DUSTLESS.COM AFFILIATE PROGRAM  AGREEMENT

The following terms and conditions shall govern your participation in the Dustless.com Affiliate Program. This Agreement is between you ("you") and AIR SPONGE FILTER CO. Inc. ("we," "us" or "our"), which is the name of the company that operates the air products retail store on the Worldwide Web at Dustless.com ("Dustless.com").By clicking on the "I AGREE" button, you agree to be bound by all of the terms and conditions contained in this Dustless.com Affiliate Program Agreement ("Agreement") and these terms and conditions supersede any previous terms and conditions between you and us with respect to any Dustless.com Affiliate Program.  1. LINKING YOUR SITE WITH Dustless.com. We will provide you with a merchant ID number, graphics, examples and instructions on how to link your site into Dustless.com utilizing your merchant ID number (the "Link(s)").  You may create as many or as few links as you wish. We encourage (but do not require) you to include a link to the Dustless.com home page. You will be responsible for the placement of the graphics and the appearance of your web site, as well as for the ongoing maintenance of the graphics and links. 2. ORDER PROCESSINGA. We shall have the sole right and responsibility to process product orders placed by customers who access Dustless.com via the Links(s) (the "Customers") in the session commenced with their arrival at Dustless.com (the "Orders"), including handling customer payments, packing and shipping customer orders, and customer service. B. Orders will be governed by our then-applicable terms and conditions of sale, and all agreements relating to such terms and agreements will be between us and Customer. Those terms and conditions may be changed at any time, without notice to you. Selling prices for the products will be set by us in our sole discretion, and may be changed at any time. We may refuse an order for any reason or no reason at all.3. COMMISSIONS A.    You will receive a commission on the Selling Price of the item(s) shipped in an Order ("Commission") in accordance with the table below. The Selling Price is the price paid for the product by the Customer less shipping, handling, database processing fees, credit card validation fees or other charges incurred by the Customer.    

                      B.     The Commission will be deposited into your Account  one week after the Order is shipped, redeemable at any time for the purchase of products on Air Filter Factory. We will send you, via e-mail, a monthly report of the Orders placed and Commissions earned. C. If at the end of every calendar quarter the amount of Commissions in your Account are One Hundred Dollars ($100.00) or more, we will send you a check for the entire amount. D. You will receive Commissions on Orders placed by you as well. However, you will not receive a Commission on any Orders paid for with your store credits. 4. COPYRIGHTED MATERIAL AND LIMITED LICENSEA. All materials, including but not limited to reviews, articles, ad banners, photographs, images, illustrations, music, sounds, images, databases and software appearing on Dustless.com (the "Content") are protected by patent, copyright, trade dress and/or trademark law pursuant to U.S. and/or foreign patent, copyright and trademark laws and/or international treaties or conventions. Except as set forth in this Section 4, you may not use, transmit, distribute, sell, reproduce or otherwise copy any of the Content without express written authorization of the copyright and/or trademark owner of such materials. B. We grant you a non-exclusive, revocable right to use the graphics displayed in the "Adding Graphics" area and album cover artwork solely for use as icons providing Links. You may not distribute, modify or create derivative works from those graphics in any way and you may not sublicense, assign or transfer your license, and any attempt at such sublicense, assignment or transfer is void. C. We reserve all right, title and interest in our web sites and all Content therein, including without limitation, all intellectual property rights. Except as expressly set forth in this Section 4, we do not grant you any right or license in our web sites, Content or trademarks.5. RESPONSIBILITY FOR YOUR WEB SITE You will be solely responsible for the development, operation, and maintenance of your site and for all materials that appear on your site. We disclaim all liability for these matters. Furthermore, you will indemnify and hold us harmless from all claims, damages and expenses (including without limitation, attorney's fees) relating to the development, operation, maintenance and contents of your site.6. OUR USE OF Dustless.com AFFILIATE PROGRAM DATA We reserve the right to disclose information about sales and usage generated by the Dustless.com Affiliate Program in forms that do not reveal your personal identity. 7. REPRESENTATIONS AND WARRANTIES; INDEMNIFICATIONA. You represent and warrant that any material which is provided by you and displayed on your web site will not: (i) infringe on any third party's copyright, patent, trademark, trade secret or other proprietary rights or right of publicity or privacy; (ii) violate any applicable law, statute, ordinance or regulation; (iii) be defamatory or libelous; (iv) be obscene; (v) violate any laws regarding unfair competition, antidiscrimination or false advertising; (vi) promote violence or contain hate speech; or (vii) contain viruses, trojan horses, worms, time bombs, cancelbots or other similar harmful or deleterious programming routines. B. You represent and warrant that you have used your true legal name in registering for the Dustless.com Affiliate Program; that you have the power and authority to enter into this Agreement and perform the obligations set forth herein and that you are an adult of at least eighteen (18) years of age.C. You shall indemnify and hold harmless Dustless.com and its parent companies, subsidiaries and affiliates, and its respective directors, officers, employees, agents, shareholders and partners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs and expenses (including reasonable attorneys' fees) arising out of or related to any obligation undertaken or representation or warranty made by you; or any breach by you of any covenant or agreement made herein; or any content, trademark, copyright or intellectual property used, created or distributed by you.8. DISCLAIMER OF WARRANTY THE DUSTLESS.COM AFFILIATE PROGRAM AND DUSTLESS.COM ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF DUSTLESS.COM AFFILIATE PROGRAM OR DUSTLESS.COM WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS. 9. LIMITATION OF LIABILITYEXCEPT FOR COMMISSIONS DUE AND OWING TO YOU, IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR INCIDENTAL DAMAGES, WHETHER SUCH DAMAGES ARE ALLEGED IN TORT, CONTRACT OR INDEMNITY, ARISING OUT OF THE USE OF OR INABILITY TO USE OR LINK TO DUSTLESS.COM, LOSS OF PROFITS, REVENUE OR DATA, EVEN IF WE ARE INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT THAT ANY PART OF THIS SECTION 9 SHALL BE HELD UNENFORCEABLE OR INVALID UNDER THE LAWS OF AN APPLICABLE JURISDICTION, THE REMAINING PARTS HEREOF SHALL NEVERTHELESS CONTINUE TO BE VALID AND ENFORCEABLE AS THOUGH THE OFFENDING PORTIONS HAD NOT BEEN A PART HEREOF. IN ADDITION, IF THE LIMITATIONS ON WARRANTY OR LIABILITY THEREUNDER ARE HELD TO BE UNENFORCEABLE UNDER THE LAWS OF AN APPLICABLE JURISDICTION, SUCH LIMITATION SHALL, FOR PURPOSES OF THIS SECTION 9, BE REDUCED SUCH THAT OUR LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY THE CLAIMANT TO US WITHIN SIX (6) MONTHS PRECEDING THE DATE ON WHICH ANY CLAIM IS ORIGINALLY MADE, OR SHALL BE REDUCED TO THE EXTENT NECESSARY TO RENDER THEM ENFORCEABLE. 10. TERMINATIONA. You may terminate this Agreement at any time by sending notice to us via e-mail to mrsponge1@aol.com. You will be credited with all Commissions earned until the time of termination. B. We may, in our sole discretion, terminate this Agreement for any reasons whatsoever or no reason at all, including, without limitation, your breach of this Agreement. 11. RELATIONSHIP OF PARTIESA. Nothing contained in this Agreement shall be deemed or construed as creating a joint venture or partnership between you and us. Neither party, by virtue of this Agreement, is authorized as agent, employee or legal representative of the other. Except as specifically set forth herein, neither party shall have the power to control the activities and operations of the other and their status is, and at all times will continue to be that of independent contractors.B. You will not make any statement, whether on your web site or otherwise, that reasonably would contradict anything in this Section. 12. MODIFICATIONWe may modify any of the terms and conditions contained in this Agreement, at any time and at our sole discretion, by posting a change notice or new agreement on Dustless.com (or any successor web site.) Modifications may include, for example, changes in the scope of available services, referral fees, fee schedules, payment procedures and methods of linking to Air Filter Factory. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE. 13. CHANGES TO DUSTLESS.COM We reserve the right in our sole discretion to discontinue operation of Air Filter Factory at any time without notice to you and to redesign or modify the organization, structure, "look and feel," navigation, Contents and other elements of Dustless.com. 14. SEVERABILITYIn the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. 15. NOTICESAll notices to you will be sent to the e-mail address provided by you when you register for the Dustless.com Affiliate Program. All notices to us will be sent to mrsponge1@aol.com. 16. GOVERNING LAW This Agreement will be governed and construed pursuant to the laws of the State of Florida applicable to contracts entered into and performed entirely within the State of Florida, without regard to its conflict of law provisions. In the event of any dispute regarding the Dustless.com Program or any matter related to this Agreement, you agree that litigation shall be in the state or federal courts in Florida. Any process in any action or proceeding arising under or relating to this Agreement may, among other applicable methods, be served by delivering or mailing the same by registered or certified mail return receipt requested, directed to us at ASFC 11905 nw 35th st., Coral Springs, FL 33065, Attn: General Counsel or to you at the address appearing on your Dustless.com Affiliate Program registration. 17. ENTIRE AGREEMENTThis agreement constitutes and contains the entire agreement between the parties with respect to the subject matter hereof and supersede any prior contemporaneous agreements, oral or in writing.

H