terms and conditions
INDEPENDENT SALES REPRESENTATIVE AGREEMENT (THE “AGREEMENT”)
I desire to contract with She Anna Bella (the “Company”) to buy and resell She Anna Bella’s merchandise and hereby apply to do so. I am of legal age in the Province or State in which I reside. I will not sell Company products on unathorized websites on the Intranet or in any public, retail, or service establishments. I will present and promote Company products in a truthful, sincere and honest manner, and I will conduct myself in a manner that reflects the highest standards of professionalism, integrity, honesty, responsibility and good customer service in keeping with the image and reputation of the Company. I am an independent contractor under this Agreement. I am not an employee, agent, joint venturer, franchisee or partner of She Anna Bella and as such have no authority, apparent or otherwise, to contract for or on behalf of She Anna Bella, or in any other way legally bind She Anna Bella, nor am I authorized to and will not, for any reason whatsoever, incur any debt, expense or obligation on behalf of or for She Anna Bella. As an independent contractor, I shall assume sole responsibility for abiding by all federal, provincial, municipal, state and local statutes, regulations or by-laws governing my activities as an independent business. I am responsible for payment of federal, provincial, state, and municipal taxes, premiums, levies and fees of any kind, save for those collected and remitted by She Anna Bella pursuant to this Agreement or other agreement between the parties. She Anna Bella will have no obligation whatsoever to Representative which an employer would have towards an employee, including unemployment and workers’ compensation benefits. I am responsible for obtaining any licenses necessary for my business, including licenses or itinerant merchant’s permit required in certain provinces, territories and states. She Anna Bella reserves the right to make elections with Canadian federal and provincial taxing authorities to simplify the collection of any Canadian sales or use tax, including the GST, PST, HST, and the various provincial sales taxes. If applicable, I authorize She Anna Bella to collect and remit to the proper Canadian governmental agencies an amount equal to said applicable sales taxes. As She Anna Bella reserves the right to make elections with Canadian federal and provincial taxing authorities to simplify the collection of any requisite tax, I agree that while I will pay the wholesale price for any item of merchandise, if applicable, I will be charged the applicable taxes for the retail amount for said purchase, with She Anna Bella remitting the Canadian taxes on my behalf. All orders submitted to She Anna Bella shall require full payment by means of cash, credit card, or internet funds transfer prior to delivery or pickup of merchandise. I agree to protect the Confidential Information of She Anna Bella which means all of the materials, information and IP of She Anna Bella which is available or provided to me during the term of my contract with She Anna Bella. I will not use, disclose or reproduce these materials for other than my She Anna Bella business without the express written consent of the Company. She Anna Bella may release my name and telephone number in response to a customer’s request for a Representative in my area. If this information is not to be released, Representative agrees to notify She Anna Bella that she does not want this information released by written notice directed to the She Anna Bella Head Office. I also agree that the Company reserves the right to assure continued service to my customers upon termination of my Agreement. This Agreement and the rights and obligations of Representative under this Agreement are personal; Representative understands and agrees that she may not transfer or otherwise assign this Agreement without the prior written consent of She Anna Bella and that any attempted assignment or delegation in violation of this section shall be void. I understand that I may not host shows, recruit sales respresentatives or conduct business in the province of Quebec.
SPECIFIC OBLIGATIONS OF & OPPORTUNITIES FOR THE Representative
I acknowledge that my earnings as a Representative will depend entirely upon my individual efforts. I acknowledge that there is only one core revenue source for me, namely, the sale of merchandise and thus that my primary income source is my mark-up in buying and reselling the merchandise. I shall purchase merchandise at cost, which is approximately forty to fifty percent (40%-50%) off the retail price, depending on the item of merchandise. I shall recieve fifteen (15%) commission on retail sales placed directly through the online store where my promo code or name is identified on the order. All terms of sale for the merchandise, including price, specifications and warranties shall be determined exclusively by She Anna Bella. Representative’s failure to adhere to same will result in the termination of her relationship with She Anna Bella. I agree that She Anna Bella may, at any time, discontinue certain items of merchandise, or may establish or change the prices of such merchandise, offer discounts or incentives, change merchandising, shipping terms, credit terms and standards, change extension standards, terms and limits, or compensation plan, at any time, with or without notice. I understand that, periodically, certain merchandise ordered shall be subject to availability and She Anna Bella does not guarantee availability of its merchandise at all times. I understand that She Anna Bella will select the shipper. Title and risk of loss or damage with respect to the merchandise shall pass to Representative upon delivery to the designated shipper by She Anna Bella. Representative shall be responsible for all shipping and handling costs billed at the time of order. She Anna Bella will not be held responsible for shipments delayed through no fault of its own but will notify Representative promptly of any delay of which it has knowledge. I understand that She Anna Bella will set a retail price for its merchandise and I am bound by same and shall not offer or sell merchandise at any other price. She Anna Bella shall be entitled to change merchandise prices at any time and without notice to Representative. For her first Referral, Representative shall receive:
a) a One Hundred Dollar ($100) credit to her account for the purchase of Merchandise if the Referral purchases a $499 or $799 Start-Up Package or a Fifty Dollar ($50) credit to her account for the purchase of Merchandise if the Referral purchases a $179 Start-Up Package; b) two percent (2%) per month of the value of those Referrals’ total wholesale orders when Referral holds a minimum of five (5) parties per month and when the Representative who referred is Active during that month.
For her second Referral, Representative shall receive:
a) a Seventy-Five Dollar ($75) credit to her account for the purchase of Merchandise if the Referral purchases a $499 or $799 Start-Up Package or a Fifty Dollar ($50) credit to her account for the purchase of Merchandise if the Referral purchases a $179 Start-Up Package; b) two percent (2%) per month of the value of those Referrals’ total wholesale orders when the Referral holds a minimum of five (5) parties per month and when the Representative who referred is Active during that month.
For her third and subsequent Referrals, Representative shall receive:
a) a Seventy-Five Dollar ($75) credit to her account for the purchase of Merchandise if the Referral purchases a $499 or $799 Start-Up Package or a Fifty Dollar ($50) credit to her account for the purchase of Merchandise if the Referral purchases a $179 Start-Up Package; b) a $50 gift card of the Representative’s choice; c) designation as a Team Leader.
Team Leaders shall receive:
a) three percent (3%) per month of the value of her Referrals’ total wholesale orders when the Representative who referred is Active during that month. Designation as Team Leader can only be maintained when three (3) or more Referrals continue to be part of the Representative’s Team; b) when one of the Team Leader’s Referrals becomes a Team Leader, a Five Hundred Dollar ($500) credit to her Account, for the purchase of Merchandise; c) possible designation as a Unit Director, She Anna Bella determining, at its sole discretion, that she is able to handle the demanding leadership challenges of being in that position.
Unit Directors shall receive five percent (5%) per month of the value of the total wholesale orders of Representatives in her Unit. Neither Representatives nor Team Leaders nor Unit Directors shall receive any income from any Referrals of their Referrals. Representatives, Team Leaders and Unit Director recognize, acknowledge and shall at all times remember, and implement into their business model and conduct and income projections that She Anna Bella is not a multi-level marketing company. The primary purpose of She Anna Bella and the businesses of Representatives, Team Leaders and Unit Directors is the sale of merchandise and the creation and maximization of income through sales. The recruitment of additional Representatives is a means to that end and a source of income, but not the primary source of income nor an end in and of itself. Other than not being able to conduct business in Quebec, the Company does not impose any geographical territories or limits to sales and recruiting on Representatives in Canada.
I will become a Representative only upon acceptance of this application by She Anna Bella and by conditioned upon the receipt of a new representative Boss Kit. This Agreement shall be effective from the date of acceptance for one (1) year and shall be automatically renewed annually on each anniversary date of the acceptance of this Agreement for additional terms of one (1) year at each renewal, unless otherwise terminated. Either Representative or She Anna Bella may terminate this Agreement immediately for breach, or is entitled to cancel this Agreement at any time and for any reason upon providing Notice, said cancellation taking effect on the thirtieth (30th) day after receipt by the other party. This Agreement is not subject to alteration, modification or change, except with the agreement of both Representative and She Anna Bella, made in writing and executed by an authorized executive of She Anna Bella. This agreement shall be governed by the laws of the Province of British Columbia as to all matters. The Representative and the Company declare that they agree that the Terms and Conditions and the documents related to them be in the English language only. Words in the Agreement importing a gender include any gender. A word or expression in the singular may include the plural, and the other way around. No wording in the Agreement shall be interpreted to mean that Representative is anything other than an independent contractor and not an employee.
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