CRAIGSLIST AD POSTING AGREEMENT

[Pages:5]CRAIGSLIST AD POSTING AGREEMENT

This Craigslist Ad Posting Agreement (the "Agreement") is made and entered on January 20, 2012, by and between Cloudxtension ("Client") and Craigslistvideoads (Aaron Wipperfurth)("Ad Poster") (collectively referred to as the "Parties"). Client's current website address, if any, is:

The Parties agree as follows:

1. SERVICES: Client shall engage Ad Poster for the specific project of developing and/or improving a Craigslist Posting Solution. Such services to be described in greater detail below (the "Services"):

A. Post 25 ads per day Monday ? Friday. Ad Poster will post 25 ads on Craigslist per day, Monday ? Friday. No weekends. City list provided by Client. Ad poster will post in cities selected or "close" if the RDSL doesn't produce the city needed. Goal is to see 25 ads live each week day.

B. Designing/Changing Ads ? Ad poster will use ads provided, and possibly image ads approved by Client if needed to post successfully on Craigslist. Post will improve image ads as asked my client if needed. A $10 fee per improvement may be charged depending the time consumption for improvements. As noted the poster will start with text ads and only use image ads if needed.

C. Proof of Ads - Ad poster will provide client each day with a list of links to the ads that are posted live on Craigslist. Ad poster will do everything to prevent ghosting, however if ad is flagged by competitor, ad poster will not repost ad until 48 hours has passed.

D. Email - Ad poster will accumulate daily any email responses and forward them to the clients email. Ad Poster will provide email login and password for client to check replies.

E. Phones ? Ad Poster will provide 25 separate phone lines. 1 per city. Once deposit is made ad poster will purchase the 25 phone lines.

3. COMPENSATION: For the Ad Posting contemplated in this Agreement, the Client will pay the Ad Poster a fee of $500/month. This fee is for ad poster only. Client will also rent the RDSL service from Proxy Rental. We negotiated a deal for 3 months access of $1200. You have the option to pay weekly $150 if you do not want to purchase monthly or at 3 months. Typical monthly rates are $600/month

$300.00 at the signing of this Agreement and the remaining $200.00 upon

Completion of the 3 hour free trial period and start of service. Paypal

payment accepted to: info@ or check in the mail. Address will be provided if you are sending a check.

For months Feb ? Dec 2012 - $250 due on the 1st and $250 due on the

15th.

4. TIME OF COMPLETION: Ad Poster will take all reasonable actions to complete the Posting by 2PM Central time each day. However, Client acknowledges that delays in Ad Posting from a third party may slow completion of the Ad Posting. Ad Poster has full access to RDSL from 9AM- 2PM Central Time Monday ? Friday. Client has access from 2PM Central Time to 9AM Central Time Monday ? Friday, and 24 hour access Sat & Sun. Please note you will more than likely have access more hours each day. Once ad poster sends you the email with the links posted we are done using the RDSL for the day and you have access till the following morning at 9AM. Due to web design jobs and Craigslist Ad Designs, we will not be able to post at "certain" times. We can most likely guarantee posting in the window provided above. Client understands poster may ask for more hours after trial depending on the speed of the RDSL.

5. EXPENSES: Client agrees to purchase RDSL service and pay ad poster as stated above. Ad poster agrees to provide the telephone numbers.

6. INDEPENDENT CONTRACTOR. Ad Poster is an independent contractor and not an employee of the Client, and, unless otherwise stated in this Agreement, is not entitled to any of the benefits normally provided to the employees of Client.

7. CONFIDENTIALITY: Ad Poster acknowledges that he/she may have access to Client's confidential and proprietary information. Such confidential information may include, without limitation: i) business and financial information, ii) business methods and practices, iii) technologies and technological strategies, iv) marketing strategies and v) other such information as Client may designate as confidential ("Confidential Information"). Ad Poster agrees to not disclose to any other person (unless required by law) or use for personal gain any Confidential Information at any time during or after the term of this Agreement, unless Client grants express, written consent of such a disclosure. Ad Poster will not provide posting service to anyone in the same business at Client during the term and for 6 months after contract is complete.

8. TERMINATION OF CONTRACT: In the event Client cancels or terminates this Agreement before Completion of the Services, Ad Poster shall be paid by Client pro rata for all completed work and the payment of any authorized expenses. Contract valid from Jan 20, 2012 ? December 31, 2012. Contract renews month to month once the 1st payment is made. I

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13. BINDING EFFECT: The covenants and conditions contained in the Agreement shall apply to and bind the Parties and the heirs, legal representatives, successors and permitted assigns of the Parties.

14. CUMULATIVE RIGHTS: The Parties' rights under this Agreement are cumulative, and shall not be construed as exclusive of each other unless otherwise required by law.

15. WAIVER: The failure of either party to enforce any provisions of this Agreement shall not be deemed a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.

16. SEVERABILITY: If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.

17. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement. This Agreement may be modified in writing and must be signed by both Client and Designer.

18. NOTICE: Any notice required or otherwise given pursuant to this Agreement shall be in writing and mailed certified return receipt requested, postage prepaid, or delivered by overnight delivery service, addressed as follows:

Client:

________________________________



__

________________________________

Ad Poster: Aaron Wipperfurth______________ ___________ ______________________________

Either party may change such addresses from time to time by providing notice as set forth above.

19. GOVERNING LAW: This Agreement shall be governed by and construed in accordance with the laws of the State of Wisconsin.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day and year first written above.

CLIENT: _______________________________ Signature

AD DESIGN: Aaron Wipperfurth Signature

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_______________________________ Name (please print)

_______________________________ Title (if applicable)

_______________________________ Date

______________________________ Name (please print)

Owner Title (if applicable)

1/20/2012

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Craigslist Ad Posting Agreement

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