Inventory or stocks of any all Advertiser products, services and offers may be limited
and are strictly the responsibility of the Advertiser/s. You agree that any errors
in product or service descriptions, pricing, images portrayed, taxes, functionality,
product defaults, product availability, shipping or otherwise is the sole responsibility
of the Advertiser/s. You further affirm that any and all disputes and/or product/service
returns of Advertiser merchandise are matters to be resolved exclusively between
you and the Advertiser.
Membership Rights, Limitations, Qualifications &
Obligations
1.0 MEMBERSHIP RIGHTS, LIMITATIONS, QUALIFICATIONS & OBLIGATIONS
1.1 As a Member, you are deemed to be an independent contractor. No contract of employer/employee, master/servant, agent, franchise or any form of joint venture/partnership of any kind between you and The Club exists. You have no power or authority to purport to represent The Club, neither to incur any liability, obligation nor to make any representation or otherwise, whether directly or indirectly, on its behalf. In particular you may not initiate nor accept any order nor accept any payment on The Clubs behalf. You are entirely responsible for your own liabilities and obligations incurred in running your business affairs and under no circumstances does The Club accept any responsibility for them. You hereby agree to indemnify The Club against any liabilities arising out of the acts or omissions of any nature a Member undertakes or creates.
1.2 You undertake and agree to operate your membership lawfully and comply with all
income and taxes and other governmental and local authority obligations, insurances,
licenses and filing/s of relevant returns and information and to discharge those
obligations in a timely manner and to maintain and keep proper accounts and records.
You are at liberty to set your own hours of operation and to determine your own
registered location anywhere around the world provided that you are not in contravention
of any local or international laws and regulations, this agreement, Terms &
Conditions, Policies & Procedures and "Dividend" Share Plan.
1.3 You acknowledge and agree to be bound by the Terms & Conditions set out
in this Agreement, The Club Policies & Procedures and The Club "Dividend" Share Plan,
as amended from time to time and form an integral and fundamental part of this Agreement
and are deemed to be incorporated herein. In the event of any conflict with any
provisions in this Agreement, the Terms & Conditions as set out herein will be deemed
to prevail. All the provisions of this Agreement shall be severable and no provision
shall be affected by the invalidity of any other provision of this Agreement. You
are obliged to continually familiarize yourself with amendments to the Terms &
Conditions, Policies & Procedures from time to time and to constantly observe
and familiarize yourself with the Corporate Materials, "Dividend" Share Plan, and any other
documentation relied upon, including any local and international laws and regulations
published from time to time.
1.4 As a Member, you agree that one of your principle purposes is the promotion
and invitation to The Club and its affiliated stores for which compensation is effected
in accordance with this Agreement, Terms & Conditions, Policies & Procedures and
The Club's "Dividend" Share Plan. In doing so, you undertake to act, promote and invite other lawfully, professionally, in a proper
and businesslike manner, acting honestly and ethically and to use your best endeavours
to do so, on a continuing and uninterrupted basis. You agree not to do anything
that could reflect adversely on the goodwill, reputation and public perception of
The Club, its Members, Advertisers, nor do or permit to be done anything
which could bring the aforesaid into disrepute. You undertake not to make any claims,
statements, warranties, representations, comments nor remarks relating to The Club
nor its Advertisers, nor comment on its "Dividend" Share Plan, structures and operations,
other than that contained in The Clubs official literature nor engage in any
misleading, deceptive or unfair referral methods or promotions.
You agree and indemnify The Club, its Directors, Officers, Employees, Shareholders,
Members and Advertisers and agree to hold them harmless and further agree
that they shall not be held liable for any and all expenses, claims and damages
in association with and/or resulting from this Agreement/conduct in violation of
this Agreement and/or a breach of this Agreement, Terms & Conditions, Policies &
Procedures and the "Dividend" Share Plan.
1.5 Should you promote or invite others to become Members and/or to use The Club
for general online shopping purposes, you undertake to use your efforts to provide
bona fide support and training in all areas of The Club's business including,
but not limited to, ongoing contact, communication, encouragement and support at
all reasonable times.
1.6 You are expressly forbidden, in any manner, from resorting to the use of public
media, which includes radio, television, newspapers, magazines, Internet, pamphlets
etc, for The Club, its products, nor to purport or attempt to represent The Club,
its Advertisers or its Members without The Club's express written permission first
obtained. Any media enquiries must be referred to The Club itself at:
Press@TheWorldsBiggestBuyingClub.com .
1.7 Any information of whatever nature you supply to The Club including personal
details will be stored on a computer database and we may utilise that data for such
purposes as outlined in the Privacy Policy,including the disclosure and dissemination
thereof, all of which you expressly and irrevocably endorse and consent to.
1.8 You acknowledge that you will at all times treat trade secrets as confidential
prior to disclosing to any third party any information relating to the structure,
identities and details of The Club including but not limited to its operations,
marketing strategies, Membership invitation efforts, Guest Registration processes,
"Dividend" Share Plan and any and all other Club Materials (electronic or otherwise)
that you may acquire during and after your association with The Club -- for the
purposes of the business you conduct and to disclose any such information you will
first need to obtain the express, written consent of The Club. You acknowledge that
The Club will pursue any and all breaches of Confidentiality to the fullest extent
of the law.
1.9 The Club name, trademarks, logos, mottos, emblems, intellectual property, descriptive
words, copyrighted material or phrases and any same or similar material together
with The Club's marketing materials vest exclusively in The Club and may only be
used with the prior written approval of The Club first hand obtained. The approved
use of The Club's said Trademarks etc. or any other copyrighted proprietary
products shall always indicate clearly that you are operating independently of The
Club (Independent Member/Contractor). You understand and agree that you may not re-label
or repackage The Club's Products and Services and its Advertisers or market/sell/promote
the said products or services under any other name, label or entity. No marketing
material, including flyers, pamphlets, adverts or otherwise, with or without The
Club's name, logo etc, may be reproduced in whole or in part without The Club's
prior written approval first hand obtained. You agree to use only the official promotional
materials and website of The Club and/or the personal website as provided by The
Club.
1.10 You agree that you will not acquire any simultaneous direct or indirect beneficial
interest in more than one Membership/position without the prior written and official
approval of The Club. Neither you nor any nominee, legal persona, agent, representative
may have any direct or indirect interest in, nor be any form of beneficiary in The
Club "Dividend" Share program more than once.
1.11 Whilst it is recognised that you may be engaged in other business activities,
you expressly agree and undertake that during the currency of this agreement and
for a period of (6) six months after the termination thereof (for any reason whatsoever),
you may not be a party to nor have any interest, direct or indirect, in another
Member's organisation, including any personal referral, nor market or otherwise
promote the sale of any goods or services which compete directly with The Club's
Products or Advertisers or encourage, persuade, refer, invite any person who is a Member to market or sell the products or services of any other company which
uses a channel of distribution similar to that of The Club. Moreover you shall not,
during this period, seek to persuade any other Member to cancel/terminate his or
her Membership/position with The Club, nor to become less active as a Member. You
undertake, additionally, not to cause, nor do or permit to be done anything the
purpose, or effect of which could be construed as interfering with The Club's
contractual relationship with another Member, and, without prejudice to the generality
of the aforegoing, you will not directly invite, entice, solicit, contact, sponsor, recruit
nor accept any other Member/s into an opportunity or opportunities or venture/s
in third party companies or entities.
1.12 You will send to The Club at its address (electronic) stated in this Agreement
(or to such other address The Club may notify the Member of) payment in advance
for all Products ordered and/or any other monies due to The Club by a method of payment acceptable to The Club.
1.13 No monies or reward/s nor other payments are due and no benefits are received
from inviting other Member's and no compensation is guaranteed from mere participation
in The Club's "Dividend" Share Program. You acknowledge that The Club has not made any
claims of guaranteed profits nor representations of anticipated profits that might
result from a Member's efforts. You acknowledge that success as a Member comes
from Product sales/purchases from the Advertisers by the Members in accordance with The Club's "Dividend" Share Plan.
1.14 You will not accept any monies in any form from prospective and/or existing
Members on behalf of The Club.
1.15 You will not make any claim that any regulatory authority approves or endorses
any of The Club Product(s) and/or Product(s) Provider(s) and/or The Clubs Marketing
Methods, and you agree to abide by all applicable laws and regulations relating
to this Agreement and the promotion and invitation to The Club, its Products and Services
and its Advertisers.
1.16 You, on confirmation of the Join Now application form for Membership agree to be bound by the Terms & Conditions and Policies & Procedures.
1.17 The Club is a global buying site, always open to the general public worldwide,
and will feature thousands of Advertiser stores from around the world. The Club
also offers a free Membership Plan for those who want to share
in the success of The Club. Shoppers* (purchased a Silver or Gold MyComPack Plan) can qualify for a slice of the pie --
a share in The Club's total worldwide sales revenue, of which 50% (fifty percent) is paid
back to Members every quarter, much like a "Dividend". When Members invite others
(Direct Invitations) who in turn join and become Shoppers*, they receive a 20% Matching Bonus of all their
"Dividend" Shares. Applicable matching bonuses are also paid quarterly. The Club
will further match 10% of a Member's Quarterly Dividend that he or she donates to
charity, solely as stipulated when logged
onto My Membership Details under My Membership Information Panel.
The Club affirms and you acknowledge that to become a
Shopper* (purchase a Silver or Gold MyComPack Plan each
year), you have no further purchasing requirements for
that year. Each year your Silver or Gold MyComPack product renewal will be
charged automatically to your payment method provided and informing you 60
(sixty) days prior.
1.18 You acknowledge that success of the Quarterly "Dividend" Share payouts comes from Product sales/purchases from online stores (Advertisers) in accordance with The Club's "Dividend" Share Plan. The Club
acknowledges that Members may wish to purchase products and services for their own
consumption as retail sales from Advertisers and such purchases are not made for
purpose of qualification as there is no minimum monthly product or inventory purchases
required for advancement (Club Titles) in the "Dividend" Share program.
1.19 Within the first 7 (seven) days of your Membership appointment, you have the
right to cancel this appointment as a Member at any time without charge nor penalty
by giving notice to that effect ; thereafter, you may terminate this appointment
at any time without further charge by giving 30 (thirty) days notice to that effect.
In each case the notice shall be given to that via email from your registered email
address to The Club.
1.20 In the event that this Agreement expires or is terminated for any reason, your
rights, benefits, obligations and privileges will terminate immediately and you
agree that you will immediately cease to represent yourself as a Member,
and comply with all other applicable provisions of this Agreement.
1.21 Once your appointment has been terminated (by yourself), you will only be eligible
to renew or re-apply to become a Member through a different Member after 6 (six)
months have elapsed from the effective date of resignation/ termination and after
providing, where required, such information or documentation as The Club may require
in advance.
2.0 THE CLUB'S RIGHTS AND OBLIGATIONS
2.1 The Club may in its sole discretion accept or reject any application to become
a Member of The Club.
2.2 The Club will from time to time provide the Member with up to date information
on the Products and/or Corporate Materials and provide all necessary documentation
pertaining thereto. The Club will use its best endeavours to supply these to you
within a reasonable time after receiving payment thereof. The Club reserves the
right to amend or alter the price of the Products, specifications thereof, the "Dividend" Share
Plan, form and content of its marketing materials at its discretion, on reasonable
advance notice, from which date changes will become immediately effective.
2.3 The Club will make, on best effort basis, the availability to the Member the
products and marketing materials as stipulated in the means and methods of acquiring
the same for use and marketing of the same to anyone residing in any country. No
one will be granted any exclusive area or an exclusive franchise.
2.4 The Club undertakes to credit all "Dividend Shares and/or rewards in accordance with
The Club's "Dividend" Share Plan as detailed on the website, as amended from time to
time.
2.5 The Club will only pay "Dividends" Shares due once the cumulative
amount due exceeds $25 (Twenty Five USD).
2.6 he Club will pay, or provide other benefits calculated in accordance with The
Club "Dividend" Share Plan, as amended from time to time, together with and including its
internationally affiliated or associated entities to the best of its ability, but
will not incur liability in the event of foreign impediments, restrictions or conditions
being applied to such compensation.
2.7 The Club will not be held responsible for any income taxes or other taxes which
may become due from the Member(Independent Contractor) as a result of any activities
under this agreement.
2.8 The Club has the right to substitute, amend, modify or materially change the
provisions of this Agreement, the standard Terms & Conditions, Policies &
Procedures, Privacy Policy, the "Dividend" Share Plan in its sole discretion at any time
with not less than 30 (thirty) days notice published on the Site and such change
shall forthwith automatically become incorporated in this Agreement. Changes by
The Club to this Agreement in accordance with this clause, may be notified by any
reasonable means, including publication and notification on its website.
3 TERMINATION OR SUSPENSION OF MEMEBRSHIP
3.1 Within the first 7 (seven) days of his/her appointment, the Member has the right
to cancel his/her appointment as a Member at any time without charge nor penalty
by giving written notice to that effect to The Club; thereafter, the Member may
terminate his/her appointment at any time without further charge by giving 30 (thirty)
days written notice to that effect. In each case the notice shall be given to The
Club via email to: cancel@TheWorldsBiggestBuyingClub.com
from his/her registered email address.
3.2 The Club may terminate this Agreement without being obliged to provide any reason
nor excuse therefor, without liability, by giving the Member 30 (thirty) days written
notice to that effect to the most recent registered email address . The Club reserves
the right, in its sole and unfettered discretion, to appoint another Member in his
or her place and stead.
3.3 If the Member cancels this Agreement within the first seven (7) days, he/she
may additionally cancel any complete or unfulfilled orders placed directly with
The Club, without charge and receive a full refund of anything he/she has properly
paid in connection with his/her participation in The Club "Dividend" Share Program. As a
Member, you agree that any Member order/s placed with Advertisers via The Club during
the first seven days of his/her Membership and throughout the term of his/her Membership
with The Club represent/s a contract and/or agreement between the Member and the
Advertiser of which The Club is not party.
3.4 If the Member terminates his/her appointment within seven (7) days of entering
into the Agreement with The Club, or if The Club terminates the appointment, then,
the Member shall have no further payment contractual obligations. All others Terms
& Conditions including but not limited to dislcosure, confidentiality, disclaimer,
non-disparagement, use of The Club materials, language, wording, videos, electronic
communications, emails remain in full force and effect.
3.5 The Club, without prejudice to any of its rights herein set forth, in particular
its rights herein set forth to cancel forthwith without lawful reason nor excuse,
may upon written notice to the Member suspend the appointment of the Member immediately
and for such period as it in its sole discretion decides, without incurring any
liability of whatsoever nature, if, in the sole and unfettered discretion of The
Club, the Member may have or suspected of, having breached any of the terms of this
Agreement, or conducts him or herself in a manner which in The Club's sole opinion
has prejudiced, affected or materially infringed upon the contractual relationship
which hitherto existed between the Member and The Club. Should the Member in the
event notice of breach is given to him/her by The Club not remedy the breach of
the agreement and/or not rectify the breakdown in the relationship within seven
(7) days of The Club giving written notice to the Member of such breach and/or breakdown
of the relationship, the Company shall be entitled to immediately cancel the appointment
of the Member without incurring any liability of whatsoever nature. Nothing in this
Agreement shall preclude The Club from invoking and enforcing any other remedies
against the Member, including, but not limited to, recovery of such damages suffered
by The Club as a result of any breach of the Agreement or other conduct construed
as being detrimental or potentially detrimental to The Club its interests, purposes
and goals.
3.6 The Club shall be entitled to terminate the appointment of the Member immediately,
without liability, if the Member breaches or infringes any of the terms of this
Agreement, or conducts him or herself in a manner which in The Club's sole and
unfettered discretion and opinion cannot further sustain any form of continued association
or contractual relationship. Nothing in this Agreement shall preclude The Club from invoking and enforcing any other remedies against the Member, including, but not limited to, recovery of such damages suffered by The Club as a result of any breach of the Agreement or other conduct construed as being detrimental or potentially detrimental to The Club its interests, purposes and goals.
4.1 In the event that this Agreement is suspended as per 3.5 above, the Member agrees
that he/she will immediately cease to represent himself as a Member, cease to refer
prospective Customers, Guests and/or Members and supply The Club with any information
which may be requested in order for The Club to determine the outcome of the suspension.
4.2 For the duration of the suspension all "Dividend" Share payments calculated on the The
Member's Organisation will be accrued pending the outcome of the suspension. Should
the matter be resolved and the suspension of the Agreement be removed, the Dividend
rewards will be paid over/credited within 48-hours of the Member being notified
of such resolution. Conversely, should the suspension not be resolved in the Members
favour, no benefits will be received.
4.3 The Club without prejudice to any of its other rights herein set forth and notwithstanding
anything else to the contrary anywhere in this agreement contained, shall be entitled
to cancel forthwith without any prior notice and without providing any reason nor
excuse.
5.1 In the event that this Agreement expires or is terminated for any reason, the
Member agrees that he/she will immediately cease to represent himself/herself as
a Member, cease to invite prospective Member's and forthwith
return to The Club all Corporate Materials including any advertising materials pertaining
to The Club; and comply with all other applicable provisions of this Agreement.
5.2 Once a Member's appointment has been terminated by the Member, he/she will only
be eligible to re-apply to become a Member through a different Member
after 6 (six) months have elapsed from the effective date of termination and after
providing, where required, such information or documentation as The Club may require
in advance.
6.1 A Member may only sell his/her Membership/position if he/she has the Title of
Club 20 or higher and the continued operation of the Member shall be subject to
application by the proposed new Member and the acceptance by The Club (which shall
be at The Clubs sole and unfettered discretion) of the new Member and provided the
proposed Member is not in contravention or may be placed in a position that they
could result in the Member being in contravention of The Clubs Terms & Conditions.
6.2 Upon the death of a Member, any "Dividend" Shares accrued at the date of death
shall be held for the benefit of the estate of the deceased Member for up to a maximum
of 90(ninety) Days. In the absence of a testamentary beneficiary (such testamentary
beneficiary shall not be in contravention or be placed in a position that would
result in the Member being in contravention of The Clubs Terms & Conditions
and Policies & Procedures. The Club may at its sole discretion appoint a new
Member. The Club however reserves the unfettered discretion to approve any new owner/Member.
7.1 This Agreement constitutes the entire agreement between The Club and the Member
and supersedes any previous agreements, representations or undertakings, and, save
for amendments contemplated herein, no addition to or variation of its Terms &
Conditions shall be of any force or effect unless agreed to in writing by the Management
of The Club. The failure by The Club at any time to require strict or proper performance
of or to enforce its rights under this Agreement shall in no way affect The Club's
rights to require the remedy of any breach of any provision of this Agreement and
shall not be construed as any form of waiver.
7.2 If any provision in this Agreement shall be held to be unenforceable or invalidthat
provision shall be severable from, the remaining parts of such provisions and the
remainder of the Agreement shall continue to be binding in full force and effect.
7.3 This Agreement shall be governed and construed in accordance with the Laws of
Delaware, United States of America. (See Resolution of Disputes above).
7.4 Any notice(s) the member wishes to send to The Club should be sent to its
address set out in the Agreement or to such other address The Club may notify to
the Member. Any notices which The Club wishes to send to The Club Members will be
sent to the address given on the Member application form or to any other address
which the Member has notified The Club should be used in its place.
7.5 The Member hereby indemnifies The Club, its Directors, staff, employees,
consultants, vendors and shareholders from and against any cost, losses, liability
or expense arising out of the non-performance or gross negligence of the Advertisers
involved with the provision of Products and Services offered.
7.6 This Agreement shall terminate without liability to The Club in the event that
The Club is prevented from complying with its obligations in terms hereof due to
Force Majeure or other circumstances beyond its control and not brought about as
a result of any negligence on its part. Both The Club and the Member agree that
neither party shall be liable in damages or have the right to terminate the Agreement
for any delay or default in performing hereunder if such delay or default is caused
by conditions beyond its control including, but not limited to: Acts of God, Government
restrictions (including the denial or cancellation of any export or other necessary
license), wars, insurrections and/or any other cause beyond the reasonable control
of the party whose performance is affected including, but not limited to the following:
7.7 Neither The Club nor the Member shall be liable for any failure or delay in
performance under the Agreement (other than for delay in the payment of money due
and payable hereunder) to the extent said failures or delays are proximately caused
by causes beyond that party's reasonable control and occurring without its fault
or negligence, including, without limitation, failure of suppliers, subcontractors,
and carriers, or party to substantially meet its performance obligations under this
Agreement, provided that, as a condition to the claim of non-liability, the party
experiencing the difficulty shall give the other prompt written notice, with full
details following the occurrence of the cause relied upon. Dates by which performance
obligations are scheduled to be met will be extended for a period of time equal
to the time lost due to any delay so caused.