Ceryx Referral Program

TERMS AND CONDITIONS

A qualifying referral will be determined at the sole discretion of CERYX in accordance with the following criteria:

• that the proposed customer is not one with whom CERYX already has a contact or business relationship;
• that CERYX has not already received an identical or similar referral;
• that the proposed customer commits to a minimum of (1) one year of service with CERYX;
• that the customer has met CERYX's payment requirements as it relates to the services in question;
• that the referral information is accurate, reliable, and not subject to any conflicts of interest, breach of confidentiality, non-solicitation or non-compete obligations which may attach to you;
• that the referral relates to a new customer as compared with an existing or return/renewing customer of CERYX; and
• that you are willing to positively promote and/or assist CERYX, to the best of your knowledge and ability, in the event that CERYX requires more information or an introduction with respect to your customer referral.

A referral may be disqualified, at CERYX's sole discretion, if you have breached any of the terms and conditions of the Referral Program.

If your referral qualifies, you will earn the lesser of 5% of the total amount of the initial 12 month services contract signed by your referred customer or $5,000 CDN, before taxes. The customer's contract may include initial setup, managed or hosted services, bandwidth, data storage and physical space within a CERYX data centre.

Any additional services that the referred customer requests subsequent to their initial sales order with CERYX will not form a part of your original referral payment nor constitute a second qualifying referral payment. There can be only one referral payment for each referred customer.

If your referral qualifies, you will be paid thirty (30) days after CERYX has received the first three (3) months of payments, in full from the referred customer, in accordance with the terms and conditions of our contract with them. Subsequent payments for the remainder of the year will be paid thirty (30) days after each of the remaining 3 month periods, provided the customer is not in arrear of payment.

All payments will be sent to you by regular mail in accordance with the mailing information you provided to CERYX. CERYX shall not be responsible for any lost, misplaced or undelivered mail and shall not have any obligation with respect to the updating of your mailing address information.

All payments will be in the form of a cheque and will be calculated and made in Canadian dollars. All details required for making payment to you, if your referral qualifies, will be derived from the information you provided to CERYX, which you represent and warrant to be complete and accurate with absolutely no competing payment obligations whatsoever regarding your employer.

CERYX's maximum liability to you under this program is limited to the above described referral fee which may be payable to you in accordance with the rules of this Referral Program.

CERYX commits to maintaining the privacy of the customer and as such cannot reveal or expose the financial records or statements of a customer, but will make payments to the referring party that reflects the account in question to the best of their knowledge.

All federal, state, provincial and local laws apply. A qualifying participant is solely responsible for all applicable federal, state, and local taxes.

The Referral Program may be terminated by CERYX at any time without prior notice.

The Referral Program is governed by these official rules. If you do not wish to be bound by the terms and conditions set out above, then do not submit or fill out the attached Participation Form. However, if you are in agreement with these official rules and wish to proceed, please read and attest to the following statement. You are reminded that CERYX reserves the right, in its sole discretion, to revise any of the terms herein at any time. Any changes will be posted on this web page. Your continued participation in this referral program after the posting of any such changes constitutes your binding acceptance of the changes.

By clicking the 'I Agree' button below, you hereby acknowledge: (a) that I have read and understand the Official Rules Governing CERYX's Referral Program; (b) that I agree to be bound its terms and conditions.