INDEPENDENT AFFILIATE PARTNER AGREEMENT


1. Authorization and Contract
By executing the TicketGuard Independent Affiliate Partner Agreement (“Agreement”), you apply for legal authorization to become a TicketGuard Independent Affiliate Partner and enter into contract with TicketGuard, LLC, hereinafter “TicketGuard.” You acknowledge that prior to signing you have received, read, and understood the TicketGuard Policies and Procedures, which are incorporated into this Agreement and made part of it as if restated in full, as stipulated by TicketGuard, LLC.; and that you have read and agree to all terms set forth in this Agreement. TicketGuard reserves the right to reject any Independent Affiliate Partner enrollment for any reason deemed.

2. Expiration, Renewal, and Termination
The term of this Agreement is month to month (subject to prior cancelation or disqualification as provided in the Policies and Procedures). Enrolled TicketGuard Independent Affiliate Partners are allowed to cancel participation in the TicketGuard Affiliate Partner program at any time without further obligation or commitment. If you decide not to cancel your TicketGuard Independent Affiliate Partner enrollment, or if it is canceled or terminated for any reason, you understand that you will permanently lose all rights as a TicketGuard Affiliate Partner. You shall not be eligible to market/register TicketGuard Citation Protection Plan subscription to the public at large nor shall you be eligible to receive commissions, residuals, overrides, or other income resulting from the activities of your former downline sales organization.
In the event of cancelation, termination, or nonrenewal, you waive all rights you have, including, but not limited to, any bonuses, commissions, or other remuneration. TicketGuard reserves the right to terminate all Independent Affiliate Partner Agreements without notice if the Company elects to: (1) cease business operations; (2) dissolve as a business entity; or (3) terminate distribution of its Citation Protection Plan subscription product and/or services via direct selling channels. Independent Affiliate Partner(s) may cancel this Agreement at any time, and for any reason, upon email notice to TicketGuard, LLC. at marketersupport@MyTicketGuard.com. TicketGuard may cancel this Agreement for any reason without advance written notice to the Independent Affiliate Partner. TicketGuard may also terminate immediately with notice this Agreement, if the TicketGuard Independent Affiliate Partner breaches any of its provisions.



3. Independent Contractor Status
You agree this authorization does not make you an employee, agent, broker, or legal representative of TicketGuard. As an INDEPENDENT CONTRACTOR, you will be operating your own independent business, marketing Citation Protection Plan subscription(s) available through TicketGuard, LLC. on your own account. You have complete freedom in determining the number of hours that you will devote to your marketing of the Citation Protection Plan subscription, and you have the sole discretion of scheduling such hours. You are not allowed to purchase, create or register any third-party marketing materials including but not limited to business cards, marketing brochures, branded apparel and merchandise related to or duplicating the TicketGuard logo and or related to the marketing of the TicketGuard Independent Affiliate Partner program or Citation Protection Plan subscription product. All TicketGuard Affiliate Partners must only use marketing material, videos, and any other content produced or published and provided exclusively by TicketGuard, LLC. for use in marketing the TicketGuard Independent Affiliate Partner opportunity or the TicketGuard Citation Protection Plan subscription. Your Partner Agreement may be terminated immediately as a TicketGuard Independent Affiliate Partner if you produce, create or publish any unauthorized marketing content. You will receive IRS Form 1099-MISC reflecting the amount of income paid to you during the calendar year. By agreeing to these terms, you agree to receive the 1099-MISC form electronically. It will be your sole responsibility to account for such income on your individual or business income tax returns.


4. Plan Subscription Cancellations
TicketGuard allows holders of its Citation Protection Plan subscription to cancel at any time for any reason their subscription without further obligation. TicketGuard, LLC. must receive monthly subscription cost from each registered Citation Protection Plan before commission or residual payout can be made to any applicable TicketGuard, LLC. Affiliate Partner. In order to receive residuals and commission override payments Subscribers must retain plan subscription for a minimum of thirty (30) calendar days before any cancellation is requested. TicketGuard Affiliate Partners who enroll Subscribers that cancel plan subscription prior to the 30-Day Rule will not receive any commission, residual or override payments arising from that applicable registered Citation Protection Plan(s) that have been cancelled within the 30-Day Rule period. TICKETGUARD DOES NOT HAVE A CHARGEBACK POLICY!!!

5. Presenting the TicketGuard™ Compensation Plan
You agree when presenting the TicketGuard Compensation Plan to present it in its entirety as outlined in official TicketGuard materials, emphasizing that enrollment and subscription of TicketGuard Citation Protection Plans by consumers are required to receive compensation in the form of residuals from the monthly subscription price of a Citation Protection Plan subscribed via your marketing efforts. In presenting the plan to prospects or subscribers, you agree not to utilize, produce, publish or create any literature, materials, or aids not produced or specifically authorized in writing by TicketGuard LLC. You agree to instruct all prospective Independent Affiliate Partners that TicketGuard emphasizes that Partners commit their individual effort towards effectively marketing TicketGuard Citation Protection Plan subscription(s) and encouraging licensed drivers to subscribe.

6. Marketing/Enrollment of Citation Protection Plan(s)
You agree to make no representations or claims regarding the TicketGuard Citation Protection Plan beyond those communicated and stated in official TicketGuard Citation Protection Plan terms and restrictions and or via the corporate website.

7. Non-Competition Agreement
In accordance with the Policies and Procedures, you agree that during the period while you are a TicketGuard Independent Affiliate Partner, and for twenty-four (24) months following cancellation or termination of your TicketGuard Independent Affiliate Partner participation and enrollment, you will not compete with TicketGuard, LLC. or the Citation Protection Plan subscription or its concept premise as a product. If this covenant is breached in any way TicketGuard, LLC. reserves the right and privilege to litigate in civil court for monetary damage award having a minimum cash amount of five-million dollars (USD) payable to TicketGuard, LLC. as result of breach or violation of this particular covenant. This covenant shall survive the expiration or termination of your authorization and contract with TicketGuard, LLC.

8. Non-Solicitation Agreement
In accordance with the Policies and Procedures, you agree that during the period while you are an Independent Affiliate Partner, and for two (2) calendar years following cancellation or termination of your partner program enrollment, you will not encourage, solicit, or otherwise attempt to recruit or persuade any other TicketGuard Independent Affiliate Partner or other individual, investor, entity to compete with the business of TicketGuard, LLC and its Citation Protection Plan subscription concept. TicketGuard, LLC. reserves the right to litigate in civil court if this covenant is breached or violated for a minimum amount of one-million dollars in monetary damages as a result of any breach.

9. No Violation of Previous Agreement
You agree that you are not currently in material breach of, and will not during the term of this Agreement be in material breach of, any other contract, obligation, or covenant that would affect your ability to perform hereunder, and as a result of entering into this Agreement, will not materially breach any contract, obligation, or covenant (such as a covenant not to compete located in a prior agreement).




10. Consents
You agree to permit TicketGuard, LLC. to add your business logo to its website content displaying your business as a TicketGuard Affiliate Partner if elected by TicketGuard, LLC.

11. Modification of Terms
With the exception of the dispute resolution section in Policies and Procedures, which can only be modified by way of TicketGuard, LLC. ownership consent, the terms of this Agreement may be modified per discretion of TicketGuard, LLC.

12. Jurisdiction and Governing Law
The formation, construction, interpretation, and enforceability of your contract with TicketGuard, LLC. as set forth in this Independent Affiliate Partner Agreement and any incorporated documents shall be governed by and interpreted in all respects under the laws of the State of Georgia without regard to conflict of law provisions. TicketGuard, LLC. is compliant with State of Georgia statutes that govern multi-level marketing companies based and operating within the state of Georgia; refer to state statutes GA Code Section 10-1-411 through GA Code Section 10-1-417.



13. Dispute Resolution
All disputes and claims relating to TicketGuard, its Citation Protection Plan concept, the rights and obligations of an Independent Affiliate Partner and TicketGuard, or any other claims or causes of action relating to the performance of either an Independent Affiliate Partner or TicketGuard under the Agreement or the TicketGuard Policies and Procedures shall be settled totally and finally by arbitration as enumerated in the Policies and Procedures in Atlanta, Georgia, or such other location as TicketGuard, LLC. prescribes, in accordance with the Federal Arbitration Act and the Commercial Arbitration Rules of the American Arbitration Association, except that all parties shall be entitled to discovery rights allowed under the Federal Rules of Civil Procedure. Additionally, you agree not to initiate or participate in any class action proceeding against TicketGuard, whether in a judicial or mediation or arbitration proceeding, and you waive all rights to become a member of any certified class in any lawsuit or proceeding. This agreement to arbitrate shall survive any termination or expiration of the Agreement. Nothing in the Agreement shall prevent TicketGuard, LLC. from applying to and obtaining from any court having jurisdiction a writ of attachment, garnishment, temporary injunction, preliminary injunction, permanent injunction, or other equitable relief available to safeguard and protect its interest prior to, during or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding.


14. Time Limitation
If an Independent Affiliate Partner wishes to bring an action against TicketGuard, LLC. for any act or omission relating to or arising from the Agreement, such action must be brought within one (1) year from the date of the alleged conduct giving rise to the cause of action. Independent Affiliate Partner waives all claims that any other statutes of limitations apply.

15. Miscellaneous
If any provision of the Agreement is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and the balance of the Agreement will remain in full force and effect. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. The provisions of this Agreement, including all documents incorporated herein by reference, embody the whole agreement between you and TicketGuard and supersedes any prior agreements, understandings, and obligations between you and TicketGuard concerning the subject matter of your contract with TicketGuard.

16. Notice of Right to Cancel
You may terminate your participation in the TicketGuard Independent Affiliate Partner Program at any time with no further obligation with the understanding that no future commissions shall be paid to you from any existing Citation Protection Plan subscriptions caused by your effort and attributed to your plan enrollment count which becomes effective immediately upon date of termination or cancellation of participation in the TicketGuard, LLC. Independent Affiliate Partner Program. You therefore agree not to inactivate nor un-enroll any subscriber of the Citation Protection Plan that subscribed initially due to your marketing efforts as a direct result of your cancellation or termination of participation from the partner program. If you have Independent Affiliate Partner account inactivity for a period of 30 calendar days, TicketGuard, LLC. reserves the right to cancel your affiliate partner enrollment immediately with notice at which time you will cease to receive any monetary commission payout(s)

17. Submission of Electronic W-9
Under penalty of perjury, I certify that (1) the number shown on this form is my correct taxpayer identification number or IRS EIN, and (2) I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, and (3) I am a legal U.S. Citizen. Furthermore, you agree to submit valid state issued ID/Driver’s License or U.S. Passport as identification document. You understand that TicketGuard, LLC. Will provide to you an IRS 1099 Form for purpose of tax reporting. It is your responsibility to properly file my 1099 form with the IRS and or applicable state agency where required. TicketGuard, LLC. Will not submit or file any tax related forms or documents on your behalf as a result of any earnings you have or will receive from TicketGuard, LLC. You are required to complete the IRS Form 1099 provided by TicketGuard, LLC. During your Subscription enrollment within TicketGuard, LLC. Website. Your payable earnings will not be processed for deposit without completion of IRS Form 1099.

18. Independent Affiliate Partner Enrollment
Pursuant to this agreement you understand that you are not required nor encouraged to provide any enrollment fees to participate in the TicketGuard Independent Affiliate Partner program. Your participation and enrollment is without charge and includes enrollment and unlimited access to your Independent Affiliate Partner dashboard maintained via the TicketGuard website Independent Affiliate Partner portal. You also understand that there is a monthly Back Office Portal fee of $6.00 (which is deducted from monthly commission payout) to remain active as a TicketGuard Affiliate Partner. I further agree to receive compensation from TicketGuard, LLC. via Stripe payment processing system and furthermore relieve TicketGuard, LLC. of any processing delays or periods that may arise because of the ACH process within the Stripe.com processing system or any processing system utilized for ACH by your banking institution or online platform. Furthermore, you understand and agree that ACH processing of your monthly commissions may take up to three (3) business days to fully process and transact into your bank account. I also agree to provide TicketGuard, LLC. with the necessary data required to process my enrollment, such as my full name, SSN/EIN (for IRS reporting), upload copy of valid state issued identification card, current mailing address, current daytime telephone number, valid email address, and must attest that you are indeed a citizen of the United States. I agree to update my personal data as needed and required. I understand and agree that I am not required to subscribe monthly to a TicketGuard Citation Protection Plan to enroll as a TicketGuard Affiliate Partner, however. You understand and agree that TicketGuard, LLC. will compensate you with a 30-percent commission of $3.00 monthly per each new Citation Protection Plan subscription registered as a direct result of your marketing efforts. You understand and agree that you must place due emphasis on generating Subscribers for the TicketGuard Citation Protection Plan subscription, you understand and agree that your sole efforts should not be concentrated on sponsoring new Independent Affiliate Partners for TicketGuard, LLC. You agree to fully read all content regarding the TicketGuard Independent Affiliate Partner program e.g. this partner agreement and the accompanying Policies and Procedures. I understand that this agreement may be modified at any time without prior notice per TicketGuard, LLC.

19. Independent Affiliate Partner Compensation Breakdown
For each TicketGuard Citation Protection Plan subscription you develop via subscribers TicketGuard will compensate you with a monthly 30% commission residual of $3.00 for the life of the plan subscription. The $3.00 commission residual will be paid to you and distributed between the 1st and 5th of each new month via ACH.