| |
|
This AccessibleNet Policies and Procedures shall take effect on April 2, 2009.
|
|
3. Independent Associates
|
|
3.01 How to become an Independent Associate
|
|
3.04 Changes in Directorships or Shareholder
|
|
3.05 Multiple on-line Associate Application Forms
|
|
3.08 Fictitious or assumed name.
|
|
4.04 Independent contractor
|
|
4.05 No right to represent Company
|
|
4.07 Claim of workmen’s compensation
|
|
5. Associate’s rights and obligations
|
|
5.03 Right to purchase at discounted prices
|
|
5.04 Rights to participate
|
|
5.05 No right to represent the Company
|
|
5.06 Obligation for personal promotion
|
|
5.07 Obligations to Downlines
|
|
5.09 60-Day Non-Compete Clause
|
|
5.10 Obligation of not referring to Other Programs
|
|
5.13 Tax, Expenditures, etc.
|
|
5.14 Obligation to the Company
|
|
6. Commissions and bonuses
|
|
6.01 Qualification for commissions and bonuses
|
|
6.04 Adjustments to commissions and/or bonuses
|
|
6.05 Compensation Summary
|
|
6.06 Payment of Commission
|
|
6.07 Unclaimed Commissions and/or Bonuses
|
|
7. Resignation, Suspension and Termination
|
|
7.04 Effects of Resignation, Suspension and Termination
|
|
8. Transfer of Associateship
|
|
8.01 Acquisition of Associateship
|
|
8.02 Change of terms or conditions
|
|
8.03 Complying with Company requirements
|
|
8.04 Products not settled in full
|
|
8.05 Transfer to one’s downline
|
|
8.06 Circumvent compliance
|
|
B Dissolution of a partnership
|
|
10. Proprietary Information
|
|
10.01 Confidential Information
|
|
10.02 Online and Telephonic Reports
|
|
10.03 Use of Company Name, Trade Name or Logo etc.
|
|
10.04 Copyright Restrictions
|
|
10.05 Vendor Confidentiality
|
|
11. Promotion of Associate’s Business
|
|
11.01 Promotional and advertising materials
|
|
11.03 Title of Associates
|
|
11.04 Stationery and Business Cards
|
|
11.05 Electronic Advertising
|
|
11.09 Independent Communication
|
|
11.10 Display of Company Products
|
|
11.11 Product & Services Claims
|
|
11.12 Fax Blasts, Spamming
|
|
11.15 Indemnity Agreement
|
|
12.01 Company’s Employee Prohibition
|
|
12.06 Non-waiver Provision
|
|
12.11 Notices and Communication
|
|
12.12 Headings & Table of Contents
|
|
13. Dispute Resolution
AccessibleNet Policies and Procedures
|
|
These Policies & Procedures (the
“P&P”) spell out the rights and obligations between
AccessibleNet/Butler New Media (the “Company”) and its
Independent Associates (“Associates”). The P&P, the
Associate Application Form which is accepted by the Company and the
Compensation Plan together govern the total contractual relationship
between the Company and its Associates.
|
|
“Agreement” means the
completed on-line Associate Application Form which was submitted by an
Associate and subsequently accepted by the Company.
|
|
“Anniversary Date” means the anniversary of the date on which an Associate was accepted as an Associate
|
|
“Team Accessible Fee”
means the non-refundable monthly service and administration fee an
Associate has to pay to renew his contractual relationship as an
Associate with the Company. [See 3.01(d)]
|
|
“Company” means AccessibleNet/Butler New Media which is a limited liability company registered in Conyers, Georgia U.S.A.
|
|
“Compensation Plan” means the AccessibleNet Marketing and Compensation Plan as detailed in Appendix 1.
|
|
“Customer” means a person who purchased the Company’s products but does not register as an Associate.
|
|
“Associate” means
Independent Associate of the Company. A person becomes an Associate if
he applies according to the procedures as stipulated in the P&P and
is subsequently accepted by the Company to be its independent Associate
for the promotion of its products and services
|
|
“Associateship” means all the positions an Associate has and all other interests he has as an Associate.
|
|
“Associate Identification Number.”
means the Associate identification number or username which the Company
assigns to an Associate when the Company accepts that person as its
Associate. [See 4.01] An Associates’ Associate
Identification Number is a unique number for each Associate and it will
be used to identify that Associate through his Associate business
relationship with the Company.
|
|
“Compensation Summary”
means a periodic statement issued by the Company to its Associates
listing the value of commission and/or bonuses each Associate has
earned within the relevant period.
|
|
“Downline” means the
positions or Customers/Associates below a specific position or
Associate respectively in the Genealogy as the context requires.
|
|
“Genealogy” means the relationship or relative positioning of positions in the Company’s database.
|
|
“Home Office” means 2208 Rockdale Drive, Conyers, Georgia U.S.A. 30012
|
|
“Merger” means the combination of two (2) or more into one.
|
|
“P&P” means the Policies and Procedures as stated herein.
|
|
“Person” includes any
body of persons, corporate (for example a limited company) or
unincorporated (for example a club or an association).
|
|
“Primary position”
means the position an Associate is given when he first becomes an
Associate. When an associate re-enters the compensation plan after
filling their matrix they are given a new position.
|
|
“Products” unless the context otherwise requires, means any products including services.
|
|
“AccessibleNet Account”
means an accounting record inside the Company’s accounting
system. Each has his/her own Accessiblenet Account. Such an account
records the amount of money the Company owes to the corresponding
Associate or vice versa.
|
|
“Sponsor” means an
Associate who sponsored/introduced Customers and/or other Associates to
the Company and is stated in those Customers’ Order Form or
Associate Application Form as their Sponsor.
|
“Position” means a position in the Company’s database. Commissions and/or bonuses are calculated with reference to each position
|
“Upline” means the
positions or Associates above a specific position or Associate
respectively in the Genealogy as the context requires.
|
|
3.01 How to become an Associate
|
|
To become an Associate you shall:
|
|
(a) Associates must be of legal age in the state, territory or country of their domicile;
|
|
(b) Have a Sponsoring Upline;
|
|
(c) Complete the on-line Associate Application Form on the official website of the Company;
|
|
(d) Purchase a non-refundable Team Accessible Membership (“Team Accessible”) which is auto-renewed monthly.
|
|
3.02 As the Team Accessible membership is a
service, the company will not repurchase, any membership for an
associate leaves the company. Nor will the company repurchase any
currently marketable company-produced promotional materials when an
Associate, for whatever reasons, leaves the Company and decides not to
be an Associate any longer.
|
|
3.03 For applications other than for a natural
person, all legal documents along with stockholder details for applying
legal entity shall be produced. They shall be submitted within 10 days
from the date of application to the Company’s Headquarters.
Failure to produce such documents may cause the application to be
rejected.
|
|
3.04 In the event of any changes in Directorships
or Shareholder in said entities, they shall immediately inform the
Company the change(s) and the Company shall have the right at its sole
discretion to terminate or confirm their Independent Associateship
(“Associateship”).
|
|
3.05 If an applicant submits multiple on-line
Associate Application Forms which list different sponsors, only the
first completed application received by the Company will be accepted.
|
|
3.06 A Customer of the Company who later applies
to become an Associate, his last sponsor for his purchase shall also be
his sponsor of his Associateship unless the Customer’s last
purchase from the Company was more than six (6) months before his
|
|
Associate application and in his application he states another Associate as his sponsor.
|
|
3.07 The applicant will only be an Associate if
his application is received and accepted by the Company. The Company
has the right to accept or decline any application at its sole
discretion. In the case of rejection, a notice will be given to the
applicant with a complete refund.
|
|
3.08 A person or entity may not apply as an Associate using a fictitious or assumed name.
|
|
4.01 Once the Company accepts an applicant’s
Associate application, the Company will grant to the applicant an
Associate status within the Compensation Plan by sending to him a
written notice and thereafter the applicant becomes an Associate. The
Company will give the Associate an Associate Identification Number. The
Associate shall include his Associate Identification Number in all his
orders and correspondences with the Company.
|
|
4.02 The Company reserves the right to rescind the
said acceptance at its sole discretion within 30 days after receipt of
the application. Upon rescission of the acceptance, the Company shall
give notice to the applicant to notify him of the rescission. However,
the Company is not obliged to give any reason to the applicant for the
Company’s decision to rescind.
|
|
(A) The appointment of an Associate is for a term
of one month only. An Associate must renew his Associateship monthly on
or before the Anniversary Date. Subject to any relevant requirements
under the Compensation Plan, the Associate has a right to renew the
Agreement by paying the non-refundable Monthly Team Accessible Service
Fee on or before the Anniversary Date. If an Associate fails to renew
the Agreement on or before the Anniversary Date, he will thereafter
have a grace period of thirty (30) days to pay the Annual
Administration Fee. If Annual Administration Fee is paid within the
thirty (30) days, he will be deemed to have been renewed his Agreement
on his Anniversary Date in that month.
|
|
(B) A Associate has the right not to renew his
Agreement at his sole discretion. If a Associate does not renew his
Associateship on or before his Anniversary Date and before the expiry
of the grace period, he shall be deemed to have voluntarily terminated
his Associateship with the Company and thereby loses his Associate
status, all sponsorship rights, his positions in the Genealogy and all
rights to commissions and/or bonuses since the date of his last
Anniversary Date on or before which he should have paid the Annual
Administration Fee in order to renew his Associateship . Associates who
fail to renew their Associateships may
|
|
not reapply under a new sponsor for a twelve (12) calendar month period after non-renewal.
|
|
4.04 A Associate is an independent contractor
having the rights and obligations conferred by the P&P to promote
or market the products of the Company.
|
|
4.05 A Associate is not a franchisee, partner,
employee, agent or Associate of the Company. He has no right to and
shall not represent himself as such. The relationship between a
Associate and the Company is wholly governed by this P&P. Any
breach of this clause on the part of the Associate is a serious breach
of the P&P and may result in the immediate termination of his
Associateship.
|
|
4.06 As a Associate is not an employee of the
Company, any costs he incurs in the development of his business are at
his own expenses. He shall not be entitled to seek reimbursement from
the Company.
|
|
4.07 Similarly, the Company is not responsible for
payment or co-payment of any employee benefits for its Associates.
Associates are responsible for their own liability, health disability
and workmen’s compensation insurance, etc.
|
|
5. Associate’s rights and obligations
|
|
A Associate has a non-exclusive right to market
and promote products of the Company. There are geographical limitations
that exist on sponsoring or selling country; which includes currently
only the states and territories of the United States of America and
Canada. The Company also reserves the right not to sell products or
services in any states, territories or countries.
|
|
Only an Associate has a right to sponsor Customers
and/or sponsor another new Associate to the Company and enjoys the
benefits under the Compensation Plan for doing so. When sponsoring new
Associates to the Company, the sponsoring Associate shall give the
persons whom he intends to sponsor a copy of the P&P, a Associate
Application Form and details of the Compensation Plan.
|
|
5.03 Right to purchase at discounted prices
|
|
A Associate shall have a right to purchase the
products/services of the Company at a discounted price (the
“Associate Price”).
|
|
5.04 Rights to Company Literatures & Communication etc & to participate in Company Functions
|
|
Associates may receive periodic literature and
other communication from the Company. They will also be invited to, and
upon payment of appropriate charges if applicable, participate in
Company-sponsored support, service, training, motivational and
recognition functions. They may also be invited to participate in
promotional and incentive contests and programs sponsored by the
Company for its Associates.
|
|
5.05 No right to represent the Company
|
|
A Associate has no right to negotiate or conclude
any contract on behalf of the Company. Nor shall he hold himself out as
having such a right. He shall not represent himself as agent or
employee of the Company.
|
|
5.06 Obligation for personal promotion
|
|
Regardless of their level of achievement,
Associates have an ongoing obligation to continue to personally promote
sales through the introduction of new Customers to the Company and
through servicing their existing Customers.
|
|
5.07 Obligations to Downlines
|
|
Any Associate who introduces another Associate to
the Company is highly recommended to perform a bona fide assistance and
training function to ensure that his downline is properly operating and
conducting his Associate business. It is both to the advantages of
Sponsor Uplines and their downlines to have ongoing contact and
communication.
|
|
Associates must truthfully and fairly describe the
Compensation Plan. No past, potential or actual income claims may be
made to prospective Associates. Nor may Associates use their own
incomes, or other Associate’s income as indications of the
success assured to others. Commission checks shall not be used as
marketing materials. Associates shall not guarantee commissions or
estimate expenses to prospects.
|
|
Subject to sub-clauses 9(A) & 9(C), no
Associate may sponsor or attempt to sponsor another Associate from a
different line of sponsorship to “switch” to another line
of sponsorship. Examples of cross-lining are:
|
|
(a) Placing additional positions of his own in lines of sponsorship not below his primary position;
|
|
(b) Placement of a new Associate using
anyone’s name known to the sponsor upline and placing it in lines
of sponsorship not below the Sponsor Upline’s primary position
while intending to profit from the proceeds of the said new Associate;
|
|
(c) A Associate owning an interest in an entity which is an Associate in lines of sponsorship not below his primary position;
|
|
(d) Entering in other lines of sponsorship under
the same name as an existing Associate using a valid Associate
Identification Number other than the one used previously.
|
|
Any situation (whether the above examples or
others) found to be in violation of this clause shall be met with the
greatest scrutiny and may result in termination of the newly placed
Associate, as well as the Associate having instigated said situation
|
|
5.09 60-Day Non-Compete Clause
|
|
If a Associate who attempted and successfully
procured a prospective Customer/Associate to sign any written document
evidencing that the Associate attempted, successfully or
unsuccessfully, to sponsor that prospective Customer/Associate to the
Company, the prospective Customer/Associate shall not within sixty (60)
days from the date of the written document register himself under the
sponsorship of another Associate. The Company shall have the right to
suspend, terminate or switch the position or Associateship for any
breach of this sub-clause.
|
|
5.10 Obligation of not referring to Other Programs
|
|
A Associate shall not sponsor or attempt to
sponsor or knowingly assist another person to sponsor another Associate
or any person into any other network marketing company or into another
Associate’s sales organization. In addition, no Associate shall
participate in any action knowing that participating in the action may
cause another Associate or any person to be sponsored through someone
else into another network marketing company.
|
|
Associates are strictly prohibited to promote any
competitive services, products and/or business programs to other
company associates.
|
|
At Company’s functions or on all
Company’s property, no Associate shall solicit any person to join
any other network marketing company or involve the sale of products of
any other network marketing company.
|
|
Breach of any part of this clause is a serious
breach of the P&P and may lead to the immediate suspension or even
termination of the Associateship of the Associate who is in breach.
|
|
All Associates have a responsibility to maintain
the network integrity of the Company. Any Associate who is found
attempted “hacking” into or interfering or tampering with
the Company’s database or any part of the Company’s
computer system (hardware and/or software) or attempting to do any of
the aforesaid acts without the
|
|
proper authorization shall be liable to immediate
termination of his Associateship. They shall also be liable for all
consequential damages and losses of the Company.
|
|
Associates must comply with all laws, statutes,
regulations and ordinances concerning the operation of their Associate
business.
|
|
5.13 Tax, Expenditures, etc.
|
|
Associates are personally responsible for paying
local, state, provincial, and federal taxes on any income they generate
as Associates. Unless required by laws, regulations, or rules in any
relevant countries, the Company shall have no obligation to provide tax
information about the commissions and/or bonuses its Associates earned
on behalf of Associates to any government authorities or withhold any
commissions and/or bonuses for paying its Associates taxes unless
required by law.
|
|
Any commissions paid by the Company are gross
profits with no taxes of any kind withheld by the Company. If
subsequent to payment of commissions and/or bonuses to an Associate,
the Company is found liable for not withholding tax relating to those
commissions and/or bonuses, the Associate shall indemnify the Company
for such a liability.
|
|
5.14 Obligation to the Company
|
|
An Associate shall, at all times remain loyal to
the Company and shall not publish any written and/or verbal disparaging
or adverse information/statement against the Company. He shall hold the
Company’s management in high esteem at all times, failing which,
he may be terminated notwithstanding that he may also be liable for
libel or slander.
|
|
6. Commissions and bonuses
|
|
6.01 Qualification for commissions and bonuses
|
|
A Associate must be active and in compliance with
the Agreement, P&P and the Compensation Plan and has paid the Team
Accessible Fee to qualify for commissions and/or bonuses. So long as a
Associate is entitled under the Compensation Plan to receive
commissions and/or bonuses, the Company shall pay commissions and/or
bonuses to the Associate in accordance with the Compensation Plan.
Associates must consult the Compensation Plan for a detailed
explanation of the benefits, commissions and bonuses structure and the
corresponding requirements.
|
|
Commissions and bonuses are paid ONLY on the sale
of the Company products. No commission or bonus is paid on the purchase
of the Company’s sales materials, literatures, or for sponsoring
other Associates and/or Customers.
|
In order to receive commissions on products
sold, an Associate has to complete an Associate Application Form which
has to be received and accepted by the Company prior to the end of the
commission period in which the sale is made.
|
|
Commissions and bonuses are calculated for
each individual position. An Associate is entitled to only one
position. For details on how positions and commissions work, please see
the Compensation Plan.
|
|
A commission period means the time period at
the end of which commissions are calculated and paid out for that
period. There are two commission periods. The first starts from 12:01
am on the first of each month and ends at 11:59 pm the fifteen of each
month. The second starts 12:01 am on the sixteenth of each month and
ends at 11:59 pm the last day of the month. Calculation for commission
occurs daily at the end of each day from Sunday to Saturday.
|
|
6.04 Adjustments to commissions and/or bonuses
|
|
Associates receive commissions, bonuses and
other benefits under the Compensation Plan based on the actual sales of
products to Customers. When a product is returned to the Company for a
refund or the transaction is in anyway not successfully completed, the
commissions, bonuses and/or other benefits attributable to the returned
product or the unsuccessful transaction will be deducted, in the
commission period in which the refund occurs, and continuing every
commission period thereafter until the commissions, bonuses and/or
other benefits is fully recovered from the Associates who received
commissions and/or bonuses on the sales of the refunded product.
|
|
In addition, if the Company has already paid
a commissions and/or bonuses to a Associate for a returned product, the
Company shall have the right to request the Associate for the return of
the said commission and/or bonuses and the Associate shall have the
obligation to return such commissions and/or bonuses to the Company.
|
|
6.05 Compensation Summary
|
|
The Company reserves the right to charge a
processing fee when issuing electronic or paper Compensation Summary
requested by Associates.
|
|
6.06 Payment of Commission
|
|
All commissions and/or bonuses an Associate
earns will be credited to his back office. The Associate can give
instruction to the Company for the payment out of his back office by
way of Alertpay.
An associate may be paid by check by special written request only.
|
|
6.07 Unclaimed Commissions and/or Bonuses
|
|
Associates must deposit or cash commission
checks within two (2) months from their date of issue. A check that
remains uncashed after six (2) months will be made void. After a
commission check has been void and if the Associate who holds that void
commission check requests the Company to reissue another commission
check to replace the void one, the Company shall be entitled to charge
that Associate a processing fee for reissuing a commission check. The
processing fee shall be deducted from the balance owed to the
Associate.
|
|
If the company decides to offer physical
products in the future, the company will expeditiously ship all
products currently in stock. Any out-of-stock items (unless
discontinued) will be placed on back order and distributed upon the
Company receiving additional inventory. Sponsoring Associate will be
granted commissions on back ordered items once they are shipped unless
notified of the discontinuance of such product. Back orders may be
cancelled upon the customers’ request
|
|
The Company shall have the right to set off
any debt(s) an Associate owes to the Company against his bonuses and/or
commissions.
|
|
7. Resignations, Suspension and Termination
|
|
An Associate may voluntarily determine his
Associateship by not renewing or by sending thirty (30) days written
notice of such resignation or determination to the Company. Voluntary
resignation is effective upon receipt of such notice by the Company.
|
|
An Associate may be suspended for violating
any term of the Agreement, P&P, the Compensation Plan and/or any
other relevant documents produced by the Company. When a decision is
made to suspend a Associate, the Company will inform the Associate in
writing of the decision , the effective date of the suspension , the
reason(s) for the suspension and the steps necessary to remove such
suspension (if any). The suspension notice will be sent to the
Associate’s “address on file” pursuant to the notice
provisions contained in the P&P. Such suspension may or may not
lead to termination of the Associate as so determined by Company at its
sole discretion. If the Associate wishes to ask the Company to review
the decision, he shall make such a request in writing to the Company
within fifteen (15) days from the date of the suspension notice. The
Company will review and consider the suspension and notify the
Associate in writing of its decision within thirty (30) days from the
date of the receipt of the Associate’s written request. The
Company will thereafter not further
|
|
review its own decision. The Company may
take certain action(s) during the suspension period, including, but not
limited to, the following:
|
|
a) Prohibiting the Associate from holding
himself as Associate or using any of Company’s proprietary marks
and/or materials;
|
|
b) Withholding commissions and/or bonuses due to the Associate during the suspension period;
|
|
c) Prohibiting the Associate from purchasing services and products from the Company; and/or;
|
|
d) Prohibiting the Associate from sponsoring new Associates, contacting current Associates or attending meetings of Associates.
|
|
If the Company, at its sole discretion,
determines that the violation which caused the suspension is
continuing, and has not satisfactorily been resolved or a new violation
involving the suspended Associate has occurred, the suspended Associate
may be terminated.
|
|
Dependent upon the seriousness of the
violation, an Associate may be immediately terminated for violating the
terms of the Agreement, P&P, Compensation Plan and/or any other
relevant documents produced by the Company. The Company may, at its
sole discretion, terminate a violating Associate without placing the
Associate on suspension. When the decision is made to terminate an
Associate, the Company will inform the Associate in writing to the
address in the Associate’s file that the termination has
occurred.
|
|
If a Associate wishes to ask the Company to
review the decision to terminate, he shall make such a request to the
Company in writing within fifteen (15) days from the date of notice of
termination. If no such request is received by the Company within the
fifteen (15) day period, the termination will automatically be deemed
final. If a Associate files a timely written request, the Company will
review the decision and notify the Associate of the result of the
review within thirty (30) days after receipt of the Associate’s
request. Thereafter, the Company will not further review its decision.
In the event the termination decision is not reversed, the termination
will remain effective as of the date stated in the original termination
notice.
|
|
7.04 Effects of Resignation, Suspension and Termination
|
|
After resignation, the former
Associate’s shall not further represent himself as Associate of
the Company and shall cease to use any materials bearing the
trademarks, service marks, trade names and any signs, labels,
stationary or advertising referring to or relating to any products,
plan or program of the Company. He shall have no rights to enjoy any
benefits under the P&P and the Compensation Plan.
|
|
If an Associate is suspended, he shall not
before the removal of his suspension, further represent himself or hold
himself out as Associate of the Company. Nor shall he use any materials
bearing the trademarks, service marks, trade names and any signs,
|
labels, stationary or advertising
referring to or relating to any products, plan or program of the
Company. He shall have no rights to enjoy any benefits under the
Agreement, P&P and/or the Compensation Plan. But he shall be
allowed to retain his positions pending the final resolution of his
case. Any commissions and/or bonuses payable to him should he not be
suspended shall be retained by the Company. If the suspension of the
Associate is subsequently removed, all outstanding commissions and/or
bonuses shall be paid to the Associate. However, if the Associate is
subsequently terminated, the termination shall be treated as effective
from the effective date of the suspension and all commissions and/or
bonuses retained as aforesaid by the Company shall be forfeited
forthwith to the Company.
|
|
Immediately upon termination, the terminated Associate:
|
|
a) Must remove and permanently
discontinue the use of the trademarks, service marks, trade names and
any signs, labels, stationary or advertising referring to or relating
to any product, plan or program of the Company.
|
|
b) Must cease representing himself as a Associate of the Company;
|
|
c) Loses all rights to his Associate
position in the Compensation Plan and to all future commissions and
earnings resulting therefrom;
|
|
d) Must take all actions reasonably
required by Company relating to protection of Company's confidential
information. Company has the right to set off any amounts owed by the
Associate to the Company including, without limitation, any indemnity
obligation incurred pursuant to Section 11.15 herein, from commissions or other compensation due to the Associate.
|
|
An Associate who resigns or
determinates his Associateship may reapply as a new Associate but such
reapplication will only be considered twelve (12) months after
resignation.
|
|
The acceptance of any reapplication of a terminated Associate shall be at the sole discretion of Company.
|
|
8. Transfer of Associateship
|
|
8.01 Acquisition of Associateship
|
|
(A) Except as expressly set forth
herein, an Associate may not sell, assign or otherwise transfer his
Associateship (or any rights thereof) to another Associate or to any
person. Notwithstanding the foregoing and paragraph (C) below but
subject to paragraph (D), an Associate may transfer his Associateship
to his personal sponsor or the personal sponsor of his personal sponsor
up to one personal sponsor level. In such an event, the sponsor's
Associateship and the transferring Associate’s Associateship
shall be merged into one entity.
|
|
(B) No transfer of Associateship shall be allowed within twelve (12) calendar
|
|
month period from the date of the
registration of the Associate. In the event of a transfer, a Associate
has to transfer all his positions, i.e. the entire Associateship, to
the transferee without exception.
|
|
(C) Any Associate desiring to acquire
the Associateship of another Associate or any interest therein must
first terminate his Associateship and wait twelve (12) months before
becoming eligible for such a purchase. All such transactions must be
fully disclosed and must be approved by the Company in advance.
|
|
(D) Associates may not sell, assign,
merge or transfer his Associateship (or any right thereto) without the
prior written approval of the Company and compliance with the following
conditions:
|
|
a) the Company possesses the right of
first refusal with respect to any sale, assignment, transfer or merger
of any Associateship. An Associate wishing to sell, assign, or transfer
his Associateship must first offer it to the Company in writing on the
same terms and conditions as any outstanding or intended offer. The
Company will advise the Associate within fifteen (15) business days
after receipt of such notice of its decision to accept or reject the
offer. If the Company fails to respond within the fifteen (15) day
period or declines such offer, the Associate may make the same offer or
accept any outstanding offer which is on the same terms and conditions
as the offer to the Company to any person who is not a Associate,
|
|
b) The selling Associate and/or the
prospective purchaser must provide the Company with a copy of all
documents which detail the transfer, including, without limitation, the
name of the purchaser, the purchase price and terms of purchase and
payment;
|
|
c) An office administration transfer fee of US$100.00 must accompany the transfer documents;
|
|
d) The Associateship transfer
agreement must contain a condition made by the selling Associate for
the benefit of the proposed purchaser not to compete with the proposed
purchaser or attempt to divert or sponsor any existing Associate for a
period of one (1) year from the date of the sale or transfer; and;
|
|
e) Upon a sale, transfer or assignment
being approved in writing by the Company, the purchaser must assume the
position and terms of the Agreement of the selling Associate and must
execute a current Associate Application Form and all such other
documents as required by the Company.
|
|
f) the Company reserves the right, at
its sole discretion, to stipulate additional terms and conditions prior
to approval of any proposed sale or transfer. The Company reserves the
right to disapprove any sale or transfer.
|
|
8.02 If an Associate changes the terms
or conditions of the offer at any time, the process of offering must
start over, beginning with offering it to the Company.
|
8.03 Any sale, assignment, or
transfer of Associateship or any interest therein not complying with
the above requirements will not be accepted or recognized by the
Company.
|
|
8.04 No transfer, assignment, or
sale of Associateship will be allowed if the transferor, assignor, or
selling Associate has not fully paid for products he has ordered from
the Company.
|
|
8.05 Transfer of a Associateship to one’s downline is not allowed.
|
|
8.06 If it is determined, at the
Company's sole discretion, that a Associateship was transferred in an
effort to circumvent compliance with the Agreement, the P&P and/or
the Compensation Plan, the transfer will be declared null and void. The
Company may at its sole discretion, take appropriate action(s),
including but without limitation, terminating the transferring
Associate’s Associateship.
|
|
An Associate has a right to
nominate a person as his nominee to whom the Company will transfer the
Associate’s Associateship upon the death of the Associate. The
Associate has a right to change his nominee in his life time by giving
written notice to the Company. However, the Company will not accept
such a transfer unless the nominee or the last nominee has executed a
current Associate Application Form and submitted certified copies of
the death certificate of the Associate to the Company. The nominee will
then be entitled to take over the Associateship of the late Associate
and entitled to all the commissions, bonuses, or other benefits accrued
thereafter and all the rights or and be subject to all the obligations
as a Associate of the Company. If a Associate did not make any
nomination in his life time, his Associateship shall be terminated
immediately upon his death. Any cross-lining as a consequence of the
devolution of Associate ship under this sub-clause shall not be treated
as a breach of the P&P.
|
|
B Dissolution of a partnership
|
|
If a Associateship is registered
by two (2) or more persons, they will be deemed as partnership under
the Agreement and the P&P. In the event that the partnership is
dissolved, unless the Company receives a valid and legally enforceable
agreement signed by all the partners regarding the arrangement of their
Associateship within thirty (30) days of being notified of the
dissolution of the partnership, their Associateship will be
automatically terminated after the expiry of the said thirty (30) days
period.
|
|
In the case of two Associates in
separate lines of sponsorship get married, they may maintain their own
individual Associateship. They are also allowed to merge their
Associate ships into one but they are not allowed to transfer or change
the positions of their positions in the Geneology. This shall not be
treated as cross-lining under sub-clause 5.08. Should
a married couple opt to create a single Associateship reflecting both
as equal owners and these two individuals subsequently divorce or
separate, the Company will continue to pay earned commission as before
the divorce or separation until the Company receives written notice,
signed and notarized by both parties or by a court decree specifying
how future commission are to be paid.
|
|
10. Proprietary Information
|
|
10.01 Confidential Information
|
|
During the term of the
Agreement, the Company may supply to Associates confidential
information, including, but not limited to genealogical and Downline
reports, Customer lists, Customer information developed by the Company
or developed for and on behalf of the Company by Associates (including,
but not limited to, credit data, Customer and Associate profiles and
product purchase information), Associate lists, manufacturer and
supplier information, business reports, commission or sales reports and
such other financial and business information which the Company may
designate as confidential. All such information (whether in written or
electronic format) is proprietary and confidential to the Company and
is transmitted to Associates in strictest confidence on a “need
to know” basis for use solely in the Associates business with the
Company.
|
|
Associates must use their best
efforts to keep such information confidential and must not disclose any
such information to any third party, or use such information for any
non-Company activity directly or indirectly while a Associate and
thereafter. Associates must not use the information to compete with the
Company or for any purpose other than promoting the Company's program
and its products and services. Upon determination, non-renewal or
termination of the Agreement, Associates must discontinue the use of
such confidential information and promptly return any confidential
information in their possession to the Company.
|
|
10.02 Online and Telephonic Reports
|
|
The Company will use it best
effort to provide accurate information such as online or telephonic
downline activity reports, including but not limited to personal and
group sales volume (or any part thereof), and downline sponsoring
activity to Associates. Nevertheless, due to various factors including
the inherent possibility of human and mechanical error; the accuracy,
completeness, and timeliness of orders; denial of credit card and
electronic check payments; returned products; credit card and
electronic check
|
|
charge-backs; the information is not guaranteed by the Company or any persons creating or transmitting the information.
|
|
10.03 Use of Company Name, Trade Name or Logo etc.
|
|
(A) The Company name, logo,
trade name, trademarks, product names, brochures, catalogs, sales
material, contracts and sales training sessions, literature, audio or
video material, presentations or events are copyright protected
property of the Company worldwide and the Company retains ownership
rights to the entire contents.
|
|
(B) Associates shall not
reproduce or distribute privately reproduced versions of such materials
under any circumstances. Associates shall not use the Company name,
logo, trade name, trademarks, program names or product names in any
manner or form.
|
|
(C) Naming Protection Reserved
by the Company. In addition to any relevant intellectual property laws,
the following list of names are also reserved and restricted from use
by Associates in their Associate activities: AccessibleNet, Butler New
Media, LLC, and ABILITY Panel. These names are also prohibited from use
by Associates in relation to their Associate business activities on
their personal website and/or email addresses.
|
|
10.04 Copyright Restrictions
|
|
With respect to product
purchases from the Company, Associates must abide by all manufacturers'
use restrictions and copyright protections.
|
|
Without prior written approval
from the Company, no Associate shall video and/or audio record the
Company’s meetings, conferences and/or training sessions or any
speeches (including conference calls) given therein.
|
|
10.05 Vendor Confidentiality
|
|
The Company's business
relationships with its vendors, manufacturers and suppliers are
confidential. Associates must not contact, directly or indirectly, or
speak to, or communicate with any supplier or manufacturer of the
Company except at the Company sponsored events at which the supplier or
manufacturer is present at the request of Company.
|
|
11. Promotion of Associate’s Business
|
|
11.01 Only the promotional and
advertising materials produced or approved in advance in writing by the
Company may be used to advertise or promote a Associate’s
business or to sell products and services of the Company. Company's
literature and materials may not be duplicated, reprinted or
personalized without the prior written permission.
|
All promotional items
which bear the Company’s name or logo must be purchased solely
from the Company unless prior written permission is obtained from
Company.
|
|
An Associate may affix his
name, address, Independent Associate’s title, phone number and
Associate Identification Number to any promotional materials that the
Company approved or sold to him.
|
|
No income projections,
including those based solely on mathematical projections or
“ideal projections” of Company’s Compensation Plan
may be made to prospective Independent Associates. No Independent
Associate may represent his own incomes as indications of the success
assured to others, since income success has many variables. Independent
Associates shall not guarantee salaries, draws, expenses, allowances,
etc. No Independent Associate shall show or display an original or a
copy of his earned commission or bonus check as enticement to any
prospective Independent Associate.
|
|
11.03 Title of Associates
|
|
Associates shall only
present themselves as “Independent Associate for
AccessibleNet”. Reference may be made to the relative rank an
Associate achieved at any one time, for example an Executive
Independent Associate.
|
|
11.04 Stationery and Business Cards
|
|
(A) Only the approved Company's graphics version and wording are permitted to be used.
|
|
(B) Unless prior approval
has been obtain from the Legal Affairs Department of the Company,
Associates are not permitted to “create” their own
stationery, business cards or letterhead graphics, where the Company's
trade name or trademarks are used.
|
|
(C) Associates are not
allowed to insert the address, contact phone number or emails of any
office of the Company or its associated companies in their business
cards, stationery or letterheads.
|
|
11.05 Electronic Advertising
|
|
Associates may not
advertise or promote the Company's business, products or marketing plan
or use the Company's name in any public media including electronic
media or transmission, on the Internet via web sites or otherwise,
without the prior written approval of Company's legal department.
Spamming and use of automatic telephone dialing systems are prohibited.
Breach of this sub-clause is a serious breach of
|
|
the P&P and could lead
to the immediate suspension or even termination of the Associateship of
the Associate who is in breach.
|
|
Associates are not
permitted to use the Company's trade name in advertising their
telephone and telecopy numbers. Associates are not permitted to list
their telephone numbers under the Company's trade name without first
obtaining the prior written approval from the Company’s Legal
Department.
|
|
Associates are prohibited
from granting radio, television, newspaper tabloid or magazine
interviews or using public appearances, public speaking engagements, or
making any type of statement to the public media to publicize the
Company, its products or Company businesses, without the express prior
written approval of Company. All media inquires should be referred to
the Company’s Home Office in Georgia, Corporate Affairs
Department.
|
|
No endorsements by a
Company officer or administrator or third party may be asserted, except
as expressly communicated in the Company literature and communication.
Country, Federal and state regulatory agencies do not approve or
endorse direct selling programs. Therefore, Associates shall not
represent or imply, directly or indirectly, that Company's programs,
products or services have been approved or endorsed by any country or
governmental agency.
|
|
11.09 Independent Communication
|
|
Associates, as independent
contractors, are encouraged to distribute information and direction to
their respective Downlines. However Associates must identify and
distinguish between their personal communication and the official
communication of the Company when they communication with their own
downlines.
|
|
11.10 Display of Company Products
|
|
The integrity of the
Compensation Plan is built upon person-to-person, one-on-one and
in-door presentation methods of sale. Associates shall not knowingly
sell any Company's product to or display any Company’s product,
Company’s name, trademarks, literatures, promotional materials at
any retail outlet, including, but not limited to supermarkets or food
stores, flea markets or swap meets, permanent restaurant displays, bars
or night clubs or any such similar establishment, convenience stores or
gas stations. Exemptions must be approved in writing by Legal Affairs
Department of the Company.
|
|
Associates may promote the Compensation Plan at their office, fairs and trade
|
|
shows on the condition
that it is not shown or displayed with any other plan associated with
any direct selling company or networking company.
|
|
11.11 Product & Services Claims
|
|
Associates shall make no
claim, representation or warranty concerning any product of the
Company, except those expressly approved in advance in writing by the
Company or contained in official Company materials, such as P&P.
|
|
11.12 Fax Blasts, Spamming
|
|
Fax blasting and unsolicited e-mailing (SPAMMING) is prohibited.
|
|
The Company encourages all Associates to keep complete and accurate records of all their business dealings.
|
|
Any tool or presentation
technique used by a Associate whilst promoting the Company’s
business concept, products and/or the Compensation Plan must be within
the scope of a Associate’s rights in their respective
country/state/providence. It is the Associate’s responsibility to
ensure that any statements made, or any demonstration techniques
performed, are, in fact, lawfully permitted in their
country/state/providence. If a special license or professional degree
is required in a certain location to legally make such statements or
perform such presentations, or to conduct business, then it is the
Associate’s responsibility to secure the necessary license,
degree or permit.
|
|
11.15 Indemnity Agreement
|
|
Each and every Associate
shall indemnify and hold harmless the Company, its shareholders,
officers, directors, employees, agents and from and against any claim,
demand, liability, loss, cost or expense including, but not limited to,
court costs and attorneys' fees, asserted against or suffered or
incurred by any of them, directly or indirectly arising out of or in
any way related to or connected with allegedly or otherwise, the
Associates:
|
|
(a) activities as Associate;
|
|
(b) breach of the terms of the Agreement; and/or
|
|
(c) violation of or failure to comply with any applicable laws, regulations, or rules.
|
12.01 Company’s Employee Prohibition
|
|
Employees of the
Company and their immediate family members (for example spouse, mother,
father, brother, sister etc) who are domiciled at the same household as
the employee are prohibited to take part in the Compensation Plan.
Breach of this policy shall be deemed serious, and could result in the
dismissal of the employee and the removal of his entire network to the
credit of the Company. Associates being transferred to a Company post
on salary with the Company shall, prior to their taking up their post,
file ownership transfer notice to the Company and give up their
ownership rights and privileges of their positions.
|
|
To the extent
permitted by law, the Company shall not be liable for, and each
Associate releases Company from, and waives all claims for any loss of
profits, indirect, direct, special or consequential damages or any
other loss incurred or suffered by Associate as a result of
|
|
(a) the breach by another Associate of his Agreement, any term or condition of the P&P, and/or the Compensation Plan;
|
|
(b) the operation of other Associate’s business;
|
|
(c) any inadvertent incorrect or wrong data or information provided by the Company; or
|
|
(d) the failure to
provide any information or data necessary for Associates to operate
their business, including, without limitation, the marketing and
promoting of products of the Company and/or the introducing or
sponsoring persons as Customers/Associates to the Company
|
|
The Company shall
not be responsible for delays or failure in performance caused by
circumstances beyond the Company’s control, such as strikes,
labor difficulties, fire, war, government decrees or orders or
curtailment of a party's usual source of supply.
|
|
It is the obligation
of every Associate to abide by and maintain the integrity of the
P&P. If a Associate observes another Associate committing a
violation, he/she should discuss the violation directly with the
violating Associate. If the Associate wishes to report such violation
to the Company, he/she should detail the violation in writing using the
contact us form on www.accessiblenet.com and mark the correspondence “attention: Network Integrity Department” or by email to Cornelius@butlernewmedia.com
|
|
The Company
reserves the right to amend/change the P&P, its retail prices,
products and services availability and/or the Compensation Plan at any
time without prior notice as it deems appropriate. Amendments will be
communicated to Associates through official Company publications or the
Company website on www.accessiblenet.com.
Amendments are effective and binding upon submission to the Company
website. In the event any conflict exists between the original
documents or policies and any such amendment, the amendment shall
prevail.
|
|
12.06 Non-waiver Provision
|
|
No failure of
Company to exercise any power under the P&P or to insist upon
strict compliance by Associate with any obligation or provision herein,
and no custom or practice of the parties at variance with the P&P,
shall constitute a waiver of Company's right to demand exact compliance
with the Agreement and/or the P&P.
|
|
Company's waiver of
any particular default by Associate shall not affect or impair
Company's rights with respect to any subsequent default. Nor shall it
affect in any way the rights or obligations of any other Associate. No
delay or omission by Company to exercise any right arising from a
default effects or impairs Company's rights as to that or any
subsequent or future default. Waiver by Company can be affected only in
writing by an authorized officer of Company.
|
|
The Agreement, the P&P and the Compensation Plan shall be governed by the laws of the state of Georgia.
|
|
Any dispute or legal
action arising from and/or in connection with the Agreement, the
P&P and/or the Compensation Plan shall first be sought to be
resolved amicably between the Associate concerned and the Company. If
the Associate is not satisfied with the decision of the Company, he
should then bring their case to the American Arbitration Association
(AAA) [see 13] before taking the dispute or case to
court. Only if he is not satisfied with the AAA’s decision, he is
then allowed to commence legal proceedings at any competent court in
Rockdale County, Georgia.
|
|
All Associates and
the Company hereby agree that the competent court or tribunal shall
have exclusive jurisdiction in hearing any dispute or legal action
arising from and/or in connection with the Agreement, the P&P
and/or the Compensation Plan.
|
|
The Agreement, the
P&P and the Compensation Plan together constitute the entire
agreement of between an Associate and the Company.
|
|
If at any time any
provision of the Agreement and/or P&P is or becomes illegal,
invalid or unenforceable in any respect under the law of any
jurisdiction, neither the legality, validity or enforceability of the
remaining provisions of the Agreement and/or P&P under the law of
that or any other jurisdiction, nor the legality, validity or
enforceability of such provision under the law of any other
jurisdiction shall in any way be affected or impaired thereby.
|
|
12.11 Notices and Communication
|
|
Each notice, demand
or other communication to be given or made under the Agreement, the
P&P and/or the Compensation Plan by the Company to a Associate
shall be in writing and delivered or sent to the relevant party at his
last known address or email address on file. Any notice, demand or
other communication to the Company shall be sent or delivered to the
Network Integrity Department of the Company at its Head Office in
Georgia or by email to cornelius@butlernewmedia.com.
|
|
Any notice, demand
or other communication so addressed to the relevant party shall be
deemed to have been delivered (a) after fifteen (15) days if given or
made by letter via courier services, registered mail or air mail to the
relevant address, provided that, if such day is not a working day in
the place to which it is sent, such notice, demand or other
communication shall be deemed delivered on the next following working
day at such place.
|
|
In the event of
those notice, demand or communication is serviced by email, it shall be
deemed to have received by the other party upon confirmation by email
by that other party.
|
|
12.12 Headings & Table of Contents
|
|
Headings & Table
of Contents in the Agreement, the P&P and the Compensation Plan are
provided for convenience only and they are not part of those documents.
They are not to serve as a basis for interpretation or construction of
those documents or as evidence of intention of the parties.
|
|
Unless the context
otherwise requires, words importing the singular number shall include
the plural number and words importing the masculine gender shall
include the feminine or neuter gender and vice versa, and references to
persons shall include companies and bodies, corporate or
unincorporated.
|
If the
Associate is not satisfied with the decision of the Company, he should
then bring their case to the AAA, within ninety (90) days from that
date the Associate or the Company first come to know of any adverse
decision. The AAA shall be the final Tribunal of adjudication, unless
want of form or process is apparent. Both the company and the Associate
shall abide by the ruling of the AAA, being the final resolution of
despite and shall wholeheartedly comply with any order passed down by
this independent tribunal, the AAA. As herein agreed by both the
company and the Associate, the court shall not enjoy any such
jurisdiction over matters of dispute ,under this agreement, other than
above said provisions or solely to enforce said final decision of the
AAA, made pursuant to the AAA rules. The AAA rules, shall be furnished
any Associate, without hesitation, upon request.
|
|
|
|
|
|
|
|
|
Privacy Polcy : Earnings Disclaimer : Anti Spam Policy : Contact Us