NC Sports, LLC, d/b/a Ryno Running Events ("NC Sports"), reserves the right to reject or cancel at any time any referral partnership with you ("Referral Partner") that it deems unacceptable for any reason. Term/Termination. This Agreement will begin upon acceptance of these terms, and ends when either party terminated the agreement ("Term").

Relationship/Entire Agreement. This Agreement does not create any partnership, agency or any other relationship between the parties. This Agreement represents the entire agreement between the parties, supersedes any prior understandings or agreements, written or oral, and can be amended only in a writing signed by both parties. Without limiting the foregoing, NC Sports will not be bound by any terms other than as specifically provided in the referral application or these Terms and Conditions, including changes or modifications of any nature appearing on order blanks or copy instructions submitted by or on behalf of the Referral Partner that add to, change or conflict in any with any provision contained herein or in NC Sports' Referral Program or other written instructions NC Sports furnishes to Referral Partner.

Warranty/Indemnity. Referral Partner represents and warrants to NC Sports that: (i) you have not made a general public solicitation or advertising and that you are personally acquainted with each person referred, except as permitted by applicable law; (ii) Referral Partner is in compliance with all applicable laws and your referral will not damage or infringe the rights of any third party; (iii) Referral Partner is authorized to solicit the referral; and (iv) the use of any names, likenesses, voices, statements, service marks, trade names, trademarks, copyrighted material, or any other content appearing in the advertising display or listing hereby contracted for has been authorized by the owners or owner thereof and will not violate the rights of any party. Referral Partner agrees to indemnify and hold harmless NC Sports, its officers, managers, directors, agents and employees, from and against any and all claims and demands asserted against NC Sports by reason of the falsity of any of the foregoing representations, or resulting from any negligence, willful misconduct, or breach of this Agreement by Referral Partner.

Governing Law. This Agreement shall be governed by the laws of Nevada without regard to principles of conflicts of laws. Any disputes shall be resolved exclusively in the state or federal courts in Nevada, and both parties hereby consent and waive any objection to the jurisdiction of said courts.

Referral commissions will only be earned if the event entrant uses the individual promo code assigned to the Referral Partner. NC Sports shall not be responsible for any individual's failure to use Referral Partner's promo code. Only one referral commission will be paid per individual entrant. No referral commission will be payable on previously registered entrants. NC Sports' determination in regards to eligibility for any referral commission shall be final.

Referral Partner must not represent that they are acting on behalf of NC Sports or that they have the authority to enter into any agreement on behalf of NC Sports.

This Agreement does not constitute or imply the right to use any NC Sports, or any third party's, logos, trademarks or other intellectual property, including any materials promoting NC Sports or any event, without the prior written consent of NC Sports, unless such promotional materials have been provided by NC Sports.

Promotional materials will be available through the Referral Program online administration. You will be responsible for the direct costs of such additional promotional materials. Referral commissions will be mailed by check to Referral Partner the first week of each month. NC Sports shall not be responsible for the payment of any referral commissions to the extent that the payment of any such referral commissions are prohibited or regulated by applicable state law in the jurisdiction of the domicile of the Referral Partner or until all documentation necessary for the payment of the referral commission has been provided to NC Sports, as NC Sports may reasonably request.

Referral commissions shall not be paid to any Referral Partner until such referral commissions equal or exceed $25.