Affiliate Program Operating Agreement

Affiliate Program Operating Agreement This Affiliate Program Operating Agreement (the "Agreement") is made and entered into by and between MarketHealth ("MarketHealth" or "we"), and you, ("you" or "Affiliate") the party submitting an application to become a MarketHealth affiliate). The terms and conditions contained in this Agreement apply to your participation with affiliate.markethealth.com ("Affiliate Program"). Each Affiliate Program offer (an "Offer") may be for any offering by MarketHealth or a third party (each such third party a "Client") and may link to a specific web site for that particular Offer ("Program Web Site"). Furthermore, each Offer may have additional terms and conditions on pages within the Affiliate Program and are incorporated as part of this Agreement. By submitting an application or participating in an Offer, you expressly consent to all the terms and conditions of this Agreement.

  1. Enrollment in the Affiliate Program

You must submit an Affiliate Program application from our website. You must accurately complete the application to become an affiliate (and provide us with future updates) and not use any aliases or other means to mask your true identity or contact information. After we review your application, we will notify you of your acceptance or rejection to the Affiliate Program, generally within two (2) business days. We may accept or reject your application at our sole discretion for any reason.

Each Affiliate is required to provide MarketHealth with, at minimum, the following information:

(1) In the case of a natural person, the Affiliate's first and last name, physical address, country, telephone number, email address and complete bank account information as to where payments are to be made;

(2) In the case of a business entity, the Affiliate's name and any and all names under which it does business, state of incorporation, registered agent, and the first and last name, physical address, country, telephone number and email address for at least one natural person who owns, manages or controls the Affiliate, and complete bank account information as to where payments are to be made to the Affiliate.

  1. Obligations of the Parties

Subject to our acceptance of you as an Aaffiliate and your continued compliance with the terms and conditions of this Agreement, MarketHealth agrees as follows:

    1. We will make available to you via the Affiliate Program graphic and textual links to the Program Web Site and/or other creative materials (collectively, the "Links") which you may display on web sites owned or controlled by you, in emails sent by you and clearly identified as coming from you and in online advertisements (collectively, "Media"). The Links will serve to identify you as a member of our Affiliate Program and will establish a link from your Media to the Program Web Site.

    2. We will pay Affiliate for each Qualified Action (the "Commission"). A "Qualified Action" means an individual person who (i) accesses the Program Web Site via the Link, where the Link is the last link to the Program Web Site, (ii) is not a computer generated user, such as a robot, spider, computer script or other automated, artificial or fraudulent method to appear like an individual, real live person, (iii) is not using pre-populated fields (iv) completes all of the information required for such action within the time period allowed by MarketHealth and (v) is not later determined by MarketHealth to be fraudulent, incomplete, unqualified or a duplicate.

    3. We will pay you any Commissions earned monthly, provided that your account is currently greater than $25. Accounts with a balance of less than $25 will roll over to the next month, and will continue to roll over monthly until $25 is reached. We reserve the right to charge back to your account any previously paid Qualified Actions that are later determined to have not met the requirements to be a Qualified Action.

    4. Payment for Commissions is dependent upon Clients providing such funds to MarketHealth, and therefore, you agree that MarketHealth shall only be liable to you for Commissions to the extent that MarketHealth has received such funds from the Clients. You hereby release MarketHealth from any claim for Commissions if MarketHealth has not received such funds from the Clients.

    5. MarketHealth shall automatically generate an invoice on behalf of Affiliate for all Commissions payable under this Agreement and shall remit payment to Affiliate based upon that invoice. All tracking of Links and determinations of Qualified Actions and Commissions shall be made by MarketHealth in its sole discretion. In the event that Affiliate disputes in good faith any portion of an invoice, Affiliate must submit that dispute to MarketHealth in writing and in sufficient detail within thirty (30) days of the date on the invoice. If Affiliate does not dispute the invoice as set forth herein, then Affiliate agrees that it irrevocably waives any claims based upon that invoice. In the event that Affiliate is also tracking Qualified Actions and Affiliate claims a discrepancy, Affiliate must provide MarketHealth with Affiliate's reports within three (3) days after 30th day of the calendar month, and if MarketHealth's and Affiliate's reported statistics vary by more than 10% and MarketHealth reasonably determines that Affiliate has used generally accepted industry methods to track Qualified Actions, then MarketHealth and Affiliate agree to make a good faith effort to arrive at a reconciliation. If the parties are unable to arrive at a reconciliation, then MarketHealth's numbers shall govern.

    6. If Affiliate has an outstanding balance due to MarketHealth under this Agreement or any other agreement between the Affiliate and MarketHealth, whether or not related to the Affiliate Program, Affiliate agrees that MarketHealth may offset any such amounts due to MarketHealth from amounts payable to Affiliate under this Agreement.

Affiliate also agrees to:

    1. Be bound by, and specifically agree to, MarketHealth's Advertising and Marketing Content Policy ("AMCP"), which is incorporated herein by reference. Violating any terms of the AMCP will result in immediate termination of any Affiliate (or Affiliate's Network) and forfeiture of all monies owed to such Affiliate (or Affiliate's Network).

    2. Have sole responsibility for the development, operation, and maintenance of, and all content on or linked to, your Media.

    3. Ensure that all materials posted on your Media or otherwise used in connection with the Affiliate Program (i) are not illegal, (ii) do not infringe upon the intellectual property or personal rights of any third party and (iii) do not contain or link to any material which is harmful, threatening, defamatory, obscene, sexually explicit, harassing, promotes violence, promotes discrimination (whether based on sex, religion, race, ethnicity, nationality, disability or age), promotes illegal activities (such as gambling), contains profanity or otherwise contains materials that MarketHealth informs you that it considers objectionable (collectively, "Objectionable Content").

    4. Not make any representations, warranties or other statements concerning MarketHealth or Client or any of their respective products or services, except as expressly authorized herein.

    5. Make sure that your Media does not copy or resemble the look and feel of the Program Web Site or create the impression that your Media is endorsed by MarketHealth or Clients or a part of the Program Web Site, without prior written permission from us.

    6. Comply with all (i) obligations, requirements and restrictions under this Agreement and (ii) laws, rules and regulations as they relate to your business, your Media or your use of the Links.

    7. Comply with the terms, conditions, guidelines and policies of any third party services used by Affiliate in connection with the Affiliate Program, including but not limited to, email providers, social networking services and ad networks.

    8. Always prominently post and make available to end-users, including prior to the collection of any personally identifiable information, a privacy policy in compliance with all applicable laws that clearly and thoroughly discloses all information collection, use and sharing practices, including providing for the collection of such personally identifiable information in connection with the Affiliate Program and the provision of such personally identifiable information to MarketHealth and Clients for use as intended by MarketHealth and Clients.

    9. Always prominently post and make available to end-users any terms and conditions in connection with the Offer set forth by MarketHealth or Client, or as required by applicable laws regarding such Offers.

    10. Make sure to not place MarketHealth ads on any online auction platform (i.e. eBay, Amazon, etc).

The following additional program-specific terms shall apply to any promotional programs set forth below:

    1. Email Campaigns. For all email campaigns, Affiliate must download the "Suppression List" from the Offers section of MarketHealth. Affiliate shall filter its email list by removing any entries appearing on the Suppression List and will only send emails to the remaining addresses on its email list. MarketHealth will provide an opt-out method in all Links, however, if any opt-out requests come directly to Affiliate, Affiliate shall immediately forward them to MarketHealth at jessika@markethealth.com. Affiliate's emails containing the Links may not include any content other than the Links, except as required by applicable law.

    2. Affiliate agrees that failure to download the Suppression List and remove all emails from the database before mailing may result in Commission withholdings, removal or suspension from all or part of the Affiliate Program, possible legal action and any other rights or remedies available to MarketHealth pursuant to this Agreement or otherwise. Affiliate further agrees that it will not mail or market to any suppression files generated through the MarketHealth network, and that doing so may result in Commission withholdings, removal or suspension from the Affiliate Program, possible legal action and any other rights or remedies available to MarketHealth pursuant to this Agreement or otherwise.

    3. Advertising Campaigns. No Links can appear to be associated with or be positioned on chat rooms or bulletin boards unless otherwise agreed by MarketHealth in writing. Any pop-ups/unders used for the Affiliate Program shall be clearly identified as Affiliate served in the title bar of the window and any client-side ad serving software used by Affiliate shall only have been installed on an end-user's computer if the function of the software is clearly disclosed to end-users prior to installation, the installation is pursuant to an affirmatively accepted and plain-Eenglish end user license agreement and the software be easily removed according to generally accepted methods.

    4. Affiliate Network Campaigns. For all Affiliate's that maintain their own affiliate networks:

(1) Affiliate agrees to place the Links in its affiliate network (the "Network") for access and use by those affiliates in Affiliate's Network (each a "Third Party Affiliate"). Affiliate agrees that it will expressly forbid any Third Party Affiliate to modify the Links in any way. Affiliate agrees to maintain its Network according to the highest industry standards. Affiliate shall not permit any party to be a Third Party Affiliate whose web site or business model involves content containing Objectionable Content. All Third Party Affiliates must be in good standing with Affiliate. Affiliate must require and confirm that all Third Party Affiliates affirmatively accept, through verifiable means, this Agreement prior to obtaining access to the Links. Affiliate shall promptly terminate any Third Party Affiliate who takes, or could reasonably be expected to take, any action that violates the terms and conditions of this Agreement. In the event that either party suspects any wrongdoing by a Third Party Affiliate with respect to the Links, Affiliate shall promptly disclose to MarketHealth the identity and contact information for such Third Party Affiliate. Affiliate shall promptly remove any Third Party Affiliate from the Affiliate Program and terminate their access to future Offers of MarketHealth in the Network upon written notice from MarketHealth. Unless MarketHealth has been provided with all truthful and complete contact information for a Third Party Affiliate and such Third Party Affiliate has affirmatively accepted this Agreement as recorded by MarketHealth, Affiliate shall remain liable for all acts or omissions of any Third Party Affiliate.

(2) Each Affiliate Network agrees to be bound by, and specifically agree to the AMCP which is incorporated herein by reference. Violating any terms of the AMCP will result in immediate termination of any Affiliate Network and forfeiture of all monies owed to such Affiliate Network).

(3) Each Affiliate Network is required to provide the information contained in the AMCP to each and every Affiliate under it, and shall retain proof that each Affiliate under it has read, reviewed, and agreed to the AMCP. MarketHealth will require said proof at its discretion. Each Affiliate Network agrees to produce said proof within five (5) business days of MarketHealth's request. Failure to provide proof or failure to provide the AMCP to its Affiliates will result in immediate termination.

  1. No Agency Relationship

An affiliate under this Agreement shall be an independent contractor. Nothing in this Agreement creates a partnership or any agency or fiduciary relationship between the parties. Neither party is a legal representative or an agent of the other party. Neither party may assume or create any obligation, representation, warranty or guaranty, express or implied, on behalf of the other party for any purpose whatsoever. Neither party shall make any representations, guaranties or warranties to any third party on behalf of the other party. Each party shall be solely and entirely responsible for its own acts and omissions and for the acts and omissions of its officers, directors, shareholders, agents, employees, consultants, attorneys, affiliates and associates throughout the term of this Agreement. Each party may participate in other businesses with other individuals and/or business entities.

  1. Confidentiality

Except as otherwise provided in this Agreement or with the consent of MarketHealth, you agree that all information, including, without limitation, the terms of this Agreement, business and financial information, customer and vendor lists, and pricing and sales information, concerning us or any of our affiliates provided by or on behalf of any of them shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by you for any purpose other than your participation in the Affiliate Program, except and solely to the extent that any such information is generally known or available to the public through a source other than you. Affiliate shall not use any information obtained from the Affiliate Program to develop, enhance or operate a service that competes with the Affiliate Program, or assist another party to do the same.

  1. Limited License & Intellectual Property

We grant you a nonexclusive, nontransferable, revocable right to use the Links and to access our web site through the Links solely in accordance with the terms of this Agreement, for the sole purpose of identifying your Media as a participant in the Affiliate Program and assisting in increasing sales through the Program Web Site.

You may not alter, modify, manipulate or create derivative works of the Links or any MarketHealth graphics, creative, copy or other materials owned by, or licensed to, MarketHealth in any way. You are only entitled to use the Links to the extent that you are a member in good standing of the Affiliate Program. We may revoke your license anytime by giving you written notice. Except as expressly stated herein, nothing in this Agreement is intended to grant you any rights to any of MarketHealth's trademarks, service marks, copyrights, patents or trade secrets. You agree that MarketHealth may use any suggestion, comment or recommendation you choose to provide to MarketHealth without compensation. All rights not expressly granted in this Agreement are reserved by MarketHealth.

  1. Termination

This Agreement shall commence on the date of our approval of your Affiliate Program application and shall continue thereafter until terminated as provided herein. You may terminate your participation in the Affiliate Program at any time by removing all Links from your Media, deleting all copies of the Links. We may terminate your participation in one or more Offers or this Agreement at any time and for any reason which we deem appropriate with or without prior notice to you by disabling the Links or providing you with a written notice. Upon termination of your participation in one or more Offers or this Agreement for any reason, you will immediately cease all use of and delete all Links, plus all MarketHealth or Client intellectual property, and will cease representing yourself as a MarketHealth or Client affiliate for such one or more Offers. All rights to validly accrued payments, causes of action and any provisions, which by their terms are intended to survive termination, shall survive any termination, with the express exception of termination for violation of the AMCP, which shall result in forfeiture of all monies owed.

  1. Compliance

MarketHealth makes available to its Affiliates various policies and guidelines designed to reduce fraud and combat consumer deception. These policies include, but are not limited to, general advertising compliance, e-mail marketing, search engine marketing, lead generation, blog-based marketing and product reviews. Each Affiliate and Affiliate Network warrants that (a) it has read MarketHealth's policies and guidelines (the AMCP), which are made available on its website, (b) that it will regularly check MarketHealth's webpage for updates, and (c) shall comply with all policies therein. Affiliate further represents and warrants that it has provided full and accurate information in the sign up process and thereafter with respect to providing methods of generating traffic to advertiser offers sourced from MarketHealth. Affiliate shall retain copies of all offers presented to the public, and shall maintain records of the dates when the marketing materials are publically used. Failure to comply with the representations and warranties set forth in this section will result in campaign denial, account termination and the forfeiture of all monies owed.

  1. Remedies

In addition to any other rights and remedies available to us under this Agreement MarketHealth reserves the right to delete any actions submitted through your Links and withhold and freeze any unpaid Commissions or charge back paid Commissions to your account if (i) MarketHealth determines that you have violated this Agreement, (ii) MarketHealth receives any complaints about your participation in the Affiliate Program which MarketHealth reasonably believes to violate this Agreement or (iii) any Qualified Action is later determined to have not met the requirements set forth in this Agreement or on the Affiliate Program. Such withholding or freezing of Commissions, or charge backs for paid Commissions, shall be without regard as to whether or not such Commissions were earned as a result of such breach. In the event of a material breach of this Agreement, MarketHealth reserves the right to disclose your identity and contact information to appropriate law enforcement or regulatory authorities or any third party that has been directly damaged by your actions.

  1. Anti-Spam Policy

You must strictly comply with the federal CAN-SPAM Act of 2003 (the "Act"). All emails sent in connection with the Affiliate Program must include the appropriate party's opt-out link. From time to time, we may request - prior to your sending emails containing linking or referencing the Affiliate Program that you submit the final version of your email to MarketHealth for approval by sending it to your MarketHealth representative and upon receiving written approval from MarketHealth of your email the email may be transmitted to third parties.

It is solely your obligation to ensure that the email complies with the Act. You agree not to rely upon MarketHealth's approval of your email for compliance with the Act, or assert any claim that you are in compliance with the Act based upon MarketHealth's approval.

  1. Fraud

You are expressly prohibited from using any persons, means, devices or arrangements to commit fraud, violate any applicable law, interfere with other affiliates or falsify information in connection with referrals through the Links or the generation of Commissions or exceed your permitted access to the Affiliate Program. Such acts include, but are in no way limited to, using automated means to increase the number of clicks through the Links or completion of any required information, using spyware, using stealware, cookie-stuffing and other deceptive acts or click-fraud. MarketHealth shall make all determinations about fraudulent activity in its sole discretion.

  1. Representations and Warranties

You hereby represent and warrant that this Agreement constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms and that you have the authority to enter into this Agreement. Subject to the other terms and conditions of this Agreement, MarketHealth represents and warrants that it shall not knowingly violate any law, rule or regulation which is applicable to MarketHealth's own business operations or MarketHealth's proprietary products or services.

  1. Modifications

In addition to any notice permitted to be given under this Agreement, we may modify any of the terms and conditions of this Agreement at any time by providing you with a notification by email. The changes will become effective ten (10) business days after such notice. If the modifications are unacceptable to you, you may terminate this Agreement without penalty solely on the account of such termination within such ten (10) business day period. Your continued participation in this Affiliate Program ten (10) business days after a change notice has been posted will constitute your acceptance of such change. In addition, MarketHealth may change, suspend or discontinue any aspect of an Offer or Link or remove, alter, or modify any tags, text, graphic or banner ad in connection with a Link. Affiliate agrees to promptly implement any request from MarketHealth to remove, alter or modify any Link, graphic or banner ad that is being used by Affiliate as part of the Affiliate Program.

  1. Independent Investigation

You acknowledge that you have read this Agreement and agree to all its terms and conditions. You have independently evaluated the desirability of participating in the Affiliate Program and each Offer and are not relying on any representation, guarantee or statement other than as set forth in this Agreement or on the Affiliate Program.

  1. Mutual Indemnification

Affiliate hereby agrees to indemnify, defend and hold harmless MarketHealth and Clients and their respective subsidiaries, affiliates, partners and licensors, directors, officers, employees, owners and agents against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and costs) based on (i) any failure or breach of this Agreement, including any representation, warranty, covenant, restriction or obligation made by Affiliate herein, (ii) any misuse by Affiliate, or by a party under the reasonable control of Affiliate or obtaining access through Affiliate, of the Links, Offers or MarketHealth or Client intellectual property, or (iii) any claim related to your Media, including but not limited to, the content contained on such Media (except for the Links).

MarketHealth hereby agrees to indemnify, defend and hold harmless Affiliate and its subsidiaries, affiliates, partners, and their respective directors, officers, employees, owners and agents against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and costs) based on a claim that MarketHealth is not authorized to provide you with the Links.

  1. Disclaimers

THE AFFILIATE PROGRAM AND LINKS, AND THE PRODUCTS AND SERVICES PROVIDED IN CONNECTION THEREWITH, ARE PROVIDED TO AFFILIATE "AS IS". EXCEPT AS EXPRESSLY SET FORTH HEREIN, MARKETHEALTH EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. MARKETHEALTH DOES NOT WARRANT THAT THE AFFILIATE PROGRAM OR LINKS WILL MEET AFFILIATE'S SPECIFIC REQUIREMENTS OR THAT THE OPERATION OF THE AFFILIATE PROGRAM OR LINKS WILL BE COMPLETELY ERROR- FREE OR UNINTERRUPTED. MARKETHEALTH EXPRESSLY DISCLAIMS ANY LIABILITY FOR ANY ACT OR OMISSION OF A CLIENT OR THEIR PRODUCTS OR SERVICES. MARKETHEALTH DOES NOT GUARANTEE THAT AFFILIATE WILL EARN ANY SPECIFIC AMOUNT OF COMMISSIONS.

  1. Limitation of Liability

IN NO EVENT SHALL MARKETHEALTH BE LIABLE FOR ANY UNAVAILABILITY OR INOPERABILITY OF THE LINKS, PROGRAM WEB SITES, TECHNICAL MALFUNCTION, COMPUTER ERROR, CORRUPTION OR LOSS OF INFORMATION, OR OTHER INJURY, DAMAGE OR DISRUPTION OF ANY KIND BEYOND THE REASONABLE CONTROL OF MARKETHEALTH. IN NO EVENT WILL MARKETHEALTH BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PERSONAL INJURY / WRONGFUL DEATH, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS OR LOSS OF BUSINESS OPPORTUNITY, EVEN IF SUCH DAMAGES ARE FORESEEABLE AND WHETHER OR NOT MARKETHEALTH HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. MARKETHEALTH'S CUMULATIVE LIABILITY TO AFFILIATE, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THE AMOUNTS PAID TO AFFILIATE BY MARKETHEALTH IN COMMISSIONS DURING THE SIX (6) MONTHS IMMEDIATELY PRIOR TO SUCH CLAIM.

  1. Governing Law & Miscellaneous

Affiliate shall be responsible for the payment of all attorneys' fees and expenses incurred by MarketHealth to enforce the terms of this Agreement. This Agreement contains the entire agreement between MarketHealth and Affiliate with respect to the subject matter hereof, and supersedes all prior and/or contemporaneous agreements or understandings, written or oral. Affiliate agrees that MarketHealth shall not be subject to or bound by any Affiliate insertion order or online terms and conditions that amend, conflict with or supplement this Agreement, regardless of whether MarketHealth "clicks through" or otherwise indicates its acceptance thereof. Affiliate may not assign all or any part of this Agreement without MarketHealth's prior written consent. MarketHealth may assign this Agreement at any time with notice to Affiliate. This Agreement will be binding on and will inure to the benefit of the legal representatives, successors and valid assigns of the parties hereto. The provisions of Section 3, 4(b), 6, 76, 87, 98, 132-165 and any accrued payment obligations shall survive the termination of this Agreement with the express exception of termination for violation of the AMCP, which shall result in forfeiture of all monies owed.. Except as set forth in the "Modifications" section above, this Agreement may not be modified without the prior written consent of both parties. If any provision of this Agreement is held to be void, invalid or inoperative, the remaining provisions of this Agreement shall continue in effect and the invalid portion of any provision shall be deemed modified to the least degree necessary to remedy such invalidity while retaining the original intent of the parties. Each party to this Agreement is an independent contractor in relation to the other party with respect to all matters arising under this Agreement. Nothing herein shall be deemed to establish a partnership, joint venture, association or employment relationship between the parties. No course of dealing nor any delay in exercising any rights hereunder shall operate as a waiver of any such rights. No waiver of any default or breach shall be deemed a continuing waiver or a waiver of any other breach or default.

By submitting and application to Affiliate Program, you affirm and acknowledge that you have read this Agreement in its entirety and agree to be bound by all of its terms and conditions. If you do not wish to be bound by this Agreement, you should not submit an application to Affiliate Program. If an individual is accessing this Agreement on behalf of a business entity, by doing so, such individual represents that they have the legal capacity and authority to bind such business entity to this Agreement. This Agreement was last revised on 04-06-200911/3/2015.

Advertising and Marketing Content Policy

Market Health has various policies and guidelines designed to reduce fraud and combat consumer deception, which are summarized in this Advertising and Marketing Content Policy (“AMCP”). Each Affiliate and Affiliate Network is required to read and specifically agree to the AMCP.

This policy is not intended to be comprehensive. Market Health Reserves the right to terminate, disconnect, disable or halt payments from any Affiliate or Affiliate Network that, to its knowledge, presents fraudulent or deceptive advertising to consumers or any other practices contrary to this policy.

Any specifically-defined terms are included in the last section of this AMCP.

Any questions regarding these policies should be directed to your Affiliate Manager.

I. PROHIBITED BUSINESS ACTIVITIES

All Affiliates and Affiliate Networks are prohibited from:

A. Misrepresenting any material fact, expressly or by implication, including, but not limited to:

1. That any website or other publication is an objective news report (including but not limited to using domain names or logos of major broadcast and television networks, falsely representing that the reports on the sites has been seen on the networks);

2. That any objective news reporters have performed independent tests of any product, service or program, including Dietary Supplements, Drug, or Cosmetic Supplies;

3. That any independent tests demonstrate the effectiveness of any product, service or program featured in any website or other publication, including Dietary Supplements, Drug, or Cosmetic Supplies;

4. That comments posted on websites express the views of independent consumers;

5. That there is no cost for a trial of goods or services or that consumers will only be charged a nominal fee (any shipping and handling or additional terms and conditions need to be displayed close to the word “Free,” when that word is used);

6. The total cost to purchase, receive or use the product, service or program;

7. Any material restrictions, limitations, or conditions to purchase or receive the product, service or program;

8. Any material aspect of the performance, efficacy, nature or central characteristics of the product, service or program;

9. Representing that a specific product has a celebrity endorsement, when no such endorsement exists (i.e. Dr. Oz, Oprah, etc.)

10. Having misleading links on web pages, i.e. Twitter links that don’t go to Twitter.

11. Having false geo-targeting claims, unless such claims are truthful (i.e. “New Law in California”)

12. Having false limited time and supply claims (i.e. a countdown clock or “only 5 left in stock,” unless such claims are true)

B. Failing to disclose, Clearly and Prominently:

1. Any material connection, when one exists, between any user or endorser of any product, service or program and Market Health or any other Affiliate or person manufacturing, advertising, labeling, promoting, offering for sale, selling or distributing such product, service or program;

2. If applicable, that the content of any website or other publication has not been authored by an objective journalist but is in fact an advertisement placed for compensation;

3. If applicable, that the consumer will be subject to recurring charges for additional shipments of goods or services unless and until the consumer takes specific steps to cancel the additional shipments.

II. PROHIBITED REPRESENTATIONS: WEIGHT LOSS CLAIMS

All Affiliates and Affiliate Networks shall not make claims (either directly, by implication, endorsement, depiction, illustration, or other means) that the product:

A. Causes or helps weight loss;

B. Causes or helps rapid weight loss; or

C. Causes or helps substantial weight loss;

Unless the representation is non-misleading and, at the time of making the representation, relies on competent and reliable scientific evidence that substantiates that the representation is true, backed by at least two Adequate and Well-Controlled Human Clinical Studies.

III. PROHIBITED REPRESENTATIONS: OTHER HEALTH CLAIMS

All Affiliates and Affiliate Networks shall not make claims (either directly, by implication, endorsement, depiction, illustration, or other means) about the health benefits, performance or efficacy of a product unless the representation is non-misleading, and, at the time of making such representation, has competent and reliable scientific evidence based on standards accepted in the relevant scientific fields, conducted and evaluated in an objective manner.

IV. PROHIBITED REPRESENTATONS: NON-HEALTH CLAIMS

All Affiliates and Affiliate Networks shall not make claims (either directly, by implication, endorsement, depiction, illustration, or other means) about the benefits, performance or efficacy of a product unless the representation is non-misleading, and, at the time of making such representation, has competent and reliable evidence based on standards accepted by professionals in the relevant area, conducted and evaluated in an objective manner.

V. PROHIBITED REPRESENTATIONS: TESTS/STUDIES

All Affiliates and Affiliate Networks shall not make any misrepresentations the existence, contents, validity, results, conclusions or interpretations of any test, study or research in connection with the sale or use of any product.

VI. DEFINITIONS

A. “Adequate and Well-Controlled Human Clinical Study” means a human clinical study that is randomized, double-blind, placebo-controlled and conducted by persons qualified by training and experience to conduct such a study.

B. “Affiliate” means any person who participates in Market Health’s affiliate program.

C. “Affiliate Network” means any person who provides another person with Affiliates for an Affiliate Program or whom any person contracts with as an Affiliate to promote any good or service.

D. “Clearly and Prominently” means (a) in textual communications (i.e. printed publications or words on a computer screen), the required disclosures are of a type, size and location sufficiently noticeable for an ordinary consumer to read and comprehend them, in print that contrasts on the background on which they appear; (b) in communications disseminated orally or through audible means (i.e. streaming audio) the required disclosures are delivered in a volume and cadence sufficient for an ordinary consumer to hear and comprehend them; (c) in communications disseminated through video means (i.e. streaming video), the required disclosures are in writing in a form consistent with subparagraph (a) and appear on screen long enough for a consumer to read and comprehend them; (d) in communications made over online services, the required disclosures are unavoidable and consistent with the preceding paragraphs, and (e) that all disclosures are presented in understandable language.

E. “Cosmetic Supplies” means any product or service that is intended to enhance or alter physical appearance, including but not limited to teeth whitening or skin cream products.

F. “Dietary Supplement” means any product labeled as a dietary supplement, or any pill, tablet, capsule, powder, softgel, gelcap, liquid or other similar form containing one or more ingredients that are a mineral, herb, botanical, amino acid, or other dietary substance for use to humans to supplement the diet and is not represented to be used as a food item.

G. “Drug” means any items recognized in the official United States Pharmacopoeia, the official Homeopathic Pharmacopoeia of the United States, or official National Formulary, or supplement to any of them, that are intended for use in the diagnosis, cure, mitigation, treatment or prevention of disease, or intended to affect the structure or function of the human or animal body.

H. “Endorsement” means any advertising message, i.e. verbal statements, demonstrations, depictions of name, seal of an organization, etc. that consumers are likely to believe reflects the opinions beliefs findings or experience of a party other than the sponsoring advertiser.