This Lead Generation Agreement (the “Agreement”) is effective as of the last date of signing by Ydraw, LLC (“Lead Supplier”) and Client (“Lead Buyer”). GENERAL PROVISIONS A lead is defined as follows: A contacts’ name, phone number, and email address that has been forwarded directly to the Lead Buyer. All leads have filled out a direct contact form and expressed written interest in the services provided by the Lead Buyer. The Lead Supplier assumes all costs of advertising, domains, web hosting and labor involved in collecting the leads. The Lead Buyer is purchasing qualified leads. Contact form leads will be forwarded to the Lead Buyer via email. All leads are generated directly by the Lead Supplier and sold exclusively to Lead Buyer. Leads will not be resold to any other entities as long as there is a positive Lead Fee Balance as defined below. 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 bogus 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 bogus contact information. • Lead is received from competitor, sales, marketing or some other entity not looking for specific services provided by Lead Buyer. • Lead is received that is outside the scope of agreed upon lead types. • 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 make the sale and capture the appointment. LEAD FEES The Lead Buyer will pay the Lead Supplier a flat rate of $30 for each lead. PAYMENTS Credit Card will be charged every Monday for leads sent the previous Monday-Sunday. INDEPENDENT CONTRACTOR This Agreement shall govern the relationship of the parties, which shall be that of an independent contractor. Nothing in this Agreement shall be construed so as to create an employer–employee relationship. Lead Supplier is an independent contractor in relation to Lead Buyer. No agency relationship, joint venture or partnership is created by this Agreement. Lead Supplier shall have no authority, express or implied, to enter into contracts with third parties or make representations on behalf of Lead Buyer without its express written consent. Lead Supplier understands he is an independent contractor and is therefore solely responsible for all self-employment taxes and any federal, state and local taxes or fees that may arise from the independent contractor relationship. TERM AND TERMINATION Lead Generation campaigns take time to setup, run, test, and perfect. This agreement is ongoing from the initial start date and can be ended at any time by either party, with a written (email) notice. MODIFICATION This agreement may be amended from time to time by mutual consent. Any amendments to this agreement must be in writing and signed by both parties. CONFIDENTIALITY 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 the 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 license and to the subject hereof.