This Lead Generation Agreement (the “Agreement”) is effective as of the last date of signing by the platform or website providing the leads (“Lead Supplier”) and Client (“Lead Buyer”).

GENERAL PROVISIONS
A lead is defined as follows: A contact’s name, phone number, email address and qualifying information that has been forwarded directly to the Lead Buyer. All leads have filled out a direct contact form or submitted an inquiry and expressed written interest in services related to the industry selected by the Lead Buyer. The Lead Supplier assumes all costs of advertising, domains, marketing, and labor involved in collecting the leads. The Lead Buyer is purchasing qualified sales leads. Contact form leads may be forwarded to the Lead Buyer via email or made available within the lead platform where the Lead Buyer has the option of purchasing the lead. Lead Buyer understands and agrees that all leads received will be considered legitimate and will be charged as such. However, the Lead Buyer may dispute invalid leads and both Lead Buyer and Lead Supplier will review the lead information. Credit for disputed leads will only be given under the following conditions or circumstances:

• Lead is received containing invalid or fake contact information.
• Lead is received from a competitor, sales representative, marketing company, or another entity not seeking the services offered by the Lead Buyer.
• Lead is received that is outside the scope of the industry, service category, or location selected by the Lead Buyer.
• Duplicate Leads.

Lead Buyer understands that Lead Supplier is only providing sales leads, not sold customers. It is the responsibility of the Lead Buyer to contact the lead, make the sale, and secure any appointment or service agreement.

LEAD FEES
The Lead Buyer will pay the Lead Supplier the applicable price for each lead as displayed within the platform or as otherwise agreed upon.

PAYMENTS
Payment will be processed upon acceptance or purchase of the lead using the available payment methods within the platform.

INDEPENDENT CONTRACTOR
This Agreement shall govern the relationship of the parties, which shall be that of independent contractors. Nothing in this Agreement shall be construed so as to create an employer–employee relationship. The Lead Supplier operates as an independent contractor in relation to the Lead Buyer. No agency relationship, joint venture, or partnership is created by this Agreement. The Lead Supplier shall have no authority, express or implied, to enter into contracts with third parties or make representations on behalf of the Lead Buyer without its express written consent. Each party understands they are independent contractors and are therefore solely responsible for all applicable taxes, fees, and obligations that may arise from their respective business activities.

TERM AND TERMINATION
Lead generation campaigns take time to setup, run, test, and optimize. This agreement is ongoing from the initial start date and may be ended at any time by either party with written (email) notice.

MODIFICATION
This agreement may be amended from time to time. Each party acknowledges and agrees that any information relating to the other party’s business which is not generally known to the public is confidential and proprietary information. Neither party will disclose confidential information to third parties without prior written agreement. This business agreement, relationship, or operating practices shall not be made public on any website, internet forum, social networking site, message board, or any other public media without the express written consent of both parties.

INDEMNIFICATION
(a) Lead Supplier – The Lead Supplier shall indemnify and hold harmless the Lead Buyer from and against any and all third-party claims, demands, losses, damages, and reasonable expenses (including, without limitation, reasonable legal fees) arising from or in connection with the conduct of this agreement.

(b) Lead Buyer – The Lead Buyer shall indemnify and hold harmless the Lead Supplier from and against any and all third-party claims, demands, losses, damages, and reasonable expenses (including, without limitation, reasonable legal fees) arising from or in connection with the conduct of this agreement.

ENTIRE AGREEMENT
The parties have read this Agreement and agree to be bound by its terms, and further agree that it constitutes the complete and entire agreement of the parties and supersedes all previous communications, oral or written, and all other communications between them relating to the subject matter hereof.