Traffic Syndicate 25 Membership Agreement

Last modified on December 5th, 2008

SECTION 1 -- INTRODUCTION

1.1 DEFINITIONS

Member: Refers to any individual or separate entity that is enrolled with Traffic Syndicate 25.

Company: The "Company" hereby, and for the remainder of this agreement, shall refer to Logiscape Technologies Inc. including its Directors, employees, and shareholders. The Traffic Syndicate 25 name, website, software, images, and trademarks (whether current or in the future) are all owned and managed by Logiscape Technologies Inc. Furthermore, any references to Traffic Syndicate 25 shall include its governing company, Logiscape Technologies Inc., its directors and shareholders.

Username: Upon signing up for a membership, members are issued a username which is used to identify them in the system. This username is the property of Logiscape Technologies Inc. and as such, it may be displayed on the website without the prior consent of the member who registered it (eg. your username may be posted on the site if you are the winner of the sweepstakes draw).

Membership Agreement: Refers to this agreement in full. The Membership Agreement must be read and agreed to by every member prior to signing up for a membership. Submitting your request for membership constitutes knowledge, understanding, and acceptance of the entire Membership Agreement.

Direct Referral: Refers to any individual whom you personally referred and who subsequently proceeded to sign up for a membership.

1.2 CHANGES TO THE MEMBERSHIP AGREEMENT

The Company reserves the right to modify or update this agreement at any time without advanced notice. It is the responsibility of the member to check the news headings in their member area on a regular basis as any changes to this agreement will be announced there. The continuance of your membership indicates that you have read and agree to the additions or modifications made to this agreement.

1.3 CONTINUOUS / UNINTERRUPTED SERVICE

The Company makes no guarantee whatsoever that the Traffic Syndicate 25 website will operate continuously without interruption or error. The member hereby indemnifies the Company, its directors, and shareholders from any and all problems that may arise as a result of the Traffic Syndicate 25 website and/or its services being unavailable for any amount of time regardless of the cause, including negligence.

1.4 THIS MEMBERSHIP AGREEMENT IS FULLY SEVERABLE

In the event that a portion of this Membership Agreement should be found to be null and void, the remainder of this Membership Agreement shall remain intact and fully enforceable as if the portion found to be null and void had never been a part of the Membership Agreement at all.

SECTION 2 -- REQUIREMENTS OF MEMBERSHIP

2.1 VOLUNTARY ENROLMENT

As a member you acknowledge that you are signing up voluntarily under your own free will and under no circumstances were you persuaded to sign up under any false pretences.

2.2 AGE REQUIREMENT

As a member of Traffic Syndicate 25 you acknowledge that you are at least 13 years of age. Should any law exist where you are a resident that would forbid you to use any of the services contained within the website, then those laws shall supercede this agreement. It is the responsibiltiy of the member to ensure that they are complying with local laws and the Company is hereby removed from any liability resulting from an individual gaining membership against such laws and regulations.

2.3 PERSONAL INFORMATION

All members of Traffic Syndicate 25 must maintain a correct profile at all times. This includes maintaining your correct and FULL name, as well as a valid email address. If the company should find at any time that the information you have listed in your profile is inaccurate, or incomplete, the company will delete your account without notice and you will lose all credits and Logibucks remaining in that account. Please feel free to view the privacy policy that is available on the Traffic Syndicate 25 website.

SECTION 3 -- GENERAL MEMBERSHIP GUIDELINES AND ACCEPTABLE CONDUCT

3.1 ONE MEMBERSHIP ALLOWED

Traffic Syndicate 25 allows only one membership per individual and this membership is NON-TRANSFERRABLE. This includes but is not limited to any individual person, company, club, or group. Anyone with special circumstances MUST contact our support department to receive approval PRIOR to registering more than one account.

3.2 ADVERTISING

3.2.1 EMAIL PROMOTION

As a member of Traffic Syndicate 25, you agree not to send out any unwanted email promotion (SPAM) regarding the Traffic Syndicate 25 website and/or any of its products or services. You agree to only send out messages to individuals who you personally know or individuals who have asked specifically or agreed to receive advertisements/offers from you. Traffic Syndicate 25 exercises a ZERO tolerance on SPAM and your membership will be revoked immediately if you are found to be spamming others.

3.2.2 REFERRAL LINK

As a member of Traffic Syndicate 25, you will be given a unique link to promote the Traffic Syndicate 25 website to others. You agree to only send out your referral link to individuals who you personally know or individuals who have asked specifically or agreed to receive advertisements/offers from you. Please refer to clause 3.2.1 above regarding our policy on SPAM.

3.2.3 CURRENT AND/OR FUTURE TRADEMARKS AND COPYRIGHTS

All information, images, trademarks, logos, and copyrights found on the Traffic Syndicate 25 website are the property of Logiscape Technologies Inc. and cannot be used by any member (or non-member) without the express written consent of the Company. Anyone found to be using such material without the proper written permision of the Company will be subject to prosecution according to local laws.

3.2.4 MISREPRESENTATION

As a member of Traffic Syndicate 25 you agree not to misrepresent the Traffic Syndicate 25 website or any of the services and/or opportunities found within. Furthermore, you agree not to use your success as a member to influence others or lead others to believe that they will achieve the same success as you. Any misrepresentation will result in the immediate removal of your account with us which will cause all credits and/or Logibucks in your account to be lost.

3.3 ENROLLING OTHER MEMBERS IS PROHIBITED

Members are not under any circumstances allowed to sign up other members. Members can refer other individuals to the website and help them through the sign up process, however the individual must complete the signup process by him/herself, including the reading and agreeing to the Membership Agreement. Furthermore, no member shall create false accounts simply for the benefit of referral rewards or to create a manufactured downline. Any member found to be engaged in such activity will have their membership revoked and will lose all credits and/or Logibucks in all accounts created.

3.4 CHANGING SPONSOR

Once a member has completed the signup process, there is no way to change the sponsor of that member. The Company accepts no responsibility for members who are placed under an incorrect sponsor regardless of the cause including negligence.

3.5 PERSONAL INFORMATION

As a member of Traffic Syndicate 25 you agree to keep your personal information on file up to date and accurate at all times. You also confirm that the email address you have on file is accurate and in working order. The company will keep all personal information about you in the strictest confidence and will not divulge it to any third party unless obligated to do so by law. Please read through our privacy policy if you require further information.

3.6 INDEPENDENT CONTRACTOR STATUS

As a member of Traffic Syndicate 25 there may be times when you are eligible to receive some sort of compensation for services provided. You hereby acknowledge that under such circumstances you are acting as an independent contractor and in no way are you to be considered as an employee or agent of Traffic Syndicate 25 or Logiscape Technologies Inc.

3.7 REFERRING OTHER MEMBERS

As a member of Traffic Syndicate 25, you may voluntarily refer other individuals to the Traffic Syndicate 25 website. If the individual is being referred through the referral link we provide to all members, and should that individual continue on to sign up, then the new member will become a direct referral of the sponsoring member. You agree, however, not to hold Traffic Syndicate 25 liable for any lost or misdirected referrals regardless of the cause including negligence.

3.8 USE OF THE TRAFFIC EXCHANGE (SURF PAGE)

3.8.1 ACCEPTABLE USE OF THE SURF LINK

The surf link that a member receives upon signing up is to be used solely by that member and solely for the purpose of viewing other member's websites through the Traffic Syndicate 25 traffic exchange network. This link is not to be used in any way that cheats the system or attempts to comprimise it in any way. Furthermore, the surf link is not to be promoted on other networks as a means of falsely obtaining credits. The surf link is also not to be placed in any automatic clicking program or other similar program or software designed to defraud the network or falsely earn credits. Any inappropriate use of the surf link (as indicated, but not limited to the above) will result in immediate termination of that member's account and all earned or purchased credits along with any remaining cash balance will be lost.

3.8.2 GUIDELINES FOR ACCEPTABLE WEBSITES IN THE NETWORK

Traffic Syndicate 25 conditionally allows all members to promote a website in the traffic exchange network provided that website meets the following criteria:

-- The website must be TOTALLY free from any pornographic material of any kind
-- The website must be TOTALLY free from any racist or socially harmful material
-- The website must be free from any illegal material such as pirated software (warez sites)
-- The website must NOT promote any sort of illegal activity such as pyramind schemes
-- The website must NOT link to any of the material described above
-- The website must NOT include any programming that causes it to break out of frame
-- The website must be at least 90% in the english language
-- The website must be COMPLETELY FREE from any viruses
-- The website must NOT prompt the user to download anything
-- The website must NOT prompt the user to set their homepage to that website or other URL
-- The website must NOT redirect to another website (except for tracking purposes).
-- The website is allowed to load a SINGLE pop-up (includes exit pop-ups) or pop-under (but not both) as long as the pop-up or pop-under meets the following criteria:

A ) The pop-up must display the "X" in the top right hand corner to permit the user to delete it with ease.
B ) The pop-up must NOT give rise to any other pop-ups, pop-unders, etc. as it is closed.
C ) The pop-up must meet all the same criteria as the main website you are advertising.

***NOTE: In general, the use of rotators is NOT permitted. Members may only promote one (1) individual website per campaign. We may, however, grant special privileges to members under certain circumstances. A member who wishes to use a rotator must first contact our support department and receive approval. Members who are using a rotator without admin approval are subject to disciplinary action. In the case where approval has been granted, members must ensure that ALL websites in rotation conform to the above guidelines.

The Company makes NO guarantee that all websites found within the network will be in compliance with the above stated guidelines. The member agrees to not hold the Company liable for any damages that may occur as the result of any such innapropriate websites being promoted in the network.

3.8.3 REMOVAL OF MEMBERSHIP

A member may at any time remove his/her membership by simply logging into the members' area and going into his/her profile and clicking on the link found there. Alternatively, a member may have their membership revoked by the Company if the Company deems that member to be in violation of any of the terms as set out in the Membership Agreement. The Company also reserves the right to refuse or cancel the membership of any member found to be defrauding the system in any way, or in any case where the Company feels that the member is not acting in the best interest of the Company.

A member will also have their account deleted if they are selling any of their credits to other individuals or exchanging them in any way with others in the program. The credits held within a member's account are for their own use and not to be sold or given away under any circumstances.

If a member should have their membership cancelled for any reason, that member will lose all traffic credits (whether earned or purchased) and will forfeit any remaining Logibucks in any of the accounts associated with that membership.

3.9 MONTHLY FEES

Traffic Syndicate 25 offers 3 levels of membership. The "Silver" membership is FREE of charge and carries with it NO monthly fee of any kind. The "Gold" membership carries a monthly fee of $14.99 USD. The "Platinum" membership carries a monthly fee of $24.99 USD. All monthly fees are handled through Paypal™. Members may cancel their membership fees at anytime and return to the Silver (Free) membership level by cancelling their subscription with Paypal™ or by failing to renew their membership (in the case of non-subscription upgrades). Please note that we will NOT cancel your subscription for you.

3.9.1 FAILURE TO PAY

As a "Gold" or "Platinum" member, you will be required to make monthly payments in order to maintain your membership level. If you wish to terminate your upgrade, then your membership will return to the Silver level (Free account). Any member who wishes to increase their membership level from Gold to Platinum must first cancel their Gold membership subscription (if one applies) and then proceed to start a new subscription for the Platinum level. Any remaining days on the Gold upgrade will be lost and the new Platinum upgrade will take effect immediately at that time.

3.9.2 REFUNDS

The Company will NOT issue refunds on monthly membership fees, regardless of whether that month has started or not.

The Company will also NOT issue any refunds on purchases of traffic.

SECTION 4 -- COMPENSATION PLAN

4.1 EARNING TRAFFIC CREDITS

Traffic Syndicate 25 has established different earning ratios for the different membership levels. The Company reserves the right to increase, decrease, or remove these ratios at any time without prior notice. The credits earned by members are solely for their own personal use within Traffic Syndicate 25 and carry no cash value. The Company retains ownership of all traffic credits earned and makes no guarantee that any or all traffic credits earned will be able to be used in a timely fashion. Furthermore, traffic credits will be redeemable for traffic to a designated website based on the current rate as stipulated on the Traffic Syndicate 25 website and this rate is subject to change without notice.

4.2 EARNING MONEY

Traffic Syndicate 25 is NOT an income program and therefore it is extremely unlikely that any member will receive any type of monetary compensation. Members may, however, at times be eligible to receive money through various promotions, incentives, or other as stated on the Traffic Syndicate 25 website. Any money earned by members is hereby declared as a compensation for services provided by that member. In order to receive a payment the member must meet the eligibility restrictions as set out on the Traffic Syndicate 25 website. There may also be a fee associated with processing the payment as declared on the Traffic Syndicate 25 website. Members must be able to receive and cash a company cheque from Logiscape Technologies Inc. in order to receive any payments. The company also does not guarantee that any individual will make/receive any money while a member of Traffic Syndicate 25. Any examples within the Traffic Syndicate 25 website that suggest possible earnings/winnings are simply for illustration purposes and do not represent a typical situation.

4.3 EARNING BONUSES

Members may be elligible to earn additional bonuses from time to time according to the rules and regulations set forth on the website. Logiscape Technologies Inc and Traffic Syndicate 25 will always retain the right to modify or terminate any ongoing or proposed bonus program at any time without notice.

4.4 EARNING LOGIBUCKS

Under certain circumstances, members may be able to earn Logibucks (as described on the site). These Logibucks carry NO cash value and cannot be withdrawn in any way. Logibucks represent an internal reward currency that can be redeemed for participating products and services within the logiscape network.

Logibucks are intended for sole use by the member that has earned them. They are not to be traded, sold, or given away to other members under any circumstances. Any attempt to trade, sell, or give away logibucks will represent grounds for account suspension or termination.

SECTION 5 -- SYNDICATE POOL / SYNDICATE DOWNLINE

5.1 SYNDICATE POOL

The syndicate pool represents a group of members working to earn a position within a syndicate in the syndicate downline. If a member opens an account at the Siver level (Free account), then this member will be placed into the main syndicate pool. Every week, (Sunday to Saturday), all members within the pool will be ranked and the top members of the pool according to their ranking will be given a position within a syndicate in the syndicate downline. Once a member of the syndicate downline, members must meet minimum requirements in order to remain in the downline. Failure to meet these requirements will result in that member being returned to the syndicate pool where they must again be ranked in the top members in order to regain a position in the syndicate. All rules and guidelines governing the syndicate pool and placement of members can be found on the Traffic Syndicate 25 website. Members agree to abide by all rules and guidelines as set forth on the Traffic Syndicate 25 website. Failure to follow the rules and guidelines or conducting yourself in any manner deemed inappropriate will result in the termination of your membership without notice and will result in the loss of any traffic credits and/or money in your account.

5.2 SYNDICATE DOWNLINE

The syndicate downline represents the straight-line downline of syndicates as stipulated on the Traffic Syndicate 25 website. Any Silver member who earns a position within the syndicate downline may have to meet minimum weekly requirements in order to remain in the main syndicate downline. Members who upgrade to either of the premium paid memberships (Gold or Platinum), will be granted immediate entry into the syndicate downline and will not have any minimum weekly requirements in order to remain in the downline. Members agree to abide by all rules and guidelines as set forth on the Traffic Syndicate 25 website. Failure to follow the rules and guidelines or conducting yourself in any manner deemed inappropriate will result in the termination of your membership without notice and will result in the loss of any traffic credits and/or money in your account.

SECTION 6 -- LEGAL POLICIES AND GUIDELINES

6.1 RIGHT TO REFUSE OR CANCEL MEMBERSHIP

The Company reserves the right to refuse or cancel the membership of any member found to be in violation of any of the terms as set out in this Membership Agreement, or if the member is found to be defrauding the system in any way. The Company will also terminate the membership of any member it feels is not acting in the best interest of the Company. In the event of a major violation, The Company will bring legal action against the member found to be guilty of such violation.

6.2 INDEMNIFICATION

A member agrees to take full responsibility for his/her actions while using any of the services or products found on the Traffic Syndicate 25 website. The member also takes full responsibilty for any statements made, whether verbal or written, regarding the Company, the Traffic Syndicate 25 website, its products, services, or compensation plan. Members agree to indemnify and hold harmless the Company, its directors, affiliate officers, employees, and shareholders from any claim or demand whatsoever relating to or arising out of the member's use of the Traffic Syndicate 25 website and/or any of the services/products found within.

6.3 LOSS OF DATA AND OTHER ERRORS

Members agree to not hold liable the Company for any loss of data that might occur while the member is using the Traffic Syndicate 25 website and all services and products contained within. Loss of data includes, but is not limited to, any account balances, credits, downline members, money (cash), and statistics. The Company agrees to make every effort within its reasonable power to ensure that such loss of data never occurs, and the Company will make every effort within reason to correct any such loss of data.

Members also agree to not hold liable the Company for any damage that may arise to the member's computer, software, or other products while using the Traffic Syndicate 25 website and all services and products contained within.

6.4 MEASURES / ACTIONS BEYOND OUR CONTROL

Members agree to not hold liable the Company for any consequences or damage that may arise as the direct or indirect result of any action or circumstance beyond the Company's control, such as earthquakes, fire, flood, acts of terrorism, acts of God, computer hacking, and any other natural or unnatural disaster that may occur.

6.5 RULES AND REGULATIONS CONTAINED ON THE WEBSITE

Any rules and regulations described within the Traffic Syndicate 25 website are hereby declared as extensions of this Membership Agreement and as such, all members agreeing to this Membership Agreement are declaring that they will abide by the rules and regulations that are set forth on the Traffic Syndicate 25 website.

6.6 UNLAWFUL ACTIVITY

Members hereby declare that they will use the Traffic Syndicate 25 website and the services and products contained within in a lawful manner. Logiscape Technologies Inc. will immediately prosecute any individuals found to be using the website and/or any of its services in an unlawful manner.