By completing and sending in the attached Affiliate Program application form, you are entering into a legal agreement with Fatsofa Studios, dba ("Hugeparty.com") which contains all of the terms and conditions below and governs your participation in the Hugeparty.com Affiliate Program.

"Hugeparty.com Marks" means any of the trademarks, service marks, tradenames, names, designs, logos, images and/or other proprietary names or marks of Hugeparty.com.

"Hugeparty.com Site" means any website maintained from time to time by or on behalf of Hugeparty.com and any entity controlled by or under common control with Hugeparty.com.

"Click-through" means when a unique user of Your Site either clicks on a Link or enters a valid search request through a Search Box window which leads the user to the Hugeparty.com Site.

"Link" means a URL hyperlinked to text, a graphic, a search field or another information object on Your Site.

"Search Box" means the graphic containing one or more of the Hugeparty.com Marks where a user enters a search query in order to receive search results from a search engine.

"Your Site" means the website maintained by you indicated on your application form under "URL of Site".

3.1 To begin the enrollment process, you must submit a completed Affiliate Program application via the Hugeparty.com Site. Hugeparty.com will evaluate your application in good faith and will notify you promptly regarding acceptance or rejection of your application. Hugeparty.com may reject your application if it determines (in its sole discretion) that Your Site is unsuitable for the Affiliate Program for any reason. If Hugeparty.com rejects your application, you may reapply at any time, and Hugeparty.com will reconsider the application.

3.2 By submitting the Affiliate Program application form, you represent that you have the right to enter into this Agreement and to perform your obligations under it and that you have read this Agreement, you understand it and you agree to all of its terms and conditions. In addition, you acknowledge that you have evaluated independently the desirability of participating in the Hugeparty.com Affiliate Program and are not relying on any guarantee or statement other than contained in this Agreement.

3.3 You must be at least 18 years of age in order to qualify and participate in the Hugeparty.com Affiliate Program. For privacy concerns, read our Privacy Policy.

4.1 Hugeparty.com will provide to you (i) Search Box(es) that will enable users of Your Site to type in a search query that will access Hugeparty.com’s search results and (ii) graphical and textual Links that will enable users of Your Site to click through to the Hugeparty.com Site.

4.2 Hugeparty.com is, and during the Term will remain, solely responsible for the development, maintenance and operation of the Hugeparty.com Site.

5.1 You are, and during the Term (as defined in paragraph 8) will remain, solely responsible for the development, maintenance and operation of Your Site and for all materials and content that appear on Your Site. You will defend and indemnify Hugeparty.com from and against any and all third party claims, damages, liabilities, costs and expenses (including reasonable attorneys’ fees and expenses) arising out of the operation of Your Site, including but not limited to the content of Your Site.

5.2 You will select the Search Box(es) and/or Links you wish to display from the Search Box(es) and Links provided by Hugeparty.com and will place the selected Search Box(es) and/or Links on Your Site and enable users of Your Site to enter search queries at the Search Box(es) and click on the Links. You may display the Search Box(es) and/or Links you select on as many pages of Your Site as you wish.

5.3 You will display the Search Box(es) and Links on Your Site in the form, manner and presentation described in the Usage Guidelines attached as Exhibit A to this Agreement and in accordance with such additional instructions as Hugeparty.com may provide to you from time to time ("Usage Instructions"). You understand that Hugeparty.com may modify the Usage Guidelines and Usage Instructions at any time. You will not reformat or otherwise change the Search Box(es) and/or Links without the prior written consent of Hugeparty.com. You will not be entitled to a commission for Click-throughs of reformatted Search Box(es) and/or Links.

5.4 You will not solicit any Hugeparty.com advertiser or client without the prior written approval of Hugeparty.com. You will not create, publish, or distribute any item that references Hugeparty.com without first submitting such item to Hugeparty.com and receiving Hugeparty.com's written consent.

6.1 Hugeparty.com hereby grants to you, during the Term and subject to the terms and conditions of this Agreement, a non-exclusive, non-transferable, non-assignable, royalty-free license to place Search Box(es) and Links solely on Your Site in connection with the exercise of your rights under this Agreement. You acknowledge and agree that Hugeparty.com and/or its licensors own exclusively all right, title and interest in the Search Box(es), the Links and the Hugeparty.com Marks and that you have no rights in the Search Box(es), the Links or the Hugeparty.com Marks other than the limited license granted herein.

6.2 You recognize that there is a great value to Hugeparty.com in the Search Box(es), the Links and the Hugeparty.com Marks and goodwill associated therewith and that all uses by you of the Search Box(es), the Links and the Hugeparty.com Marks shall inure to the benefit of Hugeparty.com. You shall not, during the Term or thereafter, directly or indirectly, assert any interest or property rights in the Search Box(es), the Links or the Hugeparty.com Marks or contest the validity of any of the Hugeparty.com Marks or Hugeparty.com’s exclusive ownership of them. You shall not adopt, use, or register, or apply for registration of, whether as a corporate name, trademark, service mark or other indication of origin, any of the Hugeparty.com Marks or any word or mark confusingly similar to any of them in any jurisdiction.

6.3 Your use of the Search Box(es), Links and the Hugeparty.com Marks is subject to Hugeparty.com’s Usage Guidelines which are attached as Exhibit A to this Agreement. You will not use the Hugeparty.com Marks in a manner that disparages Hugeparty.com or its products or services, or portrays Hugeparty.com or its products or services in a false, competitively adverse or poor light. You will comply with Hugeparty.com’s requests as to the use of Hugeparty.com Marks and will avoid taking any action that diminishes the value of any of the Hugeparty.com Marks.

7.1 Hugeparty.com will pay you a commission of $0.04 per direct Click-through and $0.01 per Click-through from web sites you refer and are subsequently accepted into the Hugeparty.com Affiliate Program. At any time and with reasonable prior notice, Hugeparty.com may, from time to time, modify the commission rate to be paid to you. You acknowledge and agree that Hugeparty.com will pay a commission only on valid Click-throughs that meet the definition above of a "Click-through", and not on any fraudulent Click-throughs or any Click-throughs from improper use of the Search Box(es). Hugeparty.com shall have the right, in its sole discretion, to determine whether Click-throughs are fraudulent or derived from improper use of the Search Box(es). Hugeparty.com shall not be required to make any payments to you in connection with this Agreement other than the commissions on Click-throughs, if earned.

7.2 Hugeparty.com will pay you your commissions (less any taxes that Hugeparty.com is required to withhold) within forty-five (45) days following the end of each calendar quarter for which such commissions are generated. If commissions earned during any calendar quarter are less than $25, then Hugeparty.com, in its sole discretion, may hold those commissions until the quarter in which the total amount due is at least $25 or (if earlier) until this Agreement is terminated. Notwithstanding anything else in this agreement, in no event shall Hugeparty.com be obligated to pay you commissions during any calendar quarter in excess of $200,000.

7.3 Hugeparty.com will allow you to obtain a password and to enter an area within the Hugeparty.com Site or another password-protected site solely to access information regarding Click-throughs from Your Site to Hugeparty.com.

The term of this Agreement (the "Term") will begin on the date Hugeparty.com accepts your completed Affiliate Program application and will continue in full force and effect until terminated pursuant to this paragraph 8. Either party shall have the right, in its sole discretion for any reason whatsoever, to terminate this Agreement at any time by giving the other party 5 days written notice; provided, however, that Hugeparty.com can terminate this Agent immediately in the event it deems the content on your site objectionable or if Hugeparty.com becomes aware that you are or you have used any automated means to generate additional click-throughs, including, but not limited to a script, macro, or any programmed robot or agent. Upon termination by either party, the license set forth in paragraph 6.1 shall automatically terminate, and within 24 hours after termination, you will remove the Search Box(es), Links and any Hugeparty.com Marks from Your Site and will destroy or erase from your computer memory any items containing the Search Box(es), Links and/or the Hugeparty.com Marks. Paragraphs 5.1, 6.2, 8, 9, 10 and 11 will survive the termination or expiration of this Agreement. In addition, you will be entitled to no additional commissions for click-throughs generated by your site after the effective date of the termination of this agreement.

9.1 Subject to the limitation on Hugeparty.com’s liability in paragraph 9.3, Hugeparty.com will defend and indemnify you from and against any and all third party claims, damages, liabilities, costs and expenses (including reasonable attorneys’ fees and expenses) arising out of the operation of the Hugeparty.com Site. If you seek indemnification from Hugeparty.com under this paragraph 9.1, you will (i) give Hugeparty.com prompt written notice of the claim, (ii) permit Hugeparty.com to control the defense and settlement of the claim and (iii) cooperate with Hugeparty.com in connection with the defense and settlement of the claim. You may (at your own cost) participate in the defense and settlement of the claim.

9.2 EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, Hugeparty.com DOES NOT MAKE, AND HEREBY DISCLAIMS, ALL REPRESENTATIONS AND WARRANTIES REGARDING THE Hugeparty.com AFFILIATE PROGRAM, THE SEARCH BOX(ES) AND LINKS, THE Hugeparty.com SITE AND ANY SERVICES AND PRODUCTS AVAILABLE ON OR THROUGH THE Hugeparty.com SITE, INCLUDING (WITHOUT LIMITATION) IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, Hugeparty.com SPECIFICALLY DISCLAIMS ANY REPRESENTATION OR WARRANTY REGARDING (A) THE AMOUNT OF COMMISSIONS THAT YOU MAY RECEIVE DURING THE TERM, AND (B) ANY ECONOMIC OR OTHER BENEFIT THAT YOU MIGHT OBTAIN THROUGH YOUR PARTICIPATION IN THE Hugeparty.com AFFILIATE PROGRAM.

9.3 Hugeparty.com WILL NOT BE LIABLE TO YOU FOR CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR MULTIPLE DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR LOST DATA) ARISING OUT OF THIS AGREEMENT OR THE Hugeparty.com AFFILIATE PROGRAM EVEN IF Hugeparty.com HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Hugeparty.com’S ENTIRE LIABILITY TO YOU ARISING FROM THIS AGREEMENT (UNDER ANY THEORY OF LIABILITY), INCLUDING WITHOUT LIMITATION PURSUANT TO THE INDEMNIFICATION PROVISION CONTAINED IN PARAGRAPH 9.1, WILL NOT EXCEED THE AMOUNTS ACTUALLY EARNED BY YOU AND NOT PREVIOUSLY PAID TO YOU UNDER PARAGRAPH 7.

During the Term, you may have access to certain nonpublic information of Hugeparty.com which a reasonable person would consider confidential or which Hugeparty.com has indicated as "confidential" or "proprietary" ("Confidential Information"). Confidential Information does not include information that is generally known and available to the general public through no fault of yours. You agree (i) to hold in confidence, and not disclose, any Confidential Information to any third party; (ii) not to use any Confidential Information for any purpose except performing your obligations under this Agreement; and (iii) to use reasonable measures to keep Confidential Information confidential. These obligations shall continue for three (3) years following termination of this Agreement.

11.1 Hugeparty.com may modify any of the terms and conditions contained in this Agreement. Hugeparty.com will attempt to notify you via e-mail of any such modification and will post a change notice on the Hugeparty.com Site and on the site from which you retrieve the information regarding Click-throughs. If a modification is unacceptable, you may terminate this Agreement by giving notice as provided in paragraph 8. If you do not give Hugeparty.com notice within a reasonable time and continue to display the Search Box(es) and/or Links on Your Site, then you will be deemed to have accepted the modifications.

11.2 The parties are independent contractors, and this Agreement will not be construed to create a partnership, joint venture or employment relationship between them. Neither party will represent itself to be an employee, agent or representative of the other, and neither party will have the right or authority to create any obligation or responsibility on the other’s behalf.

11.3 Neither Hugeparty.com nor you will be liable for, or will be considered to be in breach of or default under this Agreement on account of, any delay or failure to perform as required by this Agreement as a result of any causes or conditions that are beyond such party’s reasonable control and that such party is unable to overcome through the exercise of commercially reasonable diligence.

11.4 You may not assign this Agreement, in whole or in part, by operation of law or otherwise, without the prior written consent of Hugeparty.com.

11.5 Any notice to be given under this Agreement shall be in writing and shall be deemed delivered if delivered by e-mail: if to you, to you at the e-mail address provided in your Affiliate Program application form; and if to Hugeparty.com, to Hugeparty.com at affiliates@hugeparty.com.

11.6 The failure of either party to enforce any provision of this Agreement will not constitute a waiver of the party’s rights to subsequently enforce the provision. The remedies specified in this Agreement are in addition to any other remedies that may be available at law or in equity.

11.7 This Agreement, Exhibit A, the Usage Instructions and the Affiliate Program application form represent the entire agreement between the parties with respect to the Hugeparty.com Affiliate Program and may be modified only by a written instrument signed by both parties. If any provision of this Agreement is held to be invalid, such invalidity will not effect the remaining provisions. This Agreement will be interpreted, construed and enforced in all respects in accordance with the laws of the State of New York, without reference to its choice of law rules. Each party agrees that any and all actions brought to enforce this Agreement or resolve any dispute arising out of this Agreement shall be brought solely in the federal or state courts having jurisdiction in New York County, and each party hereby consents to and agrees to submit to the exclusive personal jurisdiction and venue of such courts.

1. You may use the Search Box(es) and Links solely for the purpose authorized herein by Hugeparty.com and only in compliance with the specifications, directions, information and standards supplied by Hugeparty.com and modified by Hugeparty.com from time to time.

2. You agree to: comply with any requirements established by Hugeparty.com concerning the style, design, display and use of the Search Box(es) and Links; use correctly the trademark symbol ™ or registration symbol ® with each use of the Hugeparty.com Marks as part of the Search Box(es) as instructed by Hugeparty.com; and use the registration symbol ® upon receiving notice from Hugeparty.com of registration of any Hugeparty.com Marks that are part of the Search Box(es).

3. You may not use or alter the Search Box(es) or Links in any manner that may dilute, diminish, or otherwise damage Hugeparty.com's rights and goodwill in any Hugeparty.com Marks that are part of the Search Box(es).

4. You may not use the Search Box(es) or Links in any manner that implies sponsorship or endorsement by Hugeparty.com of services and products other than those provided by Hugeparty.com.