Independent Sales Associate Terms and Conditions Agreement between the named APPLICANT (hereafter APPLICANT) and Travelada, Inc. (hereafter Travelada) effective under the terms and conditions below:
1. APPLICANT hereby applies for authorization as an Independent Sales Associate in Travelada's network marketing program. For a period of 21 days from the submission of this application, or until such time as Travelada notifies APPLICANT of this application's acceptance or rejection, APPLICANT is provisionally authorized as an ISA and granted the rights to sell Travelada products. Travelada reserves the right to accept or reject any application for any reason.
2. Upon acceptance as an ISA by Travelada, APPLICANT is authorized as an ISA for one calendar year. Travelada will automatically renew ISA authorization annually by debiting the ISA's account in the amount of $149.95, unless the ISA notifies Travelada in writing prior to the anniversary date that he/she desires to cancel the ISA Agreement. The Company may refuse to renew this agreement for any reason. If this agreement is not renewed, or if it is terminated for any reason, I understand that my right to sell Travelada products and services and to receive compensation in respect of my activities as an ISA will cease. The Company reserves the right to terminate this Agreement at any time if the Company elects to: (1) cease business operations; (2) dissolve as a business entity; or (3) terminate distribution of its products and or services via direct selling channels, or at any time upon not less than 7 days' notice and without further notice if the ISA breaches this Agreement and fails to remedy the breach before the end of the notice period.
4. APPLICANT is an independent contractor under the terms of this agreement, and not an agent, employee, or legal representative of his/ her sponsor or Travelada, and will in no way represent him/herself as such. As such, APPLICANT has no power to bind Travelada to any obligation and APPLICANT is responsible for all applicable income, sales, social security, unemployment or other tax, license, or fee arising out of APPLICANT's activities hereunder.
5. APPLICANT will not produce, promote, or use materials of any kind describing Travelada's names, programs, products, and trademarked, copyrighted, or otherwise protected materials except as permitted in Travelada's policies.
6. APPLICANT has the duty to supervise and train any ISAs that he/she may sponsor as described in the Policies and Procedures. APPLICANT will explain Travelada's programs honestly and completely when presenting them to others. APPLICANT understands and will make clear in any presentation the following: that no earnings are guaranteed by Travelada or its programs; no ISA will earn money solely for sponsoring; no specific amount of memberships must be purchased at any level; commissions are based on membership sales; that there are no exclusive territories for ISAs in the program.
7. APPLICANT agrees that compensation is only paid for sales of membership as defined in the Policies and Procedures and in the company's Compensation Plan.
8. Any sale or assignment of this agreement must be approved by Travelada. Successors in interest or assigns must comply with all program requirements.
9. The undersigned hereby acknowledges that he/she is of legal age and authorized to bind APPLICANT to each of the terms set forth herein and to the terms of the Policies & Procedures.
10. Venue and jurisdiction for any action pertaining to this agreement or any disagreement or claim between the parties hereto shall be in Broward Country, FL. This agreement shall be governed by the laws of the state of Florida, USA.
11. No purchase or investment is necessary to become an Independent ISA.
12. In order for you to qualify for commissions, you must (1) sell to customers or end users a minimum of 70% of your membership orders; (2) provide your retail customers with an official Travelada retail receipt which specifies date of sale, amount of sale, item(s) purchased, and the Travelada Satisfaction guarantee. You must retain all sales receipts for two years.
13. You have the right to cancel your ISA agreement at any time and for any reason. If you choose to cancel your ISA agreement, simply notify Travelada in writing. 14. Travelada does not permit you to purchase unreasonable amounts of product solely for the purpose of qualifying for commissions, bonuses, or advancement in the Compensation Plan.
15. You are free to participate in other multi-level marketing ventures, but you may not sell or promote to other Travelada ISAs or Customers similar or competitive products or services or any other multi-level marketing opportunity.
16. Travelada genealogy reports are confidential and proprietary business trade secrets. You may not use the reports for any purpose other than to develop your Travelada business. Specifically, you must not disclose any information contained in the reports to a third party or use the reports to compete with Travelada or to recruit or solicit other ISAs or Customers to participate in other multi-level marketing ventures.
17. Travelada's failure to exercise any rights as set forth in this agreement or to insist on your strict compliance with the terms and conditions of this agreement and the Policies & Procedures does not constitute a waiver of Travelada's right to require compliance therewith.
18. Travelada's waiver of any ISA default does not affect Travelada's rights with respect to any subsequent default or the rights or obligations of any other ISA. Delays or omissions by Travelada in exercising rights which might arise from an ISA's default do not affect the company's rights concerning the default or any subsequent default.
19. Travelada reserves the right to cancel any ISA Agreement at any time for cause if the ISA violates the terms and conditions of this Agreement or the provisions of the Policies & Procedures and Compensation Plan.
20. Taxpayer Identification Number. If you are a United States person (including a resident alien), you must provide Travelada with your correct taxpayer identification number ("TIN"), which for individuals is either your Social Security Number ("SSN") or, if you are a resident alien and you do not have and are not eligible to get an SSN, your Individual taxpayer Identification Number ("ITIN"). For a distributorship that is a partnership, corporation, company or association organized in the United States or under the laws of the United States, you must provide Travelada with your employer Identification Number ("EIN"). If you fail to provide Travelada with a TIN or the TIN you provide to Travelada is incorrect, Travelada will withhold and pay to the IRS 28 percent of your income over $600, unless you certify to Travelada that you are a corporation exempt from backup withholding or otherwise not subject to backup withholding. By signing this Agreement, you certify that (i) the TIN you have provided to Travelada is correct, (ii) you are a United States person (including a resident alien),(iii) if applicable, you are not subject to backup withholding, and (iv) you are exempt from the requirement to report foreign financial assets under the Foreign Account Tax Compliance Act ("FATCA").
21. You may be required from time to time to provide Travelada with personal information relating to your ISA Agreement. Travelada's rights to use your personal information and your rights to access and correct the personal information you give Travelada are described in Travelada's Policies & Procedures. By signing this Agreement, you consent to Travelada's collection, use, and disclosure of your personal information in accordance with Travelada's Policies & Procedures.
22. By signing this Agreement, you give Travelada consent to contact you by telephone, e-mail or text, concerning your ISA Agreement, and any related Travelada matter.
23. ISA agrees not to contact or initiate contact at any time or for any purpose, either directly or indirectly, with any officers, directors, shareholders, consultants, attorneys, employees, agents or other affiliates of Traveladaâ€™s Vendors or Suppliers, unless such approval is specifically granted in written form by Travelada, which shall be considered on a case-by-case basis. Any communication sent by any ISA to Traveladaâ€™s Vendors or Suppliers, either directly or indirectly to any officers, directors, shareholders, consultants, attorneys, employees, agents or other affiliates of Traveladaâ€™s Vendors or Suppliers is in direct violation of this ISA Agreement and could result in the termination of your ISA Agreement. This includes any and all verbal and or written communications. From time to time Travelada may invite guest from Traveladaâ€™s Vendors or Suppliers to speak on Travelada webinars and conference calls, such guest appearance do not constitute Travelada's approval for furthered communications with Traveladaâ€™s Vendors or Suppliers. You further agree and understand that the only entity which has an Agreement with Traveladaâ€™s Vendors or Suppliers is Travelada.
24. To the maximum extent permitted by law, Travelada, its parent or affiliated companies, directors, officers, shareholders, employees, assigns, and agents (collectively referred to as "affiliates"), shall not be liable for, and I release Travelada and its affiliates from, all claims for consequential and exemplary damages for any claim or cause of action relating to the Agreement. I further agree to release Travelada and its affiliates from all liability arising from or relating to: (a) my, or any other ISA's, breach of the Agreement; (b) the promotion or operation of a Travelada business by me or any other ISA and any activities related to it, including, but not limited to, the presentation of Products/Services or the Company Compensation Plan, the operation of a motor vehicle, the lease of meeting or training facilities, etc., and agree to indemnify Travelada and its affiliates for any liability, damages, fines, penalties, or other; (c) any incorrect data or information provided by me or any other ISAs to Travelada; (d) my, or any other ISA's, failure to provide any information or data necessary for Travelada to operate its business; or (e) awards arising from any unauthorized conduct that I undertake in operating my business. I further agree to indemnify Travelada for any liability, damages, fines, penalties or other awards arising from any unauthorized conduct that I undertake in operating my Travelada business.
25. The Company grants to me a non-exclusive, royalty free, revocable license to use the intellectual property in Travelada's name, trademarks (whether registered or unregistered), and other intellectual property rights in any materials or documents pertaining to the subject matter of this Agreement for the purpose of promoting the products and sourcing potential customers. I agree that the Company may impose restrictions on my use of Travelada's name, trade names and trademarks, logos and other intellectual property and advertising in order to protect the rights, reputation and image of Travelada, provided that such restrictions are applied to all distributors generally. I also agree to not apply singly or in association with any other party for registration of any intellectual property owned by Travelada capable of registration but not registered and to give all reasonable assistance, at Travelada's reasonable cost, to assist Travelada to register any such intellectual property.
26. If an ISA wishes to bring an action against Travelada for any act or omission relating to or arising from the Agreement, such action must be brought within 30 days from the date of the alleged conduct giving rise to the cause of action. Failure to bring such action within such time shall bar all claims against Travelada for such act or omission. ISA waives all claims that any other statutes of limitations apply.