STATE OF FLORIDA ATTORNEY GENERAL OF LEGAL AFFAIRS

OFFICE OF THE ATTORNEY GENERAL

IN THE MATTER OF: Attorney General Case No. Ll0-3-1092 UNITED MARKETING GROUP

ASSURANCE OF vOLUNTARY COMPLIANCE

Pursuant to the Florida Deceptive and Unfair Trade Practices Act, Chapter 501, Part II,

Florida Statutes (2011), the STATE OF FLORIDA, OFFICE OF TilE ATTORNEY GENERAL,

("the Attorney General") investigated certain business practices by UNITED MARKETING

GROUP ("UNITED MARKETING GROUP''), an Illinois corporation located at 929 N. Plum

Grove Road, Schaumburg, Illinois, 60173.

Without admitting that it violated Florida law and for the purpose of resolving this matter

only, UNITED MARKETING GROUP is now prepared to enter into this Assurance of

Voluntary Compliance ("AVC"), and the Attorney General by and through the Deputy Attorney

Geneml accepts this AVC in termination of its investigation pursuant to Section 501.207(6),

Florida Statutes.

MATI'ERS INVESTIGATED

1. UNITED MARKETING GROUP operates Membership Programs, which it

markets on the Internet and through telemarketing.

2. UNITED MARKETING GROUP enters into agreements with Marketing Partners

who offer products and services to the public on the Internet and/or on television. When a

consumer visits the partner's website, or calls a telephone number advertised by the partner on

television, and then makes a purchase from the Marketing Partner, UNITED MARKETING

GROUP. offers to enroll consumers in Membership Programs. UNITED MARKETING GROUP

generally offers a gift card, "savings certificate" or other premium in consideration for the

consumer accepting the otter to enroll in a Membership Program. UNITED MARKETING

GROUP also engages in outbound telemarketing, in which it contacts consumers who have

previously purchased from a Marketing Partner. Until approximately March 2010 for online

offers, UNITED MARKETING GROUP obtained consumers' full credit- or debit-card

infomtation from the Marketing Partner through a statement of authorization contained on the

web page, and until May 2010 UNITED MARKETING GROUP obtained the last four digits of

the consumers' credit- or debit-card infomtation from the consumer for telemarketing offers and

the balance of the consumers' credit- or debit-card infomtation from the Marketing Partner

through a statement of authorization made verbally through a call center. Since approximately

March 2010 for online offers and May 2010 for telemarketing offers, UNITED MARKETING

GROUP has required consumers to enter online or state o~er the telephone their full credit- or

debit-card infomtation for purposes of billing the fees for the Membership Programs.

3. The Attorney General received complaints from Florida consumers who stated

that they had not knowingly enrolled in Membership Programs. Pursuant to its statutory

authority, the Attorney General caused an inquiry to be made into the matters set forth above as

well as into UNITED MARKETING GROUP's internal policies regarding its Membership

Programs, including refund policies.

4. Among other things, the Attorney General reviewed records provided by

UNITED MARKETING GROUP and interviewed consumers who had been charged by

UNITED MARKETING GROUP. UNITED MARKETING GROUP cooperated in all respects

with the Attorney General's investigation.

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DEFINITIONS

5. "Account Information" means information concerning a consumer•s credit cam.

debit cam or bank accounts. including but not limited to the numbers of the accounts that enables

any person or entity to access those accounts.

6. For purposes of this A VC, "clear and conspicuous" or "clearly and

conspicuously" means readily noticeable and readily understandable. When evaluating whether

a statement contained within an advertisement or other representation is "clear and conspicuous,"

the following factors shall be considered and, if present, indicate that the statement is clear and

conspicuous:

(a) Whether the statement is sufficiendy prominent in terms of size, location, color,

contrast and, if applicable, duration of appearance, sound and speed, as to be readily noticeable

to and readily understandable by the persons to whom it is directed.

(b) Whether the statement stands alone.

(c) Whether the statement is expressed in plain and simple English.

(d) Whether the statement is in close proximity to any statement(s) that it purports to

clarify, or to which i~ is logically related.

(e) Whether the statement is consistent with other statement(s) within the

advertisement or other representation, and is not confusing.

(f) Whether the statement is presented without distractions that compete for the

attention of the consumer, including but not limited to inconsistent information.

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(g) Whether the consumer need not, in the case of a webpage, scroll down in order to

see the statement, whether the statement is above any button the consumer must click on in order

to take action and no "click-through" is required to access it.

(h) Whether the statement is presented prior to the consumer incurring any fmancial

obligation.

7. "Consent" means an affirmative and unambiguous statement by a consumer that

he or she agrees to an offer.

8. "Consumer11 as used herein means a resident of the State ofFlorida.

9. "Data Pass" means the furnishing of credit or debit Account Information of a

consumer from a Marketing Partner to UNITED MARKETING GROUP for the pmpose of

enabling UNITED MARKETING GROUP to bill a consumer for a Membership Program sold

by means of Post- Transaction Marketing without the consumer providing or reentering his or

her Account Information during that transaction.

10. "Marketing Partner" means any company or other entity that has authorized

UNITED MARKETING GROUP to promote, market, advertise, offer and/or sell a Membership

Program to a consumer by means of Post-Transaction Marketing, following the sale of products

or services by that Marketing Partner to that same consumer. "Marketing Partner" shall not

include a subsidiary or corporate affiliate of UNITED MARKETING GROUP or a successor of

UNITED MARKETING GROUP.

11. "Membership Program" means any program or service operated by UNITED

MARKETING GROUP and offered to consumers by UNITED MARKETING GROUP that

offers discounts or savings on the purchase of products or services and that involves the payment

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by consumers of recurring charges, whether or not the program or service is offered to

consumers in conjunction with a Marketing Partner or by UNITED MARKETING GROUP

independently.

12. "Negative option" means an arrangement, following a seller's offer to sell or

provide goods or services, in which a customer's silence or failure to take an affinnative action to

reject the goods or services or to cancel the provision of goods or services is interpreted by the

seller as acceptance of the offer.

13. "Post-Transaction Marketing" means selling or offering for sale to consumers of

goods or services through an initial merchant who is not a subsidiary or corporate affiliate of the

post-transaction marketer after the consumer has completed a transaction with the initial

merchant and provided his or her Account Information to the initial merchant.

COMPLIANCE

IT IS HEREBY AGREED BY THE PARTIES:

14. UNITED MARKETING GROUP, and its officers, directors, employees, agents

and representatives shall, in connection with the offering of Membership Programs to consumers

by means of Post-Transaction Marketing on the Internet or by telephone, continue to comply

with the Florida Deceptive and Unfair Trade Practices Act, Chapter 501, Part II, Florida Statutes

(2010).

15. UNITED MARKETING GROUP shall not emoll a consumer in any of its

Membership Programs involving a Negative Option feature without the consumer's Consent.

16. All requirements concerning consumers set forth herein apply only to consumers

who are residents of the State of Florida.

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DATA PASS

17. Data Pass from a Marketing Partner is prohibited in all sales of Membership

Programs by UNITED MARKETING GROUP to consumers on the Internet by means of Post­

Transaction Marketing. If any subsequently enacted federal or Florida statute rule or regulation

allows the use of Data Pass by post-transaction Internet marketers, UNITED MARKETING

GROUP is permitted to comply with the applicable law or rule. Otherwise, UNITED

MARKETING GROUP shall, as it is currently doing, continue to obtain all consumer Account

Information directly from consumers when soliciting the sale of Membership Programs on the

Internet by means ofPost-Transaction Marketing.

ALL DISCLOSURES

18. Material terms. For all Membership Programs containing an initial free or low-

cost period, UNITED MARKETING GROUP shall clearly and conspicuously disclose the

following offer terms before obtaining the consumer's Consent to be enrol1ed in the Membership

Program:

(a) The fact that the consumer will be charged for the Membership Program (after

any initial free or low-cost period) unless the consumer contacts UNITED MARKETING

GROUP to cancel.

(b) The amount the consumer will be charged initially, if applicable, and the amount

of the charge thereafter, if known, or if not known, the fact that amount of the charge may

change.

(c) The frequency of charges thereafter.

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(d) The date or time period by which the consumer must take action to avoid being

charged or being charged more than the initial cost of membership.

(e) The name of the Membership Program.

(f) A statement that the consumer may cancel the membership, and providing a toll·

free number or email address that may be used to cancel.

(g) The fact, if true, that any premium offered is contingent on enrollment in the

Membership Program and the manner in which any premium offered which is contingent on

enrollment in the program may be redeemed, such as by mail or e-mail. Any redemption fonn or

notification concerning the premium shall clearly and conspicuously set forth that it concerns

redemption of the premium.

RELATIONSHIP TO MARKETING P ARlNERS

19. UNITED MARKETING GROUP shall make clear in all Post-Transaction

Marketing solicitations that the Membership Program is offered and operated by UNITED

MARKETING GROUP. In Post-Transaction Marketing solicitations on the Internet, this

disclosure shall be set forth at the top of the first UNITED MARKETING GROUP webpage to

which a consumer is directed. UNITED MARKETING GROUP shall, in connection with the

Post-T~ction Marketing of a Membership Program, clearly and conspicuously disclose that it

is a separate entity from the Marketing Partner whose dealings with the consumer led to

UNITED MARKETING GROUP's offer. UNITED MARKETING GROUP shall not use words

or phrases which suggest that a representation from UNITED MARKETING GROUP comes

from a Marketing Partner. By way of example, UNITED MARKETING GROUP shall not use

the words "we" or "our" or any other terms in a Post-Transaction Marketing solicitation in such a

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manner as to suggest that a representation from UNITED MARKETING GROUP comes from a

Marketing Partner or is being made with a Marketing Partner.

ONLINE DISCLOSURES

20. In connection with the sale of Membership Programs to consumers on the Internet

by means of Post-Transaction Marketing or in connection with any offers involving an initial

free or low-cost period, UNITED MARKETING GROUP agrees to the following:

(a) It shall include the following or a substantially similar statement clearly

and conspicuously and immediately above any action button within any offer page for any

Membership Program that indicates assent to or interest in the offer: "I agree to have my [credit

or debit card, as applicable) billed [the applicable amount, each month or annually as applicable)

for my [name of applicable membership program) until I contact [UNITED MARKETING

GROUP/PRODUCT NAME] to cancel." A "substantially similar" statement must include the

words "billed" or "billing," the word "cancel" and the applicable amount that the consumer

would be charged, monthly or as otherwise applicable, if the consumer does not cancel.

(b) The following information shall be disclosed clearly and conspicuously in

a stand-alone paragraph above and in close proximity to any action button within the offer that

indicates assent to or interest in the offer: the fact that the consumer will be charged until he or

she contacts UNITED MARKETING GROUP to cancel; the amount the consumer will be

charged initially, if applicable, and the amount of the charge thereafter if known or if not known

a statement to the effect that the amount of the charge may change; the frequency of charges

thereafter; the name of the Membership Program; and a statement indicating that the consumer

may cancel the membership and providing a toll-free number or e-mail address that may be

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contacted to cancel. This information may not be provided below any action button within the

offer that indicates assent to or interest in the offer.

21. In connection with the sale of Membership Programs to consumers on the Internet

by means of Post-Transaction Marketing, UNITED MARKETING GROUP shall include on any

web page containing an action button that may be used by consumers to indicate assent or

interest in the offer an action button that may be used by the consumer to indicate a lack of

assent or interest and which, if used by the consumer~ shall terminate the viewing of any further

representations by UNITED MARKETING GROUP. This action button shall be clear and

conspicuous and in immediate proximity to the action button indicating assent and viewable on

the same page (without the need to scroll down) as the action button used to indicate assent.

This action button shall be labeled in such a manner as to clearly indicate a lack of consent or

interest such as, for example, ''No Thanks," or shall be accompanied by a statement in immediate

proximity to that button which clearly and unambiguously indicates lack of assent or interest in

the Membership Program. A statement to the effect that the consumer does not want a sum of

money or other benefit shall not be deemed sufficient to comply with this provision.

22. Subject to Paragraph 17, above, to accept any offer of a Membership Program on

the Internet by means of Post-Transaction Marketing, a consumer must provide his or her full 16-

digit credit~ or debit-card number and expiration date directly to UNITED MARKETING

GROUP or its agent. UNITED MARKETING GROUP shall not use any language reasonably

suggesting that UNITED MARKETING GROUP already has the consumer's Account

Information or that the consumer is merely being requested to "confirm" his or her Account

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lnfonnation or that the request for Account lnfonnation is necessary or required to complete any

purchase by the consumer from the Marketing Partner.

23. If a consumer is directed from a Marketing Partner retailer website to a UNITED

MARKETING GROUP website that contains the name or logo of the Marketing Partner and on

which the offer of enrolhnent in a United Marketing Group Membership Program is presented by

means of Post Transaction Marketingt UNITED MARKETING GROUP will do one of the

following:

(a) Include a disclosure on the slider indicating that by clicking it the

consumer will be leaving the retailer's website and be directed to UNITED MARKETING

GROUPt s website;

(b) Include a separate screen that appears in the interim between the slider and

the offer page indicating that the consumer is leaving the retailer's website and being directed to

UNITED MARKETING GROUP•s website; or

(c) Include a disclosure in close proximity to at least one prominent reference

to the Marketing Partner that states that the consumer is now on UNITED MARKETING

GROUP's webpage.

24. UNITED MARKETING GROUP shall not pre-check any boxes set forth in any

online representation used to indicate acceptance of an offer of enrolhnent in a Membership

Program or agreement to any tenns or conditions of the Membership Program offer.

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CALL CENTER MARKETING

25. Where it sells its Membership Programs to consumers on the telephone by means

of Post-Transaction Marketing, UNITED MARKETING GROUP agrees to the following terms

with respect to such marketing directed to Florida consumers:

(a) FINANCIAL OBLIGATIONS. UNITED MARKETING GROUP shall

obtain consumers' express agreement to be charged in the following manner: All inbound or

outbound call centers shall use, after a consumer is informed of any Post-Transaction Marketing

offer of a Membership Program, a scripted statement that communicates clearly and

conspicuously that the consumer is being asked to agree to allow UNITED MARKETING

GROUP to automatically charge his or her [credit or debit card, as applicable] [the applicable

charge fol1owing any trial period] every [month or year, or as otherwise applicable] unless the

consumer contacts UNITED MARKETING GROUP to cancel. This statement shall be made to

the consumer without any other promotional, sales or marketing information, and the consumer

shall not be enrolled in the Membership Program unless the consumer indicates his or her clear

and unambiguous Consent. All scripts shall also clearly and conspicuously inform consumers of

a toll-free number that the consumer may use to cancel. UNITED MARKETING GROUP shall

continue to record, or cause to be recorded, all call center sales of Membership Programs by

means of Post-Transaction Marketing, as and to the extent required pursuant to the Federal Trade

Commission's Telemarketing Sales Rule, and keep, or cause the call centers to keep, copies of

such recordings for a period of at least twenty-four (24) months, or such other period as may be

required pursuant to the Federal Trade Commission's Telemarketing Sales Rule, after enrollment

in the Membership Program.

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(b) RELATIONSHIP TO MARKETING PAR1NER UNITED

MARKETING GROUP shall in connection with any Post-Transaction Marketing ofMembership

Programs on the telephone identify the seller of the Marketing Program promptly at the

beginning of the call.

26. In the event that a consumer has declined the initial offer, any rebuttal script or

follow-up statement to the consumer shall again require the consumer to indicate his or her clear

and unambiguous assent, to accept the offer.

NOTICE OF BILLING

27. Within five (5) days of a consumer's enrollment in a UNITED MARKETING

GROUP Membership Program on the Internet or by telephone by means of Post-Transaction

Marketing, UNITED MARKETING GROUP shall send to the consumer either an email or a

notice that clearly and conspicuously discloses the material terms set forth in Paragraph 29. For

purposes of this provision, the fulfillment/welcome kit described in Paragraph 29 may satisfy the

requirement of this provision provided it is sent to the consumer within five (5) days of a

consumer's enrollment in a Membership Program.

DISCLOSURES ON BILLS

28. UNITED MARKETING GROUP shall take steps to the best of its ability to

ensure that all transaction descriptors on billing statements sent to consumers in connection with

charges by or on behalf of UNITED MARKETING GROUP state the name of the Membership

Program in which the consumer is enrolled and a toll-free number the consumer can use to

contact the Membership Program to cancel and request a refund. UNITED MARKETING

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GROUP shall fully inform the Attorney General of the steps it has taken upon request by the

Attorney General.

FOLLOW-UP MATERIALS

29. In the fulfillment/welcome kit sent to a consumer following his or her enrollment

in a Membership Program, the following information shall be clearly and conspicuously

disclosed: (i) that the consumer will be charged unless he/she contacts UNITED MARKETING

GROUP to cancel; (ii) the amount of the charge; (iii) the frequency with which the consumer

will be charged thereafter unless he/she cancels; and (iv) that the conswner may contact

UNITED MARKETING GROUP at its toll free number or email address to cancel. The

disclosure shall be made in one of the following: (i) in the first paragraph of the welcome letter

that is included in the membership package in a font size at least as large as the predominant font

size used in other language in the welcome kit; (ii) in the first paragraph on a separate sheet that

comes with the welcome kit in a font size at least as large as the predominant font size used in

the separate sheet; or (iii) within the first two pages of the welcome kit in a font size at least as

large as the largest font size of the other disclosures on the page. The disclosure of the

information set forth herein shall also be made in all welcome emails sent to consumers; these

emails shall include in the subject line a statement indicating that the e-mail relates to the

consumer's membership in the applicable Membership Program.

30. If the fulfillment/welcome materials sent to a consumer following his or her

emollment in a Membership Program is sent in an envelope, the following shall be stated on the

front of the envelope in a stand·alone sentence "Materials for Membership You Ordered."

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RECURRING NOTICE

31. Every twelve (12) months following a consumer's enrollment in a Membership

Program, UNITED MARKETING GROUP shall send to the consumer a letter by first-class mail

or e-mail reminding the consumer of his or her enrollment in the Membership Program including

a toll-free number or address that the consumer can use to cancel enrollment in the Membership

Program provided that, in the event the email is not delivered, UNITED MARKETING GROUP

shall send the letter by first-class mail.

CANCELLATION POLICIES

32. UNITED MARKETING GROUP shall provide a toll free number and street

address or e-mail address that members can use to cancel their enrollment in a UNITED

MARKETING GROUP Membership Program. UNITED MARKETING GROUP's contact

infonnation shall be set forth on UNITED MARKETING GROUP websites and printed on all

invoices, notices or other Membership Program materials sent directly by UNITED

MARKETING GROUP to consumers.

33. Cancellations shall be processed within two (2) business days following receipt of

a consumer's request to cancel by UNITED MARKETING GROUP.

34. UNITED MARKETING GROUP shall use its best efforts to ensure that the toll

free number is sufficiently staffed to meet reasonably anticipated call volume.

REFUND POLICIES

35. Every consumer enrolled in a Membership Program who contacts UNITED

MARKETING GROUP, makes reasonably clear that he or she did not authorize a charge or

charges by UNITED MARKETING GROUP and requests a refund shall be given a refund by

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UNITED MARKETING GROUP and if that consumer asks for a full refund, UNITED

MARKETING GROUP will provide a full refund.

36. UNITED MARKETING GROUP shall not represent to any consumer who (a) is

enrolled in a Membership Program, and (b) contacts UNITED MARKETING GROUP and (c)

states that he or she did not authorize a charge or charges by UNITED MARKETING GROUP

and (d) requests a refund, that refunds are not available, or that refunds are available for only one

month of payments or any other period of time that is less than the total amount of time during

which the consumer paid. UNITED MARKETING GROUP shall not tell such consumers that

only a supervisor can authorize the refund unless a supervisor is immediately made available to

speak to the consumer.

37. This refund policy shall not apply if the consumer used or affumatively requested

a benefit or service provided by or through UNITED MARKETING GROuP and UNITED

MARKETING GROUP has a record of the consumer's use or affirmative request of that benefit

or other service.

CONSUMER RESTITUTION

38. UNITED MARKETING GROUP shall oversee the following consumer

restitution program and provide the Attorney General with written confirmation of the

completion of all requirements set forth therein.

CONSUMER REFUND NOTICE

39. Within thirty (30) days of the Effective Date of this AVC, UNITED

MARKETING GROUP shall mail a Refund Notice in the form attached hereto as Attachment A

to all Florida consumers who enrolled in a UNITED MARKETING GROUP Membership

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Program through the use of Data Pass during the twenty-four (24) month time period prior to the

Effective Date of this AVC and who paid a monthly or annual membership fee to UNITED

MARKETING GROUP, except those consumers that used or affirmatively requested any

benefit, directory or service provided by or through UNITED MARKETING GROUP of which

UNITED MARKETING GROUP has a record, or have already received a full refund of their

monthly or annual membership fees.

40. Envelopes containing the Refund Notice shall prominently state in a stand-alone

sentence on the front of the envelopes, "This is a refund notice from UNITED MARKETING

GROUP." The Refund Notice shall include a toll-free number, to be maintained by UNITED

MARKETING GROUP and sufficiently staffed to meet reasonably anticipated caJI volume, that

consumers may call to find out the particulars of their membership(s}, including (a) the amounts

they paid to UNITED MARKETING GROUP, (b) the program(s) that they were enrolled in and

(c) the date on which they became enrolled.

ACTIVE CONSUMER NOTICE

41. Within thirty (30) days of the Effective Date of this A VC, UNITED

MARKETING GROUP shall mail the Active Consumer Notice in the form attached hereto as

Attachment B to all Florida consumers who are active members in a UNITED MARKETING

GROUP Membership Program, except those consumers that used or affirmatively requested any

benefit, directory or other service provided by or through UNITED MARKETING GROUP of

which UNITED MARKETING GROUP has a record. An "active" member is a consumer

enrolled in any UNITED MARKETING GROUP Membership Program who has not cancelled

before the Effective Date of this A VC. The Active Consumer Notice attached hereto as

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Attachment B shall not be sent to consumers who are sent the Reftmd Notice set forth in

Paragraphs 39-40.

42. The Active Consumer Notice shall: (a) notify the consumer that he or she is

enrolled in a UNITED MARKETING GROUP Membership Program, (b) provide a description

of the UNITED MARKETING GROUP Membership Program(s) (or applicable UNITED

MARKETING GROUP Membership Program), (c) provide contact information for UNITED

MARKETING GROUP and (d) be sent in envelopes that prominently state in a stand-alone

sentence on the front of the envelopes, ''Notice of your paid membership in a UNITED

MARKETING GROUP membership program."

43. In the event that a Florida consumer contacts UNITED MARKETING GROUP in

response to the Active Consumer Notice requesting a reftmd and claiming that they did not

authorize a charge or charges by UNITED MARKETING GROUP, UNITED MARKETING

GROUP shall provide a refund to such individual.

TIME PERIODS. REFUNDS

44. Consumers shall be given Wltil one hundred and twenty (120) days after the

Effective Date of this AVC to respond to the notices sent pursuant to Paragraphs 39-43.

UNITED MARKETING GROUP shall provide refunds to every consumer who requests a refund

in response to these notices within thirty (30) days after the end of the one hundred and twenty

day (120) period specified above for consumers to respond .. UNITED MARKETING GROUP

may deduct from the amounts reftmded to consumers any partial refund already provided to the

consumers.

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PAYMENTS AND RESTITUTION RECORDS

45. UNITED MARKETING GROUP shall pay the sum of Five Hundred and Seventy

Thousand Dollars ($570,000) to be allocated as follows:

(a) for consumer restitution pursuant to Paragraphs 39-44;

(b) if any funds remain thereafter, up to $170,000 shall be retained by UNITED

MARKETING GROUP to be applied toward restitution and administrative costs associated with

refunds to Florida consumers pursuant to the class action settlement in Tassell et al. v. UNITED

MARKETING GROUP et al. and the restitution program in this AVC; and

(c) if any funds remain thereafter, that sum shall be split equally between the

Attorney General's Office (for costs of future investigation and enforcement initiatives) and

UNITED MARKETING GROUP (toward additional restitution and administrative costs

associated with refunds for Florida consumers).

In the event that refund requests from the Florida consumers who received notices as set

forth in Paragraphs 39-44 exceed Five Hundred and Seventy Thousand Dollars ($570,000), the

refund amounts paid to those Florida consumers shall be pro-rated.

46. UNITED MARKETING GROUP shall provide the Attorney General with a

detailed accounting concerning the restitution program, including a list of the names and contact

information of all consumers to whom funds were paid, the amounts they paid for UNITED

MARKETING GROUP programs and the amounts refunded to them by UNITED

MARKETING GROUP, and a notarized statement attesting to compliance with the terms of this

AVC concerning the restitution program within an additional sixty (60) days after deadline set

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forth in Paragraph 44 for UNITED MARKETING GROUP to make payments to consumers who

respond to the refund notice.

FEES AND COSTS

47. Within forty five (45) days after the Effective Date of this AVC, UNITED

MARKETING GROUP shall pay the swn of One Hundred and Fifty Thousand Dollars

($150,000) for attorneys' fees and costs associated with this matter, with a cashier's check made

payable to the Legal Affairs Revolving Trust Fund and sent to Allison Finn, Assistant Attorney

General, Office of the Attorney General, Department of Legal Affairs, PL-01, The Capitol,

Tallahassee, Florida, 32399-1050, pursuant to Section 501.2101, Florida Statutes. This swn of

One Hundred and Fifty Thousand Dollars ($150,000) is independent of any funds that would be

paid to the Attorney General pursuant to Paragraph 45 of this AVC.

RECORD-KEEPING

48. For two (2) years after the Effective Date of this AVC, UNITED MARKETING

GROUP shall retain copies of {a) records of complaints from Florida residents, and (b)

representative samples of all United Marketing Group Membership Program representations

including webpages and fulfillment materials directed at conswners in Florida, and shall provide

them to the Attorney General upon request. UNITED MARKETING GROUP shall provide

copies ofal1 recordings made and retained pursuant to Paragraph 25 of this AVC to the Attorney

General upon request.

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MiscELLANEOUS PROVISIONS

49. Nothing in this AVC limits the Attorney General's ability to investigate and take

action regarding any business practices by UNITED MARKETING GROUP apart from the

Matters Investigated.

50. UNITED MARKETING GROUP shall not represent directly or indirectly that the

Attorney General has approved any of its business practices.

51. If the Attorney General believes that a material breach of this A VC has occurred.

the Attorney General shall provide written notice to UNITED MARKETING GROUP of the

claimed breach and an opportunity promptly to cure such breach or to explain to the Attorney

General why it does not believe a breach has occurred. The notice shall describe in detail the

material breach that the Attorney General believes has occurred. UNITED MARKETING

GROUP shall have fourteen (14) days from the receipt of the notice within which to provide a

good faith written response to the Attorney General's notice. The response shall include at a

minimum either:

(a) A statement explaining why UNITED MARKETING GROUP believes it

is in full compliance with the A VC; or

(b) An explanation ofhow the alleged material breach occurred; and

(i) A statement that the alleged breach has been cured and an

explanation of how; or

(ii) A statement that the alleged breach cannot be reasonably cured

within twenty (20) days from receipt of the notice but that ( 1) UNITED MARKETING GROUP

has begun to take corrective action to cure the alleged breach; (2) UNITED MARKETING

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GROUP is pursuing such corrective action with reasonable due diligence; and (3) UNITED

MARKETING GROUP has provided the Attorney General with a detailed and reasonable

timetable for curing the alleged breach; provided, however, that this provisions shall not prevent

the Attorney General from pursuing it statutory obligation to conduct investigations or bring

enforcement actions necessary to protect the public interest.

APPLICABILITY

52. This A VC shall apply only to marketing directed at Florida consumers and in

connection therewith shall bind UNITED MARKETING GROUP's and its officers, directors,

employees, agents, and representatives acting in concert or participation with it, and it shall be

binding upon any other business entity to which UNITED MARKETING GROUP sells, assigns

or otherwise transfers all or substantially all of its assets. UNITED MARKETING GROUP shall

notify any surviving corporation, purchaser, assignee or transferee of the terms of this A VC and

its binding effect upon the surviving business, purchaser, assignee or transferee.

53. UNITED MARKETING GROUP shall not effect any change in its way of doing

business or its organizational identity so as to avoid compliance with the terms and conditions set

forth in this A VC.

54. UNITED MARKETING GROUP shall be responsible for making the substantive

terms and conditions of this A VC known to its officers, directors, employees, agents,

representatives, successors and assigns who are in any way involved in the preparation of

marketing materials distributed to the public.

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FUTURE VIOLATIONS

55. Violation of this AVC shall subject UNITED MARKETING GROUP to civil

penalties and sanctions provided by law. Pursuant to Section 501.207, Florida Statutes, a

material violation of this A VC is prima facie evidence of a violation of the Florida Deceptive

and Unfair Trade Practices Act, Section 501, Part II, Florida Statutes.

SETI'LEMENT AND RELEASE

56. This Assurance constitute a complete settlement and release by the State of

Florida of all claims asserted or that could have been asserted by the Attorney General against

UNITED MARKETING GROUP before the Effective Date and arising out of the Matters

Investigated. Releasees include UNITED MARKETING GROUP's parents, subsidiaries,

affiliates and licensees, past and present and their past and present representatives, successors,

administrators, employees, shareholders, independent contractors, officers, directors, attorneys,

agents, servants and assignees.

57. The Attorney General shall not institute any action against UNITED

MARKETING GROUP or the releasees, including but not limited to actions seeking restitution,

injunctive relief, fines, penalties, attorney's fees or costs, arising out of any claims with respect

to the Matters Investigated before the Effective Date of this Assurance except that the Attorney

General may institute an action to enforce the provisions of this Assurance.

58. The parties acknowledge and agree that UNITED MARKETING GROUP is

entering into this Assurance solely for the purpose of settlement. Nothing contained herein may

be taken to be an admission or concession of violation of law, or of any liability all of which

UNITED MARKETING GROUP expressly denies. No part of this Assurance constitute or shall

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berdeemed 10 ~ ~ence a,l$inst J.JNti'P..I) MAR.Km1NO GROUP ill iDlY acdon brought

by any peJ80n or entitf:Ot mhcn: patty of any violation o.£ any fltdenl or state statute or te»itation

or the coDii:Jlon law ~.Pt· in an actiOn brolJ&ht to enforce the 1erms of tbis ~. To the

extent that QUY chan&es 1n ~ MARK.BJ'JNO GROUP's bu$lnass am made to achieve tlr

facilitate confo~ ~ tl:PJ ~~ the f&Qt that such changes were IJl8de $ball not itselt

constitute. any form qf ·e:vident.e: ~t cq: imPlicit by UNITED MARKETING GROUP of

Wh)JlgdoiDg or failure m:'~ill~l'y with. any federal or state ~tUte.t regulation or ihe c.onnnon law.

59.. This AVC shall beCOQle effectiVe uponits execution by UNITED MARKETING

GROUP and the Deputy Attorney Oen.era.lr pro'Vl~ however that with te$pecl t() the provisions

ofPalagtaphs 18, 19,20,21,.22, 23,2540 26.,27, 28, 29, 30~ 31, ~ 33.35-36 and37 oft'bisAVC

shall become effecttve ·sixty (60) dqs folloWing it$ execution by the UN111ID :MARKETING

GROUP aQ.d ~Deputy Attorney Genetal. The receipt of ot deposit by the Attorney General of

any •funds pursuant to tbis AVG does not constit'Qte ac~ by lhe Attoiney General~> and

funds reeeived Will be returned promptly if tbis, AVC is not accepted.

FOR UNITED MARD'fiNG GROUP

STATE OF :J',?.L,wof r

CO'QNTYOF ~~ fe

BEFORE MB, an officerduiy authorit.ed 10 take acknowledptentt in 1he State of I..I..L4J.nr • pertQDally appeared C.: ~~w Kcawftr...fl&z • ~ILilrN~ ~end duly Authorized ~entatlve of UNITBD MARKETING GROUP and acknowledged before me tbat l1b executed the fotegoing; mstruJnent fot the purposes therein stated, on tltir r.J< day Of tv'hfl.l (+-' 2012.

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Personally Known 'J(__ or Produced Identification

Type of Identification Produced:

(Print, type or stamp commissioned name of Notary)

FOR THE OFFICE OF THE AITORNEY GENERAL

ACCEPTED this 8""- day of ~ 2012.

ASSISTANT AITORNEY GENERAL DEPARTMENT OF LEGAL AFFAIRS OFFICE OF THE ATTORNEY GENERAL The Capitol, PL-0 1 Tallahassee, Florida 32399-1050 850-414-3600

PA TRIClA A. CONNERS ASSOCIATE DEPUTY ATTORNEY GENERAL DEPARTMENT OF LEGAL AFFAIRS OFFICE OF THE A ITORNEY GENERAL The Capitol, PL-01 Tallahassee, Florida 32399-1050 850-245-0140

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A TI ACHMENT A [Refund Notice]

[Date]

[consumer name and address]

Dear ------·

Pursuant to an agreement with the Florida Attorney General, we are writing to inform you that you enrolled in one of our membership programs, paid a recurring monthly membership fee and may continue to pay a monthly membership fee. If you never authorized your enrollment, and never used or requested any of the premiums, benefits, directories or services offered through the membership program, you may contact our office to cancel your membership and obtain a full refund or, if you have already cancelled but did not get a full refund, obtain a full refund at:

[toll-free number to be maintained by UNITED MARKETING GROUP] or [applicable email address] or UNITED MARKETING GROUP 929 N. Plum Grove Road, Schaumburg, Illinois, 60173

If you have any questions about your prior or current enrollment or payments, you may call us at [toll-free number to be maintained by UNITED MARKETING GROUP]. You may have become a member by either ( 1) enrolling online after making a purchase on one of our partner's websites (in which case, after you completed your purchase, you were offered a gift for agreeing to a trial membership), or (2) enrolling over the phone after making a purchase from one of our partners over the phone (in which case, after you completed your purchase, you were offered a gift card or some other benefit in exchange for agreeing to a trial membership).

You are not eligible to seek a refund if you used or requested any of the premiums or benefits, directories or other services offered through the membership program, or if you knowingly authorized your enrollment. TO GET A REFUND, YOU MUST RESPOND TO THIS LEITER BY [DATE].

Sincerely yours, [UNITED MARKETING GROUP]

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A TI ACHMENT B [Active Consumer Notice]

[date]

[Consumer name and address]

Dear _____ ~

This letter is a reminder that you are currently a paying member of a UNITED MARKETING GROUP consumer benefits program. You may be enrolled in [two club names] or another one of our clubs.

[Description of UNITED MARKETING GROUP membership programs, or applicable UNITED MARKETING GROUP membership program in 12lines or less].

Your membership will continue until it is cancelled. If you have any questions about your membership or UNITED MARKETING GROUP's benefits, please contact us at [toll-free number or email address to be maintained by UNITED MARKETING GROUP].

Sincerely yours,

[UNITED MARKETING GROUP]

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