SECTION 1.2 Changes to the Agreement
Clubec9 International Limited reserves the right to amend the Agreement and its prices in its sole and absolute discretion. By entering into the Distributor Agreement, a Distributor agrees to abide by all amendments or modifications that Clubec9 International Limited elects to make.
Amendments shall be effective 24 hours after publication of notice that the Agreement has been modified. Amendments shall not apply retroactively to conduct that occurred prior to the effective date of the amendment. Notification of amendments shall be published by one or more of the following methods: (1) posting on the Company’s official web site; (2) electronic mail (email); (3) posting in Distributors/Affiliates’ membership area; (4) inclusion in Company periodicals; or (5) special mailings. The continuation of a Distributor’s Clubec9 International Limited business, the acceptance of any benefits under the Agreement, or Distributor’s acceptance of commissions from the sale of Clubec9 International Limited products or services constitutes acceptance of all amendments.
Section 1.3 Delays
Clubec9 International Limited shall not be responsible for delays or failures in performance of its obligations when performance is made commercially impracticable due to circumstances beyond its reasonable control. This includes, without limitation, strikes, labor difficulties, riot, war, fire, death, curtailment of a party’s source of supply, or government decrees or orders.
SECTION 1.4 Policies and Provisions Severable
If any provision of the Agreement, in its current form or as 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. The severed provision, or portion thereof, shall be reformed to reflect the purpose of the provision as closely as possible.
SECTION 1.5 Waiver
The Company never gives up its right to insist on compliance with the Agreement and with the applicable laws governing the conduct of a business. No failure of Clubec9 International Limited to exercise any right or power under the Agreement or to insist upon strict compliance by a Distributor with any obligation or provision of the Agreement, and no custom or practice of the parties at variance with the terms of the Agreement, shall constitute a waiver of Clubec9 International Limited’s right to demand exact compliance with the Agreement. The existence of any claim or cause of action of a Distributor against
Clubec9 International Limited shall not constitute a defense to Clubec9 International Limited’s enforcement of any term or provision of the Agreement.
SECTION 2 BECOMING A DISTRIBUTOR
SECTION 2.1 Requirements to Become a Distributor
To be a Clubec9 International Limited Distributor in our recurring commissions' program or Vault Media CPA Network, each applicant must:
- Be at least 18 years of age;
- Reside in any country that Clubec9 International Limited has NOT officially blacklisted;
Blacklisted countries include:
SECTION 2.2 Product or Service Purchase Requirements
There are no purchase requirements to be a distributor. Clubec9 Distributor has the right to refuse Distributors/Affiliates for any reason or no reason.
SECTION 2.3 Distributor Benefits
Once a Distributor Agreement has been accepted by Clubec9 International Limited, and the requirements of Section 2.1 have been satisfied, the benefits of the Payment Policy and the Distributor Agreement are available to the new Distributor. These benefits include the right to:
• Promote the Clubec9 International Limited platform;
• Participate in the Clubec9 International Limited Payment Policy (receive commissions from the sale of Clubec9 International Limited products and services, if eligible);
• Refer other individuals as Customers into the Clubec9 International Limited membership.
• Receive periodic Clubec9 International Limited literature and other Clubec9 International Limited communications
• Participate in Clubec9 International Limited support, service, training, motivational and recognition functions, upon payment of appropriate charges, if applicable.
• Participate in promotional and incentive contests and programs sponsored by Clubec9 International Limited for its Distributors/Affiliates.
SECTION 2.4 Term and Renewal of Your Clubec9 International Limited Membership
If after 35 days the distributor does not apply to be a distributor or renew their Premium Clubec9 Distributor account, the distributor account will be removed from the database.
Section 2.5 – Adherence to the Clubec9 International Limited Payment Policy
Distributor shall not offer the Clubec9 International Limited products through, or in combination with, any other system, program, Co-op, leads, sales tools, or method of marketing other than that specifically set forth in these official Clubec9 International Limited terms of service unless written approval is granted.
Distributors/Affiliates shall not require or encourage other current or prospective customers or Distributors/Affiliates to execute any agreement or contract other than official Clubec9 International Limited agreements and contracts in order to become a Clubec9 International Limited Distributor.
Similarly, Distributor shall not require or encourage other current or prospective Customers or Distributors/Affiliates to make any purchase from, or payment to, any individual or other entity to participate in the Payment Plan other than those purchases or payments identified as recommended or required in official Clubec9 International Limited literature.
SECTION 3 Advertising
SECTION 3.1 General Rules
All Distributors/Affiliates shall safeguard and promote the good reputation of Clubec9 International Limited and its products. The marketing and promotion of Clubec9 International Limited, the Clubec9 International Limited opportunity, the Payment Policy, and Clubec9 International Limited services must avoid all discourteous, deceptive, misleading, illegal, unethical or immoral conduct or practices.
Any distributor who breaks these terms will lose their distributor account and payments may be withheld.
Distributors/Affiliates may develop their own advertising and promotional materials so long as Clubec9 International Limited properly authorizes such materials. It is the Distributor’s obligation to ensure that his or her marketing activities are truthful, are not deceptive, and do not mislead customers or potential Distributors/Affiliates in any way.
No income claims or representations may be included in such materials unless they can be proven with your own internal stats inside the Clubec9 International Limited tracking platform and you include a link to the Earnings Disclaimer in your advertising. https://Clubec9.com
If Clubec9 International Limited Distributors/Affiliates develop their own sales aids and promotional materials (which includes Internet advertising), notwithstanding Distributors/Affiliates’ good intentions, they may unintentionally violate any number of statutes or regulations affecting the Clubec9 International Limited business. These violations, although they may be relatively few in number, could jeopardize the Clubec9 International Limited opportunity for all Distributors/Affiliates and could result in your account being closed.
Accordingly, Distributors/Affiliates must submit all written sales aids, promotional materials, advertisements, websites, and other literature to the Company for the Company’s approval prior to use. You can submit this through our helpdesk inside your Clubec9 International Limited account.
Unless the distributor receives specific written approval to use the material, the request shall be deemed denied. The marketing and promotion of Clubec9 International Limited, the Payment Policy, and the Clubec9 International Limited platform shall be consistent with the public interest and must avoid all discourteous, deceptive, misleading, unethical or immoral conduct or practices.
Distributors/Affiliates will not make false or misleading statements about Clubec9 International Limited. Distributors/Affiliates may not sell sales aids to other Clubec9 International Limited Distributors/Affiliates. Therefore, Distributors/Affiliates who receive authorization from Clubec9 International Limited to produce their own sales aids may not sell such material to any other Clubec9 International Limited Distributor. Clubec9 International Limited further reserves the right to rescind approval for any sales tools, promotional materials, advertisements, or other literature, and Distributor waive all claims for damages or remuneration arising from or relating to such rescission.
No Posting in Facebook Groups
Vault Media Inc strictly prohibits Facebook Group Posting
No Search Traffic Unless You use a Landing Page
We DO NOT consider Facebook Group posting a valid method for generating quality sales and/or leads. Vault Media/Clubec9 Distributor strictly prohibits telling other people they will get paid an incentive for joining. Vault Media/Clubec9 Distributor strictly prohibits telling other people they will be guaranteed to earn money by joining.
The only accepted social media advertising method is PAID advertising.
This includes Facebook Ads (e.g. unpublished page posts aka dark posts) and Instagram ads. This applies to all offers, campaign formats, and verticals on Vault Media/Clubec9 Distributor.
Distributors/Affiliates promoting business opportunity offers on Facebook or any other traffic source MUST use proper audience targeting. Due to poor quality, low upgrades, and high merchant chargebacks rates IT IS MANDATORY to target audiences of a MINIMUM AGE OF 25+ unless specified by the advertiser on the offer card within your distributor dashboard.
Vault Media/Clubec9 Distributor prohibits targeting branded or trademarked terms related to the specific products or services our Distributors/Affiliates are promoting online via Pay Per Click adverting. E.g. targeting the product name or the website/domain of the advertiser. Failure to comply with Vault Media/Clubec9 Distributor’s advertising policy may result in the termination of your distributor account.
SECTION 3.2 Trademarks and Copyrights
The name of Clubec9 International Limited and other names as may be adopted by Clubec9 International Limited are proprietary trade names, trademarks, and service marks of Clubec9 International Limited (collectively “marks”). As such, these marks are of great value to Clubec9 International Limited and are supplied to Distributors/Affiliates for their use only in an expressly authorized manner.
Clubec9 International Limited will not allow the use of its trade names, trademarks, designs, or symbols, or any derivatives of such marks, by any person, including Clubec9 International Limited Distributors/Affiliates, in any unauthorized manner.
Distributors/Affiliates may not use or attempt to register any of Clubec9 International Limited’s trade names, trademarks, service names, service marks, product names, the Company’s name, or any derivative thereof, for any Internet domain name, e-mail address, or online alias.
Additionally, a Distributor cannot use or register domain names, email addresses, and/or online aliases that could cause confusion, or be misleading or deceptive, in that they cause individuals to believe or assume the communication is from or is the property of Clubec9 International Limited.
The content of all Company-sponsored events is copyrighted material. Distributors/Affiliates may not produce for sale or distribution of any recorded Company events, presentations, and speeches. Nor may Distributors/Affiliates reproduce for sale or for personal use any recording of Company-produced audio or videotape presentations.
SECTION 3.3 Media and Media Inquiries
This policy is designed to assure that accurate and consistent information is provided to the public as well as a proper public image. Distributors/Affiliates must not utilize radio or television media, including radio or television infomercials, for the advertising, distribution, or promotion of the Clubec9 International Limited products or opportunity without the express consent of Clubec9 International Limited.
In the unlikely event that Clubec9 International Limited does grant permission for the use of such media, Clubec9 International Limited reserves the right to have final authority and final approval before any releases of media, on every stage of the production process with full rights to all recordings.
SECTION 3.4 Unsolicited Email
Clubec9 International Limited does not permit Distributors/Affiliates to send unsolicited commercial emails unless such emails strictly comply with applicable laws and regulations including, without limitation, the federal CAN-SPAM Act.
Any email sent by a Distributor that promotes Clubec9 International Limited, the Clubec9 International Limited opportunity, or Clubec9 International Limited services must comply with the following:
- There must be a functioning return email address to the sender.
• There must be a notice in the email that advises the recipient that he or she may reply to the email, via the functioning return email address, to request that future email solicitation or correspondence not be sent to him or her (a functioning “opt-out” notice).
• The email must include the Distributor’s physical mailing address.
• The email must clearly and conspicuously disclose that the message is an advertisement or solicitation.
• The use of deceptive subject lines and/or false header information is prohibited.
• All opt-out requests, whether received by email or regular mail, must be honored. If a Distributor receives an opt-out request from a recipient of an email, the Distributor must forward the opt-out request to the Company.
SECTION 3.5 Unsolicited Faxes
Except as provided in this section, Distributors/Affiliates may not use or transmit unsolicited faxes in connection with their Clubec9 International Limited businesses.
SECTION 3.6 Telephone Directory Listings
Distributors/Affiliates may not list themselves as a Clubec9 International Limited Distributor in the white or yellow pages of the telephone directory.
No Distributor may place telephone or online directory display ads using Clubec9 International Limited's name or logo. Distributors/Affiliates may not answer the telephone by saying “Clubec9 International Limited”, “Clubec9 International Limited Incorporated”, or in any other manner that would lead the caller to believe that he or she has reached corporate offices of Clubec9 International Limited.
SECTION 3.7 Television and Radio Advertising
Distributors/Affiliates may not advertise on television or radio except with Clubec9 International Limited’s express written approval.
SECTION 3.8 Online Conduct
If a Distributor desires to utilize an Internet web page to promote his or her business, he or she may do so. Distributors/Affiliates are not allowed to use search engine optimization with terms like "Clubec9 Distributor SCAM" or "rip off" or other derogatory words as deemed so by the Company.
The use of any other web site or web page (including without limitation auction sites such as eBay) to promote Clubec9 International Limited products or the Clubec9 International Limited opportunity is a material breach of these Policies and Procedures.
SECTION 3.9 Distributor Web Sites
Distributors/Affiliates may create their own websites to promote the Clubec9 International Limited opportunity and the Company’s platform, so long as the website and its content comply with the terms of the Agreement.
It is the Distributor’s obligation to ensure that his or her online marketing activities are truthful, are not deceptive, and do not mislead customers or potential Distributors/Affiliates in any way.
Websites and web promotion activities and tactics that mislead or are deceptive, regardless of intent, will result in disciplinary action. Misleading tactics include, but are not limited to, spam linking (or blog spam), unethical search engine optimization (“SEO”) tactics, misleading click-through ads (i.e. having the display URL of a Pay Per Click (“PPC”) campaign appear to be directed to an official Clubec9 International Limited Corporate Site when it, in fact, goes elsewhere), deceptive or misleading banner ads, and deceptive or misleading press releases.
Clubec9 International Limited will be the sole determinant of truthfulness and whether specific activities are misleading or deceptive.
If there are any income claims or representations contained within a Distributor’s website, there must be a link to the Clubec9 International Limited Earnings Disclaimer immediately adjacent to any such claim or representation.
SECTION 3.9.1 Distributor Website Content
Distributors/Affiliates are solely responsible and liable for the content, messaging, claims, and information included in their websites and must ensure that it appropriately represents and enhances the Clubec9 International Limited brand and adheres to the terms of the Agreement.
Additionally, such websites must not contain disingenuous popup ads or promotions or malicious code. Decisions and corrective actions in this area are at Clubec9 International Limited’s sole discretion.
The content of any website that promotes the Clubec9 International Limited opportunity or Clubec9 International Limited’s platform must be suitable for viewing by all persons and age groups. Such websites may not contain any material that:
• Is sexually explicit, obscene, or pornographic;
• Is offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory (whether based on race, ethnicity, creed, religion, gender, sexual orientation, physical disability, or otherwise);
• Is graphically violent, including any violent video game images;
• Is solicitous of any unlawful behavior;
• Engages in personal attacks on any individual, group, or entity;
• Is in violation of any intellectual property rights of the Company or any third party; or
• Use of words like (but not limited to): scam, scams, rip-off, con, cheat, fraud, swindle, scare, fear, warning, or a hoax.
SECTION 3.9.2 Distributor Disclosure
To avoid confusion, each page of a Distributor’s website must prominently disclose that the website is owned and operated by a Clubec9 International Limited Distributor and not by the Company.
Although Clubec9 International Limited brand themes and images are desirable for consistency, anyone landing on any page of a Distributor’s website must clearly understand that they are at a Distributor site, and not a Clubec9 International Limited Corporate page.
Distributors/Affiliates may not use online classifieds (including Craigslist) to list, sell, or retail specific Clubec9 International Limited products. Distributors/Affiliates may use online classifieds (including Craigslist) for prospecting, recruiting, sponsoring, and informing the public about the Clubec9 International Limited business opportunity.
Clubec9 International Limited’s products may not be listed on Amazon, eBay, or any other online auction sites. Nor may Distributor’s enlist or knowingly allow a third party to sell products on Amazon, eBay or any other online auction sites.
SECTION 4 Change of Referrer
A customer may only have one referrer. Clubec9 International Limited prohibits changes of referrers to uphold the integrity of the Commission Structure.
SECTION 5 Cancellation and Re-join
A customer may only change his or her referrer by voluntarily canceling his or her account and remaining inactive for six (6) full calendar months. Following the six month period of inactivity, the former customer may re-join under a new referrer.
SECTION 5.1 Waiver of Claims
Therefore, DISTRIBUTORS/AFFILIATES WAIVE ANY AND ALL CLAIMS AGAINST Clubec9 International Limited, ITS OFFICERS, DIRECTORS, MANAGERS, MEMBERS, OWNERS, EMPLOYEES, AND AGENTS THAT RELATE TO OR ARISE FROM Clubec9 International Limited’S DECISION REGARDING THE DISPOSITION OF ANY referral.
SECTION 6 Unauthorized Claims and Actions
Distributors/Affiliates agree to indemnify Clubec9 International Limited and Clubec9 International Limited’s directors, officers, managers, members, employees, and agents, and hold them harmless from all liability including judgments, civil penalties, refunds, attorney fees, court costs, or lost business incurred by Clubec9 International Limited as a result of the Distributor’s unauthorized representations or actions. This provision shall survive the termination of the Distributor Agreement.
SECTION 6.1 Income Claims
A Distributor, when presenting or discussing the Clubec9 International Limited opportunity or Payment Policy to a prospective Distributor, may not make income projections, income claims, or disclose his or her Clubec9 International Limited income (including the showing of checks, copies of checks, bank statements, or tax records) unless, at the time the presentation is made, the Distributor provides a current copy of the Clubec9 International Limited statistics proving that income was generated, and a copy of the Earnings Disclaimer to the person(s) to whom he or she is making the presentation.
SECTION 6.2 Opportunity Claims
When presenting or discussing Clubec9 International Limited or the Clubec9 International Limited Payment Policy, you must make it clear to prospects that this is NOT a business opportunity, franchise, or Multi-Level Marketing program.
SECTION 6.3 Earnings Disclaimer
Distributors/Affiliates who promote the distributor program must also include a link to our earnings disclaimer on their page.
SECTION 7 Errors, Tracking or Questions
If a Distributor has questions about or believes any errors have been made regarding commissions, bonuses, referral activity reports, or charges, the Distributor must notify Clubec9 International Limited in writing within 7 days of the date of the purported error or incident in question. Clubec9 International Limited will not be responsible for any errors, omissions, or problems not reported to the Company within 7 days.
Members of Clubec9 International Limited will receive their own tracking links which are used to refer people to distributor offers.
Only people who are tracked through the Clubec9 International Limited tracking links will be credited to a Distributors/Affiliates account. There may be many incidents where a tracking link may not fire a conversion for reasons outside of Clubec9 International Limited's control including but not limited to cookie tracking web security programs, messenger apps that strip redirects, and other browser-based security measures.
Clubec9 International Limited will work to rectify any tracking issues that are in their control and reported by a Distributor.
Clubec9 International Limited will use its sole discretion to decide if a referral should be credited to a Distributor's account.
To avoid some tracking issues Distributors/Affiliates can request a specific private coupon code for Clubec9 International Limited referrals that will avoid any tracking issues.
SECTION 8 Income Taxes & No Employment or Partnership Status
Each Distributor is responsible for paying local, state, and federal taxes on any income generated as an Independent distributor. Clubec9 International Limited cannot provide Distributors/Affiliates with any personal tax advice. Distributors/Affiliates should consult with their own tax accountant, tax attorney, or other tax professional.
The agreement between Clubec9 International Limited and its Distributors/Affiliates does not create an employer/employee relationship, agency, partnership, or joint venture between the Company and the Distributor. Distributors/Affiliates shall not be treated as an employee for his or her services or for Federal or Provincial tax purposes. All Distributors/Affiliates are responsible for paying local, provincial, state, and federal taxes due from all compensation earned as a Distributor of the Company. All Distributors/Affiliates are responsible for paying local, provincial, state, and federal taxes due from all compensation earned as a Distributor of the Company.
Clubec9 International Limited is not responsible for withholding, and shall not withhold or deduct from a Representative’s bonuses and commissions, if any, taxes of any kind, unless withholding becomes legally required. The Distributor has no authority (expressed or implied), to bind the company to any obligation. Distributors/Affiliates are not authorized to and will not incur any debt, expense, obligation, or open any checking account or credit card on behalf of, for, or in the name of Clubec9 International Limited. Each Distributor shall establish his or her own goals, hours, and methods of sale, so long as he or she complies with the terms of the Distributor Agreement, these Policies and Procedures, and applicable laws. Each Distributor shall be solely responsible for paying all expenses incurred, including but not limited to travel, food, lodging, secretarial, office, long-distance telephone, and other expenses. Each Distributor shall establish his or her own goals, hours, and methods of sales promotion, so long as he or she complies with the terms of the Distributor Agreement, these Policies and Procedures, and applicable laws.
SECTION 9 Adherence to Laws and Ordinances
Distributors/Affiliates shall comply with all federal, provincial, state, and local laws and regulations in the conduct of their businesses. Many cities and counties have laws regulating certain home-based businesses. In most cases, these ordinances are not applicable to Distributors/Affiliates because of the nature of their business. However, Distributors/Affiliates must obey those laws that do apply to them. If a city or county official tells a Distributor that an ordinance applies to him or her, the Distributor shall be polite and cooperative, and immediately send a copy of the ordinance to the support helpdesk at Clubec9 International Limited.
SECTION 10 Transfer or Assignment of a Clubec9 International Limited Account
Having a Clubec9 International Limited account does not mean you have a legal business. It is not able to be sold. The sale, transfer, or assignment of a Clubec9 International Limited account is not allowed. If a Distributor wishes to close his or her Clubec9 International Limited account and not receive further commissions then you must notify Clubec9 International Limited in writing. You must be a Premium Clubec9 Distributor member to continue to receive commissions on your referrals. If your membership fees have not been paid in 35 days of the cancellation date for any reason, and you have not applied to be a Distributor, your distributor account will be terminated. The final payment for your distributor commissions on a canceled account will be paid the following month on the 15th.
SECTION 10 Death or Incapacity of a Distributor
The Distributor Agreement is a contract for personal services. Upon the death or incapacitation of a Distributor (as determined by Clubec9 International Limited at its sole and absolute discretion), the Distributor Agreement shall expire and the account will be closed.
SECTION 11 Telemarketing Techniques
The use of phones or SMS text messages to promote Clubec9 Distributor is prohibited.
SECTION 12 Online Account
Clubec9 International Limited makes online accounts available to its Distributors/Affiliates. These accounts provide Distributors/Affiliates access to confidential and proprietary information that may be used solely and exclusively to promote Clubec9 International Limited. However, access to the account is a privilege and not a right. Clubec9 International Limited reserves the right to deny Distributors/Affiliates’ access to the backend tracking at its sole discretion.
SECTION 13 Payment Policy
The Clubec9 International Limited Payment Policy is based on the sale of the Clubec9 International Limited products and services to end consumers. All commissions are paid directly to eligible Distributors/Affiliates based on the payment method indicated in their account and based on their membership status.
Once your traffic has been approved and confirmed as compliant, distributor Payments are sent every Friday to the payment method indicated on a Distributor's account. Please note we have sophisticated fraud detection and manual reviews of accounts prior to any payments being released. This can take up to 30 days during the probation period to assess traffic quality.
Free members are paid on the 15th of each month.
Payments can be sent by Bank transfer, Opay, or Paypal. The fee for a Bank transfer is N500 NGN. Wire info must be sent through the helpdesk.
Payments are calculated on a net 15 basis after the refund period.
Payments may be withheld if the terms of this agreement are broken if there are multiple accounts detected, if there are any number of chargebacks or refunds, or there is an active investigation for compliance.
13.1 Distributor Manager Program
Distributors/Affiliates can qualify to become a Distributor manager for Clubec9 Distributor if they choose to apply. Distributor managers get access to our tiered sub-distributor referral program. To qualify you must have at least 300 direct referrals to our program.
SECTION 14 Refunds
Due to the nature of Clubec9 International Limited’s online business, products are available at the time of purchase. As such, Clubec9 International Limited has a strict 14 days return policy in effect, which begins from the date of purchase.
Distributors/Affiliates receive commissions based on the actual sales of the product to end consumers after the refund period. When the Company issues a refund to a customer, the Distributor who received a commission based on the sale of the refunded product or service agrees that he or she shall reimburse Clubec9 International Limited the amount of the refund. The system will automatically remove refunds from the most recent payment due to Distributors/Affiliates.
If there is a larger than normal amount of chargebacks or refunds from a Distributors/Affiliates referrals, that distributor may be required to pay back the chargebacks or the account may be deactivated and payments withheld.
SECTION 15 Reports
All information provided by Clubec9 International Limited in referral activity or referral genealogy reports, including but not limited to sales information and click activity is believed to be accurate and reliable. Nevertheless, due to various factors including but not limited to the inherent possibility of human, digital, and mechanical error; the accuracy, completeness, and timeliness of orders; denial of credit card and electronic check payments; returned products; credit card and electronic check chargebacks; the information is not guaranteed by Clubec9 International Limited or any persons creating or transmitting the information.
ALL PERSONAL AND REFERRAL SALES INFORMATION IS PROVIDED "AS IS" WITHOUT WARRANTIES, EXPRESS OR IMPLIED, OR REPRESENTATIONS OF ANY KIND WHATSOEVER. IN PARTICULAR BUT WITHOUT LIMITATION THERE SHALL BE NO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, OR NONINFRINGEMENT.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, Clubec9 International Limited AND/OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION WILL IN NO EVENT BE LIABLE TO ANY DISTRIBUTOR OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF OR ACCESS TO PERSONAL AND/OR REFERRAL SALES INFORMATION (INCLUDING BUT NOT LIMITED TO LOST PROFITS, COMMISSIONS, LOSS OF OPPORTUNITY, AND DAMAGES THAT MAY RESULT FROM INACCURACY, INCOMPLETENESS, INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE INFORMATION), EVEN IF Clubec9 International Limited OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, Clubec9 International Limited OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO YOU OR ANYONE ELSE UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHER THEORY WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO.
Access to and use of Clubec9 International Limited’s online reporting services and your reliance upon such information is at your own risk. All such information is provided to you "as is". If you are dissatisfied with the accuracy or quality of the information, your sole and exclusive remedy are to discontinue use of and access to Clubec9 International Limited’s online reporting services and your reliance upon the information and cease to operate as a Distributor with us.
SECTION 16 Monthly Billing
The training and product subscription fees are automatically paid each month with a credit or debit card which may be maintained on file with Clubec9 International Limited. Distributors/Affiliates may make adjustments to their monthly subscription in the members' area of the Clubec9 International Limited website.
SECTION 17 DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
Violation of any term of the Agreement or the violation of any common law duty, including but not limited to any applicable duty of loyalty, or any illegal, fraudulent, deceptive or unethical business conduct, or any act or omission by a Distributor that, in the sole discretion of the Company may damage its reputation or goodwill (such damaging act or omission need not be related to the Distributor’s Clubec9 International Limited promotions), may result, at Clubec9 International Limited's discretion, in one or more of the following corrective measures:
• Issuance of a written warning or admonition;
• Requiring the Distributor to take immediate corrective measures;
• Suspension of the individual’s Distributor Agreement for one or more pay periods;
• Transfer or removal of some or all of a Distributor’s Distributors/Affiliates from the offending
Distributor’s Marketing team;
• Involuntary termination of the offender’s Distributor Agreement;
• Suspension and/or termination of the offending Distributor’s ability to access the Clubec9 International Limited website distributor Back Office; or
• Any other measure expressly allowed within any provision of the Agreement or which Clubec9 International Limited deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the Distributor’s policy violation or contractual breach.
In all situations when a Suspension is issued and commissions withheld, commissions will be paid to Admin until such time that the suspended account is reinstated. The reason for this is to keep everyone honest in their dealings and allegations of wrongdoing. In situations deemed appropriate by Clubec9 International Limited, the Company may institute legal proceedings for monetary and/or equitable relief.
SECTION 18 Governing Law, Jurisdiction and Venue
Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in Nigeria.
SECTION 19 CANCELLATION OF THE AGREEMENT AND RECLASSIFICATION
So long as a Distributor remains an active Member and complies with the terms of the Agreement, Clubec9 International Limited shall pay commissions to such Distributor in accordance with the Payout Structure. Distributor’s commissions constitute the entire consideration for the Distributor's efforts in generating sales of Clubec9 International Limited services and all activities related to generating such sales (including building a Marketing Team).
Following a Distributor’s or Distributor Manager's non-renewal of his or her Clubec9 Distributor premium membership, that distributor or distributor manager will not be able to participate in the partner program unless they apply and will only receive commissions up until the cancellation date of their premium account. Vault Media Inc reserves the right to refuse any distributor for any reason or no reason.
SECTION 20 - Monthly Referral Minimum Qualification Requirement.
Currently, there is no minimum monthly referral requirement to remain an active distributor.
SECTION 21 Involuntary Cancellation
A Distributor’s violation of any of the terms of the Agreement, including any amendments that may be made by Clubec9 International Limited in its sole discretion, may result in the involuntary cancellation of his or her Distributor Agreement. Cancellation shall be effective on the date on which written notice is mailed, emailed, faxed, or delivered to an express courier, to the Distributor’s last known address, email address, or fax number, or to his or her attorney, or when the Distributor receives actual notice of cancellation, whichever occurs first.
Clubec9 International Limited reserves the right to terminate all Distributor Agreements upon thirty 24 hours written notice in the event that it elects to: (1) cease business operations; (2) dissolve as a corporate entity; or (3) terminate distribution of its products via direct selling.(4) terminate the distributor program.
SECTION 22 Voluntary Cancellation
A participant in this distributor marketing program has a right to cancel at any time, regardless of the reason. Cancellation must be submitted in writing to the Company at its principal business address or through the helpdesk in the members' area.
If such a former Distributor has an active subscription to any of the Company’s subscription-¬‐based products or services, such subscription(s) shall remain in force and the former Distributor shall be reclassified as a customer unless the Distributor also specifically requests that his or her subscription(s) also be canceled.
SECTION 23 –Definitions
Active Distributor — A distributor is one who satisfies the requirements, as set forth in the 2.1
Cancel — The termination of a Distributor’s business. Cancellation may be either voluntary, involuntary, through non-renewal or inactivity.
Customer — An individual or entity that purchases Clubec9 International Limited products or services from a Distributor, but who is not a Distributor
SECTION 24 - Maintenance or Support. Clubec9 International Limited is not under any obligation to provide maintenance or support for the Application. Clubec9 International Limited may provide maintenance or support for the Application in Clubec9 International Limited's sole discretion.
Uninstallation. You may, at any time, uninstall the Application by utilizing your mobile device's procedures for uninstalling downloaded applications.
Third-Party Terms. You must comply with applicable third-party terms of service when using the Application, including any terms required by your mobile carrier or device manufacturer.
Apple and Google-specific Terms. The following additional terms and disclosures only apply to you if you use the Application through the Apple or Google operating systems, if available and as applicable:
- This is a custom end-user license agreement between you and Clubec9 International Limited, and not with Apple. Clubec9 International Limited, and not Apple, is solely responsible for the Application, the Services, and the related content.
- Clubec9 International Limited grants you the non-transferable right to use the Application on any Apple-branded products that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service.
- Apple has no obligation whatsoever to furnish any maintenance and support services with respect to this Application.
- In the event of any failure of the Application to conform to any applicable warranty, if any, you may notify Apple, and Apple will refund the purchase price, if applicable, for the Application to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure of to conform to any warranty, if any, will be the sole responsibility of Clubec9 International Limited.
- Clubec9 International Limited, and not Apple, is responsible for addressing any claims by you or any third party relating to the Application or your possession and/or use of the Application, including but not limited to: (a) product liability claims; (b) any claim the Application fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation, including in connection with the Application's use of the HealthKit and HomeKit frameworks, if applicable.
- In the event of any third party claim that the Application or your possession and use of that Application infringe that third party's intellectual property rights, Clubec9 International Limited, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
- You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country, and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- Any questions, complaints, or claims with respect to the Application should be directed to BBC Systems Inc. 1945 W. County Road 419, Suite 1141-212, Oviedo, Florida, 32766 or support[at]Clubec9 International Limited.com.
- You must comply with applicable third-party terms of agreement when using the Application.
- Apple and Apple's subsidiaries are third-party beneficiaries of these Terms, and, upon your acceptance, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.
SECTION 25 - Google
- This is a separate end user license agreement between you and Clubec9 International Limited, and not with Google.
- Subject to, and in accordance with, these Terms and any required payments, Clubec9 International Limited grants to You, and You accept from Clubec9 International Limited, a non-exclusive, worldwide, and perpetual license to perform, display, and use the Application on your device that can access Google Play. The user may include but is not limited to, a family group, with a family manager and family members whose accounts are joined together for the purpose of creating a family group. Family groups on Google Play are subject to reasonable limits designed to prevent abuse of family sharing features. Users in a family group may purchase a single copy of the Services (except in-app and subscription products, which cannot be shared) and share it with other family members in their family group. This license is automatically revoked if you violate any of these Terms.
- You are allowed unlimited reinstalls of the Application, unless and until Clubec9 International Limited removes the Application from the Google Play or any other Google-branded distribution platform.
- Clubec9 International Limited, and not Google, will have the sole responsibility to undertake or handle support and maintenance of the Application or any complaints about the Application, subject to these Terms.
- Clubec9 International Limited, and not Google, is responsible for addressing any claims by you or any third party relating to the Application or your possession and/or use of the Application, including but not limited to: (a) product liability claims; (b) any claim the Application fails to conform to any applicable legal or regulatory requirement; (c) intellectual property claims; and (d) claims arising under consumer protection, privacy, or similar legislation, if applicable.
- Clubec9 International Limited, and not Google, is solely responsible for Clubec9 International Limited's breach of any agreement with Google, any applicable third-party contract or terms of service, or any applicable law or regulation.
- Any questions, complaints, claims, or issues regarding defects or performance issues with respect to the Application should be directed to BBC Systems Inc. support[at]Clubec9.com
SECTION 26 - HYPERLINKS