8K A Week
Membership Agreement
Amendments and Modifications

Amendments and Modifications

8K A Week reserves the right to amend 8K A Week governing documents, Policies, Procedures, Terms and Conditions, the 8K A Week commission program, company web sites, etc. at any time, as the Company in its sole discretion deems appropriate.

Changes are considered effective and binding on all Members as of the date of them being posted live on the 8K A Week web site. Members who continue to participate in any 8K A Week program after such amended policies have been published by 8K A Week shall be deemed to have been accepted by all Members and agreed to any such amended policies, terms and requirements.

Non-Waiver Provision

No failure, delay or omission of 8K A Week to exercise any right, power or provision contained within the 8K A Week Policies and Procedures shall constitute a waiver of 8K A Week's right to demand exact compliance with all terms and provisions contained within the 8K A Week Terms and Conditions and/or Policies on future defaults by any member.

Indemnity Agreement

In consideration for receiving 8K A Week Products and/or for participating in any aspect of an 8K A Week program, each Member agrees to indemnify and hold harmless 8K A Week, its shareholders, general/limited partners, successors assigns, trusties, beneficiaries, employees, agents, attorneys, officers and directors in any corporate or other business capacity from and against any and all demands, liabilities, losses, costs, penalties, obligations, interest, damages and expenses of whatever nature or kind, including without limitation attorneys fees (including both outside and in-house counsel), and all other expenses, related to or arising from participation in any 8K A Week program.

Without limiting the generality of the for going, this indemnity shall extends to include without limitation any actions, results, causes of action or allegations in connection with (i) any Associate Member's 8K A Week business and its affiliates activities as an 8K A Week Member; (ii) any breach of any terms, policies and conditions agreed to by the Associate Member and/or contained in any of the 8K A Week Policies and Procedures and/or, (iii) violation of any federal, state, provincial and/or local law, statue, ordinance, rule or regulation.

Entire Agreement

All 8K A Week Terms and Conditions and Policies, as well as all other 8K A Week governing documents, are hereby incorporated into Member's Membership with 8K A Week. These together constitute the entire agreement of 8K A Week and any Member regarding their business relationship, and supersedes and renders all prior and contemporaneous agreements, claims, representations and understandings, oral and/or written, by or of the parties in connection with the subject matter hereof, null and in void in whole or in part.

Severability

If, under any applicable and binding law or rule of any applicable jurisdiction, any provision of these Terms and Conditions and Policies, or any specific standard or operating procedure which 8K A Week has proscribed, is held to be invalid or unenforceable, 8K A Week and its officers shall have the right to modify the invalid or unenforceable provision, specification, standard or operating procedure or any portion thereof to the extent required to make it valid and enforceable. The parties shall be bound by any such modification, and the modification will be effective only in the jurisdiction(s) in which it is required. Notwithstanding any such modification, if any provision of the 8K A Week Terms and Conditions shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from the remainder of the 8K A Week Terms and Conditions and Policies, and shall not affect the validity and enforceability of any remaining provisions, nor shall it affect any other standard and operating procedures which 8K A Week has prescribed.

8K A Week Liability

To the extent permitted by law, 8K A Week shall not be liable for, and all Members release 8K A Week and its officers from and waive all claims concerning, any loss of profits, any special or consequential damages, or any other losses incurred or suffered by any Activated Member and/or Guest as a result of: (a) the breach by the Activated Member and/or Guest of the terms and conditions specified in any 8K A Week Terms and Conditions or Policies; (b) the failure by an Activated Member to provide any information or data required by 8K A Week to operate its business and/or to conform to applicable laws; (c) any incorrect or falsified information provided, intentionally or not, by any Activated Member, or by any agent or authorized representative of any such Member; and/or (d) any failure or inability by a Member to meet, comply with, or adhere to the corporations standards and principles of corporate compliance and governance.

No Agency or Third-Party Beneficiary

8K A Week is not the agent, fiduciary, trustee or other such representative of any Member. Nothing expressed or mentioned in or implied from these Terms and Conditions is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy or claim under or in respect to this Agreement.

Jurisdiction and Applicable Laws

The exclusive jurisdiction for any claim, controversy, lawsuit or resolution of any matter relating to or arising under any 8K A Week Terms and Conditions or Policies shall be the city of Panama, Panama. The laws of Panama govern this Agreement and all of its terms and conditions, without regard to any conflict of laws principles.

Arbitration

Except as noted herein, any dispute, controversy and/or claim arising out of or relating to 8K A Week, the 8K A Week business opportunity, 8K A Week Products, and/or any rights and obligations of Members, or any other claims or causes of action relating to the performance under these Agreements by either 8K A Week or any Member and/or Members purchase of 8K A Week Products shall be submitted exclusively before binding arbitration, with hearings to be held in Panama, or such other location as 8K A Week may designate in its sole discretion.

Each party to the arbitration shall be responsible for its own costs and expenses of arbitration, including legal and filing fees. The decision of the arbitrator shall be final and binding on the parties and may be reduced to judgment in any court of competent jurisdiction. This agreement to arbitration shall survive any termination or expiration of the Member Agreement. Notwithstanding the foregoing, the arbitrator shall have no jurisdiction over disputes relating to the ownership, validity or registration or any mark or other intellectual property, or any confidential or proprietary information belonging to or held by 8K A Week, without 8K A Week's prior written consent.

8K A Week may seek any applicable remedy in any appropriate forum with respect to disputes and any money owed to 8K A Week. In addition to monetary damages, 8K A Week may obtain injunctive relief before a court of competent jurisdiction by ex parte proceedings against any individual for any violation(s) of 8K A Week Terms and Conditions and violation or misuse of them and all governing documents of 8K A Week.

Last updated March 22, 2010