In accordance with the terms and conditions contained in the Application and Agreement, I hereby submit my Application to become an Independent PureTrim Promoter ("Promoter"), with Awareness Corporation ("the Company"), and hereby state and agree as follows:
1. I am of legal age, in the state in which I reside, to enter into this Agreement. This Application and Agreement becomes effective on the date received, signed by the applicant, and / or entered into online and accepted by the Company in its home office. Similarly this agreement is effective upon my online application by click through process.
2. Upon acceptance of this application I understand, I will become a Promoter of the Company and will be eligible to participate in the selling and distribution of the Company's retail goods to consumers and receive commissions in connection with such sales in accordance with the Company's Policies and Procedures, and Compensation Plan.
3. I understand that as a Promoter, I am an Independent Contractor; not an agent, employee or franchisee of the Company. I further understand and agree that I will not be treated as an employee with respect to such services, for federal or state tax purposes. Nor will I be treated as an employee for purposes of the Federal Unemployment Tax Act, the Federal Insurance Contributions Act, the Social Security Act, the State Unemployment Act or the State Employment Security Act. I understand and agree to pay all applicable federal and state income taxes, self-employment taxes, local taxes and/or local license fees that may become due as a result of my activities under this agreement.
4. I understand and agree that my remuneration will consist solely of commissions, overrides and/or bonuses, relating to the sale of Company's products derived from in-person sales, solicitations or orders from ultimate consumers, primarily in the home or otherwise, rather than in a permanent retail establishment. All commissions and payments are based on consumer sales.
5. I understand that I am not required to make any purchase in order to become a Promoter, nor am I required to maintain an inventory. If I decide not to continue as a Promoter, I may submit my written resignation at anytime. I may return products in accordance with the Company's Buy-Back Policy set out in the Company Policies and Procedures.
6. I hereby agree to represent the Company's Compensation Plan, fairly and completely, emphasizing that retail sales are a requirement, that no purchase of goods or services is required at any level, that no recruitment fee can be derived from the mere act of sponsoring another Promoter, and that no earnings are guaranteed from participation in the Compensation Plan. I agree that I will not make any representations about the actual, potential or expected earnings of any Promoter of the Company.
7. I understand that as a Promoter, I am not guaranteed any income nor am I assured any profit or success. I understand the Compensation Plan and that I can only make commissions upon the sale of the Company's goods and services. I will be free to set my own hours, and determine my own location and methods of selling, within the guidelines and requirements of this Agreement. I agree that I am responsible for my own business expenses in connection with my activities as a Promoter.
8. I further certify that neither the Company nor my sponsor have made any claims of guaranteed earnings or representations of anticipated earnings that might result from my efforts as a Promoter. I understand that my success as a Promoter comes from retail sales, service and the development of a marketing network. I understand and agree that I will make no statements, disclosures or representations in selling the Company's goods and services or in the sponsoring of other prospective Promoters, other than those contained in and approved in the Company materials. The Company's program is built upon sales to the ultimate consumer, however the Company reserves the right to market directly to the consumer as part of its overall marketing or sales strategy. The Company also recognizes that Members may wish to purchase product in reasonable amounts for their own personal or family use. For this reason, a retail sale shall include sales to non-participants as well as sales to Members for personal or family use, which are not made for purpose of qualification or advancement. It is company policy, however, to strictly prohibit the purchase of product or large quantities of inventory solely for the purpose of qualifying for bonuses or advancement in the marketing program. Members may not inventory load nor encourage others in the program to load up on inventory.
9. I hereby agree not to re-package or re-label the Company's goods or services, nor to sell said goods or services under another name or label. I further agree to refrain from producing, selling and using for the purpose of advertising, promoting, or describing the Company's goods or services, the Compensation Plan, or other programs, any written, recorded or other materials, which have not been approved or provided by the company.
10. In the event I sponsor other Promoters, I agree to perform a bonafide supervisory, distributive and selling function in connection with the sale of the Company's goods and services to the ultimate consumer. I also agree to train my sponsored Promoters in the performance of these functions. I agree to have continuing communication and supervision with my sales organization.
11. I understand and agree that the Company, in order to maintain a viable marketing system, may make modifications in the Policies and Procedures, Compensation Plan, company literature and product prices. I further agree to be bound by such changes upon notification or through changes to the materials on the Company website. You acknowledge and agree to the Company's right to change this Agreement, acknowledge your responsibility to regularly and carefully monitor the Agreement as posted on the Company website, and agree to be bound by all changes to the Agreement. Continued activity in the Company by a Promoter after the Company has posted any change or notice of change, or the acceptance of any compensation under any Company Program, including bonuses or commissions, or by using any Company software or web site, also constitutes actual notice and acceptance of any and all changes. Company reserves the right to change, alter, modify and/or delete the existing downlines or uplines of Individual Promoters for any reason it deems sufficient under the circumstances. Company may make such changes without notification to any Promoters and without notification to and Promoters that may be affected by such changes. Promoters herein acknowledge and agree to waive any claim against Company for the making of such changes. Promoters acknowledge that they have no ownership interest in any downlines or uplines under this agreement.
12. I understand that the acceptance of the Application does not constitute the sale of a franchise or a Promotership, and that there are no exclusive territories. Promoters are allowed to obtain only one Promotership per household and may only have one Promotership corresponding to their individual Tax ID or Social Security number. They may opt to hold their one Promotership as an individual or in a partnership or corporation form but may not obtain or maintain more than one Promotership at a time regardless of the form of business ownership of that Promotership. The Company reserves the right to immediately terminate all Promoterships held in violation of this rule, regardless of their form of ownership.
13. I understand and agree that because of the personal nature of the Agreement, it may not be transferred or otherwise assigned.
14. The term of this Agreement is one year. I understand that I must apply for and renew annually this Agreement, on the annual anniversary date of the acceptance of the application. The renewal process and fees will be set by the Policies and Procedures of the Company.
15. I understand and agree that either party may terminate this agreement, regardless of reason, by giving notice to the other party in writing at its principle place of business. To the extent permitted by law, the Company, its directors, officers, shareholders, employees, assigns and agents (collectively referred to as "affiliates"), shall not be liable for, and I release the Company and its affiliates from, and waive all claims for any loss of profits, indirect, direct, special or consequential damages or any other loss incurred or suffered by me as a result of: (a) my breach of this Agreement or the Policies and Procedures; (b) the promotion or operation of my PureTrim business and any activities related to it (e.g., the presentation of products or Compensation and Marketing Plan, the operation of a motor vehicle, the lease of meeting or training facilities, etc.); (c) any incorrect data or information provided by me; or (d) the failure to provide any information or data necessary for the Company to operate its business, including without limitation, my enrollment and acceptance into the Compensation and Marketing Plan or the payment of Commissions or Bonuses.
I AGREE THAT THE ENTIRE LIABILITY OF THE COMPANY AND ITS AFFILIATES OF ANY CLAIM WHATSOEVER RELATED TO THE RELATIONSHIP OF THE COMPANY AND MYSELF INCLUDING, BUT NOT LIMITED TO, ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT OR EQUITY SHALL NOT EXCEED, AND SHALL BE LIMITED TO, THE AMOUNT OF PRODUCTS I HAVE PURCHASED FROM THE COMPANY UNDER THIS AGREEMENT OR ANY OTHER AGREEMENTS THAT ARE IN RESALABLE CONDITION. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY CONSEQUENTIAL DAMAGES (INCLUDING GOOD WILL) FOR BREACH OF WARRANTY OR OTHERWISE. I HEREBY WAIVE ANY CLAIM AGAINST THE COMPANY IN TORT OR CONTRACT BASED ON ANY EXPECTATIONS OF EARNINGS OR INCOME PURSUANT TO ITS COMPENSATION PLANS.
The company may immediately terminate this Agreement if I engage in or am found to have engaged in conduct that could discredit the Company or its products. I understand the Company is a family oriented business that expects its Members to conduct themselves with the highest ethics and integrity. I agree to do so and represent that I have never been convicted of a felony, charged with any crime involving moral turpitude or dishonesty or violated a court order.
16. I understand that in the U.S. Federal and State agencies do not approve or endorse direct marketing programs. Therefore, I agree that I will not represent that The Company, its products, or programs have been approved or endorsed by any governmental agency. Granted to anyone, and that no franchise fees have been paid, nor am I acquitting any interest in a security by the acceptance of this Agreement.
17. I understand and agree that the Application and Agreement, including the Company's Policies and Procedures, and Compensation Plan, incorporated herein by reference, constitute the entire agreement between the parties hereto.
18. I have read this agreement, including the Policies and Procedures and Compensation Plan located at http://www.puretrim.com/pnp.pdf, and I acknowledge receiving a copy of all documents referred to, and agree to abide and be bound by the terms contained therein and that I have had the opportunity to have this Agreement Reviewed by legal counsel of my choice.
19. All disputes between me and the Company shall be governed by Arizona law and resolved by binding arbitration in accordance with the Company's dispute resolution policy. Maricopa County, Arizona, shall be the sole and appropriate place for jurisdiction and venue of any dispute between the Company and me.
BY CLICKING "YES" BELOW, YOU AGREE (1) TO ENTER INTO THIS AGREEMENT WITH AWARENESS CORPORATION ELECTRONICALLY; AND (2) YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THE ELECTRONIC Promoter AGREEMENT AS SET FORTH HEREIN.
You hereby authorize PureTrim to send all notices, disclosures, records, agreements and documents relating to this Service and your account (collectively, "Disclosures") electronically to your email address, or to post Disclosures online with notice to you, such as a hyperlink or online directions on where to retrieve the information. You agree to print a copy of any electronic Disclosures for your records. Disclosures may include but are not limited to: PureTrim Promoter Application and Agreement. Disclosures may also be mailed to the post office mailing address provided by you. In the event that a Disclosure is not sent electronically, it will be sent by U.S. mail. You agree to promptly notify us of any changes in your email address by emailing us at email@example.com. To access Disclosures electronically and print copies for your records, you must have internet and e-mail access, as well as access to a printer. The following hardware and software is necessary: A personal computer and software to access the Internet with an email account. If you do not wish to enter into contracts electronically, or if you do not agree to be bound by this Electronic Agreement, select "I do not agree" below. If you wish to withdraw your consent to receiving electronic Disclosures, you may only do so by terminating your Promotership with us. You are still responsible for any transactions that you made prior to terminating your Account and the continuing provisions of the PureTrim Policies and Procedures. Additionally the PureTrim Promoter Policies and Procedures are incorporated herein by this reference to this Application and Promoter Agreement, as if set out in full. If this Agreement is altered in any way it will not be deemed accepted by PureTrim except in its original unaltered form, regardless of passage of time or payment of commissions by PureTrim. If this agreement is altered in any way, PureTrim, may, in its sole discretion, deem this agreement to be void ab initio and require that I repay all commissions and bonuses paid to me. I hereby consent to PureTrim sending me email messages, faxes or contacting me by telephone about matters that PureTrim considers pertinent to my business. I agree that my receipt of any telephone, email, or other contacts by PureTrim or its employees or Promoters shall not be deemed a violation by PureTrim of any state or federal telephone solicitation, no-call, anti-spam, consumer protection or similar laws. This Agreement shall be governed by the laws of the State of Arizona. I consent to PureTrim' publishing in any of its official material, whether print, audio or video, my name, photograph, city and state of residence, the amount of commissions, bonuses, awards, prizes, and recognition paid to me, information regarding any benefits derived by me and other information that PureTrim customarily publishes about independent Promoters.
Additionally, as a PureTrim/Awareness Promoter you agree to receive PureTrim email messages and voice mail messages (Including Automated call messages) to the phone number you provide in this Agreement/application and to the email address you provide on this Application/Agreement.
You also agree to receive periodic text messages from PureTrim (78738). These messages may include PureTrim Updates or promotional material. These messages will appear a maximum of once per week. Standard message and data rates may apply. You may reply STOP via text at any time to cancel or HELP for help.
BY CLICKING YES BELOW, YOU AGREE TO BE BOUND BY ALL THE TERMS AND CONDITIONS CONTAINED IN THIS ELECTRONIC PROMOTER AGREEMENT AND APPLICATION (collectively, "Agreement"), AND THE AWARENESS PROMOTER POLICIES AND PROCEDURES WHICH MAY BE CHANGED FROM TIME TO TIME, IN OUR SOLE DISCRETION. BY CONTINUING TO USE THIS SERVICE AFTER THE POSTING OF SUCH CHANGES, YOU AGREE TO BE BOUND BY SUCH CHANGES. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, DO NOT BECOME A PROMOTER. ADDITIONALLY AS AN AWARENESS PROMOTER YOU AGREE TO RECEIVE AWARENESS EMAIL MESSAGES AND AWARENESS VOICE MAIL MESSAGES TO THE PHONE NUMBER YOU PROVIDE IN THIS APPLICATION AND TO THE EMAIL ADDRESS YOU PROVIDE ON THIS APPLICATION. I HEREBY AGREE NOT TO CONTACT ANY AWARENESS PROMOTER OR CUSTOMER FOLLOWING MY RESIGNATION OR TERMINATION AS AN AWARENESS OR PURETRIM PROMOTER FOR A PERIOD OF FIVE (5) YEARS. I HEREBY AGREE NOT TO COMPETE DIRECTLY OR INDIRECTLY WITH AWARENESS CORPORATION DURING THE DURATION OF THIS AGREEMENT AND ITS EFFECTIVE TERM OR FOR A PERIOD OF FIVE (5) YEARS FOLLOWING MY RESIGNATION/ TERMINATION OR SUSPENSION AS AN AWARENESS OR PURETRIM PROMOTER. I HEREBY ACKNOWLEDGE THAT ANY INFORMATION PLACED INTO THE AWARENESS OFFICE BY MYSELF OR OTHERS SHALL BECOME THE TRADE SECRETS AND CONFIDENTIAL MATERIAL SOLELY OWNED BY AWARENESS CORPORATION AND I WAIVE ALL RIGHT TO USE SUCH INFORMATION FOLLOWING MY TERMINATION OR RESIGNATION FOR ANY BUSINESS PURPOSE OR REASON. I HEREBY ACKNOWLEDGE THAT I AGREE TO NEVER MAKE ANY DISPARAGING STATEMENT REGARDING AWARENESS CORPORATION, ITS PRODUCTS, PRODUCT INGREDIENTS OR OFFICERS, DIRECTORS. I HEREBY AGREE THAT ALL PROMOTERS SIGNED UP UNDER PURETRIM BECOME THE SOLE PROMOTERS/CUSTOMERS OF AWARENESS CORPORATION AND I WAIVE ALL RIGHTS TO CONTACT THOSE INDIVIDUALS OR SOLICIT THEM FOR ANY OTHER BUSINESS OPPORTUNITY FOLLOWING MY TERMINATION/ RESIGNATION/OR SUSPENSION AS A PROMOTER FOR AWARENESS CORPORATION. MY VIOLATION OF ANY OF THE TERMS OF AWARENESS AGREEMENTS OF ANY LAW IN THE COURSE OF MY BUSINESS ACTIVITIES MAY RESULT, AT AWARENESS' DISCRETION IN THE FORFEITURE OF COMMISSION AND BONUS CHECKS OR OTHER PAYMENTS FROM AWARENESS ON ALL OR PART OF MY MARKETING ORGANIZATION, CANCELLATION OF THIS AGREEMENT OR OTHER CORRECTIVE ACTION AS SPECIFIED IN THE AWARENESS POLICIES AND PROCEDURES. IF THIS AGREEMENT IS CANCELLED OR TERMINATED AT ANY TIME FOR ANY REASON I UNDERSTAND THAT I WILL PERMANENTLY LOSE ALL RIGHTS AS AN INDEPENDENT PROMOTER AND I AGREE TO WAIVE ALL RIGHTS AND CLAIMS TO MY MARKETING ORGANIZATION AND TO ALL COMMISSIONS AND BONUSES. I HEREBY WAIVE ALL RIGHTS OF PERFORMANCE AGAINST AWARENESS CORPORATION FOR ANY DELAY IN ITS PERFORMANCE. I HEREBY AGREE TO BE BOUND BY THE BINDING ARBITRATION PROVISIONS CONTAINED IN THE PURETRIM POLICIES AND PROCEDURES WHICH THOSE POLICIES AND PROCEDURES ARE INCORPORATED HEREIN BY THIS REFERENCE AS IF FULLY SET FORTH AND SHALL BE BINDING AS IF FULLY SET FORTH UPON THE APPLICANT.
Dispute Resolution, Agreement to Arbitrate, and Class Action Prohibition If a dispute arises relating to any relationship between or among the Company (Awareness Corporation/PureTrim), its officers, employees, promoters, or vendors or arising out of any product or service provided by the Company, the parties agree to attempt in good faith to resolve any such dispute in an amicable and mutually satisfactory manner. In the event such efforts are unsuccessful, either Party may serve a notice of mediation/arbitration on the other Party. Notice of Mediation/Arbitration shall be personally delivered or sent by prepaid registered airmail or air courier, and shall be effective on the receipt thereof. Proof of receipt shall be sufficient if signed by an officer or responsible official of the Party to whom it is addressed. The Notice of Mediation/Arbitration shall be dated, and without prejudice to any right under the Rules permitting subsequent modifications, and shall specify the claims or issues that are to be addressed in the mediation/arbitration. The mediation must be held in Mesa, Arizona or elsewhere in the greater Phoenix metropolitan area by a mediator knowledgeable about multi-level marketing businesses. The parties shall agree on a mediator and shall equally share the costs of the mediation. The mediation must take place within two weeks following the receipt of notice of mediation. If differences cannot be resolved by mediation, the Parties agree that, in order to promote to the fullest extent reasonably possible a mutually amicable resolution of the dispute in a timely, efficient and cost-effective manner, they hereby waive their respective rights to a trial by jury and agree to settle the dispute by submitting the same to binding arbitration in accordance with the commercial rules of the American Arbitration Association ("A.A.A."), except that all Parties shall be entitled to all discovery rights allowed under the Federal Rules of Civil Procedure as those rules exist in the United States Federal Court for the District of Arizona. The Parties shall attempt to select a mutually agreeable mediator/arbitrator from A.A.A.'s Panel of Mediators/Arbitrators. If no agreement is reached within fifteen (15) calendar days of the first written notice of intent to mediate/arbitrate, the current Director of Professional Services for A.A.A. in Arizona shall serve as the mediator/ arbitrator. The Arbitration shall be governed by the Federal Arbitration Act, 9 U.S.C. 1 et. seq., and the judgment upon the award rendered by the arbitrator may be entered by a court of competent jurisdiction thereof. If a Promoter files a claim or counterclaim against the Company, he or she may only do so on an individual basis and not with any other Promoter or as part of a class or consolidated action. Either Party may elect to participate in the arbitration telephonically. Arizona law, without regard to Arizona's conflict of law principles shall govern any substantive or procedural right other than the enforceability of the arbitration agreement. The Parties further expressly agree: 1. The arbitrator shall reach his decision only by applying strict rules of law to the facts; 2. The arbitration shall be conducted in the English language, in Maricopa County, Arizona; 3. The Party in whose favor the arbitration award is rendered shall be entitled to recover costs and expenses of the arbitration; including, but not limited to, attorneys' fees and the cost and expense of administering the arbitration proceedings, as well as any cost and attorneys' fee incurred in executing on or enforcing the arbitration award; and 4. The arbitration award shall be issued in Maricopa Cty., Arizona U.S.A. Except as provided in the following sentences, no Party shall be entitled to commence or maintain any action in a court of law upon any matter in dispute until such matter shall have been submitted and determined as provided herein and then only for the enforcement of such arbitration award. Provided that, notwithstanding this dispute resolution policy, either Party may apply to a court of competent jurisdiction in Maricopa County, Arizona to seek injunctive relief before or after the pendency of any arbitration proceeding. The institution of any action for injunctive relief shall not constitute a waiver of the right or obligation of any party to submit any claim seeking relief other than injunctive relief. Claims covered by this Mandatory Agreement to arbitrate include, without limitation: 1. Any disputes regarding your Promotership with PureTrim of any kind of nature; 2. Any disputes involving your commissions or payment of commissions or rebates from PureTrim; 3. Any disputes involving your purchase or use of PureTrim products or any results from the use of those products. NO ARBITRATOR OR COURT MAY ORDER ,PERMIT OR CERTIFY A CLASS ACTION, REPRESENTATIVE ACTION, PRIVATE ATTORNEY GENERAL LITIGATION OR CONSOLIDATED ARBITRATION IN CONNECTION WITH THIS AGREEMENT TO ARBITRATE. NO ARBITRATOR OR COURT MAY ORDER OR PERMIT A JOINDER OF PARTIES IN CONNECTION WITH THIS AGREEMENT TO ARBITRATE. BY ACCEPTING THIS ARBITRATION AGREEMENT, YOU AGREE TO WAIVE THE RIGHT TO INITIATE OR PARTICIPATE IN A CLASS ACTION, REPRESENTATIVE ACTION, PRIVATE ATTORNEY GENERAL LITIGATION OR CONSOLIDATED ARBITRATION RELATED TO THIS AGREEMENT OR YOUR PROMOTERSHIP WITH PURETRIM AND/OR PURCHASE OF PRODUCTS FROM PURETRIM AND/OR PARTICIPATION IN THE DIRECT SALES COMPENSATION PROGRAM WITH PURETRIM. The arbitrator will be required to follow relevant law and applicable judicial precedent to arrive at a decision and shall be Empowered to grant whatever relief would be available in court. You and we both agree that the transactions subject to this agreement to arbitrate involve interstate commerce.