The following shall set forth the Terms and Conditions (the "Agreement") of THE ADULT ALCHEMY AFFILIATE PROGRAM (the "Program" or the "Affiliate Program"), owned by Interactive Marketing, Ltd. and operated by Joint Ventures Consulting Group, Inc. (hereinafter, collectively, "Interactive Marketing" or "we" or "us" or "our" ). As used in this Agreement, "you" or "your" means the applicant/participating affiliate.

Program Eligibility, Application and Enrollment

You must be over the age of eighteen (18) years in order to enroll and participate in the Program, or over the age of majority if you reside or conduct business in a jurisdiction where the age of majority is greater than eighteen (18) years.

Your site(s) may not incorporate images or content that is unlawful, defamatory, obscene, harassing or otherwise similarly objectionable. Your site(s) may not, directly or indirectly, facilitate illegal activity, promote violence or engage in, or promote infringement of the copyright or other intellectual property rights of others.

Any affiliates that utilize, directly or indirectly, CHILD PORNOGRAPHY or other unlawful images, content or activities in connection, directly or indirectly, with the promotion of any of our site(s) will be terminated immediately (without any compensation) and will be reported to appropriate local, state and/or federal authorities.

Ethical Practices

We pride ourselves in the manner in which we conduct our business practices and we expect no less from our affiliates! Although we are under no obligation to do so, we may evaluate your application or your method of operation, before or after you are accepted into the Program. We reserve the right to reject your application or your continued participation in the Program if we, in our sole discretion, determine that your site(s) or your method of promotion or participation in the Program are not consistent with the intent of this Agreement, whether or not such activity is specifically prohibited by this Agreement. Our determination to accept your application or to permit your continued participation in the Program shall not be construed by you (or any third party) as a determination by us that you have met our affiliate eligibility requirements. Compliance with these requirements is your responsibility!

The use of deceptive or illegal practice(s) in promoting our site(s) is strictly prohibited. You may not promote any of our pay site(s) in a manner that is intended to generate payouts to you without providing us with the commercial benefits of your promotion. Because it is not possible to specifically list every possible method of engaging in deceptive, illegal or commercially unethical conduct that are prohibited by the Agreement, you acknowledge and agree that we reserve the right, in our sole discretion, to determine if your promotion of any of our site(s) is inconsistent with the intent of this Agreement. The following are only examples of the type of promotional activities that you may not engage in and which will result in your immediate termination (without payment of any amounts you may believe are due you): 1) you may not require a sign-up to any of our pay sites as a condition of accessing any site(s) or receiving any other consideration; 2) you may not engage in any promotion which is intended to create a sign-up to any of our site(s) which is not completely voluntary and made with a good faith intention to become a bona fide member to our site(s); by way of example only, you may not promote our site by stating or implying to the potential (solicited) member that the member's credit card will never be charged, that the member's credit card will only be used for age verification; 3) you may not utilize personal ads (such as the personals appearing on Yahoo! or AOL, for example); 4) you may not use "warez" sites to promote our site(s); 5) you may not promote our site(s) via a non-adult free host (such as Geocities or Angelfire, for example); 6) you may not promote our site(s) with the explicit or implicit message or suggestion that the potential member or subscriber to any of our site(s) take advantage of introductory rates or offers without any realistic intention of continuing as a paying member or that the potential member or subscriber join our pay sites without any realistic intention of continuing as a member on an ongoing basis. For example, you may not promote our site by encouraging the member to sign up to the site for a limited time and then cancel his/her membership.

Promotion Rules

You may use any legal and ethical method(s) of promotion you choose (with the exception of e-mail promotion), consistent with the terms of this Agreement. You may not employ deceptive language or misleading URL's in our promotional links. You may use approved banner advertisements, button links and/or text links to our site(s).. Subject to the terms and conditions hereof, you are granted a limited, non-exclusive, non-transferable license to access and download promotional links and other designated promotional materials from our "Webmaster Admin Area", which promotional links may contain our trade names, service marks, and/or logos for display on your affiliate site(s) for the sole and exclusive purpose of promoting websites owned, operated or controlled by us. In utilizing such promotional links, you agree that you will cooperate fully with us in order to establish and maintain such link(s). No promotional link may be modified without our prior written consent.
AFFILIATE COMMISSIONS AND BONUSES

FREE INSTANT ACCESS SIGN-UP COMMISSIONS

You will receive either:

A sign-up commission of $35.00 for every general free instant access credit card sign-up, or every free instant access sign-up to our "live" cam programs; however, we will only pay one $35.00 commission per member, even if the member signs up to both free instant access sign-up programs.
ACH sign ups will be paid $25.00 for every general free instant access sign up, or every free instant access sign-up to our "live" cam programs; however, we will pay one $25.00 commission per member, even if the member signs up to both free instant access sign-up programs.

Or

A sign-up commission of $30.00 for every general free lifetime sign-up, or every free lifetime sign-up to our "live" cam programs; however, we will pay a maximum of one $30.00 commission per member, even if the member signs up to both free lifetime sign-up programs.
ACH sign ups will be paid $20.00 for every general free instant access sign up, or every free instant access sign-up to our "live" cam programs; however, we will pay one $25.00 commission per member, even if the member signs up to both free instant access sign-up programs.

Additionally under this payout structure you will receive:

COMMISSIONS FOR CONFIRMED E-MAIL

In addition to commissions paid for Free Instant Access sign-ups under the $30.00 payout structure, we will also pay you a commission of $.25 for every valid, as defined in this Agreement, confirmed e-mail address that your surfer submits to us and subsequently confirms his/her agreement to receive emails from us. This commission is paid whether or not your surfer provides us with any credit card information.

AFFILIATE REFERRAL BONUSES

You will receive a bonus for traffic sent to us by affiliates that you refer to us. Our G3X referral progam will pay you a one time fee of $100 upon a referred affiliate reaching their first 5 free lifetime sign ups. to either our free lifetime membership or our free "live" cam program. Please ensure that any affiliate you refer to us with the linking codes we provide so that you get credit for traffic sent to us by such affiliate.

E-Mail Sign-Up Requirements

A valid membership sign-up is a sign-up where the following has been completed: 1)Your surfer; 2)The surfer must be an unaffiliated (not related by friendship, family or business) individual (the "Surfer") who has completed the sign-up form, with a valid e-mail address which e-mail address is not currently, or has not been in the past year, in our database; and 3)The Surfer receives and opens the confirming e-mail that we send. Once sign-ups you send to us have completed the above, your account will, subject to the other terms contained herein, be credited the commission (payout) you are to receive.

No E-Mail Promotion Allowed
Because of our inability to monitor compliance with the requirements of the "Controlling the Assault of Non-Solicited Pornography and Marketing Act of 2003" or the "CAN-SPAM Act of 2003" (the "Act"), we will not accept, under any circumstances, any referrals which are sent to us from e-mail promotions or marketing, irrespective of whether the e-mail promotion complies with the requirements of the Act or not. Therefore, any affiliates that attempt to promote any of our sites through e-mail marketing will be automatically terminated from the Program, and any funds that would otherwise be due you from us will not be paid.

Sign-up Production Requirements

Although there are no established revenue production requirements for sign-ups, if we determine, in good faith, that your traffic is not producing a minimum sufficient revenue, we will notify you and convert your payout accordingly and/or terminate your account.

English-only Sign-up Requirements We pay commissions to our affiliates for sign-ups to our Sites in order to obtain English literate members. This is not intended to be discriminatory or derogatory to non-English surfers but rather because our sites, newsletters and solicitations are directed to surfers who are fluent in the English language. Therefore, all programs that our affiliates promote must be from English language sites. This means that the Site must TRULY be in the English language for English fluent visitors or members. Sites that are created by, or affiliated with, non-English site(s) for the primary purpose of circumventing this rule (or similar rules of other Webmaster compensation programs) do not qualify to receive commissions from us.

No Mandatory Conversion Ratios or Chargebacks We do not condition payment of commissions to you on a minimum conversion rate for trial sign-ups that you send us to full membership, nor do we deduct from commissions due you for chargebacks or credits given or caused by your traffic. We reserve the right to terminate you, with payment for amounts due you prior to termination (provided you have complied with the terms of this Agreement) if your trial referrals do not convert to full membership in ratios that are acceptable to us. Similarly, we do not pass on to you the substantial cost we must incur for "chargebacks" or "credits". We will apply, as financially necessary, an imputed deduction from commissions or referral fees due you for traffic that you send us that does not visit our site(s) after sign-up, obtains a credit or chargeback without basis, or does not subscribe to a free lifetime membership with a good-faith intention to consider subscribing to other pay features on our site(s) upon confirmation that the site(s) contain the represented content.

COMMISSION PAYMENT DATES

Commission payouts are made, ON TIME, as follows:

Commissions for all programs are paid on a weekly basis ("Pay Period"). Commissions earned during any pay period will be paid one week after the last day of such Pay Period. For example payouts earned during May 3rd, 2004 - May 9th, 2004 will be paid out on May 17th, 2004. If the total amount due you at the end of any Pay Period (for all of our programs) is not equal to or greater than at least $50.00, the amount due you will roll over until you are due $50.00.

If you dispute or have questions regarding the manner or amount of calculation of your commission or bonus payment with regard to any given payment period, you must inform us within sixty (60) days of said payment, otherwise you are deemed to have waived your right to challenge said payment calculation.

We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion.

Method of Payment

Payments will be in the form of a check in US dollars payable to you, as identified in your application, and will be mailed to the street address indicated in your application (we reserve the right to not mail payments to P.O. Boxes). Should you wish to change the street address indicated in your application, you must advise us by e-mail at least 4 days before the end of any given Pay Period. You may request and receive payment via bank wire transfer, or by express private delivery courier (that we select such as Federal Express or DHL); provided, you pay the costs associated with the wire transfer or courier service. Payment via wire is available only for payments of $1000 or greater. Payments via courier are available for domestic deliveries only.

We will not pay commissions or bonuses via Western Express, Western Union or Pay Pal.

NO CHEAT POLICY We honor the spirit as well as the specific terms of the Program and we expect the same of you. If you violate the intent of any of the terms of this Agreement, your account will be terminated immediately without any prior notice. We will not pay you commissions or bonuses procured by actions that violate the express or implied terms of this Agreement.

COUNTRY OF ORIGIN RESTRICTIONS

We do not accept webmasters from, credit you or pay any commissions or bonuses from traffic generated from sites that originate from, or where the IP address or webmaster location is traced to, locations from certain countries outside of the United States, including, but not limited to, the following countries. Afghanistan, Albania, Andorra, Argentina, Armenia, Azerbaijan, Bahrain, Belarus, Bosnia and Herzegovina, Botswana, Brazil, Brunei Darussalam, Bulgaria, Cambodia, Cayman Islands, Chile, China, Colombia, Costa Rica, Croatia, Cuba, Cyprus, Czech Republic, Dominican Republic, Ecuador, Egypt, El Salvador, Estonia, Fiji, Finland, French Guiana, Georgia, Greece, Guyana, Haiti, Holy See (Vatican City State), Hong Kong, Hrvatska (Croatia), Hungary, Iceland, India, Indonesia, Iran, Iraq, Israel, Italy, Jamaica, Japan, Jordan, Kaliningrad, Kazakhstan, Kosovo, Korea (North and South), Kuwait, Kyrgyzstan, Lao People's Democratic Republic, Latvia, Lebanon, Lesotho, Lithuania, Macedonia, Malaysia, Malta, Mauritania, Mauritius, Moldova, Mozambique, Namibia, Nepal, New Zealand, Nicaragua, Oman, Pakistan, Palestine, Paraguay, Peru, Philippines, Poland, Portugal, Puerto Rico, Qatar, Romania, Russia, Rwanda, Saudi Arabia, Serbia and Montenegro, Singapore, Slovakia, Slovenia, South Africa, Spain, Sudan, Syria, Swaziland, Taiwan, Tajikistan, Thailand, Tobago, Trinidad, Tunisia, Turkey, Turkmenistan, Ukraine, United Arab Emirates, Uzbekistan, Venezuela, Vietnam (North & South), Vojvodina, Yemen, Yugoslavia, Zambia, Zimbabwe.

ADDITIONAL TERMS AND CONDITIONS

Modification

We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion. Notice of any change by e-mail, to your address on our records, or the posting on our site(s) of a change notice of a new agreement, shall be sufficient notice for notifying you of a modification to the terms and conditions of this Agreement. All such modifications shall take effect 48 hours after we serve notice, as provided above, unless we indicate otherwise. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Affiliate Program, after our posting of a change notice or new agreement on our site, shall constitute binding acceptance of the change.

Term of this Agreement

The term of this Agreement will begin upon our acceptance of your Affiliate Program Application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party notice of termination. Notice by e-mail, to your e-mail address on our records, is considered sufficient notice to terminate this Agreement. If this Agreement is terminated because you have violated the terms of this Agreement you are not eligible to receive any commission payments, even for commissions earned, but for termination for violation of this Agreement, prior to the date of termination. If this Agreement is terminated for any other reason, you will receive commission due you for commissions (payouts) earned prior to the termination of this Agreement. We hereby reserve the right to withhold your final payment for a reasonable time to ensure that we pay you your correct final payment.

Relationship of Parties

You are an independent contractor and not our agent, and we expressly disclaim responsibility for any conduct by you in violation of the terms of this Agreement. Nothing in this Agreement will create any partnership, joint venture, agency franchise, sales representative, or employment relationship between us. You do not have the authority to make or accept any offers or representations on our behalf or to make any statement, whether on your site(s) or otherwise, that reasonably would contradict anything in this section.

Limitation of Liability

We will not be liable for indirect, special, or consequential damages, or any loss of revenue, profits, or data, arising in connection with this Agreement or the Affiliate Program, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the Affiliate Program will not exceed the total commissions paid or payable to you under this Agreement.

Disclaimers

We make no warranty, expressed or implied, with respect to any information delivered hereunder, including implied warranties of merchantability, fitness for a particular purpose or freedom from patent, trademark or copyright infringements, whether arising by law, custom or conduct, or as to the accuracy or completeness of the information, and we shall not have any liability to you or to any other person resulting from your or such third person's use of the information. We make no express or implied warranties or representations with respect to the Affiliate Program or any of our services or other items sold through the Program (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of our site(s) will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.

Representations and Warranties

You hereby represent and warrant to us that this Agreement has been duly and validly executed(accepted) and delivered by you and constitutes your legal, valid and binding obligation, enforceable against you in accordance with its terms; and that the execution, delivery and performance by you of this Agreement are within your legal capacity and power; have been duly authorized by all requisite action on your part; require the approval or consent of no other persons; and neither violate nor constitute a default under the: (i) provision of any law, rule, regulation, order, judgment or decree to which you are subject or which is binding upon you, or (ii) the terms of any other agreement, document or instrument applicable to you or binding upon you. Should any law enforcement agency or Internet service provider provide us with notice that you have engaged in transmission of unsolicited bulk e-mails, or have otherwise engaged in unlawful conduct or conduct in violation of said service provider's terms of service, we reserve the right to cooperate in any investigation relating to your activities, including disclosure of your account information in connection therewith.

Indemnification

You hereby agree to indemnify, defend and hold us, our shareholders, officers, directors, employees, agents, affiliates, successors and assigns harmless, from and against any and all claims, losses, liabilities, damages or expense (including attorneys' fees and costs) of any nature whatsoever incurred or suffered by us (collectively the "Losses"), in so far as such Losses (or actions in respect thereof) arise out of or are based on: (i) any claim or threatened claim that your use of any Trademark(s) (other than Trademark(s) you obtain from us pursuant to this Agreement) infringes on the rights of any third party; (ii) the breach of any promise, covenant, representation or warranty made by you herein; or (iii) or any claim related to your site(s) or your promotional activity.

Miscellaneous

Terminated affiliates cannot apply to become affiliates at a later date, without our express written consent.

You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.

This Agreement will be governed by the laws of the State of Florida, U.S.A. and of United States Federal law, without reference to rules governing choice of laws. Should legal action arise with respect to the terms of this Agreement, your relationship with us, or the subject matter of this Agreement, you acknowledge and agree that venue for such action shall be exclusively in the appropriate State or Federal Courts located in Miami-Dade County, Florida].

BY APPLYING TO BE AN AFFILIATE IN THE PROGRAM, YOU ARE: 1) STATING AND REPRESENTING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS SET FORTH HEREIN; AND 2) AFFIRMATIVELY INDICATING THAT YOU AGREE TO EACH AND EVERY TERM OF THE AGREEMENT AND THAT YOU AGREE TO BE BOUND BY THESE TERMS.