Section A1 (Affiliate)
Licence & Membership
- Membership Agreement. I hereby submit my application to Banners Broker (“the Company”) to become an independent affiliate of the company’s products (“an Affiliate”). I have full knowledge and agree with Banners Broker rules and regulations set out in the Terms and Conditions that each affiliate may have only 1 (one) account. I am aware if in breach of Terms and Conditions I may face penalty as set out by Banners Broker such as forfeiting all accounts under my name including advertising inventory and eWallet funds. You are granted a limited, nonexclusive, nontransferable license to access the Site and its content in accordance with these Terms. If you are under 18, you may use our Site only with the involvement of a parent or guardian.
- Licence. I understand that I am contracting with the company for the purchase of its products and for the recruitment of new affiliates under the compensation plan. I have the right (but not the obligation) to:
- buy products from the Company in accordance with these Terms and Conditions in such manner as the Company may from time to time allow in relation to its independent Affiliates generally and only on a direct selling basis and not through retail outlets except to the extent from time to time permitted by the Company;
- recommend persons for acceptance as an Affiliate of the Company (subject to acceptance by the Company); and
- if qualified, earn bonuses (“Bonuses”) pursuant to the applicable the Company’s compensation plan (the “Compensation Plan”) and other rewards under the Compensation Plan, that will be awarded on the same basis as it allows to its Affiliates generally in respect of legitimate sales of the Company products, and not in respect of the mere introduction of new Affiliates to the Company.
- Length of Term. I understand that this agreement, and any posted revisions to this agreement, shall remain in full force and effect for one (1) year from the acceptance of my membership. Thereafter, the continuation of my term depends on the renewal of this agreement, my monthly renewal payment, and the state of my relationship with the company.
- We reserve the right to refuse service in our sole discretion and without notice. You are solely responsible for your use of the Site, and you agree to compensate, hold harmless, and defend us from any claims, damages, losses, liabilities, costs, and expenses, including attorneys' fees, resulting from your use or misuse of the Site. Posting or transmitting any unlawful, infringing, threatening, libelous, defamatory, obscene, indecent, inflammatory, pornographic, or profane material, or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law, is strictly prohibited.
Section B (Affiliate & Client)
- Veritability. I represent and warrant that (a) all registration information that I submit is truthful and accurate; (b) I will maintain the accuracy of such information; (c) I am of legal signing age in the country which I reside in.
- Upgrading Membership. I acknowledge that I am only eligible for one Affiliate/Client package at a given point in time, although I am eligible to upgrade my package according to the Upgrading Conditions.
Section C (Affiliate & Client)
I adhere to the following:
- All liquidation requests made shall be honoured within a ten day period to the payment account noted in your back office.
- All commissions and bonuses are paid in the name of the applicant on the Affiliate/Client Agreement.
Section D (Affiliate & Client)
- NSF Charge. I acknowledge that when issuing payments by cheque, that each returned (NSF) cheque produces a charge of $50 USD payable to the Company.
- Chargebacks, returns and reversals may lead to immediate account termination and loss of commissions
Section E (Affiliate & Client)
- Post-Probation Termination. In the event that your membership has been terminated due to a breach of contract, the Revocation of Membership Rights below apply.
- Revocation of Membership Rights. I understand the following upon the cancellation of my Membership:
- I relinquish all rights given to me in accordance with my Membership.
- I am no longer able to represent the Company in any form, nor (if applicable) will I be eligible to gain sales, team sales, or bonus commissions from the Company.
- My rights to participate (if applicable) within the pay structure are revoked.
- Survival of Terms. Upon Termination of this Agreement, sections A, B, and C shall survive this termination.
Policies and Procedures
Section F (Affiliate & Client)
- The Company has sole discretion to modify any of these documents. These Polices & Procedures, or any changes, alterations, additions, deletions or amendments thereto will be posted on the Company’s website and will be effective concurrent with the date of posting.
- Unless otherwise specified, the Affiliate Agreement must be submitted online. The Company may permit the submission by fax, mail or other manner. An Affiliate/Client Agreement that is incomplete, incorrect in any respect or filed in the wrong country may be considered invalid.
- Upon request by the Company, an Affiliate must provide proof of residency, proof of age and proof of his or her ability to legally conduct business in the country that corresponds with the Affiliate Agreement (country that .
- As used herein, “Active in the Business” includes signing an Affiliate Agreement, purchasing products from the Company, sponsoring new Affiliates, or other activities the Company, in its sole discretion, determines to be a meaningful promotion of the Company’s business.
- An Affiliate may dispose of, transfer, or otherwise assign his/her/its organization assets in any manner allowed by applicable law (including sale, gift, or bequest) with the prior written consent of the Company, which will not unreasonably be withheld, and with written approval from its immediate referrer. Any assets that take the form of claims to compensation or satisfaction of contractual obligations, from or by the Company, will not be recognized as assets of the transferee on the records of the Company until the Company has received written notification of the transfer and has given its formal written approval. The organization transferred is subject to all remedial measures under the Agreement that may have arisen prior to the transfer.
- An Affiliate may not convey, assign, or otherwise transfer any right conveyed by the Agreement to any person or entity without the express, prior written consent of the Company, which consent will not be unreasonably withheld. An Affiliate may delegate his/her/its responsibilities but is ultimately responsible for ensuring compliance with the Agreement and applicable laws. Any person or entity working with or for the Affiliate as part of his/her/its organization will do so only under the Affiliate’s direct supervision.
- The Company may reject an Affiliate Agreement, declare any agreement void from its inception, or terminate a distributorship if an Affiliate:
- Fails to provide documentation requested or required by the Company
- Provides to the Company false or inaccurate information or fails to correct false or inaccurate information.
Section G (Affiliate)
- Placement in Organization. An Affiliate builds a sales organization by promoting their replicated affiliate links and sponsoring new affiliate. The new Affiliate is automatically assigned the referrer of the affiliate link they registered on. Following the registration, the new Affiliate may not be moved to any other location in the Organization, except as authorized by the Company under the provisions herein.
- Enticement to Transfer. An Affiliate may not encourage, entice, or otherwise assist another Affiliate to transfer to a different referrer. This includes, but is not limited to, offering financial or other tangible incentives for another Affiliate to terminate an existing organization and then re-sign under a different referrer.
- Fabrication. An Affiliate is prohibited from fabricating information or signing-up any individual as an Affiliate without their knowledge and/or consent.
- Conflict of Sponsorship. Occasionally, one or more individuals may contact the same prospect, resulting in a dispute of the sponsoring rights. A new Affiliate has the right to choose their referrer. The Company will not mediate such disputes and will recognize as referrer the person whose name appears as referrer on the first online order form submitted by the new Affiliate. In the event that more than one order form is submitted with conflicting referrer information, the one received first by the Company will be recognized as binding and changes will not be allowed.
- Sponsorship Correction. If the affiliate makes a mistake in a placement, it can NOT be changed under any circumstance.
- Changes to Product Orders. A referrer is prohibited from making changes to information or product orders under a personally sponsored account.
- Referrer Switching. The switching of sponsors is not permitted. Upon receipt and acceptance of the Affiliate/Client Agreement by the Company, the new Affiliate’s referrer cannot be changed, without the consent of the Company.
- Upline Consolidation. Should an Affiliate’s referrer have his or her membership cancelled or terminated, the referrer of that referrer shall be granted sponsorship over the Affiliate.
- Sponsorship Protection. The Affiliate acknowledges that the Company has made an important investment when a sponsorship occurs and when an Affiliate joins the Company, thus forming a valuable business relationship between two Affiliates and the Company. The Affiliate agrees that the Company has a legal and equitable right to protect these relationships.
- Cross-Sponsoring. The Company, in its sole discretion, may terminate an Affiliate who is involved, in any manner, in cross-sponsoring, and the Affiliate agrees that the Company may seek legal recourse to enjoin such conduct.
Section H (Affiliate)
- Representation Integrity. When offering the Company’s program to prospects, Affiliates are required to present the program in its entirety, without omission, distortion or misrepresentation. Any additional offers, representations or agreements made by an Affiliate in connection with the Company’s program are prohibited and may result in termination of the Affiliate.
- Approval of Advertisements. Any advertisements for the company business must first be approved by the company before distribution/publication.
- False Representation. If an Affiliate falsely represents that the Company failed to honor these policies, the Company may, at its sole discretion, terminate the Affiliate making the false representation.
- Negative Representation. Any Affiliate that presents the the program in a negative light for the purpose of having people NOT register, or to turn off existing Affiliates for the purpose of having them stop promotions, is in clear violation of these policies and the Company at its sole discretion may terminate the Affiliate, close the Affiliate account, and seize any funds that is in the Affiliate account, and permanently ban the Affiliate from registering again.
Section I (Affiliate)
- Affiliate Lists. All Affiliates, organization lists, names, addresses, emails addresses, telephone numbers, and other registration information contained in the Company’s database (hereinafter referred to as the “Lists”) are confidential and are the proprietary property of the Company. The Affiliate acknowledges that the Company has derived, compiled, configured, and currently maintains the Lists through the expenditure of considerable time, effort, and monetary resources and has a legal right and interest to protect this valuable asset.
- The Lists in their present and future forms constitute commercially advantageous proprietary assets and trade secrets of the Company.
- These Lists are provided for the exclusive and limited use of the Affiliate to facilitate the training, support, and servicing of the Affiliate’s Organization for furtherance of Company related business only. Each Affiliate agrees that each use, within its intended scope, constitutes a separate exclusive license agreement between the Affiliate and the Company.
- Each Affiliate agrees to keep the Lists confidential, and to use the Lists for the exclusive purposes as set out herein.
- These Lists remain, at all times, the exclusive property of the Company, and each Affiliate agrees:
- to hold confidential and not disclose any Lists or portion thereof to any third person or entity, including, but not limited to, existing Affiliates competitors, and the general public;
- to limit use of the Lists to their intended scope of furthering the Affiliate’s Company-related business;
- that any use or disclosure of the Lists outside of those authorized herein, or for the benefit of any third person or entity, constitutes misuse, misappropriation, and a violation of the Affiliate’s license agreement, which causes irreparable harm to the Company;
- that, upon any violation under this section, the Affiliate stipulates to injunctive relief as an appropriate remedy enjoining that use under applicable national or local laws, and will immediately retrieve and return to the Company all Lists previously provided to the Affiliate upon the Company’s request; and
- The Affiliate who makes a wrongful disclosure of the Lists, assists others in wrongfully obtaining the Lists, or in any way violates this Section, agrees to pay the court costs and attorney fees (including the cost of any appeal) if the Company files a protective order or injunction action.
Section J (Affiliate & Client)
- Ordering. All purchases of product inventory, sales aids, literature and supplies are strictly optional and are made available online or through the Ordering Department depending on the requirements of the country of residence.
- Acceptable Methods of Payment. Payment may be made for all online orders through the use of a Company approved payment method.
- Affiliate Contact Information. The Affiliate is responsible to provide the correct mailing address, legal name, phone and email address to the Company.
Section J (Affiliate & Client)
- Non-Refunded Termination. Violations of the Policies and Procedures may sanction immediate termination of affiliation and transactions without refund, after a written warning.
Section K (Affiliate & Client)
- In the event of the Company closing, the Company reserves the right to sell or transfer the intellectual property, the programming code, and the membership database at its sole discretion.
Section L (Affiliate & Client)
Use of Back Office and Social Networking
Unless otherwise specified, the Company’s Web Sites are for your personal and non-commercial use. You may not copy, modify, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Company’s Sites.
- Password. Through my membership, I will be able to access my back office account through the company’s portal, and will be asked to choose a password. I acknowledge that I am entirely responsible for maintaining the confidentiality of my password. I agree not to use the account, username, or password of another affiliate at any time or disclose my password to any third party. I agree to notify the company immediately if I suspect any unauthorized use of my account or access to my password. I am solely responsible for any and all use of my account.
- Indemnity. I agree to indemnify and hold the company, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of my use of the website services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of my representations and warranties set forth in this Agreement and/or if any Content that I post on or through the the website services causes the company to be liable to another.
- Claims. If anyone brings a claim against the company related to my actions or my content on the website, I will indemnify and hold the company harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs) related to such claim.
- Enforcing. If any portion of this Agreement is found to be unenforceable, the remaining portion will remain in full force and effect.
- Statement of Legality. Nothing in this Agreement shall prevent the company from complying with the law.
Section M (Affiliate & Client)
The Company does not and cannot review all communications and materials posted to or created by users accessing the Site and is not in any manner responsible for the content of these communications and materials. You acknowledge that by providing you with the ability to view and distribute user generated content on the Site, the Company is merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability relating to any contents or activities on the Site. However, The Company reserves the right to block or remove communications or materials that it determines to be (a) abusive, defamatory, or obscene, (b) fraudulent, deceptive, or misleading, (c) in violation of a copyright, trademark or; other intellectual property right of another or (d) violates any law or regulation or (e) offensive or otherwise unacceptable to the Company at its sole discretion. Note that any personally identifiable information you may post or transmit will be treated in accordance with our Privacy Statement. In according with your use of your back office, you agree to the following:
- You will not send or otherwise post unauthorized commercial communications to users (such as spam).
- You will not collect users' information, or otherwise access the website, using automated means (such as harvesting bots, robots, spiders, or scrapers) without our permission.
- You will not upload viruses or other malicious code.
- You will not solicit login information or access an account belonging to someone else.
- You will not bully, intimidate, or harass any user.
- You will not post content that is hateful, threatening, pornographic, or that contains nudity or graphic or gratuitous violence.
- You will not develop or operate a third party application containing, or advertise or otherwise market alcohol-related or other mature content without appropriate age-based restrictions.
- You will not use the company to do anything unlawful, misleading, malicious, or discriminatory.
- You will not facilitate or encourage any violations of this Statement.
Section N (Affiliate & Client)
Content and Information
- IP License. For content that is covered by intellectual property rights, like photos and videos ("IP content"), you specifically give us the following permission, subject to your privacy and application settings: you grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any IP content that you post on or in connection with the website ("IP License"). This IP License ends when you delete your IP content or your account (except to the extent your content has been shared with others, and they have not deleted it).
- Deletion of IP Content. When you delete IP content, it is deleted in a manner similar to emptying the recycle bin on a computer. However, you understand that removed content may persist in backup copies for a reasonable period of time (but will not be available to others).
- Your feedback or other suggestions about the website are always appreciated, but you understand that the Company may use them without any obligation to compensate you for them (just as you have no obligation to offer them).
- You will not post content or take any action on the website that infringes someone else's rights or otherwise violates the law.
- The Company can remove any content you post on the website if we believe that it violates this Statement.
- The Company will provide you with tools to help you protect your intellectual property rights.
Accessing other affiliate account:
- Banners Broker prohibits affiliate accessing other affiliate account, without the express written permission of the Account Holder and Banners Broker. No member may claim to represent Banners Broker affiliate, act as their agent, or act as third party agent of Banners Broker.
- Banners Broker does offer a service, where in Banners Broker will help maintain a affiliate Marketing Campaign, including but not limited to Ad Impressions, Ad Inventory, and making necessary purchase to keep campaigns active. This is done with express written agreement between Account Holder and Banners Broker.
I, have carefully read, understand, and agree to comply with the policies and procedures, and the compensation plan and the terms and conditions which have all been incorporated into this agreement.