Ethos Terms & Conditions
AN AGREEMENT made between the Applicant ("the Member") and Ethosplan.com.Ltd, Oakfield Avenue, Hitchin, Hertfordshire, United Kingdom SG4 9JB ("the Company") for an entitlement to goods and services manufactured, marketed or supplied by the Company. I the Applicant named above HEREBY APPLY to become a Member of the Company. I authorise the Company to charge my credit card listed on this application, or I have mailed a cheque for £10 (including vat). I confirm that the information I have given in the on-line Member Application Form is true and correct. By providing this information and submitting it to the company I confirm that:
(a) I have read and understood the General Rules and Conditions of being a Member set out below, the Marketing and Compensation Plan and Policies and Procedures (and in particular my rights with regard to termination and cancellation) issued by the Company from time to time, each such document as amended by the Company and I agree to abide by the same;
(b) I am over 18 years of age;
(c) If my application is accepted, my Member position will not in any way conflict with or constitute a breach of any agreement or arrangement which I may have with a third party;
General Rules and Conditions
1.(a) The Member shall during the continuance of this Agreement be entitled to market the products and services which shall be made available for this purpose from time to time by the Company in accordance with these General Rules and Conditions and the Policies and Procedures and amendments from time to time AND to receive from the Company commission payments in accordance with the workings of the Marketing and Compensation plan Explanation and amendments from time to time.
(b) The Company shall during the continuance of this Agreement:
(i) use its reasonable endeavours to supply to the Member all Products (if any) ordered by the Member failing which the Member shall be entitled to the return of all sums paid for the Products;
(ii) pay promptly and on the due date any commissions and/or bonuses which may be due to the Member in accordance with the Marketing and Compensation Plan Explanation and the Policies and Procedures for the time being in force;
(iii) make available to the Member details of all Products and other benefits (if any) available to the Member in accordance with the Marketing and Compensation plan Explanation and Policies and Procedures set out as aforesaid and for the time being in force.
(c) Participation in the programme is entirely voluntary. In accordance with the UK Fair Trading Act of 1973 as amended by The Trading Schemes Act of 1996 and The Trading Schemes Regulations of 1997, the Member acknowledges that once they have introduced another Member then they also become a "Promoter" of the business within the terms of the aforementioned Acts and Regulations. If Ethos does not notify the Member within two business days that their Application has been denied, it shall be deemed accepted as of its date.
2. The Member shall not hold himself out as a servant or agent of the Company but shall at all times act as the principal of his own independent business.
3.(a) The Member shall operate his/her business in a lawful and ethical manner and shall be responsible for payment of his/her own National Insurance contributions, income and other taxes and liabilities, as applicable in their country of residence. If the Member is VAT registered or becomes registered he/she shall provide to the Company a copy of the VAT registration certificate. In the event that the Company is required to pay VAT on any payments due to the Member under the Marketing and Compensation Plan Explanation or otherwise, the Company reserves the right or otherwise (subject to any necessary approvals) to self bill for such sums, in which event VAT shall only be paid to the Member if the Member is registered for VAT and provides the Company with a copy of his/her VAT registration certificate. If the Member having been registered, become de-registered for VAT voluntarily or due to his/her turnover falling below the VAT threshold applicable at the relevant time or otherwise, he/she shall notify the Company in writing of the fact of such de-registration within fourteen (14) days of the de-registration taking effect. If the Company is obliged or liable to make any payment of VAT to the tax authorities as a result of the failure of the Member to notify the Company of de-registration for VAT then the Member acknowledges and agrees that the Company shall be entitled to recover from him/her the amount of such VAT by deduction from the Member's account with the Company or by any other means available to the Company from time to time.
(b) (i) The Member shall at all times comply with the Policies and Procedures insofar as they do not conflict with these General Rules and Conditions.
(ii) The Company hereby reserves the right to make changes to any or all Product prices, company down-loads, literature and also to the Marketing and Compensation Plan Explanation and the Policies and Procedures and this Agreement provided that if such change or changes shall alter any financial obligation of the Member under the terms of this Agreement then the Company shall give to the Member at least 60 days advance notice thereof. In all other cases notice of such change or changes shall be published on the Company Website and if the Member shall have made no objection in writing thereto within 14 days from the date of such publication on the Website, then the Member shall be deemed to have accepted such changes.
(c) The Member shall during the continuance of his/her membership have the right to market the Products (if any) and the business opportunity of the Company (subject to any legislation in that respect from time to time in force) to any person or body provided that the Member shall do so in an ethical and professional manner.
(d) The Member agrees to abide by the provisions of the DSA (Direct Selling Association) Code of Conduct and all applicable national or local laws and regulations relating to the operation of his/her Ethos business and in particular with any consumer protection legislation applicable to his/her relationship with his/her customers.
4. (a) The only financial investment required to become a Member is the registration fee. The registration fee provides for a personalised web site and ongoing business support.
(b) The Member hereby acknowledges that he/she understands that he/she has a free choice whether or not to purchase any Products from the Company under the terms of this Agreement AND that he/she has been given access to the prices of all such Products.
(c) Registration as a Member is covered by a one time registration fee (currently £10).
(d) The Member hereby acknowledges that he/she is not under any circumstances authorised or permitted to sign or purport to sign any contract, agreement or other document whatsoever on behalf of the Company nor is he/she authorised or permitted to supply or sell or seek to supply or sell any of the products made available under the terms of this agreement to another Member. The Member likewise acknowledges that he/she is not under any circumstances authorised or permitted to purchase or seek to purchase any such products from another Member.
5. The Company shall be entitled to off set any amounts owed to the Company at any time against commissions, bonus, royalty or other payments due to the Member.
The Member understands that the monthly commission cheques will be calculated at the end of a calendar month and any commissions due will be paid (at the request of the Member) by cheque on the 20th of the month. The SIPS bonus is calculated weekly and if any commissions are due from the SIPS bonus they will also be paid (at the request of the Member) on the 20th of the following month.
6. The following shall be valid reasons for the termination of this Agreement by the Company under the provisions of Clause 8 (b) as the Member hereby acknowledges:
(a) The making of an unauthorised medical claim about the products or any of them for any purpose whatsoever;
(b) The signing or the purporting to sign any contract, agreement or other document whatsoever on behalf of the Company by the Member; the supply or seeking to supply or sell any of the Products made available under the terms of this Agreement to another Member by the Member; or the purchase or attempt to purchase any such Products from another Member by the Member;
(c) The use of any printed material (other than personal stationery) which has not been supplied or authorised by the Company in writing.
(d) The use of contacts made through the Company (save where those contacts have been personally sponsored by the Member) to promote any goods, business or service which may in any way conflict with Ethos;
(e) The use of media advertising (including newspapers, magazines, internet, radio and television) for the Products or the Business Opportunity which has not been sanctioned by the Company and approved in writing. Such approval does not warrant or guarantee that such advertising complies with all laws, regulations and conditions applicable in the media and country(ies) in which the advertisement is to be placed.
(f) The Member shall be given notice of the alleged violation of the Terms and Conditions by e-mail, fax or other rapid method of communication and shall have (7) seven days thereafter to respond, failing which the Company can consider the allegation(s) to be true.
(g) Each alleged violation will be examined on an individual basis. The Company may suspend a Member, including suspension of commissions earned at the time, pending an investigative meeting with the Company Directors to discuss the matter and try to find a workable solution.
(h) If at the conclusion of the investigation it is determined that a Member is to be disciplined, then the date of the imposition of the penalty can be at the Companies Option:
(i) The date of the notice of the alleged violation, or;
(ii) the date on which suspension, if any, occurred, or;
(iii) any other current date
(i) A Member can request that any decision to impose a penalty be reviewed and may supply any additional material that may bear on the matter in support thereof, within (7) seven days after notice of penalty is given. The Company shall then advise the Associate of its final decision. The Company shall have the option of imposing any one or more of the following penalties:
(i) Disabling of any Web Site;
(ii) Denial or revocation of any achievement awards otherwise earned;
(iii) Denial of sales credit for sales;
(iv) Termination of Members Agreement. The Company will give 28 days written notice if a Members Agreement is being terminated.
(j) If no workable resolve can be found and the Company has no option than to terminate a Member then all monies due to the Member for cheques suspended and/or remuneration earned during the interim period, if any, up to the actual date of termination shall be paid to the Member in full.
(k) On termination of this Agreement the Member shall cease forthwith to sell, market or promote the Companies products, services and program.
7. The Member has the right to cancel this Agreement within 14 days of entering into the same by serving written notice on the Company at the address of the Company which shall be delivered to the Company either personally or by Recorded Delivery Mail:
(i) without penalty AND with the right to recover any monies which he/she had paid to or for the benefit of the Company in connection with his/her Member position within 21 days of such notice being received by the Company;
(ii) if cancelled within 14 days the right to return to the address of the Company specified herein for such purpose any Products which the Member shall have purchased within the period provided that they are returned in the same condition as supplied but excepting that their external packaging may have been opened. The Company will endeavour to make any refund within 21 days of receipt of the returned Product.
(iii) if cancelled after 14 days the Company will refund on Products purchased within the preceding ninety (90) days provided the Product is returned to the Company at the Members expense, subject to a discretionary repackaging and/or restocking charge not exceeding 15% of the total refund requested. The Company will endeavour to make any refund within 21 days of receipt of the returned Product(s).
8. (a) The Member has the right to terminate this Agreement at any time without penalty by giving fourteen (14) days written notice to the Company.
(b) The Company has the right at the Companies discretion to terminate the Agreement at any time by giving twenty-eight (28) days written notice (which shall include the reason for termination) to the Member at the address of the Member.
(c) Either party has the right to terminate the Agreement forthwith by written notice to the other if there is a breach of obligations to the other party.
9. The Member shall have the right to retain, following the termination of this Agreement, any commission paid to him/her by the Company in respect of his/her Affiliate position UNLESS:
(a) the commission was paid in respect of Products returned to the Company;
(b) the Company has refunded all monies due to the Member under this Agreement in respect of Products returned to it by the Member.
10. Save as expressly provided by this Agreement the Company shall not be liable for any debts or liabilities whatsoever incurred by the Member whether or not the same have been incurred during the term of this Agreement.
11. The Member shall not engage in "Spamming" (sending unsolicited e-mail to people who haven't requested it) in order to promote the Member's business. This includes postings to a newsgroup, message board, Usenet or chat room an unacceptably high number of times. The Member shall also not interfere with the content of other Member's web sites or the Ethos website or the Ethos database itself.
12. The Member indemnifies and holds the Company and its Officers harmless against all claims made by any third party, and any related damages and expenses (including reasonable legal fees), arising out of, or connected with the Member's conduct, Member's web-site or on-line store or any violation of this Agreement by the Member.
13. The Member's Ethos business is fully transferable in accordance with the terms of a "Will", or in the absence of a Will, it passes to heirs pursuant to the applicable inheritance laws. If the Member's Ethos business is owned by a Corporation (or some other form of legal entity), there would be no change in the ownership of the Ethos business upon the death of the owner of that Corporation. Member's may sell their Ethos business as a going concern, except to another existing Member, by obtaining unanimous agreement of both the Company and all five (or all if less than five) immediate 'upline' Members.
14. No person under the age of 18 years is eligible to become a Member of the Company and any Agreement purported to be made by such person shall be null and void.
15.(a) The Company's Marketing and Compensation plan Explanation and Policies and Procedures shall form part of this Agreement to the extent stated herein;
(b) Save as set out in the last preceding sub-clause, this Agreement shall constitute the whole of the contract between the Company and the Member.
(d) It is an express term of this agreement that the Member shall not be entitled (without the written consent of the Company) to make any alteration or amendment whatsoever to the Agreement or to any official promotional or marketing literature nor shall the Member suffer or permit any other person to make any such alteration or amendment.
16. If any provision of this Agreement shall be found to be invalid or unenforceable, the same shall not affect the validity or enforceability of this Agreement as a whole, which shall in such a case be construed as though the invalid or unenforceable provision had been omitted.
17. This Agreement including the Rules and Conditions including the Marketing and Compensation Plan Explanation and Policies and Procedures and all other relevant documentation and any dispute arising there-under shall be governed by English Law and the Member and the Company hereby submit to the jurisdiction of the English Courts.
18.(a) In this Agreement unless the context otherwise requires:
(i) words importing the masculine shall include the feminine and vice versa;
(ii) words importing the singular shall include the plural and vice versa;
(b) The address of the Company and of the Member (as the case may be) shown herein or such other address (if any) as shall have been notified by the Company or by the Member (as the case may be) to the other party in writing or in the case of the Company as shown on the official Web Site.
I have read this agreement in its
entirety and agree to be bound by it's terms and conditions.