher earns a Fee for referring web-based traffic, visitors, users, callers or consumers to an Advertiser's Offer, website, landing page, product, or service.

"Campaign" means the unique combination of the Advertiser's Offer(s) aimed at selling, marketing, or promoting an Advertiser's products or services as more specifically described in the IO(s), and which serves as the basis for Affiliates to acquire prospective consumers for an Advertiser's website, products, or services.

"Confidential Information" means any information disclosed by either Party to the other, either directly or indirectly, in any form, including written, oral, and digital information that has commercial and other value in the Disclosing Party's business and is confidential in nature including, but not limited to, business, financial, customer, supplier and product development plans, forecasts, strategies, trade secrets, information on strategic partnerships and alliances and customer relationships, and other technical and business information oral or visual information that is identified (orally or in writing) as confidential at the time of disclosure or that should, under the circumstances surrounding disclosure, reasonably be treated as confidential and information.

"Creative", "Ad", "Advertisement" or "Content" means the advertising and creative content provided, created, or developed by the Advertiser, including without limitation, product or service descriptions, graphics, images, logos and text (copy).

"Fee" means the amount paid to Affiliate by RRM, subject to this Agreement, which may be generated by an Action subject to the IO(s). RRM facilitates payment from Advertisers to Affiliates for Actions that they generate that are purchased by the Advertiser.

"Incentivized" means a form of advertising where an online customer or user is offered something of value, such as reward, cash, gift card, online or virtual currency, or tangible gift, in exchange for performing an action, or registering or purchasing a product or service.

"IO" means the executed Insertion Order(s), which will set forth all details regarding the Ad or Campaign, including but not limited to compensation to RRM, graphics, etc. Each IO is to be sequentially numbered and will, upon execution by both of the Parties hereto, be incorporated into and become part of this Agreement. In the event of any conflict between this Agreement and any IO, the terms and conditions of the applicable IO shall control.

"Laws" means all applicable laws, statutes, ordinances, regulations, and legal guidelines in every jurisdiction in which Affiliate conducts business, including, without limitation, those related to consumer protection; unfair, fraudulent, false or deceptive advertising; cybersquatting; infringement of intellectual property, privacy, publicity rights and website accessibility; the Federal Trade Commission Act ("FTC Act"), Federal Trade Commission ("FTC") regulations and guidelines implementing the FTC Act, all state and local counterparts to the FTC Act and associated regulations; Chapter 501, Nevada Statutes (Nevada's Deceptive and Unfair Trade Practices Act); the CAN-SPAM Act of 2003; the Telephone Consumer Protection Act, regulations relating to the National Do Not Call Registry and applicable state Do Not Call List requirements, and the FTC's Telemarketing Sales Rule; state telemarketing laws and regulations; the Federal Reserve Board's Regulation E; the Truth-in-Lending Act, the Equal Credit Opportunity Act, the Fair Credit Reporting Act, the Gramm-Leach-Bliley Act and any rules promulgated by the Consumer Protection Financial Bureau; Federal Communications Commission regulations and guidelines, and FTC Guides Concerning the Use of Endorsements and Testimonials in Advertising, all as amended from time to time.

"Lead" means information obtained from an individual in response to a Campaign.

"Mobile" means a method of promotion or advertising offer to be displayed on mobile communication devices.

"Network or Exchange" RRM is a technology-based pay-per-call network exchange that serves as an intermediary through which independent businesses/service providers ("Advertisers"), can bid for inbound consumer call leads which are generated by independent, third-party media Affiliates ("Affiliates") who have signed up for the RRM network. RRM facilitates payment from Advertisers, to those Affiliates for the inbound calls/leads they generate that are purchased by the Advertiser. RRM does not market nor sell any products nor services to consumers and does not create or disseminate consumer-directed advertisements for itself or on behalf of Advertisers. Affiliates or Advertisers create the Advertisements that generate consumer calls or leads (Actions), which are then routed through RRM's technology-based Exchange to the highest-bidding Advertisers and Affiliates are paid for the calls they generate which are purchased by the Advertiser.

"Network Site(s)" means the specific location of the website, platform and systems that host the Network operated by RRM, such as Everflow.

"Offer" means the particular advertising offer, website, or landing page for the Advertiser's products or services associated with a Campaign, which may be described in the IO(s).

"Publisher E-mail" means electronic mail messages used in a Campaign by Publisher, including, but not limited to, those sent to e-mail addresses listed in Publisher's database and/or any other database affiliated with, owned, operated and/or controlled by Publisher to carry out the Services under the Agreement.

"Publisher Website" means any website, content or materials published, owned, operated and/or controlled by Publisher used to carry out the Services under the Agreement.

"Radio" means a method of promotion or advertising to be distributed or played on radio channels/stations, which typically occurs with PPC advertising.

"Reg-Path" means a method of promotion or advertising where a Publisher or Advertiser advertisement or creative is distributed through a registration form or registration process.

"Remarketing" or "Retargeting" means a method of promotion or advertising that involves serving Publisher or Advertiser advertisements to prospective consumers or visitors of a website, application or landing page, after visiting a website, application or landing page.

"Search" means a method of promotion or advertising that a Publisher or Advertiser may use to seek to promote a website or landing page by increasing visibility in search engine results, such as those in Google or Yahoo, and may include search engine optimization, paid placement, and paid inclusion.

"SEO" means "search engine optimization," a method of a Publisher or Advertiser improving a website to improve rankings on search engines though organic, crawler-based listings.

"Services" means the services to be provided by RRM by providing a Network Exchange that allows Advertisers to bid on and purchase calls and/or leads (Actions) generated by the Network's Publishers in accordance with the terms of the Advertiser and Publisher Agreements.

"Site" means the website at xy7elite.com, wequote.org and consumer-selections.com through which the Service is accessed.

"Social" or "Social Media" means a method of promotion or advertising where a Publisher or Advertiser uses an advertisement or display banner published on a social media website or application, such as Facebook.

"Telemarketing" means a method of promotion or advertising whereas a Publisher or Advertiser markets products or services by means of telephone calls to potential customers.

Advertiser Terms and Conditions

1. Payment, Claims or Disputes, and Refunds

1.1 Calculation of Fees

Advertiser shall pay RRM for the Services in accordance with the designated Campaign type, e.g. PPC or CPA, and associated Fee listed in the Insertion Order(s) for each applicable Action generated by the Network Publishers over the course of the Campaign. RRM shall track all applicable Actions for Advertiser's Campaign, and Advertiser shall pay for all Actions tracked by RRM. Campaign statistics and data compiled by RRM including, but not limited to, data, numbers and calculations regarding Actions (collectively "Campaign Data"), will be tracked and calculated by RRM through the use of industry standard tracking technology and shall be final and binding on Advertiser. Advertiser shall not modify or otherwise interfere with RRM's tracking methods in any way. Additionally, Advertiser shall maintain all records and track all Actions for Advertiser's Campaign, which, upon request by RRM, shall be provided to RRM to verify the total number of Actions applicable to the Campaign. In that case, Advertiser shall be responsible for the greater of the Actions tracked by RRM and Advertiser. Any questions, objections, or complaints regarding the Campaign Data must be submitted by Advertiser in writing within fourteen (14) days of initial appearance in the tracking system; otherwise the Campaign Data will be deemed to be accurate and approved by Advertiser, which shall be used to determine the Fee due from Advertiser.

1.2 Cap

If expressly set forth in the Insertion Order(s), RRM may place a cap or limit on the amount of Actions or other Services provided to Advertiser by RRM (the "Cap"). The amount of such Cap shall be expressly set forth in the Insertion Order(s), and may be requested by the Advertiser or set by RRM, in RRM's sole and absolute discretion. If Advertiser wishes to modify or lift the agreed upon Cap after the execution of the Insertion Order(s), Advertiser shall notify RRM of its desire to lift or modify such Cap in writing, and the Parties shall execute a new or amended Insertion Order(s) specifying the new Cap in order for the Cap to become effective on the Campaign. If no Cap is set forth in the Insertion Order(s), then there shall be no limit on the Services, including, but not limited to, the number of Actions and associated Fees due to RRM.

1.3 Budget

If expressly set forth in the Insertion Order(s), Advertiser shall pay all Fees for the Services in advance and in full (the "Budget"). The amount of the Budget shall be listed in the Insertion Order(s), and Advertiser shall pay RRM the Budget immediately upon Advertiser's execution of the Insertion Order(s).

1.4 Payment Terms

Advertiser is responsible for all Fees due to RRM and Advertiser authorizes RRM to deduct such amounts from any pre-funded Budget, advance payment or deposit if applicable. Should the Fees generated by Advertiser's Campaign exceed the applicable pre-funded Budget, advance payment or deposit, RRM shall issue invoices to Advertiser. Advertiser shall pay all invoiced amounts on or before the due date listed in each of RRM's invoices. Advertiser shall timely submit payment for all Fees due to RRM for the Services in accordance with the Insertion Order(s), the due dates on all RRM invoices, and these Terms. Advertiser shall make all payments hereunder by cash, cash equivalents, credit card, wire transfer, check, ACH Debit, refund, Automatic Recurring ACH Debit, or by any other payment method agreed to by the Parties in writing, and in US dollars. Advertiser shall pay interest on all late payments at the lesser of the rate of 1.5% per month or the highest rate permissible under applicable law, calculated daily and compounded monthly. Advertiser shall reimburse RRM for all costs incurred in collecting any late payments, including, without limitation, reasonable attorneys' fees. In addition to all other remedies available under the Agreement or at law, RRM shall be entitled to suspend or terminate the Campaign and the performance of any Services if Advertiser fails to pay any amounts when due hereunder. Advertiser shall not withhold payment of any amounts due and payable by reason of any set-off of any claim or dispute with RRM, whether relating to RRM's breach, nonperformance, or otherwise.

1.5 Automatic Recurring Payment

At any time prior to or during a Campaign, RRM may require that Advertiser, and in such case Advertiser agrees to, complete an Authorization form ("Authorization") expressly authorizing RRM to process automatic, recurring, and instant withdrawals of funds from Advertiser's designated financial or credit account to satisfy any and all ongoing prepayment and/or payment obligations of Advertiser to RRM under these Terms and/or any Insertion Order(s). By completing the Authorization, Advertiser authorizes RRM to automatically deduct such payments from a bank account (ACH), credit card, or other financial or credit account, and Advertiser hereby provides RRM express permission to make use of the form of payment elected in the Authorization. In the event that automatic billing is declined, expired, or returned, RRM may automatically process any previously used automatic billing or account on file that was successful. If any payment is declined, charged back, or fails for any other reason, Advertiser shall reimburse RRM for all charges incurred by RRM as the result of any failed payment, in addition to satisfying Advertiser's payment obligations for the Services. RRM may suspend its performance of all Services until these charges are reimbursed. Advertiser agrees that Advertiser shall indemnify, defend and hold RRM harmless for any error by Advertiser, RRM or any financial institution with respect to any such deductions or charges. RRM reserves the right to reject or terminate Advertiser's participation in the Automatic Recurring Payment at all times in RRM's sole discretion.

1.6 Billing Information

Advertiser agrees to provide RRM with accurate billing and contact information, and Advertiser agrees to update this information within fifteen (15) days of any change to it. RRM shall not be liable to Advertiser or to any third party for any claim resulting from Advertiser's neglect or failure to provide accurate billing and information as requested by RRM or required under these Terms.

1.7 Claims or Disputes

Advertiser shall timely submit in writing any claims or disputes it may have with respect to the Services or any charge to Advertiser's account, to RRM within seven (7) days of such claim, dispute, charge, or invoice; otherwise Advertiser shall have forever waived any such claim or dispute, and/or such charge or invoice will be final and not subject to dispute.

1.8 Refunds

Advertiser acknowledges that Advertiser's obligations to pay RRM for the Services are not contingent upon the overall success of the Advertiser's Campaign. All funds paid or due to RRM by Advertiser for the Services are nonrefundable.

1.9 Credit Approval

RRM may require a Credit check from Advertiser at RRM's sole and absolute discretion. Advertiser hereby consents to all such credit checks by RRM, and Advertiser shall provide RRM with all information, and take all further actions reasonably required by RRM in order to carry out all credit checks, including but not limited to completing RRM's standard credit check form. RRM reserves the right to suspend and/or cancel the Services, and/or terminate the Agreement immediately, without further notice to Advertiser, upon Advertiser's refusal to abide by the terms of this Section.

2. Advertiser's Responsibilities, Representations, Warranties, and Covenants

2.1 Creatives

Advertiser and/or Publisher shall at all times create, develop, and be solely responsible for, all Creatives for an Offer or Campaign. Under no circumstances shall RRM be responsible for providing, developing, creating, or determining the accuracy, validity, appropriateness, or legality of Advertiser's or Publisher's Creatives, as well as Advertiser's products or services that are being marketed through the Services. All Creatives shall not violate any rights of any third parties with respect to the Creatives. Creatives shall not include any information or content that is unlawful, unfair, deceptive, misleading, untruthful, unsubstantiated, or otherwise fails to comply with all applicable Laws. RRM shall not have any liability for claims arising from any information or content created by third parties, including the Creatives created, developed, or used by Publisher and Advertiser. RRM does not warrant the validity, legality, or accuracy of such Creatives, or exercise any editorial control over such Creatives, nor does RRM assume any legal obligation for editorial control of the Publisher's and Advertiser's Creatives, including any responsibility or liability for investigating or verifying the accuracy of any content or any other information contained in such Creatives.

2.2 Compliance

Advertiser represents, warrants, and promises that all of Advertiser's own products and services, Creatives, Offer, and Campaign(s) shall at all times comply with all Laws. Additionally, Advertiser shall not use any third party's intellectual property, copyrights, trademarks, trade names, service marks, or brand names, without the express written consent of RRM and the third party owner. Advertiser acknowledges and agrees that RRM shall not have the ability to control, oversee, supervise, monitor, or manage Advertiser's products or services that are the subject of the Campaign. RRM shall not be required to verify or confirm the accuracy or legality of Advertiser's actions or inactions with respect to the Services being provided, and as a result, Advertiser shall rely solely upon its own independent legal counsel, experts, and compliance consultants to ensure Advertiser strictly complies with all applicable Laws at all times. Advertiser agrees that it shall implement all necessary and adequate compliance controls and measures to ensure it complies with these Terms, and all Laws, prior to creating, developing, or publishing Creatives, prior to engaging RRM's Services, and prior to marketing its products and services through RRM's Network. RRM is relying on Advertiser's material representations, warranties, and promises contained in these Terms, and Advertiser agrees that RRM shall not be liable, and Advertiser shall indemnify, defend and hold RRM harmless, for any violation of these Terms or Laws in any way related to the Services, Creatives, and Campaign(s).

2.3 Authority

Advertiser represents and warrants that Advertiser is qualified and licensed to do business and in good standing in every jurisdiction where such qualification and licensing is required for purposes of the Agreement; Advertiser has the full right, power and authority to enter into the Agreement and to perform its obligations hereunder; Advertiser has taken all necessary corporate action to authorize the execution of the Agreement by its representative whose signature is set forth at the end hereof and who is authorized to bind Advertiser to all terms of the Agreement; and when executed and delivered by Advertiser and/or Advertiser's representative, these Terms will constitute the legal, valid and binding obligation of Advertiser, enforceable against Advertiser in accordance with its terms.

3. Fraud, Claims and Disputes

Advertiser acknowledges that there is a potential for fraud by third parties, which is outside the control of RRM, and that Advertiser shall timely and immediately report any instances of fraud. The term "fraud" is defined to include, without limitation, invalid leads, which are leads that do not generate actual consumer interest in an Advertiser's campaign or offer, which may or may not be the result of any wrongdoing of the Publisher in generating the lead or the consumer in providing his or her information in response to a Publisher's advertisement or lead form. As a result, Advertiser agrees that RRM shall not be liable for any and all instances of fraud by third parties, such as end users or consumers, and Advertiser agrees to pay RRM in full for the Services performed under the Agreement, notwithstanding any alleged, potential or actual fraud committed by any third parties. Advertiser further understands that RRM implements policies and procedures to reduce and combat against fraud, and that should RRM discover any fraud, it reserves the right to immediately terminate the Services and the Agreement, if necessary, in addition to pursuing any additional legal remedies. Although RRM implements policies and procedures to reduce and combat against fraud; without sufficient proof of fraud as determined by RRM, Advertiser shall remain obligated to pay RRM for the Services performed under the Agreement.

4. License

RRM grants Advertiser a revocable, non-transferable, non-sublicensable, non-exclusive limited license to participate in the Network and use the Network Site(s) and any data, reports, information or analyses arising out of such use (the "Site Data") solely for the purpose of utilizing the Services hereunder and subject to these Terms and the applicable Offer or Campaign. Advertiser acknowledges and agrees that Advertiser does not have, nor will it claim any right, title or interest in the Network Site(s) software, applications, data, methods of doing business or any elements thereof, or any content or information provided on the Network Site(s). Advertiser may only access the Network Site(s) via web browser, e-mail or in a manner approved by RRM. Advertiser shall not alter, modify, eliminate, conceal, or otherwise render inoperable or ineffective the Network Site(s), and its tags, source codes, links, pixels, modules or other data provided by or obtained from RRM that allows RRM to measure ad performance, track data or Actions, and provide its Services. If instructed to do so by RRM and/or if Advertiser shall be terminated by RRM, Advertiser shall immediately destroy and discontinue the use of any and all RRM data, including Network Site(s), all Confidential Information, and any other material owned by RRM or its clients and Publishers.

5. Termination

Either Party may terminate the Agreement, and/or any particular Insertion Order(s), at any time, by delivering to the other Party no less than forty-eight (48) hours advance written notice of the terminating Party's intention to terminate. No termination shall be effective, and the Agreement shall remain in full force and effect, until forty-eight (48) hours have elapsed from the time the other Party receives the terminating Party's notice of termination. Advertiser shall continue to be obligated to pay for all Actions and associated Fees generated by the Campaign during the forty-eight (48) hour period until termination becomes effective. Upon termination or expiration of the Agreement, for any reason, Advertiser shall:

  • Pay RRM for all outstanding amounts then due and owing in accordance with the terms of the Agreement; and
  • Continue to perform its obligations under the provisions of the Agreement, which are to expressly survive, or that may reasonably be expected to survive, termination or expiration of the Agreement.

Advertiser understands and agrees that RRM will permit the Advertiser to utilize the Services and participate in the Network, subject to Advertiser's compliance with these Terms, the Insertion Order(s), Offer(s), Campaign(s), Laws, and any policies established by RRM from time to time. Should Advertiser fail to comply with these Terms, the Insertion Order(s), Offer(s), Campaign(s), Laws, and any of RRM's policies, RRM may immediately suspend or terminate the Services and/or Advertiser's participation in the Network without notice, effective immediately, which includes, but is not limited to, suspending or terminating a Campaign, and/or removing any of Advertiser's Creatives. In the event of suspension or termination of Advertiser, Advertiser shall pay RRM for all outstanding amounts then due and owing in accordance with the terms of the Agreement, and RRM will have no further obligation to Advertiser.

6. Non-Disclosure and Confidentiality

6.a Non-Disclosure

It is anticipated that the Parties may disclose or deliver certain trade secrets, proprietary information or data, and/or Confidential Information, as defined herein, belonging to them, their Advertisers, Publishers, customers, or affiliates, to each other during the term of this Agreement. The Parties wish to ensure that the information so exchanged is treated by them in the strictest confidence, and the Parties agree to treat all information they receive from the other Party in the strictest confidence from third parties, unless either Party has the written consent of the other Party to disclose their respective "Confidential Information." Accordingly, the Parties agree not to disclose any Confidential Information to any unauthorized person and promise not to use any Confidential Information for any purpose other than in connection with the subject matter contained in the Agreement. Upon termination or expiration of the Agreement for any reason, with or without cause, upon written request, the Parties shall immediately surrender and turn over to the other Party all proprietary and Confidential Information in their possession.

6.b Procedure

If either Party becomes legally compelled to disclose to any third party any Confidential Information belonging to the other Party, including without limitation by way of a court order, subpoena, or civil investigation demand, the Party that is being compelled to disclose any Confidential Information (the "Recipient") shall provide the other Party: (1) prompt written notice, no more than five days from its receipt of any request, of such request for disclosure so that the other Party may seek, at its sole cost and expense, a protective order or other remedy prior to such disclosure; and (2) reasonable cooperation and assistance, at the other Party's sole cost and expense, in opposing such disclosure or seeking a protective order or other limitations on disclosure, prior to such disclosure by the Recipient.

6.c Injunctive Relief

The Parties recognize that each Party has legitimate business interests to protect and as a consequence, each Party, and its principals, agree to the restrictions contained in the Agreement because they further each Party's legitimate business interests. The Parties acknowledge and agree that damages in the event of a breach or threatened breach of the covenants contained above in the Agreement will be difficult to determine and the non-breaching Party will not have an adequate remedy at law, and therefore the Parties agree that they may, in addition to seeking actual damages, seek specific enforcement of the covenants set forth in the Agreement in any court of competent jurisdiction, including, without limitation, by the issuance of a temporary or permanent injunction, without notice and without the necessity of a bond.

6.d Non-Circumvent

Publisher recognizes that RRM may have proprietary relationships with its Advertisers and Publishers agrees not to circumvent RRM's relationships with RRM's Advertisers or Publishers, or to otherwise solicit, purchase, contract for or obtain Services similar to the Services performed by RRM hereunder from any of RRM's Advertisers or Publishers that are known, or should reasonably be known, by Advertisers or Publishers to have such a relationship with RRM.

7. Indemnification

Advertiser agrees to defend, indemnify and hold harmless RRM and its affiliates and their respective members, managers, directors, officers, employees, and agents (collectively "Indemnitees") from any and all actions, suits, claims, demands, investigations, obligations, debts, losses, damages, liabilities, penalties, injury, costs and expenses (including reasonable attorneys' fees and amounts paid in settlement) (collectively "Indemnified Losses") incurred or suffered by one or more of the Indemnitees by reason of, or arising out of any of the following: (a) Advertiser's breach of or failure to perform any of its respective covenants or obligations set out in this Agreement or applicable Insertion Order(s), (b) Advertiser's Creatives, Ads, or Ad Content, (c) Advertiser's negligence, acts, errors, or omissions, or (d) any products or services linked to Advertiser's Creatives, Ads, or Ad Content.

8. Disclaimer of Warranties

RRM PROVIDES ITS SERVICES AND THE SERVICES OF ITS PUBLISHERS AND PARTNERS, AS PERFORMED HEREUNDER, ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTY OF ANY KIND AND WITHOUT ANY GUARANTEE OF CONTINUOUS OR UNINTERRUPTED DISPLAY OR DISTRIBUTION OF ANY OF THE SERVICES. IN THE EVENT OF INTERRUPTION OF DISPLAY OR DISTRIBUTION OF ANY OF RRM'S SERVICES, RRM'S SOLE OBLIGATION WILL BE TO RESTORE THE SERVICES AS SOON AS PRACTICABLE. RRM DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.

9. Limitation of Liability

IN NO EVENT SHALL RRM BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, FOR BREACH OF CONTRACT, WARRANTY, NEGLIGENCE OR STRICT LIABILITY), OR FOR INTERRUPTION OF BUSINESS, LOSS OF USE, LOST BUSINESS, LOST PROFITS, LOSS OF INFORMATION OR DATA, OR THE LIKE, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR INSERTION ORDER(S), OR ADVERTISER'S USE OF RRM'S SERVICES OR NETWORK SITE(S). UNDER NO CIRCUMSTANCES SHALL RRM BE LIABLE TO ADVERTISER OR ANY THIRD PARTIES FOR AN AMOUNT GREATER THAN THE AMOUNTS RECEIVED BY RRM FROM ADVERTISER UNDER THE AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT OF INJURY THAT GAVE RISE TO LIABILITY. RRM SHALL NOT BE RESPONSIBLE FOR ANY CONDUCT, ACTION, INACTION, OR FRAUD OF THE ADVERTISER, PUBLISHER(S), SUB-PUBLISHER(S), ONLINE USERS, OR ANY THIRD PARTIES.

10. Restrictive Covenants Independent

Each restrictive covenant set forth in this Agreement shall be construed as a covenant independent of any other covenant or provision of this Agreement between the Parties, and the existence of any claim or cause of action against RRM, whether predicated upon another covenant or provision of the Agreement or otherwise, shall not constitute a defense to the enforcement by RRM of any other covenant or this Agreement.

11. Notices

All notices shall be sent to the addresses submitted by Advertiser when enrolling, registering, or creating an account with RRM, or when using RRM's Network Site(s) or Services, by certified mail, facsimile, electronic mail (e-mail) or courier. RRM's Services are conducted and provided electronically. Therefore, Advertiser agrees that RRM may communicate electronically with Advertiser with respect to any and all matters relating to the Services.

12. Survival

Each provision of the Agreement reasonably intended by its terms to survive termination or expiration of the Agreement, including, but not limited to, Sections 2, 4, 5, 7, 8, 9, 15, and 16, shall so survive.

13. Attorneys' Fees

In the event of any dispute arising under this Agreement, whether or not a lawsuit or other proceeding is filed, the prevailing party shall be entitled to recover its reasonable attorneys' fees and costs, whether incurred before suit, during suit, or at the appellate level, including all attorneys' fees and costs incurred in litigating entitlement to attorneys' fees and costs, as well as all attorneys' fees and costs determining or quantifying the amount of recoverable attorneys' fees and costs.

14. Waiver of Jury Trial

EACH PARTY TO THE AGREEMENT HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED UPON THE AGREEMENT OR ARISING OUT OF, UNDER OR IN CONNECTION WITH THE AGREEMENT, CAMPAIGN, OFFER, THE INSERTION ORDER(S), OR ANY OTHER AGREEMENT CONTEMPLATED AND EXECUTED IN CONNECTION HEREWITH, OR ANY COURSE OF DEALING, COURSE OF CONDUCT, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY HERETO.

15. Miscellaneous

The Agreement will be governed and construed in accordance with the laws of the state of Nevada without giving effect to conflict of laws principles, and all federal law. In the event of any dispute between the Parties arising from the Agreement, including the Insertion Order(s), Advertiser agrees to submit to exclusive jurisdiction and venue in the courts of Palm Beach County, Nevada. If any provision of the Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue in full force without being impaired or invalidated in any way. Advertiser may not assign the Agreement without the prior written consent of RRM. The Parties' rights and obligations will bind and inure to the benefit of their respective successors, heirs, executors and joint administrators and assigns. The Parties to the Agreement are independent contractors, and no agency, partnership, joint venture or employee-employer relationship is intended or created by the Agreement. The Agreement, including the Parties' Insertion Order(s) between the Parties, sets forth the entire agreement of the Parties and supersedes any and all prior oral or written agreements or understandings between the Parties as to the subject matter hereof.

Publisher Terms and Conditions

1. Approval of Affiliate

Affiliate acknowledges and agrees that Affiliate must obtain official approval from RRM before Affiliate may become an approved Affiliate and participate in the Network, Campaign(s) and/or Offer(s), access the Network Site(s), and before it may receive payment of Fees. If approved, Affiliate will be issued a unique username and password to access the Network Site(s), neither of which may be used by any person other than the Affiliate. Affiliate agrees not to disclose such username and password to any other person or entity, and agrees to keep such information strictly confidential. In order to be eligible to become an approved Affiliate, receive Fees, and in order to maintain an active Affiliate status with the Network, unless otherwise expressly agreed to in the Insertion Order(s), Affiliate must at all times meet the following criteria:

1.a Affiliate Records and Submission

Affiliate may be required to submit the completed Affiliate Record Form, Affiliate Payment Terms form, and Direct Deposit Form, any applicable vendor questionnaires and maintain updated contact and payment information at all times with RRM.

1.b Licensing and Good Standing

Affiliate shall remain qualified and licensed to do business and in good standing in every jurisdiction where such qualification and/or licensing is required for purposes of providing Services under this Agreement.

1.c Authority and Power

Affiliate must have the full right, power and authority to enter into the Agreement and to perform its obligations under the Agreement.

1.d Legal Compliance

Affiliate shall comply with all Laws, as defined herein.

1.e Incentivized Traffic

Affiliate shall not provide any form of Incentivized traffic unless RRM provides prior written approval.

1.f Offer Representation

Affiliate shall not in any way modify, alter, misrepresent or exaggerate the Offer or any part of the Offer.

1.g Website and Email Content Requirements

Affiliate's Website, Affiliate's E-mails, and all Creatives shall contain legitimate content, substance and material, not simply a list of links or advertisements.

1.h Approved Language

Affiliate's Website, Affiliate's E-mails, and all Creatives shall contain the appropriate and approved language in accordance with these Terms, the Offer, Campaign, and Insertion Order(s).

1.i No Deceptive Negative Option Billing

Affiliate's Website, Affiliate's E-mails, and all Creatives shall not use misleading or deceptive negative option billing offers, services or programs, and any negative options billing shall not hide or deceptively place cancelation or key terms in fine print.

1.j No Spawning Pop-ups

Affiliate's Website, Affiliate's E-mails, and all Creatives shall not contain spawning process pop-ups and exit pop-ups.

1.k Intellectual Property Protection

Affiliate's Website, Affiliate's E-mails, and all Creatives shall not use the Advertiser's brand terms, trademarks, trade names or any other intellectual property of the Advertiser without the written consent of Advertiser and RRM.

1.l Prohibition on Misleading Content

Affiliate's Website, Affiliate's E-mails, and all Creatives shall not contain offensive, bogus, fake, false, unfair, deceptive, untruthful, unsubstantiated, fabricated, fraudulent, or misleading reports, claims, news sites, claims of independent testing or results, consumer comments, testimonials, medical advice, approvals or recommendations.

1.m Prohibited Content

Affiliate's Website, Affiliate's E-mails, and all Creatives shall not promote nor contain any racial, ethnic, political, hate-mongering, investment, money-making opportunities, advice not permitted by law, violence, profanity; obscene or sexually explicit content; defamatory, tortious, or threatening content; private or confidential information of another person, unauthorized branding or brand names, materials that impersonate any person or entity, unauthorized endorsements, promotions of illegal activities, substances, drugs, terrorism, crimes, software piracy, hacking, or explosives; any material that contains spyware, adware, spamware, mail bomb, software viruses, computer code, files or Campaigns designed to interrupt, destroy or limit the functionality of any network, computer software or hardware or telecommunications equipment; or contain material or content related to any illegal activity whatsoever.

1.n Third-Party Lists Restrictions

Affiliate shall not market to third-party lists without RRM's prior written approval.

1.o Email Consent and Compliance

Before sending any E-mails, Affiliate shall obtain express consent of all E-mail recipients, comply with all suppression lists, and shall maintain all records evidencing recipient consent or compliance with suppression lists.

1.p Volume Caps Compliance

Affiliate shall comply with all caps or limitations on the volume of Actions or Leads that may be stated in the Insertion Order or as may be set by RRM during the course of a Campaign (including instructions to reduce and/or pause traffic). In no event shall RRM be liable for any Actions or Leads delivered in excess of any stated caps or limitations.

1.q Network Participation Terms

RRM will permit the Affiliate to participate in the Network, subject to compliance with these Terms, the Insertion Order(s), Offer(s), Campaign(s), Laws, and any policies established by RRM from time to time. Affiliate shall permit RRM to audit its books and records upon two (2) business day's prior written notice to ensure Affiliate's compliance with these terms.

1.r Suspension and Termination

Should Affiliate fail to comply with these Terms, the Insertion Order(s), Offer(s), Campaign(s), Laws, and any of RRM's policies, RRM may immediately suspend or terminate Affiliate's participation in the Network without notice, effective immediately, which includes, but is not limited to, deactivating and eliminating Affiliate's access to the Network, and/or removing any of Affiliate's Creatives. In the event of suspension or termination of Affiliate, RRM may in its sole discretion cease any future payment of Fees, without any further obligations to Affiliate.

2. Sub-Affiliates

The Affiliate may engage Sub-Affiliates to perform the Services, provided that:

2.a Sub-Affiliate Approval

Affiliate has obtained prior approval from RRM to engage Sub-Affiliate(s) and all Sub-Affiliates must at all times meet the criteria set forth in Section 1 above.

2.b Sub-Affiliate Tracking

Sub-Affiliate's tracking is set up to track on a Sub-Affiliate level allowing RRM to track and verify all Actions.

2.c Sub-Affiliate Compliance

Sub-Affiliate at all times complies with all the terms and conditions that are applicable to Affiliate under these Terms and the Insertion Order(s).

2.d Sub-Affiliate Suitability

Sub-Affiliate, in the opinion of RRM is not likely to bring the reputation, goodwill or standing of RRM into disrepute or is otherwise unsuitable.

2.e Primary Responsibility

Affiliate remains solely responsible and assumes all responsibility for the actions or inactions of Sub-Affiliate in performing the Services required by Affiliate under this Agreement.

At all times, RRM reserves the right to approve or reject any Sub-Affiliate and may revoke a prior approval of any Sub-Affiliate at any time and for any reason. Affiliate shall be solely responsible for and shall fully and unconditionally indemnify, defend and hold RRM harmless for all actions or inactions of any of its Sub-Affiliates, including the payment of RRM's attorney's fees and costs at the trial and appellate levels, if necessary.

3. TCPA/SMS/MMS Compliance

Affiliate represents and warrants, on behalf of itself and its sub-affiliates, and agrees that, with respect to any marketing and promotion of an Offer through a Call Center and/or SMS Marketing, that:

3.a Call Vendor Questionnaire

Affiliate shall (i) complete a Call Vendor Questionnaire; (ii) provide all Call Center information requested by RRM.

Contact Information

Rapid Response Marketing, LLC
7500 W Lake Mead Blvd #9-463
Las Vegas, NV 89128

Email: kevin@rapidresponseonline.com
Phone and text: 702-848-3954