Operating Agreement

1. Enrollment in the Program
   

   To enroll, simply submit a complete Reseller Application (.pdf). We may reject your application if we determine (in our sole discretion) that your business is unsuitable for the Program. Unsuitable businesses include (but are not limited to) those that:

   • promote sexually explicit materials
   • promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
   • promote illegal activities
   • violate intellectual property rights

   By participating in the Program you agree that you will not engage in any such activities. If we reject your application, you are welcome to re-apply to the Program at any time. You should also note that if we accept your application and your business is thereafter determined (in our sole discretion) to be unsuitable for this program, we may terminate this agreement.

2. Levels of Reseller
   

   • Distibutor

     Distributors purchase inventory from Less EMF Inc. at wholesale pricing. Distributors market the products directly to their customers and handle all payment and shipping details, as well as customer service issues. Occasional drop shipping is still possible for items not stocked. Payment to Less EMF Inc. is required with each Distributor order. Distributor Pricing is sent by e-mail to distributors, and is updated periodically. Distributor Pricing varies according to quantity of each item ordered.

   • Affiliate

     Affiliates decide which specific Less EMF Inc. products are most appropriate for their target market. Affiliate displays product(s) with text, graphics, and pricing on Affiliate's website with a special "order now" button.

     Less EMF Inc. will provide Affiliate with instructions about these special "tagged" links to Less EMF Inc's shopping cart. Only these special tagged links permit accurate tracking, reporting, and commission fee accrual. Affiliate should test and ensure that each of the links between Affiliate's site and Less EMF shopping cart uses proper link format. Affiliate will earn commissions only with respect to activity occurring directly through these special tagged links. Less EMF Inc. will not be liable to Affiliate for any failure to use correctly formatted links.

     Less EMF Inc. reserves the right to reject orders that do not comply with any requirements that we may establish periodically. Less EMF Inc. will be responsible for all aspects of order processing and fulfillment.

     By participating in the Affiliate Program and placing any of the above mentioned links within Affiliate's site, Affiliate agrees that Less EMF Inc. may receive and process information from or about visitors who click through from Affiliate's site.

     Further, Affiliate acknowledges and agrees s/he will: (a) use any data, images, text, or other information obtained from Less EMF Inc. or www.lessemf.com website in connection with this Agreement ("Content") only in a lawful manner; (b) not modify or alter any Content that consists of a graphic image, other than to resize it; (e) not sell, redistribute, sublicense or transfer any Content; (f) not use any Content in a manner intended to send sales to any site other than the LessEMF.com site; and (g) promptly delete any Content that is no longer displayed on the LessEMF.com site or that we notify you is no longer available for your use.

     Affiliate can change the mix of products presented at any time. Visitors click from Affiliate's site directly to a special shopping cart and purchase items. Less EMF Inc. processes the order and drop ships the item(s) ordered. No invoice, packing slip, or catalog documentation from Less EMF Inc. accompanies the parcel (except where international shipment requires such documentation). Affilate's return address shows on the parcel. Affiliate receives complete order information via e-mail and should send a confirming e-mail/invoice to the customer. Affiliate may use this information to maintain a database for future contact.

     Affiliate determines the retail price of the goods sold. Commission is determined as follows:

     Total cost of the sale
     - minus 90% of our retail price
     - minus sales tax (if any)
     - minus express or international shipping cost (if any)

     The net effect is that you earn a 10% commission, plus the ground shipping cost, if you post a price for the product which is the same as our normal retail price. If you post a higher price, your commission is higher. If you post a lower price, your commission is lower. The sales price of each item is up to you.

     Returns/refunds, NSF and chargebacks will earn a negative commission.

     Commissions are paid quarterly and only after order, payment and shipping have been successful. Commissions to Affiliates in USA can be paid by company check or Paypal. Commissions to Affiliates outside USA are paid by Paypal only.

   • Referrer

     Referrers put special referral links on their website. Visitors using these links are directed to www.LessEMF.com. Referrers earn referral commissions if a visitor makes an online purchase during that session. Commission is 10% of the sales price (not including shipping and sales tax).

     We reserve the right to reject orders that do not comply with any requirements that we may establish periodically. We will be responsible for all aspects of order processing and fulfillment. Among other things, we will prepare invoices, process payments, returns, and handle customer service. We will track sales made to customers who purchase products by using these special tagged links and will make reports available to Affiliates summarizing this sales activity. The form, content, and frequency of the reports may vary from time to time in our discretion.

     Commissions are paid quarterly. Commissions to Referrers in USA can be paid by company check or Paypal. Commissions to Referrers outside USA are paid by Paypal only. An invoice from Less EMF Inc and possibly other documentation will accompany the parcel. Referrers do not receive notice of each sale.

     Customers who buy products through this program will be deemed to be customers of LessEMF.com. Accordingly, all LessEMF.com rules, policies, and operating procedures concerning customer orders, customer service, product sales and returns 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 under this program in accordance with our own pricing policies. Product prices and availability may vary from time to time. We will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular product.

   In addition, Referrer may not in any manner misrepresent or embellish the relationship between Less EMF INc. and Referrer, or express or imply any relationship or affiliation between us and you or any other person or entity except as expressly permitted by this agreement (including by expressing or implying that LessEMF.com supports or contributes money to any charity or other cause).

3. Limited License
   Less EMF Inc. grants a nonexclusive, revocable right to use the graphic image and text described in Section 6 and such other text or images for which we grant express permission, solely for the purpose of identifying your site as a Program participant and to assist in generating Product sales. 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. We may revoke your Affiliate status at any time by giving you written notice.
4. 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, including but not limited to: creating and posting product descriptions on your site and linking properly to our site; the accuracy and appropriateness of information posted on your site; and ensuring that materials posted on your site do not violate or infringe upon the rights of any third party (including, for example, copyrights or trademarks).

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.

5. Term of the Agreement
   The term of this Agreement will begin upon our acceptance of your program 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 links to our site, and all LessEMF.com trademarks and logos, and all other images, text or other materials provided by us to you in connection with this program. You are eligible to earn referral fees only on qualifying sales that occur during the term, and referral fees earned through the date of termination will remain payable only if the related orders are not canceled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
6. Modification
   We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a new agreement on our website. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.
7. 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 representations on our behalf.
8. Disclaimers
   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.
9. Independent Investigation
   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. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.
10. Miscellaneous
    This Agreement will be governed by the laws of the United States and the state of New York, 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.