Statement of Policies and Procedures
SECTION 1 - INTRODUCTION
1. Important Definitions
"Company" refers to Pricenet Pty Ltd"Program" or "The Program" refers to the Pricenet business as a whole, all as described in the online materials; including, but not limited to the Agreement (as defined herein) and the Pricenet promotional materials.
The term "Mall Owner" is one who:
Submits a completed application that is accepted by the Company, pays a $299 Application Fee. CAUTION: Payment by the use of someone else's credit card, even with that person's permission, is not recommended. Refunds are paid only by credit to the card used for the purchase. Pricenet is not in control of and, therefore, cannot be responsible for, arrangements for payment made other than by use of the prospective Mall Owner’s own credit card. Prospective Mall Owner must use caution in releasing personal or financial information to individuals. The Company Program is designed to permit new Mall Owner’s to join without release of such information other than to the Company. The Company is not and cannot be responsible for damages arising from fraudulent use by third parties of information released to third parties by prospective Mall Owner’s.
"Agreement" means the contract between the Company and each Mall Owner and includes the Mall Owner Application, the Terms & Conditions, and the Policies & Procedures, all in their current form and as amended prospectively, from time to time, by the Company, in its sole and absolute discretion. All of those documents are collectively referred to as the "Agreement".
1.2 Purpose of Policies & Procedures
The Company is an Internet e-commerce based company that markets websites, web resources and retail sales centres through Licencee’s and promotes the sale from those Licencee’s websites, web resources and retail sales centres of products and services supplied by unaffiliated retail stores through Merchants by contractual arrangements with the various Merchants, and the sale of products and services offered by the Company through the Pricenet SuperStore. It is important to understand that your success with the business aspect of Pricenet and the success of other Mall Owner’s, is dependent upon the dedication to the business and hard work, as well as the integrity of the men and women associated with the products and services. To define clearly the relationship that exists between Mall Owner’s and the Company, and to set an explicit standard for acceptable business conduct, the Company has established this Statement of Policies & Procedures.
Mall Owner’s may join the Program and earn commissions in the Program in Stage 1, Stage 2 and Stage 3
All Mall Owner’s are required to comply with all of the terms and conditions set forth in the Agreement, as well as all federal, state, and local laws, rules and regulations. Because you may be unfamiliar with many of these standards of practice, it is very important that you read and understand the current posted Policies & Procedures, and frequently check the Company web site for revised versions. All Mall Owner’s are bound by amendments to the Agreement, as posted by the Company from time to time. Each prospective Mall Owner shall review the information in the Agreement carefully. It explains and governs the relationship between you, as an independent contractor, and the Company. It is the responsibility of each Mall Owner frequently to read and understand the Policies & Procedures to ensure awareness of and operation under the most current version. The Policies & Procedures may be prospectively amended, from time to time, in the sole and absolute discretion of the Company.
1. Components of Mall Owner Agreement
This Statement of Policies & Procedures (sometimes referred to as "Policies & Procedures"), in its present form and as prospectively amended from time to time in the sole discretion of the Company, are incorporated into, and form an integral part of the Agreement between the Company and each Mall Owner. Throughout the Policies & Procedures, when the term "Agreement" is used, it refers collectively to the Mall Owners Application, the Terms & Conditions, the Policies & Procedures, and the Compensation Plan set forth in Section 3.1 et. Seq., hereof. These documents are incorporated by reference into the Agreement all in their current form, as amended from time to time by the Company. Each Prospective Mall Owner hereby acknowledges and agrees that "clicking" on the acceptance option of the application shall evidence the prospective Mall Owner’s acceptance of the terms and conditions of the Agreement and the prospective Mall Owner’s agreement to be bound by such terms and conditions. When referring a prospective new Mall Owner to the Company, it is the responsibility of the Mall Owner to direct the prospective Mall Owner to the Pricenet site; www.pricenet.com.au, and to ensure that the referring Mall Owners access number is properly identified as the "Referrer". Referring Mall Owner’s are also responsible for ensuring that the prospective Mall Owner reads the Agreement, in general, the Terms & Conditions in particular, the Policies & Procedures, and the Frequently Asked Questions information on the Company web site.
2. Ethics Compliance and Applicable Laws
The Company is a cutting-edge internet e-commerce based business that requires its Mall Owner’s to conduct themselves with the highest ethics and integrity. Each Mall Owner hereby warrants and represents never to have been convicted of a felony, charged with any crime involving moral turpitude or acts of dishonesty, or violated any court order. If a question arises regarding the propriety of a Mall Owner’s current or past conduct, which conduct might reflect negatively on the Company or present a potential danger to other Mall Owner’s, the Company shall be notified immediately so that appropriate action may be taken. Each Mall Owner shall abide by all federal, state, and local laws and shall conduct the Company business with the utmost integrity and honesty. The making of false or misleading statements regarding the Company, its Retail services, or other opportunities shall be grounds for immediate Cancellation of the relationship between the Company and the Mall Owner.
3. Amendments to the Application, Terms & Conditions, and Policies & Procedures
Because federal, state and local laws, as well as the business environment, periodical change, the Company reserves the right, in its sole and absolute discretion, to amend, from time to time, and for prospective effect, the Agreement; including, but not limited to, the Application, Terms & Conditions, and Policies & Procedures. By "clicking" on the acceptance option of the Terms & Conditions, and with respect to these Policies & Procedures, each Mall Owner acknowledges and agrees to the Company's right to amend the Agreement, acknowledges the Mall Owner’s responsibility for monitoring the components of the Agreement as posted on the Company web site, and agrees to be bound by any such amendment to the Agreement upon constructive notice of such amendment. Notification of amendments shall be posted on the Company's corporate site (at www.pricenet.com.au) for immediate access by all Mall Owner’s and prospective Mall Owner’s. Amendments shall be effective upon such publication. Continued activity in the Company Program after the Company has posted any notice of amendment or acceptance of bonuses or commissions constitutes actual notice and acceptance of any and all amendments.
The Company shall not be responsible for delays and failures in performance of its duties under the Agreement when performance is made commercially impracticable due to circumstances beyond the reasonable control of the Company; including, but not limited to, strikes, labor unrest, riot, civil disturbance, war, fire, death, the negligence or intentional acts of persons not within the Company's control, curtailment of source of supply, and governmental decrees or orders.
5. Provisions Severable
If any provision of the Agreement, in its current form or as it may be amended, is found to be invalid, or unenforceable for any reason, only the invalid portion(s) of the provision shall be severed and the remaining terms and provisions shall remain in full force and effect and shall be construed as if such invalid, or unenforceable provision never comprised a part of the Agreement.
To initiate a refund, the Mall Owner must communicate the following items of information to the Company via the Mall Owner’s registered email address:
1. Name of Mall Owner’s replicated site;
2. Mall Owner's identification number (access #);
3. Member's name;
4. Referrer’s name;
5. Referrer's identification number and(access #);
6. Reason for the Cancellation.
Upon receipt of a request for a refund, a confirmation will be e-mailed to the Mall Owner and the applicable amount will be refunded, as outlined below.
All amounts paid will be refunded by the Company upon request, as set forth above, if the request is received within 28 Days of the date of purchase.
Refunds on any products/services purchased through an affiliate website are determined solely by the terms of the independent seller of that product/service and are not the responsibility of the Company. The Company does not control how the Merchants offering products and services online through Merchant sites conduct their business. Refunds on products/services purchased through the Pricenet Super Store (as opposed to Merchant sites) are addressed in Section 7.8 hereof. Cancellation of a Mall Owner voids and/or forfeits any right to commissions on sales made through that retail centre during the time it was in operation. In addition, violation of the Company anti-spamming policy voids any refund otherwise payable to the Mall Owner.
The Company never gives up its right to require strict compliance with the Agreement and with applicable laws governing the conduct of a business. The Company's failure to exercise any right or power under the Agreement or to require strict compliance by a Mall Owner with any obligation or provision of the Agreement, and customs or practices of the parties at variance with the terms of the Agreement, shall not constitute a waiver of the Company's right to require strict compliance with the Agreement. The Company's waiver can be effected only in writing by an authorised officer of the Company.
The Company's waiver of any particular breach by a Mall Owner shall not affect or impair the Company's rights with respect to any subsequent breach; nor shall it affect, in any way, the rights or obligations of any other Mall Owner; nor shall the Company's delay or omission to exercise any right arising from a breach affect or impair the Company's rights as to that or any subsequent breach. The existence of any claim or cause of action of a Mall Owner against the Company shall not constitute a defence to the Company's enforcement of any term or provision of the Agreement.
SECTION 2 - BECOMING A MALL OWNER
To become a Mall Owner, each applicant must:
a. Be of the age of majority in his or her state of residence;
b. Have a valid Tax File number.
c. Review this Agreement, and truthfully and accurately provide the information requested in the Application following this Agreement;
1. Have an Application accepted by the Company, as evidenced by the Company's processing of the Application and acceptance of the $299 Application Fee. The Company reserves the right to reject any Application by a prospective Mall Owner and any Application for renewal. Should the Company determine that any Mall Owner has provided false, incomplete, or misrepresented information; including, but not limited to, tax information, that Mall Owner's participation in the Company, as well as that Mall Owner's website, web resources and Retail Centre shall be Cancelled by the Company, with immediate forfeiture of any commission otherwise payable to that Mall Owner.
2.2 Mall Owner’s Benefits
Once the Company has accepted an Application, the benefits of the Agreement are available to the Mall Owner. These benefits include the right to:
a. Participate in the Three Stage Compensation Plan;
b. Purchase Company programming, affiliated products and services at Internet prices;
c. Refer other Mall Owner’s and, thereby, build a Compensation Organization and earn commissions under the Compensation Plan;
d. Receive periodic Company literature and other Company. Communications; e. Participate in Company-referrer support and service training, motivational and recognition functions, upon payment of appropriate charges, if any;
f. Participate in promotional and incentive contests and programs sponsored by the Company;
g. Receive commissions on all purchases linked from the Mall Owner's website, web resources and retail centre and other Activated and Qualified websites, web resources and Retail Centres in the organization; and
1. Become a limited licensee of Company federally registered trade and service marks, if any.
SECTION 3 - MARKETING
3.1 Adherence to the Company
Three Stage Compensation Plan Mall Owner’s must adhere to the terms of the Compensation Plan, as set forth in this Section 3.1 et. Seq. Mall Owner’s shall not offer participation in the Company through, or in combination with, any other system, program, or method of marketing other than that specifically stated in Official Company Material. Mall Owner’s shall not require or encourage other current or prospective Mall Owner’s to participate in the Company in any manner that varies from the Program as set forth in Official Company Material. Mall Owner’s shall not require or encourage other current or prospective Mall Owner’s to execute any agreement or contract, other than those provided in Official Company Material, in order to become a Mall Owner. Similarly, Mall Owner’s shall not require or encourage other current or prospective Mall Owner’s to make any purchase from, or payment to, any individual or entity as a prerequisite to participation in the Three Stage Compensation Plan, other than those purchases and payments identified as recommended or required in Official Company Material; including, but not limited to, the Policies & Procedures, and the Compensation Plan.
Mall Owner’s are cautioned that using their own credit/debit card to fund the Referee of another Mall Owner is discouraged. Such practice carries with it certain obligations, especially with regard to the obligation to complete the purchase and obligations with respect to refunds. This practice can have serious implications with respect to refunds. The Company must make refunds by credit to the card used for the purchase. The Company cannot make refunds in any other manner and cannot intervene with a Referrer to force payment of a refund to a Referee. Prospective Mall Owner’s are strongly encouraged to purchase their Mall with their own card, rather than delivering payment, in any form, to a Referrer.
3.2.1 In General
Each Mall Owner shall safeguard and promote the good reputation of the Company and its products and services. The marketing and promotion of the Company, participation in the Company, the Compensation Plan, and Company products and services shall be consistent with the public interest, and must avoid all discourteous, deceptive, misleading, unethical immoral and unlawful conduct or practice.
To promote the Company's products and services, Mall Owner’s may use ONLY the sales aids and support materials produced or approved by the Company. The rationale behind this requirement is simple. If Mall Owner’s develop their own sales aids and promotional materials (including Internet advertising), not withstanding their integrity and good intentions, the likelihood that they will unintentionally violate any number of statutes or regulations affecting the Company business is almost certain. These violations, though they may be relatively few in number, could jeopardise the Company Program for all Mall Owner’s. Accordingly, Mall Owner’s shall submit all written sales aids, promotional materials, advertisements, and other literature (including, but not limited to, proposed Internet advertising) to the Company for prior written approval. Unless and until the Mall Owner receives specific written approval to use the proposed material, the request shall be deemed denied.
3.2.2 Trademarks and Copyrights
All variations of the name of the Company ("Pricenet") and other names as may be adopted by the Company are proprietary trade names, trademarks and service marks of the Company. As such, these marks are of great value to the Company and are licensed to Mall Owner’s for their use only in a limited and expressly authorised manner consistent with the Policies & Procedures in particular, and the Agreement in general. Use of the Company name on any item not produced by the Company is prohibited except as follows:
a. "Mall Owner’s Name, Mall name Pricenet.com.au;"
b. "Mall Owner’s Name, Pricenet.com.au Mall name;"
c. Some variation of the foregoing that clearly identifies the Mall Owner as separate from the Company, distinguishes the identity of the Mall Owner, and is not reasonably likely to misrepresent the independent contractor status of the Mall Owner, the relationship between the Mall Owner and the Company, or to confuse the respective identities of the Mall Owner and the Company.
All Mall Owner’s may list themselves as a "Mall Owner" in the white or yellow pages of the telephone directory under their own names. No Mall Owner may place telephone directory display ads using the Company's name or logo. Mall Owner’s may not answer the telephone by saying "Pricenet", or in any other manner that would lead the caller to believe that he or she has reached corporate offices of the Company. Mall Owner’s may not reproduce for sale any recorded Company event or speech without prior written permission from the Company, nor may Mall Owner’s reproduce for sale or for personal use any recording of Company-produced audio or videotape presentations.
3.2.3 Media and Media Inquiries
Mall Owner’s shall not attempt to respond to media inquiries regarding the Company, its products or services, or their independent Company business. All inquiries by any type of media shall be referred immediately to the Company's Marketing Department; email@example.com . This policy is designed to assure that accurate and consistent information is provided to the public, as well as a proper public image.
3.3 Business Entities
A corporation, limited liability company, partnership, trust or other entity (collectively "Entity") may apply to be a Mall Owner by submitting its Certificate of Incorporation, Articles of Associations, Partnership Agreement, Trust Agreement, or other organisational document (collectively "Entity Documents") to the Company, along with a properly completed Entity Application. Any Mall Owner may change the status, albeit only under the same Referrer, from a sole proprietorship to an Entity, from one type of Entity to another, or from an Entity to a sole proprietorship. To do so, the Mall Owner must provide the Entity Documents and submit a properly completed Entity Application to the Company, or an individual's application documents, as the case may be. The Entity Application must be authorised by all of the shareholders, partners, mall Owners, officers or employees of the Entity who directly or indirectly receive income from the Entity (sometimes collectively "Entity Mall Owners"). Each Entity Mall Owner is jointly and severally liable for any indebtedness or other obligation of the Entity to the Company.
3.4 Changes to Information or Form of Company Business
3.4.1 In General
Each Mall Owner must notify the Company immediately of all changes to the information contained on the Application. Mall Owner’s may modify the existing Agreement (i.e., change the form of ownership from a sole proprietorship to an Entity in which the Mall Owner maintains a substantial continuing interest) by submitting a properly authorised Application, and appropriate supporting documentation. If the form of the business is being changed from a sole proprietorship to an Entity, the original Mall Owner must submit an Entity Application with the notice advising the Company of the change.
3.4.2 Addition of Co-Applicants
When adding a co-applicant (either an individual or an Entity) to an existing Company business, the Mall Owner must provide both a written request and a properly completed Application containing the applicant and co-applicant's tax identification numbers. To prevent the circumvention of Section 3.19 (regarding transfer of a Company business), the original Mall Owner must remain a party to the Application. If the original Mall Owner Cancels the relationship with the Company, a transfer in accordance with Section 3.19 hereof must be affected. If this process is not followed, the Agreement related thereto shall be Cancelled upon the withdrawal of the original Mall Owner. All bonus and commission cheques, if any, will be sent to the address of record of the original Mall Owner. There is a $50.00 for each change requested, payment of which must accompany the request for change and the completed Application. The Company may, in its sole discretion, require notarised documents before implementing any change to a Company business. Please allow thirty (30) days for processing after receipt by the Company of the request for change. Please note that the modifications permitted within the scope of this paragraph do not include a change of Referrer. Changes of Referrer are addressed in Section 3.4.3 below.
3.4.3 Cancellation and Re-application
The only permissible way a Mall Owner may change Compensation Organisations is by voluntarily Cancelling the Agreement and remaining inactive (i.e., no compensation for Company products, no Referring, no attendance at any Company function, participation in any other form of Mall Owner activity, or operation of any other Company business) for a period not less than six (6) full calendar months. Following the six-month period of inactivity, the former Mall Owner may re-apply under a new Referrer.
3.5 Unauthorised Claims, Actions, Names
Each Mall Owner is fully responsible for all of his or her verbal and written statements made regarding the Company and the Compensation Plan, which verbal and written statements are not expressly contained in Official Company Material or expressly approved by the Company. Each Mall Owner hereby agrees to and does indemnify the Company and hold it harmless from any and all liability including judgements, civil penalties, refunds, attorney fees, court costs, and lost business incurred by the Company as a result of the Mall Owner's unauthorised representations or actions of any kind or nature whatsoever.
3.5.2 Income Claims
Each Mall Owner hereby acknowledges and agrees that although the Mall Owner may direct others to his or her retail centre or to other retail centres to purchase products; no commission is paid unless a qualified retail sale occurs. With respect to income potential or experience, whether actual or hypothetical, Mall Owner shall not make any promise, guarantee, example, projection, or reference of any kind or any manner to any prospective Mall Owner in connection with participation in the Company Program. Further, each prospective Mall Owner hereby acknowledges that no one has made any promise, guarantee, example, projection, or reference of any kind or manner to the prospective Mall Owner with respect to the income potential or participation in the Company Program or that any individual or Entity will derive any specific income or profit as a Mall Owner In their enthusiasm to enrol prospective Mall Owner’s may be tempted to make income claims, earnings representations, projections, or estimates to demonstrate the inherent power of the Compensation Plan. This is counterproductive because new Mall Owner may become disappointed very quickly if their results are not as extensive or as rapid as the results achieved by others. At Pricenet, we firmly believe that the Company income potential is great enough to be highly attractive, without reporting the earnings of others. The making of income claims, examples, projections, or other references to income potential to a prospective Mall Owner may, in the sole and absolute discretion of the Company, result in Cancellation of the Agreement and deactivation of any retail centre owned by the responsible party. Such Cancellation will result in forfeiture of any commissions, bonus or other compensation otherwise payable to the responsible Mall Owner, all as more fully described elsewhere in these Policies & Procedures. Moreover, the Equity & Fair trading dept, other states have laws or regulations that regulate or even prohibit certain types of income claims and testimonials. Although Mall Owners may believe it beneficial to provide copies of cheques, or to disclose their earnings or the earnings of others, such acts have legal consequences that can negatively impact the Company as well as the Mall Owner making the claim, unless appropriate disclosures are made, as required by law, contemporaneously with the income claim or earnings representation. Because Mall Owners do not have the data necessary to comply with the legal requirements for making income claims, a Mall Owner, when presenting or discussing the Company Program or Compensation Plan with a prospective Mall Owner, shall neither make income projections nor income claims of any kind or manner, nor disclose his or her Company income (including, but not limited to, the showing of cheques, copies of cheques, or bank statements), or otherwise refer to income potential of the Company business.
3.5.3 Website and Retail Centre Names
Each Mall Owner is solely responsible for any liability arising from the Mall Owner's Website and Retail Centre name; including, but not limited to, copyright, trade name, trademark, or other infringement of proprietary or other rights. The Company cannot and does not authorise any Mall Owner to use any particular name or other business mark in connection with his or her site. However, the Company does caution each Mall Owner that laws, rules, and regulations of both the federal government and the states govern the use of names and business marks. Mall Owners are strongly advised to consult with their own legal advisors with respect to whether any particular name or business mark is available for use in connection with a user site.
3.6 CONFLICTS OF INTEREST, CONFIDENTIALITY, AND PRIVACY
3.6.1 Conflicts / Non-solicitation
Mall Owners shall not appear in, be referenced in, or permit their name or likeness to be featured in any promotional, recruiting or solicitation material for any other company engaged in any business activity that may be competitive with the business of the Company or otherwise engage in conduct that could be detrimental to the business interests of other Mall Owners or the Company. Furthermore, during the term of this Agreement, and for a period of 12 months after its voluntary or involuntary Cancellation, Mall Owners are prohibited from Unauthorised Recruiting and Sales; including but not limited by, the following:
a. Actual or attempted recruitment or enrolment of Mall Owners for competing business ventures, either directly or through a third party; including, but not limited to, presenting or assisting in the presentation of other business ventures to any Mall Owners or implicitly or explicitly encouraging any Mall Owner to join other business ventures. Because there is an extreme likelihood that conflicts will arise if a Mall Owner operates more than one marketing program, it is the Mall Owner's responsibility first to determine whether a prospect is a Mall Owner before recruiting or enrolling the prospect for another business venture;
b. Appearing in tapes or promotional material, of any nature, of a competing business, which material is used by the Mall Owner or any third person to recruit Mall Owners to participate in that business venture;
c. Selling, offering to sell, or promoting any product or service competitive with the products or services of the Company to Mall Owners. Any product or service in the same generic category as the Company products and services is deemed to be a competing product or service;
d. Offering Company products or services, or promoting the Company Compensation Plan, in conjunction with any non-Company product, service, business plan, product or incentive; or e. Offering any non-Company product, service, or business plan at any Company meeting, seminar, lunch, convention, or other Company function.
The Company shall determine in its sole and absolute discretion whether any activity violates the provisions set forth in this Section 3.6.1.
3.6.2 Confidentiality / Organization
Activity Reports All Organization Activity Reports and the information contained therein are confidential and constitute proprietary business trade secret information belonging to the Company. Organization Activity Reports are provided to Mall Owners in the strictest confidence and are made available to Mall Owners for the sole purpose of assisting Mall Owners in working with their respective Team Organisations in the development of their Company business. Mall Owners may use their Organization Activity Reports to manage, motivate, and train their team Mall Owners. The Mall Owner and the Company agree that, but for this agreement of confidentiality and non-disclosure, the Company would not provide Organization Activity Reports to the Mall Owner. During any term of the Agreement and for a period of one (1) year after the termination, expiration, or Cancellation in any manner of the Agreement, for any reason whatsoever, Mall owners shall not, on his or her own behalf, or on behalf of any other person, partnership, association, corporation or other entity:
a. Directly or indirectly disclose any information contained in any Organization Activity Report to any party not a signatory to a Mall Owner Agreement with the Company (a "Third Party");
b. Use the information contained with any organization Activity Report to compete with the business of the Company or for any purpose other than promoting his or her Company business;
c. Recruit or solicit any Mall Owner or Customer of the Company listed on any report, or in any manner attempt to influence or induce any Mall Owner of the Company, to alter their business relationship with the Company; or
d. Use or disclose to any Third Person Entity or individual any information contained in any Organization Activity Report. Upon demand by the Company, any current or former Mall Owner shall return the original and all copies of Team Activity Reports to the Company.
3.6.3 Privacy of Information
The Company is completely committed to the total protection of your information and privacy when you become a Mall Owner. This policy statement demonstrates the Company's one hundred per cent commitment to the protection of your online privacy. The following language explains how the Company may use the limited information that we collect from you as a Mall Owner or Consumer. Please note that we do not release specific information regarding you to any third party. The Company uses the information we collect to create a more personalised service. By using the Company's service, you consent to our collection and limited use of the information you provide. Please review this policy statement and be advised that it may be modified from time to time for prospective effect, but never to permit any release of personally identifiable information, other than as described herein, or as specifically set forth in any amendment hereto. The Company's goal in collecting information is to provide a more efficient and properly working Internet service. Use of information collected is limited to ensuring that our products and services are viable. Information is collected and used internally to allow access to the Company stores, to permit the purchase of goods and services through the stores, and to maintain shopping records. In order to provide the Company service, two types of information are collected from Mall Owner’s and Consumers, personally identifiable information and aggregated information.
Aggregate information is information that cannot be traced back to any specific individual and, as such, is completely general in nature. The Company uses aggregate information for business purposes, but will never release personally identifiable information to any third person or entity. The Company stands behind this pledge and statement to maintain each person's complete privacy. The Company will not release or disseminate to third persons or entities any personally identifiable information. However, the Company web site contains links to other web sites not under the control of the Company. The Company is not in control of and cannot be held responsible for the privacy practices on such web sites or the treatment of information gathered there. In the event that a prospective Mall Owner or a Consumer does not agree with the terms of this Section, such persons are not authorised to and must not utilise the Company service in any manner; including, but not limited to, purchase of goods and services.
3.7 Cross-Group Referring
Actual or attempted cross-group Referring is strictly prohibited. "Cross-group Referring" is defined as: the Referring of an individual or entity that already has a current Mall Owner Agreement with the Company, or who has had such an Agreement within the preceding six calendar months. The use of a spouse's or relative's name, trade name, fictitious name, assumed name, corporation, partnership, trust, fictitious ID number or other artifice or device designed to circumvent this policy is prohibited. Mall Owners shall not demean, discredit or defame other Mall Owners in an attempt to entice another Mall Owner to become part of the first Mall Owner's Compensation Organization. This policy shall not prohibit the transfer of a Company business in accordance with Section 3.19 hereof.
3.8 Errors or Questions
If a Mall Owner has questions about or believes any error has been made regarding commissions, Organization Activity Reports, or charges, the Mall Owner must notify the Company within 30 days of the date of the purported error or incident in question. The Company will not be responsible for any error, omission or problem not reported to it within 30 days.
3.9 No Inventory, Shipping or Billing Requirement
One of the benefits of a Company business is that the Mall Owner has no inventory, shipping or billing costs or obligations. When a qualified purchase is made, the Affiliate Merchant from whom it was purchased, or the Company with respect to purchases from a Pricenet Department Store automatically sends the product to the Consumer and the Company sends the commissions to the Mall Owner. The Affiliate Merchant stores are not within the Company's control. All aspects of the purchase of goods and services through Merchant sites; including, but not limited to, refund, return, warranty, and quality control, are governed by the policies of the particular Merchant. The Company is involved with such aspects only with respect to products and services sold through the Pricenet Stores.
3.10 No Governmental Approval or Endorsement
Neither federal nor state regulatory agencies or officials approve or endorse any direct selling company or program. Therefore, Mall Owners shall not represent or imply that the Company, its Compensation Plan, its Terms & Conditions, Policies & Procedures, or any other characteristic of the Company has been "approved", "endorsed" or otherwise sanctioned by any government agency.
Upon enrolment, the Company will provide a unique Mall Owner Identification Number to be used for Company identification purposes by the Mall Owner. The Mall Owner Identification Number must be used to place orders, identify referrals, and track commissions and bonuses.
3.12 Income Taxes
Each Mall Owner is responsible for paying all local, state, federal and other taxes (including, but not limited to, income, sales, and use taxes) levied on a Mall Owners as a result of the Mall Owner's activities in connection with participation in the Program. If a Company business is tax exempt, the Federal tax identification number must be provided to the Company.
3.13 Independent Contractor Status
Mall Owners are independent contractors, and are neither employees of the Company, purchasers of a franchise nor purchasers of a business opportunity. The agreement between the Company and its Mall Owner does not create an employer/employee relationship, agency, partnership, or joint venture between the Company and the Mall Owner. Mall Owners shall not be treated as employees for services or for tax purposes. Each Mall Owner is responsible for paying all local, state, federal or other taxes (including, but not limited to income, sales, and use taxes) due as a result of participation in the Program as a Mall Owner of the Company. The Mall Owner has no authority (express or implied), to bind the Company to any obligation. Each Mall Owner shall establish individual goals, hours, methods of sale, and all facets of his or her independent business, in his or her discretion and without interference from the Company, so long as he or she is in strict compliance with the terms and conditions of the Agreement, in general, and in particular, the Terms & Conditions, Policies & Procedures, and all applicable laws.
3.14 Insurance Business Pursuits Coverage
Mall Owners may wish to arrange insurance coverage for their Company business. Homeowner's insurance may not cover business-related injuries, theft of or damage to business equipment. Each Mall Owner should contact an insurance professional to make certain that business property is protected. Such protection can sometimes be obtained with a simple "Business Pursuit" endorsement attached to a homeowner's policy.
A person who is recognised, as a minor in his or her place of residence is not permitted to be a Mall Owner. Mall Owners shall not refer or recruit minors into the Program.
3.16 Household Members and Affiliated Individuals
Husbands and wives, common-law couples (collectively "spouses"), and their dependent members of the same household who become Mall Owners must be jointly Referred. Each Mall Owner who is a member of the same immediate household is jointly responsible for the actions of all of the Mall Owners in the immediate household. Any activity that violates any provision of the Agreement will be deemed a violation by all of the Members of the immediate household and the Company may take disciplinary action, pursuant to the Policies & Procedures against all the Mall Owners in that household. A Mall Owner's "immediate household" is defined as spouses and dependents living at home or doing business at the same address. Similarly, if any individual associated in any way with a corporation, partnership, trust or other entity (collectively "affiliated individual") violates the Agreement, the violation will be deemed a violation by the Entity, and the Company may take disciplinary action against the Entity.
Although a Company business is a privately owned, independently operated business, the transfer of a Company business, by sale, assignment, gift or otherwise, is subject to certain restrictions and limitations. If a Mall Owner wishes to transfer a Company business, the following criteria must be met:
a. Protection of the existing line of Referrer must always be maintained so that the Company business to be transferred continues to be operated in the same line and same Level of Referrer;
b. The transferee must become a Mall Owner. If the transferee is already a Mall Owner, the transferee must first terminate that relationship with the Company and remain inactive for six (6) full calendar months before becoming eligible for a transfer of any interest in the Company business;
c. Before any transfer can be finalised and approved by the Company, all of the transferor's debt obligations to the Company must be satisfied;
d. The transferor must be in good standing with the Company and not in violation of any of the terms and conditions of the Agreement in order to be eligible to transfer a Company business; e. The transferor must agree in writing to continue to be bound by and comply with the terms of Section 3.6, hereof, for so long as the transferee continues as a Mall Owner, as if the transferor was continuing as a Mall Owner. Prior to transfer of a Company business, the transferor must deliver a Notice of Intent to Transfer to the Company Marketing Department. No change in line of Referrer can result from the transfer of a Company business. The Company, in its sole and absolute discretion, must conclude the proposed transfer is in the best interests of the transferring parties, the Company, and the other Mall Owner, before such transfer may occur. Any attempt to transfer a Company business in violation of the transfer limitations and restrictions set forth herein is void.
3.18 Separation of a Company Business
Mall Owners sometimes operates their Company business as husband-wife partnerships, regular partnerships, corporations, trusts, or other entities (collectively "Entity"). At such time as a marriage or Entity is dissolved by legal action, division of the Company business must be effected in such a way as to protect the interests and income of other Mall Owner down the line of Referrer. If the separating parties fail to provide for the best interests of other Mall Owners and the Company, The Company may, in its sole and absolute discretion, involuntarily Cancel the Agreement. During the pendency of dissolution, the parties must adopt one of the following methods of operation:
a. One of the parties may, with consent of the other(s), operate the Company business pursuant to a written agreement pursuant to which one of the dissolving parties is appointed to deal directly and solely with the Company on behalf of the others;
b. The parties may continue to operate the Company business jointly on a "business-as-usual" basis, with all compensation paid by the Company in the usual manner; or
c. Notwithstanding the foregoing, the Company will, and is authorised by the parties, rely on and comply with any order of any court with respect to allocation of the Company business between or among previously joint owners; provided, however, no such order requires a violation of the Policies & Procedures designed to protect the Company and the interests of other Mall Owners . Under no circumstances will the Compensation Organisation of divorcing spouses or a dissolving Entity be divided. Similarly, under no circumstances will the Company split commission and bonus cheques between divorcing spouses or among the owners of a dissolving Entity. The Company will recognise only one Team Organisation and will issue only one commission cheque per Company business per commission cycle. Commission cheques shall always be issued to the same individual or entity. In the event that parties to a divorce or other dissolution proceeding are unable to resolve a dispute over the disposition of commissions and ownership of the Company business, the Agreement shall be involuntarily Cancelled. If a former spouse or a former Entity owner has completely relinquished all rights in the original Company business, he or she is thereafter free to become a Mall Owner under any Sponsor of his or her choosing, so long as the waiting period requirement, described above, is met. In such case, however, the party relinquishing an interest and re-applying as a Mall Owner shall have no right to or over any Mall Owner of the original Compensation Organisation. The new business must be developed in the same manner as necessary for all new Mall Owners.
All Mall Owners in good standing with the Company have the right to Refer other people to become Mall Owners. Each prospective Mall Owner has the ultimate right to choose a Referrer. If two or more Mall Owners claim to be the Referrer of the same new Mall Owner, the Company shall accept the party identified in the prospective Mall Owner’s Application as the Referrer.
Upon the death or incapacity of a Mall Owner, the Company business may be transferred according to the laws of succession in the decedent's jurisdiction of residence. Appropriate legal documentation must be submitted to the Company as set forth in Section 3.23 below. When a Company business is transferred upon the death of a Mall Owner, the party to whom the Company business is transferred shall be recognised by the Company as entitled to receive all bonuses and commissions of the deceased Mall Owner's Compensation Organisation, provided that the following qualifications are met.
The successor(s) must:
a. Execute an Application;
b. Comply with the terms and conditions of the Agreement; and c. Meet all of the qualifications for the deceased Mall Owner's status;
d. Commission cheques of a Company business transferred pursuant to this section will be paid in a single cheque to the party entitled there to, and delivered to the address set forth on the Application; and
e. If the Company business is transferred to joint devisees, they must form an Entity and obtain a ------?. The Company will issue all bonus and commission cheques to the Entity.
3.21 Transfer Upon Death of a Mall Owner
To effect the transfer of a Company business upon the death of a Mall Owner, the successor must provide the following to the Company:
1. An original death certificate;
2. A certified copy of the court order or other instrument legally establishing the successor's right to the Company business; and
3. A completed and executed Agreement.
3.21.1 Transfer Upon Incapacity of a Mall Owner
To affect the transfer of a Company business because of incapacity, the successor must provide the following to the Company:
1. A certified copy of the instrument establishing valid succession of interest;
2. A notarised copy of the trust document or other documentation establishing the trustee's right to administer the Company business; and
3. A completed Application approved by the Company.
3.22 Unsolicited Fax Blasting, Spamming and Telemarketing
The use of any automated solicitation equipment or "boiler-room" telemarketing operation in connection with the promotion of the Company, its products, services, or the Company business is strictly prohibited. This prohibition includes, but is not limited to, prohibition of the transmission of any unsolicited advertisement of the Company, the Company business or any related business by fax in violation of the Federal Trade Consumer Protection Act or any similar local, state, federal or provincial law or regulation. Any Mall Owner that engages in any Spamming activity, i.e. the unsolicited e-mailing or sending on the Internet of news or advertising content, in any manner, related to the Company, the Company business, or any other topic, shall be grounds for immediate Cancellation of the Agreement of the responsible party, deactivation of any Mall under such Agreement, and forfeiture of any monies otherwise payable by the Company to the Mall Owner. In addition, the responsible party shall not be entitled to any refund of any fee paid to the Company in connection with the Agreement. If you have any complaint or would like to notify us regarding a violation of the Company's policy against spamming, telemarketing, fax blasting or other objectionable practice, please e-mail information to: abuse@Pricenet.com.au
3.23 Change of Address or Telephone
To ensure timely delivery of products, support materials, and commission cheques, it is critically important that the Company's files are current. Street addresses are required for shipping because we cannot deliver to a post office box. Mall Owner's planning to move or to change e-mail addresses should deliver their new address and telephone number to the Company's Corporate Office, to the attention of the Mall owners Services Department. To help ensure proper delivery, thirty (30) days' advance notice must be provided to the Company on all changes.
SECTION 4 - CONTINUING DEVELOPMENT OBLIGATIONS
4.1 Ongoing Training
Each Mall Owner who acts as a referrer must perform certain supervisory functions to ensure that the Team is properly operating the Company business. Mall Owners must have ongoing and frequent contact, communication and management supervision over the Mall Owners in their Team Organisations. Examples of such contact and supervision may include, but are not limited to, newsletters, written correspondence, personal meetings, telephone contact, voice mail, electronic mail, and the accompaniment of Team Mall Owners to Company meetings, training sessions, and other functions. Mall Owners are also responsible for motivating and training new Mall Owners in Company product knowledge, effective and appropriate sales techniques, the terms and conditions of the Compensation Plan, and compliance with the terms and conditions of the Policies & Procedures. Mall Owners must monitor the other Mall Owners in their Team Organisations to ensure that those apart of the Team of Mall Owners do not make improper claims, or engage in any illegal or inappropriate conduct. Upon request, every Mall Owner must be able to provide documentary evidence to the Company of the fulfilment of the foregoing responsibilities of a referee.
4.2 Ongoing Sales
Responsibilities Mall Owners have an ongoing obligation to continue to personally promote sales of products and services through ongoing supervision and training of their Teams.
Mall Owners shall not disparage other fellow Mall Owners, Company products or services, the Compensation Plan, or the Company's employees.
4.4 Reporting Policy Violations
Any Mall Owner that observes a violation of the Policies & Procedures by another Mall Owner should submit a written report of the violation directly to the attention of the Company Compliance Department. Details of the incidents, such as dates, number of occurrences, name and address of any person involved, and all available supporting documentation should be included in the report.
SECTION 5 - SALES REQUIREMENTS
(Refer to Compensation Plan for full details)
5.1 Sale of Products and Services
The Compensation Plan is based upon the sale of consumer products and/or services through websites, web resources and retail centres. Mall Owners must fulfil personal and Team Organization retail sales requirements (as well as meet the other responsibilities set forth in the Agreement) to be eligible for bonuses and commissions. All commissions paid on products purchased from Company retail centres are based upon verified final sales generated from the retail centres.
5.2 No Territory Restrictions
Mall Owners may refer new Mall Owners from any location. There are no exclusive territories granted to anyone. No franchise fees are required.
SECTION 6 - BONUSES AND COMMISSIONS
(See also, Section 3.1 et. Seq., hereof, the Compensation Plan)
6.1 Bonus and Commission Qualifications
A Mall Owner must be active and in compliance with the Agreement to qualify for commissions. So long as a Mall Owner complies with the terms of the Agreement, the Company shall pay commissions to such Mall Owner in accordance with the Three Stage Compensation Plan. The minimum amount for which the Company will issue a cheque is $10.00 (net). If a Mall Owner’s net bonus or net commission does not equal or exceed $10.00, the Company will accrue the commission or bonus until the total is $10.00 or more. A commission cheque will be issued once commissions total $10.00 net, or more. A bonus cheque will be issued once bonuses total $10.00, or more.
6.2 Adjustment To Bonuses And Commissions
Mall Owner’s receive bonuses and commissions based on the actual sales of products and/or services to Consumers. When an order for the purchase of a product from a retail centre is Cancelled, the commissions and rebates attributable to the Cancelled service or product will be deducted, in the month in which the Cancellation notice is received and continuing every pay period thereafter until the commission is recovered, from the Mall Owner who received bonus and commission on the sale of the Cancelled service or product. Falsely representing the amount of product or services sold or consumed or otherwise attempting to manipulate the Compensation Plan shall be grounds for Cancellation.
6.2.2 Data Processing Fees
A data processing fee of $3.00 will be deducted from each bonus and commission cheque.
6.2.3 Unclaimed Commissions and Credits
Mall Owners must negotiate commission and bonus checks within six months from the date of issuance. A cheque that is not cashed after six months is void and all commissions shall be forfeited. There shall be a $15.00 fee for reissuing a cheque. These charges shall be deducted from the balance owed to the Mall Owner. Mall Owners who have a credit on account must use their credit within six months from the date on which the credit was issued.
SECTION 7 - REFUNDS, PRODUCT RETURNS, WARRANTIES AND INDEMNIFICATION
As set forth in Section 1.7 above, The Company will refund monies paid on any Retail Centre Cancelled in writing within three (3) days of the initial purchase. Any refund on products or services purchased from an affiliate Merchant are subject to the terms and conditions set forth by the selling party, the Merchant, and are not the responsibility of the Company. The Company policy on return and refunds with respect to products and services purchased from any of the stores or franchisers of Pricenet is set forth in Section 7.8 hereof.
EXCEPT FOR GOODS, SERVICES AND INFORMATION CLEARLY IDENTIFIED AS SUPPLIED BY THE COMPANY, ALL OTHER GOODS, SERVICES AND INFORMATION ARE SUPPLIED BY THIRD PARTIES WHO ARE NOT AFFILIATED WITH THE COMPANY. THE COMPANY DOES NOT ACT AS AGENT FOR SUCH THIRD PARTIES AND DOES NOT ENDORSE GOODS, SERVICES OR INFORMATION THAT MAY BE OFFERED BY THIRD PARTIES ON THE APPROVED AFFILIATE LINKED SITE. THE COMPANY'S SOLE RESPONSIBILITY RELATING TO ANY SUCH SALE IS TO PAY ANY COMMISSION FOR WHICH SUCH SALE QUALIFIES UNDER THE COMPANY'S COMPENSATION PLAN.
7.3 Removal of Sites
The Company cannot and does not screen content of Mall Owner’s retail centre and does not assume any obligation to do so. HOWEVER, EACH MALL OWNER HEREBY AGREES THAT THE COMPANY MAY MONITOR SITES AND CONTENT PERIODICALLY. THE COMPANY RESERVES THE RIGHT, IN ITS SOLE AND ABSOLUTE DISCRETION, TO DEACTIVATE, WITHOUT NOTICE AND WITHOUT REFUND OF ANY FEE PAID, ANY RETAIL CENTRE, WHICH IN THE JUDGMENT OF THE COMPANY VIOLATES THESE TERMS AND CONDITIONS OR OTHERWISE IS UNLAWFUL OR HARMFUL TO THE COMPANY AND/OR OTHER MALL OWNERS.
7.4 Mall Owner Content and E-Mail
Mall Owners shall not, on any Company site, publish, post or distribute any material that is defamatory, libellous, obscene, an infringement of the rights of others, pornographic, threatening, harassing, abusive, hateful, in violation of applicable law, or that wrongfully inhibits other users from enjoying the Internet. Mall Owners shall not violate or infringe on the rights of third parties, including privacy, publicity and proprietary rights. Mall Owners shall not send unsolicited e-mails ("Spam" or "junk e-mail") using Company retail centres. The Company assumes no responsibility for the deletion or failure to store e-mail messages. The Company may establish an upper limit on the size of message storage that will be available for users. Mall Owners shall not post chain letters, charity requests or petitions for signatures on any Company retail centre. Mall Owners shall not upload files that contain viruses or other destructive material or corrupted data. Each Mall Owner is responsible for any statement or other content posted on their retail centre; including, but not limited to, liability for damages caused by such statement or material. Public postings are subject to review, modification and deletion by the Company without prior notice. Although the Company reserves the right to block, alter or delete public postings, unsolicited e-mails or e-mails that otherwise violate this Agreement, it is not the Company's responsibility to do so. Each Mall Owner hereby acknowledges understanding and agreement that technical processing of e-mail messages and their content may be required to send and receive messages, or to conform to connecting networks' requirements or the limitations of the Internet. Failure to observe any of the limitations, restrictions, or obligations described in this Agreement may result in civil or criminal liability, as well as Cancellation of the Agreement.
7.5 Limited Liability
OTHER THAN THE OBLIGATION TO PAY COMMISSIONS PURSUANT TO THE TERMS OF THE COMPANY'S COMPENSATION PLAN, ALL WEBSITES, WEB RESOURCES, RETAIL CENTRES AND SERVICES ARE PROVIDED "AS IS". MEMBERS RELY ON THE AFFILIATE MERCHANTS AND OTHER THIRD-PARTY SERVICES SOLELY AT THEIR OWN RISK. THE COMPANY DOES NOT WARRANT THAT THIS SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. THERE MAY BE DELAYS, OMISSIONS, INTERRUPTIONS AND INACCURACIES IN THE NEWS, INFORMATION OR OTHER MATERIALS AVAILABLE ON OR THROUGH THIS SERVICE. THE COMPANY IS NOT RESPONSIBLE FOR THE AVAILABILITY OR CONTENT OF OTHER SERVICES THAT MAY BE LINKED TO THIS SERVICE. THE COMPANY DOES NOT MAKE ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, COMPATIBILITY, SECURITY, ACCURACY OR USEFULNESS WITH RESPECT TO THE RETAIL CENTER OR ANY INFORMATION OR GOODS THAT ARE AVAILABLE OR ADVERTISED OR SOLD THROUGH ANY RETAIL CENRTE. EACH MALL OWNER ASSUMES FULL RESPONSIBILITY AND RISK OF LOSS, INCLUDING LOSS OF DATA, RESULTING FROM THE DOWNLOADING AND/OR USE OF FILES OR OTHER MATERIAL USING THE MALL. ALTHOUGH THE COMPANY INTENDS TO TAKE REASONABLE STEPS TO PREVENT THE INTRODUCTION OF VIRUSES AND OTHER DESTRUCTIVE MATERIALS TO THE RETAIL CENTRES, THE COMPANY DOES NOT GUARANTEE OR WARRANT THAT THE RETAIL CENTRES OR MATERIALS THAT MAY BE DOWNLOADED FROM THE RETAIL CENTERS DOES NOT CONTAIN SUCH DESTRUCTIVE FEATURES. THE COMPANY IS NOT LIABLE FOR ANY DAMAGE OR HARM ATTRIBUTABLE TO SUCH FEATURES.
EACH MALL OWNER HEREBY AGREES THAT THE COMPANY (INCLUDING WITHOUT LIMITATION, ITS OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AND THEIR AFFILIATES) IS NOT LIABLE FOR DAMAGES OR COSTS WHETHER DIRECT OR INDIRECT (INCLUDING, BUT NOT LIMITED TO, CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING OUT OF THE USE OF OR INABILITY TO USE THE RETAIL CENTRE, THE PURCHASE OR USE OF GOODS, SERVICES OR INFORMATION AVAILABLE ON OR THROUGH THE RETAIL CENTRE, OR FROM MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH, OR RESULTING FROM UNAUTHORISED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA. EACH MALL OWNER HEREBY WAIVES ANY AND ALL CLAIMS WITH RESPECT THERETO, WHETHER BASED ON CONTRACT, TORT OR OTHER GROUNDS, EVEN IF THE COMPANY OR OTHER THIRD PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY LIABILITY FOR ANY BREACH IS LIMITED SOLELY TO REPLACEMENT OF THE RETAIL CENTER, IF IT IS DEFECTIVE. THE COMPANY DOES NOT WARRANT THAT THIS SERVICE IS WITHOUT DEFECTS. EACH MALL OWNER HEREBY RELEASES THE COMPANY FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION. SOME JURISDICTIONS DO NOT ALLOW LIMITED LIABILITY OR EXCLUSION OF IMPLIED WARRANTIES; THEREFORE, ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO A PARTICULAR PERSON.
EACH MALL OWNER HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS THE COMPANY (INCLUDING WITHOUT LIMITATION ITS DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, AND AFFILIATES) FROM ANY AND ALL LIABILITIES, CLAIMS, EXPENSES AND DAMAGES (INCLUDING SOLICITORS' FEES AND COSTS) ARISING OUT OF THE USE OF, OR IN CONNECTION WITH USE OF THE RETAIL CENTRE; INCLUDING, WITHOUT LIMITATION, ANY CLAIM OF LIBEL, DEFAMATION, VIOLATION OF RIGHTS OF PRIVACY OR PUBLICITY, LOSS OF SERVICE BY OTHER MEMBERS AND INFRINGEMENT OF INTELLECTUAL PROPERTY OR OTHER PROPRIETARY RIGHTS.
7.8 Pricenet Stores Refunds and Returns
7.81 Refund Period
Refundable items may be returned for a full refund within fifteen (15) days of the Company's receipt of the order.
7.8.2 Packaging and Condition
All returned merchandise must be in original packaging and original condition.
7.8.3 Shipping and Handling
Shipping and Handling charges are not refundable.
7.8.4 Pricenet Department Store Products
Please note. The Company can process returns and refunds only for items purchased from any of the websites affiliated with Pricenet through Pricenet Retail Sales Centres. Pricenet.com.au and all divisions of the main website assumes no liability for loss and/or damage to merchandise while in transit to the return location.
7.8.5 Non-refundable items
The following items are not refundable unless the original packaging has not been opened:
* Video Games;
* Tapes - Video or audio; and
* Books or written publication.
* Perishables, Foods, Drinks, etc.
All downloadable software is non-refundable.
7.8.6 Delivery of Returns
Returned merchandise must be delivered to the address noted on the original shipping label.
7.8.7 Amendments to Policy
These Policies are subject to change without prior notice.
SECTION 8 - DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
8.1 Disciplinary Sanctions
Violation of the Agreement; including, but not limited to, these Policies & Procedures, or any illegal, fraudulent, deceptive or unethical business conduct by a Mall Owner may result, in the Company's sole and absolute discretion, in one or more of the following sanctions:
a. Issuance of a written warning or admonition;
b. Requiring the Mall Owner to take immediate corrective measures; c. Imposition of a fine, which may be withheld from bonus and commission checks;
d. Loss of rights to one or more bonus and commission checks;
e. Adjustment of any Compensation Organization, including the movement of all or part of the Compensation Organisation to another Mall Owner;
f. Any other measure which the Company deems practicable to implement and appropriate equitably to resolve injuries caused partially or exclusively by the Mall Owner's violation of policy or breach of contract;
g. Suspension of the Agreement for one or more pay periods; h. Involuntary Cancellation of the offender's Agreement;
i. Immediate deactivation of the Mall Owner's website and retail centre(s);
j. Any other measure expressly allowed within any provision of the Agreement;
k. The Company may withhold from a Mall Owner all or part of the Mall Owner's bonuses and commissions during the period that the Company is investigating any conduct allegedly in violation of the Agreement. If a Agreement is Cancelled and a retail centre deactivated for disciplinary reasons, the Mall Owner shall not be entitled to recover any commission or bonus withheld during the investigation period;
l. In situations deemed appropriate by the Company, the Company may institute legal proceedings for monetary and/or equitable relief;
m. Offset any claim, cost, expense, damage or liability which the Company concludes relates to the Mall Owner's improper conduct against any and all commissions that would otherwise have been payable to the Mall Owner. Mall Owners are entitled to compensation under the Agreement only if not in violation of the Agreement. If it is discovered the Mall Owner received compensation from the Company after a violation of the Agreement, the Mall Owner shall be obligated to repay any such compensation received after the date of the first violation.
8.2 Grievances and Complaints
When a Mall Owner has a grievance or complaint against another Mall Owner regarding any practice or conduct in connection with the Company business, the complaining Mall Owner should first report the grievance or complaint to his or her referrer, who should review the matter and attempt to resolve it to the satisfaction of the parties. If the matter cannot be resolved, it must be reported in writing to the Mall Owner Services Department at the Company. The Executive Services Department will review the facts and attempt resolution.
8.3 Cost Effective Dispute Resolution/Waiver of Jury Trial
If a dispute arises relating to any relationship between or among the Company, its officers, employees, Mall Owners, or vendors or arising out of any product or service provided by the Company, the parties agree to attempt in good faith to resolve any such dispute in an amicable and mutually satisfactory manner. In the event such efforts are unsuccessful, either Party may serve a notice of mediation/arbitration on the other Party. Notice of Mediation/Arbitration shall be personally delivered or sent by prepaid registered airmail or air courier, and shall be effective on the receipt thereof. Proof of receipt shall be sufficient if signed by an officer or responsible official of the Party to whom it is addressed. The Notice of Mediation/Arbitration shall be dated, and without prejudice to any right under the Rules permitting subsequent modifications, and shall specify the claims or issues that are to be addressed in the mediation/arbitration.
If differences cannot be resolved by mediation, the Parties agree that, in order to promote to the fullest extent reasonably possible a mutually amicable resolution of the dispute in a timely, efficient and cost-effective manner, they hereby waive their respective rights to a trial by jury and agree to settle the dispute by submitting the same to binding arbitration in accordance with the commercial rules of the Institute of Arbitrators and mediators of Australia ("I.A.M.A."), except that all Parties shall be entitled to all discovery rights allowed under the Federal Rules of Civil Procedure as those rules exist in the Australian Federal Court .
The Parties shall attempt to select a mutually agreeable mediator/arbitrator from I.A.M.A's Panel of Mediators/Arbitrators. If no agreement is reached within fifteen (15) days of the first written notice of intent to mediate/arbitrate, the current Director of Professional Services for I.A.M.A shall serve as the mediator/arbitrator.
A court of competent jurisdiction thereof may enter the judgment upon the award rendered by the arbitrator. If a Mall Owner files a claim or counterclaim against the Company, he or she may only do so on an individual basis and not with any other Mall Owner or as part of a class or consolidated action. Either Party may elect to participate in the arbitration telephonically. Australian law, without regard to Florida's conflict of law principles shall govern any substantive or procedural right other than the enforceability of the arbitration agreement.
The Parties further expressly agree
(i) the arbitrator shall reach his decision only by applying strict rules of law to the facts;
(ii) the arbitration shall be conducted in the English language;
(iii) the Party in whose favour the arbitration award is rendered shall be entitled to recover costs and expenses of the arbitration; including, but not limited to, attorneys' fees and the cost and expense of administering the arbitration proceedings, as well as any cost and attorneys' fee incurred in executing on or enforcing the arbitration award; and
(iv) the arbitration award shall be issued in Brisbane, QLD, Australia. Except as provided in the following sentences, no Party shall be entitled to commence or maintain any action in a court of law upon any matter in dispute until such matter shall have been submitted and determined as provided herein and then only for the enforcement of such arbitration award. Provided that, not withstanding this dispute resolution policy, either Party may apply to a court of competent jurisdiction in Brisbane, QLD, to seek injunctive relief before or after the pendency of any arbitration proceeding. The institution of any action for injunctive relief shall not constitute a waiver of the right or obligation of any party to submit any claim seeking relief other than injunctive relief.
8.4 Governing Law, Jurisdiction and Venue
Sole and exclusive jurisdiction and venue of any matter shall be, Brisbane, state of QLD, except to the extent invoking the jurisdiction of another court is necessary to enforce any judgment or order entered by the arbitrator or court located in Brisbane, QLD. Judgment upon the award may be entered by the Australian Federal District Court or Brisbane’s Supreme Court located in the state of QLD, or application may be made to such court for the judicial acceptance of the award and order of enforcement, as the case may be if the Arbitrator's Award or Decision is not complied with within seven (7) days of the Arbitrator's Decision. Arbitration shall be the sole and exclusive procedure for resolution of disputes between the parties, including any dispute that might arise after termination of this Agreement.
SECTION 9 - INACTIVITY AND CANCELLATION
9.1 Effect of Cancellation
So long as a Mall Owner remains active and complies with the terms and conditions of the Mall Owner Agreement and these Policies & Procedures, the Company shall pay commissions to such Mall Owner in accordance with the Compensation Plan. A Mall Owner's bonuses and commissions constitute the entire consideration for the Mall Owner's efforts in generating sales and all activities related to generating sales (including building a Team Organization). Following a Mall Owner's failure to renew the Agreement, Cancellation by the Company for inactivity, or voluntary or involuntary Cancellation of the Agreement (all collectively referred to as "Cancellation"), the former Mall Owner shall have no right, title, claim or interest to any Compensation Organization, or any commission or bonus on sales generated by any Compensation Organization. Mall Owners hereby waive, effective upon Cancellation, any and all claims to property rights in the Team Organization. Following a Mall Owner's Cancellation of the Agreement, the former Mall Owner shall not hold himself or herself out as a Mall Owner and shall not have the right to sell or market the Company products or services. A Mall Owner who has been Cancelled shall receive commissions and bonuses only for the last full pay period prior to Cancellation (less any amount withheld during an investigation preceding an involuntary Cancellation).
9.2 Involuntary Cancellation
A Mall Owner's violation of any of the terms and conditions of the Agreement, including any amendment that may be made by the Company, in its sole and absolute discretion, may result in any of the sanctions listed in Section 8.1 hereof, including the involuntary Cancellation of the Agreement. Cancellation shall be effective on the date when written notice is mailed, return receipt requested, to the Mall Owner's last known address, or when the Mall Owner receives actual notice of Cancellation, whichever is first to occur.
9.3 Voluntary Cancellation
A Mall Owner may voluntarily Cancel the Agreement at any time and for any reason by providing written notice to the Company indicating the desire to Cancel. The written notice must include the Mall owner's signature, printed name, address, and Member Identification Number.
A Mall Owner may also voluntarily Cancel the Agreement by failing to renew the Agreement on its anniversary date.
SECTION 10 - NOTICES
10.1 General Notice
Mall Owners may contact the Company by writing to Pricenet at Lvl 21 10 Eagle st. Brisbane or by faxing to 1300 661 654 or by e-mailing to firstname.lastname@example.org
SECTION 11 - DEFINITIONS
"Agreement" - The contract between the Company and each Mall Owner includes the Application, Terms & Conditions, and Policies & Procedures, all in their current form and as amended by the Company, from time to time and in its sole and absolute discretion. These documents are collectively referred to as the "Agreement".
"Business Centre" - A Business Centre is the name given to a position in the computer through which sales are tracked.
"Cancel" or "Cancellation", etc. - The termination of an Agreement and deactivation of any Retail Centre related thereto. Cancellation may be either voluntary, involuntary, through non-renewal or inactivity (see Policies & Procedures).
"Commissionable Services" - All Company products and services on which commissions and bonuses are paid to Mall Owner’s.
"Company" - The term "Company" as it is used throughout the Agreement means Pricenet.com.au, an entity organized under the laws of QLD and qualified to do business in various other jurisdictions.
"Compensation Organization" or "Organization" - The group of Mall Owner’s on whose sales a particular Mall Owner earns a commission or bonus (see Section 3.1 et. Seq., hereof).
"Compensation Plan" - Three Stage Compensation Plan as set forth in Section 3.1 et. Seq., hereof.
Consumer - An individual who purchases Company services or products for personal or family use. "Immediate Household" - Heads of household, spouses, and dependent family members residing in the same personal residence.
"Level" - The various layers of a chart demonstrating the hierarchy and genealogy of each Compensation Organisation. This term refers to the relationship of each Mall Owner relative to other Mall Owners in a Compensation Organisation (see also, Compensation Plan).
"Merchant" -- Retail sellers of goods and services available by links from Affiliate Merchant.
"Official Company Material" - Publications, sales tools and other materials developed, printed, published and made available by the Company to Mall Owners.
"Personal Production" - The volume of sales to end-users generated directly by a Mall Owner's efforts.
"Recruit, Recruiting", etc. - For purposes of the Company's Conflict of Interest Policy (Section 3.6.1), the term "recruit", or some variation thereof, refers to actual or attempted solicitation, enrolment, encouragement, or effort to influence in any other way, either directly or through a third party, another Mall Owner to enrol or participate in another Internet service or direct sales organization. This conduct constitutes "recruiting", even if the Mall Owner's actions are in response to an inquiry made by another Mall Owner.
"Referrer" - A Mall Owner the sales efforts of whom results in another Mall Owner joining the Company, and is listed as the Referrer on the prospective Mall Owner's Application. Such sales efforts, and the training and supervision of Mall Owner’s are called "Referring."
"Organisation Activity Report" - A confidential and proprietary monthly report generated by the Company that provides critical data relating to the identities of Mall Owners, sales information, and enrolment activity of each Mall Owner's Compensation Organisation. This report contains confidential and trade secret information which information is proprietary to the Company.
"Team" - Each one of the Mall Owners enrolled on the Level immediately below each Mall Owner in the hierarchy of the genealogy and each individual enrolled under each of these individuals represents a "Team" in a Compensation Organisation.
Last updated 26th June 2002