The Payer Player, LLC

INDEPENDENT AFFILIATE TERMS AND CONDITIONS

01-August-2009

 

 

 

 

 

Date	Rev	Explanation of Changes	Approver
08/01/09	1.0	Initial release of The Payer Player Terms and Conditions.	Butts, Bradford
08/27/09	1.1	Added Revision History, updated mailing address from Clemmons to Charlotte (2X), further clarified username restrictions, various trivial format corrections	Butts, Bradford

 

At The Payer Player, LLC, we are committed to the highest standards of ethics, integrity, and accountability. Our employees and family of Independent Affiliates are our most valued assets, each with a shared responsibility in fulfilling our mission.

 

The Payer Player, in the simplest form of our business model, embodies and encourages entrepreneurship, teamwork, and fiscal independence with an unmatched commission plan that positions our community of Independent Affiliates with the most lucrative and exciting opportunity in affiliate marketing, so that their successful attainment of financial independence continues to be the foundation of our business.

 

 

These Terms and Conditions, in their present form and as amended from time to time at the sole discretion of The Payer Player, LLC (hereafter "ThePayerPlayer" or the "Company"), are incorporated into, and form an integral part of, ThePayerPlayer Affiliate Application. Throughout these Terms and Conditions, when the term "Agreement" is used, it collectively refers to ThePayerPlayer Independent Affiliate Application, these Terms and Conditions, and ThePayerPlayer Affiliate Marketing Program, and ThePayerPlayer Business Entity Registration Form (if applicable). It is the responsibility of each Affiliate to read, understand, adhere to, and ensure that he or she is aware of and operating under the most current version of these Terms and Conditions. When referring new subscribers or enrolling a new Affiliates, it is the responsibility of the referring Affiliate to ensure that the applicant is provided with, or has online access to, the most current version of these Terms and Conditions and ThePayerPlayer Affiliate Marketing Program prior to his or her execution of ThePayerPlayer Terms and Conditions.

 

ThePayerPlayer is an Online On/Off Web Communications MegaHub that utilizes an affiliate sales platform to market its services through Independent Affiliates (hereafter "Affiliate" or "Affiliates"). It is important to understand that an Affiliate’s success and the success of his or her fellow Affiliates depend on the integrity of the men and women who market the Company’s services.  To clearly define the relationship that exists between Affiliates and ThePayerPlayer, and to explicitly set a standard for acceptable business conduct, ThePayerPlayer has established the Agreement.

ThePayerPlayer Affiliates are required to comply with all of the Terms and Conditions which ThePayerPlayer may amend at its sole discretion from time to time, as well as all federal, state, and local laws governing their ThePayerPlayer business and their conduct. Because an Affiliate may be unfamiliar with many of these standards of practice, it is very important that an Affiliate reads and abides by the Agreement. Please review the information in these Terms and Conditions carefully. It explains and governs the relationship between an Affiliate, as an independent contractor, and the Company. If any of ThePayerPlayer Affiliates has any questions regarding any policy or rule, he or she should not hesitate to seek an answer from his or her referring Affiliate or from ThePayerPlayer Affiliate Success Team.

 

Because federal, state, and local laws, as well as the business environment, periodically change, ThePayerPlayer reserves the right to amend the Agreement and its subscription model in its sole and absolute discretion. By executing the ThePayerPlayer Terms and Conditions, an Affiliate agrees to abide by all amendments that ThePayerPlayer elects to make. Amendments shall be effective upon notice to all Affiliates that the Agreement has been modified. Notification of amendments shall be published in Official ThePayerPlayer Materials. The Company shall provide or make available to all Affiliates a complete copy of the amended provisions by one or more of the following methods: (1) posting on the Company's official website; (2) electronic mail (e-mail); (3) fax-on-demand; (4) voice mail system broadcast; (5) inclusion in Company periodicals; (6) inclusion in with checks; or (7) special mailings. The continuation of an Affiliate’s business with ThePayerPlayer or an Affiliate’s acceptance of bonuses or commissions constitutes acceptance of any and all amendments.

 

ThePayerPlayer expressly reserves the right to terminate this Agreement upon 30 days written notice and in the event that it elects to:

a)      Cease business operations; or

b)      Dissolve as a corporate entity;

Furthermore, the Company has the right to terminate this Agreement at its sole election, for any reason, upon 30 days written notice to an Affiliate. An Affiliate has the right to cancel at any time, regardless of reason. In order to cancel, an Affiliate must complete and return the ThePayerPlayer Cancellation Form found in the Support Center, located within the Help/Support section of the Payer Player website, accessible via the Affiliate’s Replicated site, or provide written notice to the Company at its principal business address at 310 Arlington Avenue, Charlotte, NC 28203, so that a Cancellation Form may be provided for an Affiliate to execute and return. ThePayerPlayer will not process a cancellation request without receipt of this completed form. Any questions can be addressed to ThePayerPlayer Affiliate Success at 888-210-3552.

 

Ongoing Qualification requirements are outlined in the ThePayerPlayer Affiliate Marketing Program, which is published on the ThePayerPlayer Internet website at www.ThePayerPlayer.com/How_You_Earn_Commission and is incorporated herein by reference.  Each Affiliate understands that the Company will pay all commissions earned by an Affiliate up to any termination, cancellation, or suspension. Each Affiliate understands that Company will not pay commissions for periods when he or she is not Qualified.

 

ThePayerPlayer 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.

 

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.

 

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 ThePayerPlayer to exercise any right or power under the Agreement or to insist upon strict compliance by an Affiliate 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 ThePayerPlayer's right to demand exact compliance with the Agreement.  Waiver by ThePayerPlayer can be effectuated only in writing by an authorized officer of the Company. ThePayerPlayer's waiver of any particular breach by an Affiliate shall not affect or impair ThePayerPlayer's rights with respect to any subsequent breach, nor shall it affect in any way the rights or obligations of any other Affiliate. Nor shall any delay or omission by ThePayerPlayer to exercise any right arising from a breach affect or impair ThePayerPlayer's rights as to that or any subsequent breach.

 

The existence of any claim or cause of action of an Affiliate against ThePayerPlayer shall not constitute a defense to ThePayerPlayer's enforcement of any term or provision of the Agreement.

 

 

4.1.1.      Participant

A prospective Affiliate may join ThePayerPlayer as a Participant by enrolling online, free of charge. Participants are commissioned to refer ThePayerPlayer and related services and can qualify to earn direct referral commissions from the subscribers the personally refer. 

 

4.1.2.      Player

A prospective Affiliate may join ThePayerPlayer by enrolling into the optional Player position.  The signup fee consists of a monthly $9.95 Subscription Fee.  Players are commissioned to refer ThePayerPlayer and related services and enjoy full Player level access to all aspects of the Affiliate Marketing Program as described therein.

 

To become a ThePayerPlayer Affiliate, each applicant must:

a)    Be of the age of majority in his or her state of residence; or have the permission of a parent or guardian if an adolescent between the ages of 14 and 18

b)    Reside in the United States, a U.S. Territory, or any country that ThePayerPlayer has officially announced is open for business;

c)    Have a valid Social Security or Federal Tax ID number; and

d)    Confirm their full review and acceptance of a properly executed ThePayerPlayer Terms and Conditions to ThePayerPlayer electronically during the online enrollment process.

 

 

No person is required to purchase ThePayerPlayer products, services or sales aids, or to pay any charge or fee (other than the Player subscription, if this Affiliate status option is selected) to become an Affiliate.  In order to familiarize new Affiliates with ThePayerPlayer services, sales techniques, sales aids, and other matters, the Company recommends that they utilize the resources provided in the Affiliate’s Back Office.

 

 

Once an Affiliate Application and Agreement has been accepted by ThePayerPlayer, the benefits of the Affiliate Marketing Program and the Agreement are available to the new Affiliate.  These benefits include the right to:

(a)   Refer Customers to ThePayerPlayer’s services;

(b)   Participate in the ThePayerPlayer Affiliate Marketing Program (receive commissions, if eligible);

(c)    Refer other individuals as Customers or Affiliates into the ThePayerPlayer business and thereby, build a Personal Subscriber Community and progress through the ThePayerPlayer Affiliate Marketing Program;

(d)   Receive periodic ThePayerPlayer literature and other ThePayerPlayer communications;

(e)    Participate in ThePayerPlayer-sponsored support, service, training, motivational and recognition functions, upon payment of appropriate charges, if applicable; and

(f)     Participate in promotional and incentive contests and programs sponsored by ThePayerPlayer for its Affiliates.

 

Additionally, ThePayerPlayer provides the following support to its Independent Affiliates:

i.        ThePayerPlayer will maintain an Affiliate’s Community organization, sales, and commissions payment history;

ii.      ThePayerPlayer will provide literature and sales aids necessary to enable the Affiliate to commence his or her business which are available free of charge on the Internet website of the Company;

iii.    ThePayerPlayer will calculate and provide payment of commissions and bonuses pursuant to the Affiliate Marketing Program as published on the ThePayerPlayer Internet website and incorporated herein by reference; and

iv.    ThePayerPlayer will ship ordered sales aids within ten (10) days of receipt of order and/or clearance of funds, subject to availability of items ordered.

 

 

The term of the Agreement is one month from the date of its acceptance by ThePayerPlayer (subject to prior termination or reclassification pursuant to Section 11 (Downgrades and Cancellations)).  A Participant does not need to take any action to renew their account. Players must renew their Affiliate Agreement each month by paying a monthly subscription fee of $9.95 on or before the monthly anniversary from the date they initially subscribed.  If an Affiliate’s (Player’s) monthly subscription fee is not paid within 30 days after the expiration of the current term of the Agreement, the Agreement will be canceled.  Affiliates who are not Active for 3 months will be governed by Section 11.

 

By executing an Affiliate Agreement, an Affiliate grants to ThePayerPlayer the right to record, use, publish, reproduce, advertise, his or her name, picture or likeness, and voice, and to make use of any episodes involving his or her use of ThePayerPlayer's products on photographs, films and audio and videotapes, to edit these photographs or recordings at ThePayerPlayer's discretion, and to incorporate these photographs or recordings into brochures, flyers, websites, other promotional materials, movie and sound films or audio- and video-tapes, broadcast (radio and television, including cable and satellite transmissions) programs, or otherwise, and to use and license others to use such photographs, recordings, movie and sound films and audio and videotapes and broadcast programs in any manner of media whatsoever without compensation, in perpetuity, including unrestricted use for purposes of publicity, advertising and sales promotion.  A Representative may withdraw his or her authorization at any time by providing written notice to ThePayerPlayer at its principal place of business for any use that has not already been publicized.

 

 

Affiliates must adhere to the terms of the ThePayerPlayer Affiliate Marketing Program as set forth in official ThePayerPlayer literature.  Affiliates shall not offer the ThePayerPlayer opportunity through, or in combination with, any other system, program, or method of marketing other than that specifically set forth in official ThePayerPlayer literature.  Affiliates shall not require or encourage other current or prospective Customers or Affiliates to participate in ThePayerPlayer in any manner that varies from the program as set forth in official ThePayerPlayer literature. Affiliates shall not require or encourage other current or prospective Customers or Affiliates to execute any agreement or contract other than official ThePayerPlayer agreements and contracts in order to become an Affiliate of ThePayerPlayer.  Similarly, Affiliates shall not require or encourage other current or prospective Customers or Affiliates to make any purchase from, or payment to, any individual or other entity to participate in the ThePayerPlayer Affiliate Marketing Program other than those purchases or payments identified as recommended or required in official literature of ThePayerPlayer.

 

5.2.1.      General

All Affiliates shall safeguard and promote the good reputation of ThePayerPlayer and its services.  The marketing and promotion of ThePayerPlayer, the ThePayerPlayer opportunity, the Affiliate Marketing Program, and ThePayerPlayer services shall be consistent with the public interest, and must avoid all discourteous, deceptive, misleading, unethical, or immoral conduct or practices.

 

To promote both the services and the tremendous opportunity ThePayerPlayer offers, Affiliates must use the sales aids and support materials produced by ThePayerPlayer and made available through an Affiliate’s Back Office.  The rationale behind this requirement is simple.  ThePayerPlayer has carefully designed its overall branding, Affiliate Marketing Program, and promotional materials to ensure that each aspect of ThePayerPlayer is fair, truthful, substantiated, and complies with the vast and complex legal requirements of federal and state laws.  If ThePayerPlayer Affiliates were allowed to develop their own sales aids and promotional materials, notwithstanding their integrity and good intentions, the likelihood that they would unintentionally violate any number of statutes or regulations affecting ThePayerPlayer business is almost certain.  These violations, although they may be relatively few in number, would jeopardize the ThePayerPlayer opportunity for all Affiliates.

 

Accordingly, Affiliates that choose to produce their own literature, advertisements, sales aids, promotional materials, or Internet web pages must seek approval from the ThePayerPlayer Compliance Department by completing and submitting a Marketing Approval Form.  It is important to note that, once approved, these Affiliates must re-register every six months in order to ensure that they remain compliant.

 

ThePayerPlayer will not permit Affiliates, under any circumstances, to create side businesses selling sales aids to other ThePayerPlayer Affiliates.

 

If an advertising violation is discovered, it must be brought to the Company's attention immediately via compliance@ThePayerPlayer.com.  Any Representative found violating the ThePayerPlayer advertising policy, including but not limited to logo reproduction on any marketing materials, websites, or sales aids, will be subject to disciplinary action outlined in Section 9.1 (Disciplinary Sanctions).  Any questions about the ThePayerPlayer advertising policy and use of the ThePayerPlayer Logo should be addressed to the Affiliate Success Department at 888-210-3552.

 

5.2.2.      Representative Websites

If a Representative desires to utilize an Internet web page to promote his or her business, he or she may do so through the Company’s replicated website program, unless the website they are using is for informational purposes only, and said website is registered and approved by the ThePayerPlayer Compliance Department.  We do discourage personal websites and encourage the sole use of the corporate replicated websites as they seamlessly link directly to the official ThePayerPlayer website pages giving the Affiliate a professional and Company-approved presence on the Internet.  No Affiliate may independently design a website that uses the names, logos, or descriptions of ThePayerPlayer services or otherwise promotes (directly or indirectly) ThePayerPlayer services or the ThePayerPlayer opportunity unless said site is registered and approved with our Compliance Department.  An Affiliate may not in any instance use "blind" ads on the Internet that make service or income claims which are ultimately associated with ThePayerPlayer services, the ThePayerPlayer opportunity, or the ThePayerPlayer Affiliate Marketing Program. The use of any other Internet website or web page (including without limitation auction sites such as eBay) to in any way promote the sale of ThePayerPlayer services, the ThePayerPlayer opportunity, or the Affiliate Marketing Program is a breach of the Agreement and may result in any of the disciplinary sanctions set forth in Section 9.1 (Disciplinary Sanctions).

 

5.2.3.      Blogs, Chat Rooms, Social Networks, Online Auctions, and other Online Forums

Affiliates may utilize such online forums for the sole purpose of communicating with their organizations.  Such postings may not in any way position ThePayerPlayer in a negative manner and must be in compliance with Section 6.4 (Non-Disparagement) of these Terms and Conditions.  Affiliates may NOT represent themselves as "ThePayerPlayer" or any other misleading nomenclature on any online blogs, chat rooms, social networks, online auctions sites, or any other online presence that may lead one to believe that such page or posting is maintained by ThePayerPlayer.  All representations of relationship with ThePayerPlayer must comply with Section 5.16 (Independent Contractor Status) of these Terms and Conditions.  Furthermore, any online blogs, chat rooms, social networks, or other online forums that are utilized must always, without exception, include the email address compliance@ThePayerPlayer.com so that ThePayerPlayer's compliance department can be an informed party.  Regardless of the compliant nature of any electronic distributions as described above, representatives who do not include the above-mentioned email address in the distribution will be in violation of this Section.

 

5.2.4.      Domain Names and Email Addresses

Affiliates may not use or attempt to register any of ThePayerPlayer's trade names, trademarks, service names, service marks, product names, the Company's name, or any derivative thereof, for any Internet domain name.  Nor may Affiliates incorporate or attempt to incorporate any of the Company's trade names, trademarks, service names, service marks, product names, the Company's name, or any derivative thereof, into any electronic mail address.

 

5.2.5.      Trademarks and Copyrights

ThePayerPlayer will not allow the use of its trade names, trademarks, designs, or symbols by any person, including ThePayerPlayer Affiliates, without its prior, written permission. Affiliates may not produce for sale or distribution any recorded Company events and speeches without written permission from ThePayerPlayer, nor may Affiliates reproduce for sale or for personal use any recording of Company-produced audio or video tape presentations.  Written permission can be obtained through ThePayerPlayer compliance at compliance@thepayerplayer.com.

 

5.2.6.      Media and Media Inquiries

Representatives must not attempt to respond to media inquiries regarding ThePayerPlayer, its products or services, or their independent ThePayerPlayer business.  All inquiries by any type of media must be immediately referred to ThePayerPlayer's Affiliate Success Department at 888-210-3552.  This policy is designed to assure that accurate and consistent information is provided to the public as well as a proper public image.  Affiliates must not utilize radio or television media for the advertising, distribution or promotion of ThePayerPlayer services or opportunity without the express written consent of ThePayerPlayer.  In the event that ThePayerPlayer does grant permission for the use of such media, ThePayerPlayer must have final authority on every stage of the production process with full rights to all recordings.

 

5.2.7.      Unsolicited Email

ThePayerPlayer does not permit 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 an Affiliate that promotes ThePayerPlayer, the ThePayerPlayer opportunity, or ThePayerPlayer products and services must comply with all applicable laws, including without limitation, the following:

(a)   There must be a functioning return email address to the sender

(b)   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 solicitations or correspondence not be sent to him or her (a functioning "opt-out" notice)

(c)    The email must include the Affiliate’s physical mailing address

(d)   The email must clearly and conspicuously disclose that the message is an advertisement or solicitation

(e)    The use of deceptive subject lines and/or false header information is prohibited

(f)     All opt-out requests, whether received by email or regular mail, must be honored. If an Affiliate receives an opt-out request from a recipient of an email, the Affiliate must forward a copy of the opt-out request to the Company

 

ThePayerPlayer may periodically send commercial emails on behalf of Affiliates.  By entering into the Agreement, Affiliates agree that the Company may send such emails and that the Affiliate’s physical and email addresses will be included in such emails as outlined above.  Affiliates shall honor opt-out requests generated as a result of such emails sent by the Company.

 

5.2.8.      Unsolicited Faxes

Except as provided in this section, Affiliates may not use or transmit unsolicited faxes or use an automatic telephone dialing system relative to the operation of their ThePayerPlayer businesses.  The term "automatic telephone dialing system" means equipment which has the capacity to: (a) store or produce telephone numbers to be called, using a random or sequential number generator; and (b) to dial such numbers.  The term "unsolicited faxes" means the transmission via telephone facsimile of any material or information advertising or promoting ThePayerPlayer, its services, the Affiliate Marketing Program or any other aspect of the Company which is transmitted to any person, except that these items do not include a fax: (a) to any person with that person's prior express invitation or permission; or (b) to any person with whom the Affiliate has an established business or personal relationship.  The term "established business or personal relationship" means a prior or existing relationship formed by a voluntary two way communication between an Affiliate and a person, on the basis of: (a) an inquiry, application, purchase or transaction by the person regarding services offered by such Affiliate; or (b) a personal or familial relationship, which relationship has not been previously terminated by either party. All Affiliates must comply with all local, state or federal laws governing faxes.

 

5.2.9.      Giveaways, Lotteries, and Drawings

Affiliates who wish to promote their business or services through gifting a prize must strictly adhere to the following guidelines, as well as state and local laws.  Under no circumstances may an Affiliate promote or offer a lottery, which includes but is not limited to, selling "raffle tickets" or charging any other fee of any kind in order to allow an individual to be included in the promotion or giveaway.  Typically state laws define a "lottery" as a disposition of property (a "prize"), on contingency determined by chance (such as a random drawing), to a person who has paid or provided something of value for the chance of winning the prize. If an Affiliate chooses to move forward with a promotion the Affiliate must register the promotion with ThePayerPlayer's Compliance Department, receive written approval, which may be withheld in its sole discretion, and purchase "prize" in full before promoting, advertising, or conducting said giveaway.

 

Bonus buying is strictly and absolutely prohibited.  "Bonus buying" includes: (a) the enrollment of individuals or entities without the knowledge of and/or execution of an Independent Affiliate Application and Agreement by such individuals or entities; (b) the fraudulent enrollment of an individual or entity as an Affiliate or Subscriber; (c) the enrollment or attempted enrollment of non-existent individuals or entities as Affiliates or Subscribers ("phantoms"); (d) purchasing ThePayerPlayer products or services on behalf of another Affiliate or Customer, or under another Affiliate’s or Customer's I.D. number, to qualify for commissions; and/or (e) any other mechanism or artifice to qualify for Qualification Levels, incentives, prizes, commissions or bonuses that is not driven by bona fide provisions of the Affiliate Marketing Program.

 

A corporation, limited liability company, partnership or trust (collectively referred to in this section as a "Business Entity") may apply to be a ThePayerPlayer Affiliate by submitting its Certificate of Incorporation, Certificate of Organization, Partnership Agreement or trust documents (these documents are collectively referred to as the "Entity Documents") to ThePayerPlayer, along with a properly completed Business Entity Registration Form.  If an Affiliate enrolls online, the Entity Documents and Business Entity Registration Form must be submitted to ThePayerPlayer within 30 days of the online enrollment.  (If not received within the 30-day period, the Agreement shall automatically terminate.)  The Business Entity Registration Form must be signed by all of the shareholders, members, partners or trustees.  Members of the entity are jointly and severally liable for any indebtedness or other obligation to ThePayerPlayer.

 

To prevent the circumvention of Section 5.25 (Sale, Transfer or Assignment of ThePayerPlayer Business), regarding transfers and assignments of ThePayerPlayer business, if an additional partner, shareholder, member, or other business entity affiliate is added to a business entity, the original applicant must remain as a party to the original Agreement.  If the original Affiliate wants to terminate his or her relationship with the Company, he or she must transfer or assign his or her business in accordance with Section 5.25.  If this process is not followed, the business shall be canceled upon the withdrawal of the original Affiliate.  All commission checks owed for the current period will be sent to the address of record of the original Affiliate.  Please note that the modifications permitted within the scope of this paragraph only include a change of sponsorship in accordance with the terms expressed in the Affiliate Marketing Program. Changes of sponsorship are addressed in Section 5.5 (Change of Sponsor), below.  ThePayerPlayer may, at its discretion, require notarized documents before implementing any changes to any ThePayerPlayer business.  Please allow 30 days after the receipt of the request by ThePayerPlayer for processing.

 

5.4.1.      Changes to a Business Entity

Any ThePayerPlayer business may change its status under the same referring Affiliate from an individual to a partnership, LLC, corporation or trust, or from one type of entity to another.  There is no fee required for a change in status requested, but a written request is required.  Such changes shall be processed only once per year and must be submitted by November 30 to become effective on January 1 of the following year.  In addition, Affiliates operating their ThePayerPlayer businesses utilizing a business entity must notify ThePayerPlayer of the addition or removal of any officers, directors, shareholders, managers, members or business associates of the business entity.  Contact ThePayerPlayer’s Compliance Department for assistance making changes to a business entity.

 

To protect the integrity of all Affiliate Marketing Organizations and safeguard the hard work of all Affiliates, ThePayerPlayer prohibits changes in sponsorship.  Maintaining the integrity of sponsorship is critical for the success of every Affiliate and Affiliate Marketing Organization.  Accordingly, the transfer of a ThePayerPlayer business from one Sponsor to another is rarely permitted.

 

Requests for change of sponsorship must be submitted in writing to the Affiliate Success Department, and must include the reason for the transfer.  Transfers will only be considered if the Affiliate seeking to transfer submits a properly completed and fully executed Sponsorship Transfer Form which includes the written approval of his or her immediate sponsoring Affiliate, and more specifically all parties whose income will be affected by the transfer.  Photocopied or facsimile signatures are not acceptable.  All Affiliate signatures must be notarized.  The Affiliate who requests the transfer must submit a fee of $50.00 for administrative charges and data processing.  The transferring Affiliate, under no circumstances, may move any of the Affiliates in his or her Affiliate Marketing Organization with their transfer.

 

In cases whereby the appropriate sponsorship change procedures have not been followed, and an Affiliate Marketing Organization has been developed in the second business developed by an Affiliate, ThePayerPlayer reserves the sole and exclusive right to determine the final disposition of the Affiliate Marketing Organization.  Resolving conflicts over the proper placement of a Community that has developed under an organization that has improperly switched sponsors is often extremely difficult.  Therefore, REPRESENTATIVES WAIVE ANY AND ALL CLAIMS AGAINST THEPAYERPLAYER THAT RELATE TO OR ARISE FROM THEPAYERPLAYER'S DECISION REGARDING THE DISPOSITION OF ANY AFFILIATE MARKETING ORGANIZATION THAT DEVELOPS BELOW AN ORGANIZATION THAT HAS IMPROPERLY CHANGED LINES OF SPONSORSHIP.

 

5.5.1.      Cancellation and Re-application

An Affiliate may legitimately change organizations by voluntarily cancelling his or her ThePayerPlayer business and remaining inactive (i.e., no referring, no customer registrations, no attendance at any ThePayerPlayer functions, participation in any other form of Affiliate activity, or operation of any other ThePayerPlayer business) for three (3) full calendar months.  Following the three (3) month period of inactivity, the former Affiliate may reapply under a new referring Affiliate.  ThePayerPlayer will consider waiving the three (3) month waiting period under exceptional circumstances.  Such requests for waiver must be submitted to ThePayerPlayer in writing with a notarized signature.

 

5.6.1.      Indemnification

An Affiliate is fully responsible for all of his or her verbal and written statements made regarding ThePayerPlayer products, services, and the Affiliate Marketing Program which are not expressly contained in Official ThePayerPlayer Materials. Affiliates agree to indemnify ThePayerPlayer and ThePayerPlayer's directors, officers, employees, and agents, and hold them harmless from any and all liability including judgments, civil penalties, refunds, attorney fees, court costs, or lost business incurred by ThePayerPlayer as a result of the Affiliate’s (i) unauthorized representations or actions; (ii) breach of this Agreement or any applicable laws; or (iii) conduct of his or business.  This provision shall survive the termination of the Agreement.

 

5.6.2.      Income Claims

In their enthusiasm to enroll prospective Affiliates, some Affiliates are occasionally tempted to make income claims or earnings representations to demonstrate the inherent power of affiliate marketing.  This is counterproductive because new Affiliates may become disappointed very quickly if their results are not as extensive or as rapid as the results others have achieved.  At ThePayerPlayer, the Company firmly believes that the ThePayerPlayer income potential is great enough to be highly attractive, without reporting the earnings of others.

 

Moreover, the Federal Trade Commission and several states have laws or regulations that regulate or even prohibit certain types of income claims and testimonials made by persons engaged in affiliate marketing.  While Affiliates may believe it beneficial to provide copies of checks, or to disclose the earnings of themselves or others, such approaches have legal consequences that can negatively impact ThePayerPlayer as well as the Affiliate making the claim unless appropriate disclosures required by law are also made contemporaneously with the income claim or earnings representation.  Because ThePayerPlayer Affiliates do not have the data necessary to comply with the legal requirements for making income claims, an Affiliate, when presenting or discussing the ThePayerPlayer opportunity or Affiliate Marketing Program to a prospective Affiliate, may not make income projections, income claims, or disclose his or her ThePayerPlayer income (including the showing of checks, copies of checks, bank statements, or tax records).

 

5.6.3.      Income Disclosure Statement

ThePayerPlayer's corporate ethics compel the Company to do not merely what is legally required, but rather, to conduct the absolute best business practices.  To this end, the Company may develop a ThePayerPlayer Income Disclosure Statement ("IDS").  The ThePayerPlayer IDS will be designed to convey truthful, timely, and comprehensive information regarding the income that ThePayerPlayer Affiliates earn.

 

A copy of the IDS, when published by the Company, must be presented to a prospective Affiliate (someone who is not a party to a current Agreement) anytime that any type of income claim or earnings representation is made.

 

The terms "income claim" and/or "earnings representation" (collectively "income claim") include: (1) statements of average earnings, (2) statements of non-average earnings, (3) statements of earnings ranges, (4) income testimonials, (5) lifestyle claims, and (6) hypothetical claims.  Examples of "statements of non-average earnings" include, "The Company’s number one Affiliate earned XXX dollars last year," or "The Company’s average (rank) makes XXX per month."  An example of a "statement of earnings ranges" is "The monthly income for (rank) is XXX on the low end to YYY on the high end."

 

A lifestyle income claim typically includes statements (or pictures) involving large homes, luxury cars, exotic vacations, or other items suggesting or implying wealth.  They also consist of references to the achievement of one's dreams, having everything one always wanted, and are phrased in terms of "opportunity" or "possibility" or "chance."  Claims such as "My income from ThePayerPlayer exceeded my salary after six months in the business," or "Our business with ThePayerPlayer has allowed my wife to come home and be a full-time mom" also fall within the purview of "lifestyle" claims.

 

A hypothetical income claim exists when an Affiliate attempts to explain the operation of the Affiliate Marketing Program through the use of a hypothetical example.  Certain assumptions are made regarding the: (1) number of Affiliates sponsored, (2) number of Affiliates in one’s Community, (3) average production volume per Affiliate, and (4) total organizational volume.  Cranking these assumptions through the Affiliate Marketing Program yields income figures which constitute income claims.

 

In any non-public meeting (e.g., a home meeting, one-on-one, regardless of venue) with a prospective Affiliate or Affiliates in which any type of income claim is made, an Affiliate must provide the prospect(s) with a copy of the IDS.  In any meeting that is open to the public in which the Affiliate Marketing Program is discussed or any type of income claims is made, an Affiliate must provide every prospective Affiliate with a copy of the IDS and an Affiliate must display at least one (3 x 5 foot poster board) in the front of the room in reasonably close proximity to the presenter(s).  In any meeting in which any type of video display is utilized (e.g., monitor, television, projector, etc.) a slide of the Affiliate’s must be displayed continuously throughout the duration of any income claim.

 

Copies of the IDS may be printed or downloaded without charge from the corporate website within the forms section of the Back Office.

 

Affiliates may not sell ThePayerPlayer services from a commercial outlet, without prior written consent from ThePayerPlayer's corporate offices.

 

Affiliates may display and/or sell ThePayerPlayer services at trade shows and professional expositions.  Before submitting a deposit to the event promoter, Affiliates must contact the Affiliate Success Department in writing for conditional approval, as ThePayerPlayer's policy is to authorize only one ThePayerPlayer business per event.  Final approval will be granted to the first Affiliate who submits an official advertisement of the event, a copy of the contract signed by both the Affiliate and the event official, and a receipt indicating that a deposit for the booth has been paid.  Approval is given only for the event specified.  Any requests to participate in future events must again be submitted to the Affiliate Success Department.  ThePayerPlayer further reserves the right to refuse authorization to participate at any function which it does not deem a suitable forum for the promotion of its products, services, or the ThePayerPlayer opportunity.  Approval will not be given for swap meets, garage sales, flea markets or farmer's markets as these events are not conducive to the professional image ThePayerPlayer wishes to portray.

 

5.9.1.      Non-Solicitation

ThePayerPlayer Affiliates are free to participate in other affiliate or network marketing business ventures or marketing opportunities (collectively "network marketing").  However, during the term of this Agreement, Affiliates may not directly recruit other ThePayerPlayer Affiliates or Customers for any other network marketing business.

 

Following the cancellation of a Affiliate’s Affiliate Agreement, and for a period of three (3) calendar months thereafter, with the exception of an Affiliate who was personally sponsored by the former Affiliate, a former Affiliate may not Recruit any ThePayerPlayer Affiliate or Customer for another network marketing business.  Affiliates and the Company recognize that because network marketing is conducted through networks of independent contractors dispersed across the entire United States and internationally, and business is commonly conducted via the internet and telephone, an effort to narrowly limit the geographic scope of this non-solicitation provision would render it wholly ineffective.  Therefore, Affiliates and ThePayerPlayer agree that this non-solicitation provision shall apply to all markets in which ThePayerPlayer conducts business.

 

5.9.2.      Sale of Competing Goods or Services

Affiliates must not sell, or attempt to sell, any competing non-ThePayerPlayer programs, products or services to ThePayerPlayer Customers or Affiliates.  Any program, product or service in the same generic categories as ThePayerPlayer products or services, is deemed to be competing, regardless of differences in cost, quality, or distinguishing factors.

 

5.9.3.      Affiliate Participation in Other Direct Selling Programs

If an Affiliate is engaged in other non-ThePayerPlayer direct selling programs, it is the responsibility of the Affiliate to ensure that his or her ThePayerPlayer business is operated entirely separate and apart from any other program in which the Affiliate participates.  To this end, the following must be adhered to:

(a) The Affiliate shall not display ThePayerPlayer promotional materials, sales aids, products or services with or in the same location as any non-ThePayerPlayer promotional materials, sales aids, products or services

(b) The Affiliate shall not link any prospective or existing Customers or Affiliates in conjunction with any non-ThePayerPlayer program, opportunity, product or service

(c)    The Affiliate may not offer any non-ThePayerPlayer opportunity, products, services, or opportunity at any ThePayerPlayer-related meeting, seminar or convention, or within two hours and a five mile radius of the ThePayerPlayer event

 

5.9.4.      Community Activity (Genealogy) Reports

Community Activity Reports are available for Affiliate access and viewing within the Back Office of each Independent Affiliate’s replicated ThePayerPlayer website. Access to online Community Activity Reports is password protected.  All Community Activity Reports and the information contained therein are confidential and constitute proprietary information and business trade secrets belonging to ThePayerPlayer.  Community Activity Reports are provided to Affiliates in strictest confidence and are made available to Affiliates for the sole purpose of assisting Affiliates in working with their respective Affiliate Marketing Organizations in the development of their ThePayerPlayer business.  Affiliates should use their Community Activity Reports to assist, motivate, and train their Community Affiliates.  The Affiliate and ThePayerPlayer agree that, but for this agreement of confidentiality and nondisclosure, ThePayerPlayer would not provide Community Activity Reports to the Affiliate.  An

Affiliate 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 use or disclose any information contained in any Community Activity Report to any third party

(b)   Directly or indirectly disclose the password or other access code to his or her Community Activity Report

(c)    Use the information contained in any Community Activity Report to compete with ThePayerPlayer or for any purpose other than promoting or supporting his or her ThePayerPlayer business, or

(d)   Recruit or solicit any Affiliate or Customer listed on any Community Activity Report, or in any manner attempt to influence or induce any Affiliate or Customer to alter their business relationship with ThePayerPlayer

 

Upon demand by the Company, any current or former Affiliate will return the original and all copies of Community Activity Reports to the Company.

 

5.9.5.      Restricted Display/User Names

ThePayerPlayer reserves the right to restrict Affiliate display/user names in accordance with its Compliance Department guidelines. Additional restricted display/user names may be added and those existing may be deleted, at any time and without any warning.

 

ThePayerPlayer does not condone Affiliates specifically or consciously targeting the sales force of another direct sales company to sell ThePayerPlayer services or to become Affiliates for ThePayerPlayer, nor does ThePayerPlayer condone Affiliates solicitation or enticement of members of the sales force of another direct sales company to violate the terms of their contract with such other company. Should Affiliates engage in such activity, they bear the risk of being sued by the other direct sales company.  If any lawsuit, arbitration or mediation is brought against an Affiliate alleging that he or she engaged in inappropriate recruiting activity of its sales force or customers, ThePayerPlayer will not pay any of Affiliate’s defense costs or legal fees, nor will ThePayerPlayer indemnify the Affiliate for any judgment, award, or settlement.

 

Actual or attempted cross sponsoring is strictly prohibited.  "Cross Sponsoring" is defined as the enrollment of an individual who or entity that already has a current Customer or Affiliate Agreement on file with ThePayerPlayer, or who has had such an agreement within the preceding three (3) calendar months, within a different line of sponsorship.  The use of a spouse's or relative's name, trade names, DBAs, assumed names, corporations, partnerships, trusts, federal ID numbers, fictitious ID numbers or any other artifice to circumvent this policy is prohibited.  Affiliates shall not demean, discredit or defame other ThePayerPlayer Affiliates in an attempt to entice another Affiliate to become part of the first Affiliate’s Affiliate Marketing Organization.  This policy shall not prohibit the transfer of ThePayerPlayer business in accordance with Section 5.25 (Sale, Transfer or Assignment of ThePayerPlayer Business).

 

If Cross Sponsoring is discovered, it must be brought to the Company's attention immediately. ThePayerPlayer may take disciplinary action against the Affiliate that changed organizations and/or those Affiliates who encouraged or participated in the Cross Sponsoring.  ThePayerPlayer may also move all or part of the offending Affiliate’s Affiliate Marketing Organization to his or her original Affiliate Marketing Organization if the Company deems it equitable and feasible to do so.  However, ThePayerPlayer is under no obligation to move the Cross Sponsored Affiliate’s Affiliate Marketing Organization, and the ultimate disposition of the organization remains within the sole discretion of ThePayerPlayer.  Affiliates waive all claims and causes of action against ThePayerPlayer arising from or relating to the disposition of the Cross Sponsored Affiliate’s Affiliate Marketing Organization.

 

If an Affiliate has questions about or believes any errors have been made regarding commissions, Community Activity Reports, or charges, the Affiliate must notify ThePayerPlayer in writing within 60 days of the date of the purported error or incident in question.  ThePayerPlayer will not be responsible for any errors, omissions or problems not reported to the Company within 60 days.

 

Neither federal nor state regulatory agencies nor officials approve or endorse any direct selling or network marketing companies or programs.  Therefore, Affiliates shall not represent or imply that ThePayerPlayer or its Affiliate Marketing Program have been "approved," "endorsed," or otherwise sanctioned by any government agency.

 

All Affiliates are required to provide their Social Security Number or a Federal Employer Identification Number to ThePayerPlayer in order to receive commission payments. This information can be entered on the Affiliate Application and Agreement, or in the Commission Settings page from the Affiliates password protected back office.  Upon enrollment, ThePayerPlayer will create a unique Affiliate Referral Code specific to each Affiliate by which he or she will be identified.  This Referral Code will be used to track commissions.

 

Each Affiliate is responsible for paying local, state and federal taxes on any income generated as an Independent Affiliate.  If a ThePayerPlayer business is tax exempt, the Federal tax identification number must be provided to ThePayerPlayer.  Every year, ThePayerPlayer will provide an IRS Form 1099 MISC (Non-employee Compensation) earnings statement to each U.S. resident who: 1) Had earnings of over $600 in the previous calendar year; or 2) Made purchases during the previous calendar year in excess of $5,000.

 

 

Affiliates are independent contractors, and are not purchasers of a franchise or a business opportunity.  The Agreement between ThePayerPlayer and its Affiliates does not create an employer/employee relationship, agency, partnership, or joint venture between the Company and the Affiliate.  An Affiliate shall not be treated as an employee for his or her services or for Federal or State tax purposes.  All Affiliates are responsible for paying local, state, and federal taxes due from all compensation earned as an Affiliate of the Company.  The Affiliate has no authority (expressed or implied), to bind the Company to any obligation.  Each Affiliate shall establish his or her own goals, hours, and methods of sale, so long as he or she complies with the terms of the Agreement, these Terms and Conditions, and applicable laws.

 

The name ThePayerPlayer and other names as may be adopted by ThePayerPlayer are proprietary trade names, trademarks and service marks of ThePayerPlayer.  As such, these marks are of great value to ThePayerPlayer and are supplied to Affiliates for their use only in an expressly authorized manner.  Use of the ThePayerPlayer name on any item not produced by the Company is prohibited except as follows: Affiliate’s Name, ThePayerPlayer Independent Affiliate, ThePayerPlayer Independent Rep, ThePayerPlayer Affiliate, ThePayerPlayer Rep

 

All Affiliates may list themselves as described above in the white or yellow pages of the telephone directory under their own name.  No Affiliate may place telephone directory display ads using ThePayerPlayer's name or logo.  Affiliates may not answer the telephone by saying "ThePayerPlayer Network," "ThePayerPlayer," "ThePayerPlayer, LLC", or in any other manner that would lead the caller to believe that he or she has reached corporate offices of ThePayerPlayer.

 

An Affiliate may wish to arrange insurance coverage for his or her business.  An Affiliate’s homeowner's insurance policy does not cover business-related injuries or the theft of or damage to inventory or business equipment.  An Affiliate should contact his or her insurance agent to make certain that his or her business property is protected.  This can often be accomplished with a simple "Business Pursuit" endorsement attached to Affiliate’s present homeowner's policy.

 

Because of critical legal and tax considerations, ThePayerPlayer must limit the presentation or offer of the ThePayerPlayer business to prospective customers and Affiliates located within the United States and U.S. Territories and those other countries that the Company has announced are officially opened for business.  Moreover, allowing a few Affiliates to conduct business in markets not yet opened by ThePayerPlayer would violate the concept of affording every Affiliate the equal opportunity to expand internationally.

 

Accordingly, Affiliates are authorized to enroll Customers or Affiliates only in the countries in which ThePayerPlayer is authorized to conduct business, as announced in official Company literature.  ThePayerPlayer services or sales aids cannot be sold in any unauthorized foreign country.  Affiliates may sell, give, transfer, or distribute ThePayerPlayer services or sales aids only in their home country.  In addition, no Affiliate may, in any unauthorized country: (a) conduct sales, enrollment or training meetings; (b) enroll or attempt to enroll potential customers or Affiliates; or (c) conduct any other activity for the purpose of selling or referring ThePayerPlayer services, establishing an Affiliate Marketing Organization, or promoting the ThePayerPlayer opportunity.

 

Affiliates shall comply with all federal, 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 Affiliates because of the nature of their business.  However, Affiliates must obey those laws that do apply to them.  If a city or county official tells an Affiliate that an ordinance applies to him or her, the Affiliate shall be polite and cooperative, and immediately send a copy of the ordinance to the Compliance Department of ThePayerPlayer.  In many cases there are exceptions to the ordinance that may apply to ThePayerPlayer Affiliates.

 

 

ThePayerPlayer program adheres to very strict age requirements and will enforce and/or support the prosecution of the applicable protection laws to the fullest extent possible. Any attempt to target underage individuals or misrepresent the age of a prospective Affiliate in any way will not be tolerated.

 

5.20.1. Minors

 A person who is recognized as a minor in his or her state of residence, and/or an individual who is under the age of 14 years, shall be deemed a “Minor” and may NOT be eligible to become an Affiliate of ThePayerPlayer.  Affiliates shall not enroll or Recruit minors into the ThePayerPlayer program.

 

5.20.2. Adolescents

A person who is not less than 14 years of age and not more than 18 years of age is considered an Adolescent and may ONLY be eligible to become an Affiliate of ThePayerPlayer if ThePayerPlayer receives confirmed and documented parental consent. Such consent may be acknowledged on ThePayerPlayer website during the sign up procedure.

 

5.20.3. Adults

A person who is not less than 18 years of age and is recognized as an adult in his or her state of residence is considered to be an Adult and is fully eligible to become an Affiliate of ThePayerPlayer. 

 

An Affiliate may operate or have an ownership interest, legal or equitable, as a sole proprietorship, partner, shareholder, trustee, or beneficiary, in only one ThePayerPlayer business.  No individual may have, operate or receive compensation from more than one ThePayerPlayer business.  Individuals of the same family unit may not enter into or have an interest in more than one ThePayerPlayer Business.  A "family unit" is defined as spouses and dependent children living at or doing business at the same address.

 

In order to maintain the integrity of the ThePayerPlayer Affiliate Marketing Program, husbands and wives or common-law couples (collectively "spouses") who wish to become ThePayerPlayer Affiliates may own and operate separate distributorships; however, one spouse must be personally sponsored by the other. If both spouses are signatories to a single Affiliate Application and Agreement, neither may own nor operate any other ThePayerPlayer business, either individually or jointly, nor may they participate directly or indirectly (as a shareholder, partner, trustee, trust beneficiary, or any other legal or equitable ownership) in the ownership or management of another ThePayerPlayer business in any form.

 

An exception to the one business per Affiliate rule will be considered on a case by case basis in cases in which an Affiliate receives an interest in another business through inheritance.  Requests for exceptions to policy must be submitted in writing to the Affiliate Success Department.

 

If any member of an Affiliate’s Immediate Household engages in any activity which, if performed by the Representative, would violate any provision of the Agreement, such activity will be deemed a violation by the Affiliate and ThePayerPlayer may take disciplinary action pursuant to these Terms and Conditions against the Affiliate.  Similarly, if any individual associated in any way with a corporation, partnership, trust or other entity (collectively "affiliated individual") violates the Agreement, such action(s) will be deemed a violation by the entity, and ThePayerPlayer may take disciplinary action against the entity.

 

Any request from an Affiliate for copies of invoices, applications, Community Activity Reports, or other records will require a fee of $2.50 per page per copy.  This fee covers the expense of mailing and time required to research files and make copies of the records.

 

When a vacancy occurs in an Affiliate Marketing Organization due to the termination of ThePayerPlayer business, the vacancy shall automatically be filled by effectively rolling up the resulting Community to the parting Affiliate’s sponsoring Affiliate.

 

Although a ThePayerPlayer business is a privately owned, independently operated business, the sale, transfer or assignment of a ThePayerPlayer business is subject to certain limitations.  If an Affiliate wishes to sell/transfer his or her ThePayerPlayer business, the following criteria must be met:

(a)   Protection of the existing line of sponsorship must always be maintained so that the ThePayerPlayer business continues to be operated in that line of sponsorship

(b)   The buyer or transferee must become a qualified ThePayerPlayer Affiliate. If the buyer is an active ThePayerPlayer Affiliate, he or she must first terminate his or her ThePayerPlayer business and wait three (3) calendar months before acquiring any interest in the new ThePayerPlayer business

(c)    Before the sale, transfer or assignment can be finalized and approved by ThePayerPlayer, any debt obligations the selling Affiliate has with ThePayerPlayer must be satisfied

(d)   The selling Affiliate must be in good standing and not in violation of any of the terms of the Agreement in order to be eligible to sell, transfer or assign a ThePayerPlayer Business

(e)    Before the sale, transfer or assignment can be finalized and approved by ThePayerPlayer, a $100 Transfer Fee (USD) must be paid to ThePayerPlayer

(f)     A completed Account Transfer Application must be submitted and approved by ThePayerPlayer. This Application can be found in the 'Library' section of any ThePayerPlayer Back Office

 

Prior to selling a ThePayerPlayer business, the selling Affiliate must notify ThePayerPlayer's Affiliate Success Department of his or her intent to sell the ThePayerPlayer business.  Upon complete execution of the purchase and sale agreement, the parties must submit copies of the same to the Affiliate Success Department for review.  ThePayerPlayer reserves the right to request additional documentation that may be necessary to analyze the transaction between the buyer and seller.  The Affiliate Success Department will, in its sole and absolute discretion, approve or deny the sale, transfer or assignment within 30 days after its receipt of all necessary documents from the parties.

 

If the parties fail to obtain ThePayerPlayer's approval for the transaction, the transfer shall be voidable at ThePayerPlayer's option.  The purchaser of the existing ThePayerPlayer business will assume the obligations and position of the selling Affiliate.  An Affiliate who sells his or her ThePayerPlayer business shall not be eligible to re-apply as a ThePayerPlayer Affiliate for a period of at least three (3) full calendar months after the date of the sale.

 

No changes in line of sponsorship can result from the sale or transfer of a ThePayerPlayer business. An Affiliate may not sell, transfer or assign individual business centers; if a business is sold, transferred or assigned, all business centers must be included in the transaction.

 

ThePayerPlayer Affiliates sometimes operate their ThePayerPlayer businesses as husband-wife partnerships, regular partnerships, corporations, or trusts.  At such time as a marriage may end in divorce or a corporation, partnership or trust (the latter three entities are collectively referred to herein as "entities") may dissolve, arrangements must be made to assure that any separation or division of the business is accomplished so as not to adversely affect the interests and income of other businesses up or down the line of sponsorship.  If the separating parties fail to provide for the best interests of other Affiliates and the Company in a timely fashion, ThePayerPlayer will involuntarily terminate the Agreement.

 

During the divorce or entity dissolution process, 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 ThePayerPlayer business pursuant to an assignment in writing whereby the relinquishing spouse, shareholders, partners or trustees authorize ThePayerPlayer to deal directly and solely with the other spouse or non-relinquishing shareholder, partner or trustee

(b)   The parties may continue to operate the ThePayerPlayer business jointly on a "business-as-usual" basis, whereupon all compensation paid by ThePayerPlayer will be paid according to the status quo as it existed prior to the divorce filing or dissolution proceedings. This is the default procedure if the parties do not agree on the format set forth above

 

Under no circumstances will the Affiliate Marketing Organization of divorcing spouses or a dissolving business entity be divided.  Similarly, under no circumstances will ThePayerPlayer split commission and bonus checks between divorcing spouses or members of dissolving entities.  ThePayerPlayer will recognize only one Affiliate Marketing Organization and will issue only one commission check per ThePayerPlayer business per commission cycle.  Commission checks shall always be issued to the same individual or entity.  In the event that parties to a divorce or dissolution proceeding are unable to resolve a dispute over the disposition of commissions and ownership of the business in a timely fashion as determined by the Company, the Agreement shall be involuntarily canceled.

 

If a former spouse has completely relinquished all rights in the original ThePayerPlayer business pursuant to a divorce, he or she is thereafter free to enroll under any Sponsor of his or her choosing without waiting three (3) calendar months.  In the case of business entity dissolutions, the former partner, shareholder, member, or other entity affiliate who retains no interest in the business must wait three (3) calendar months from the date of the final dissolution before re-enrolling as an Affiliate.  In either case, however, the former spouse or business affiliate shall have no rights to any Affiliate in their former organization or to any former Retail Customer.  They must develop the new business in the same manner as would any other new Affiliate.

 

All active Affiliates in good standing have the right to sponsor and enroll others into ThePayerPlayer.  Each prospective Customer or Affiliate has the ultimate right to choose his or her own Sponsor.  If two Affiliates claim to be the Sponsor of the same new Affiliate or Customer, the Company shall regard the first application received by the Company as controlling.

 

Upon the death or incapacitation of an Affiliate, his or her business may be passed to his or her heirs.  Appropriate legal documentation must be submitted to the Company to ensure the transfer is proper.  Accordingly, an Affiliate should consult an attorney to assist him or her in the preparation of a will or other testamentary instrument.  Whenever a ThePayerPlayer Business is transferred by a will or other testamentary process, the beneficiary acquires the right to collect all bonuses and commissions of the deceased Affiliate’s Affiliate Marketing Organization provided the following Qualifications are met.  The successor(s) must:

 

(a)   Complete and execute an Affiliate Agreement

(b)   Comply with terms and provisions of the Agreement, and

(c)    Meet all of the Qualifications for the deceased Affiliate’s status

 

Bonus and commission checks of a ThePayerPlayer business transferred pursuant to this section will be paid in a single check jointly to the devisees.  The devisees must provide ThePayerPlayer with an "address of record" to which all bonus and commission checks will be sent.  If the business is bequeathed to joint devisees, they must form a business entity and acquire a federal taxpayer Identification number.  ThePayerPlayer will issue all bonus and commission checks and one 1099 to the business entity.

 

To effect a testamentary transfer of ThePayerPlayer business, the successor must provide the following to ThePayerPlayer: (1) an original death certificate; (2) a certified copy of the will or other instrument establishing the successor's right to the ThePayerPlayer business; and (3) a completed and executed Distributor Agreement.

 

To effectuate a transfer of a ThePayerPlayer business because of incapacity, the successor must provide the following to ThePayerPlayer: (1) a notarized copy of an appointment as trustee; (2) a notarized copy of the trust document or other documentation establishing the trustee's right to administer the ThePayerPlayer business; and (3) a completed Application executed by the trustee.

 

The Federal Trade Commission and the Federal Communications Commission each have laws that restrict telemarketing practices.  Both federal agencies (as well as a number of states) have "do not call" regulations as part of their telemarketing laws.  Although ThePayerPlayer does not consider Affiliates to be "telemarketers" in the traditional sense of the word, these government regulations broadly define the term "telemarketer" and "telemarketing" so that an Affiliate inadvertent action of calling someone whose telephone number is listed on the federal "do not call" registry could cause an Affiliate to violate the law.  Moreover, these regulations must not be taken lightly, as they carry significant penalties (up to $11,000.00 per violation).

 

Therefore, Affiliates must not engage in telemarketing in the operation of their ThePayerPlayer businesses.  The term "telemarketing" means the placing of one or more telephone calls to an individual or entity to induce the purchase of a ThePayerPlayer product or service, or to Recruit them for the ThePayerPlayer opportunity.  "Cold calls" made to prospective customers or Affiliates that promote either ThePayerPlayer's products or services or the ThePayerPlayer opportunity constitute telemarketing and are prohibited.  However, a telephone call(s) placed to a prospective customer or Affiliate (a "prospect") is permissible under the following situations:

 

(a)   If the Affiliate has an established business relationship with the prospect. An "established business relationship" is a relationship between an Affiliate and a prospect based on the prospect's purchase, rental, or lease of goods or services from the Affiliate, or a financial transaction between the prospect and the Affiliate, within the 18 months immediately preceding the date of a telephone call to induce the prospect's purchase of a product or service

(b)   The prospect's personal inquiry or application regarding a product or service offered by the Affiliate, within the three (3) months immediately preceding the date of such a call

(c)    If the Affiliate receives written and signed permission from the prospect authorizing the Affiliate to call, where the authorization must specify the telephone number(s) which the Affiliate is authorized to call

(d)   An Affiliate may call family members, personal friends, and acquaintances, where an "acquaintance" is someone with whom an Affiliate has at least a recent first-hand relationship within the preceding three (3) months. Bear in mind, however, that if an Affiliate makes a habit of "card collecting" with everyone he or she meets and subsequently calls them, the FTC may consider this a form of telemarketing that is not subject to this exemption. Thus, if an Affiliate engages in calling "acquaintances," he or she must make such calls on an occasional basis only and not make this a routine practice.

(e)    In addition, Affiliates shall not use automatic telephone dialing systems relative to the operation of their ThePayerPlayer businesses. The term "automatic telephone dialing system" means equipment which has the capacity to: (a) store or produce telephone numbers to be called, using a random or sequential number generator; and (b) to dial such numbers.

 

 

ThePayerPlayer Independent Affiliates are not compensated in any way by clicking on ads from their personal Payer Player. 

 

To ensure timely delivery of products, support materials, and commission checks, it is critically important that the ThePayerPlayer's files are current.  Affiliates planning to move should update their personal information via the Back Office function of the Affiliate’s replicated ThePayerPlayer website. To guarantee proper delivery, two weeks advance notice must be provided to ThePayerPlayer on any and all changes.

 

6.3.1.      Ongoing Training

Any Affiliate who sponsors another Affiliate into ThePayerPlayer must perform a bona fide assistance and training function to ensure that his or her Affiliate Marketing Organization is properly operating his or her ThePayerPlayer business. Affiliates must have ongoing contact and communication with the Affiliates they have directly referred into their Affiliate Marketing Community. Examples of such contact and communication may include, but are not limited to: newsletters, written correspondence, personal meetings, telephone contact, voice mail, electronic mail, and the accompaniment of Community Affiliates to ThePayerPlayer meetings, training sessions, and other functions. Sponsoring Affiliates are also responsible to motivate and train new Affiliates in ThePayerPlayer product knowledge, effective sales techniques, the ThePayerPlayer Affiliate Marketing Program, and compliance with Company Terms and Conditions. Communication with and the training of Community Affiliates must not, however, violate Section 4.2 (Advertising), regarding the development of Affiliate-produced sales aids and promotional materials.

 

Affiliates must monitor the Affiliates in their Affiliate Marketing Organizations to ensure that Community Affiliates do not make improper service or business claims, or engage in any illegal or inappropriate conduct. Upon request, every Affiliate should be able to provide documented evidence to ThePayerPlayer of his or her ongoing fulfillment of the responsibilities of a Sponsor.

 

6.3.2.      Increased Training Responsibilities

As Affiliates progress through the various levels of leadership, they will become more experienced in sales techniques, product knowledge, and understanding of the ThePayerPlayer program. They will be called upon to share this knowledge with lesser experienced Affiliates within their organization.

 

6.3.3.      Ongoing Sales Responsibilities

Regardless of their Level of achievement, Affiliates have an ongoing obligation to continue to personally promote sales through the generation of new customers and through servicing their existing customers.

 

ThePayerPlayer wants to provide Affiliates with the best services, compensation plan, and service in the industry. Accordingly, ThePayerPlayer values an Affiliate’s constructive criticisms and comments. All such comments should be submitted in writing to the Affiliate Success Department. Remember, to best serve an Affiliate, ThePayerPlayer must hear from the Affiliate! While ThePayerPlayer welcomes constructive input, negative comments and remarks made in the field by Affiliate about the Company, its services, or Affiliate Marketing Program serve no purpose other than to sour the enthusiasm of other ThePayerPlayer Affiliates. For this reason, and to set the proper example for their Affiliate Marketing Organization, Affiliates must not disparage, demean, or make negative remarks about ThePayerPlayer, other ThePayerPlayer Affiliates, ThePayerPlayer's services, the Affiliate Marketing Program, or ThePayerPlayer's directors, officers, or employees.

 

The Company will provide the most current version of the Terms and Conditions and the Affiliate Marketing Program to individuals at the time of enrollment. Additional copies of Terms and Conditions and the ThePayerPlayer Affiliate Marketing Program can be downloaded from ThePayerPlayer's website.

 

Affiliates observing a Policy violation by another Affiliate should submit a written, notarized, report of the violation directly to the attention of the ThePayerPlayer Compliance Department. Details of the incidents such as dates, number of occurrences, persons involved, and any supporting documentation should be included in the report.

 

ThePayerPlayer's business relationships with its marketing alliances, vendors, suppliers, associates or former employees within or outside the corporate workplace are confidential, proprietary, and not to be circumvented by either the Affiliate or the vendor. An Affiliate shall not contact, directly or indirectly, or speak to or communicate with any representative of any supplier of ThePayerPlayer except at a ThePayerPlayer-sponsored event at which the representative is present at the request of ThePayerPlayer or as otherwise expressly permitted in writing by ThePayerPlayer. Violation of this regulation may result in termination of the Affiliate and possible claims of damages against the Affiliate and/or the vendor. Questions regarding any of these businesses should be directed to the Affiliate Success Department.

 

 

The ThePayerPlayer Affiliate Marketing Program is based on the sale of ThePayerPlayer subscriptions to end consumers.  Affiliates must continuously fulfill personal and Affiliate Marketing Organization (as well as meet other responsibilities as may be set forth in the Agreement) to be eligible for commissions.  The following requirements must be satisfied for Affiliates to be eligible for commissions:

 

(a)   Affiliates must satisfy the Qualification requirements to fulfill the requirements associated with their status as specified in the ThePayerPlayer Affiliate Marketing Program.

 

There are no exclusive territories granted to anyone.  No franchise fees are required.

 

 

Commissions will be assessed on the 10^th day of the month, then processed and paid to Affiliates no later than the 15^th day of each calendar month for the earnings resulting from the previous commissionable period in which a Qualified Affiliate has been active, as defined in Section 8.2 (Commission Qualifications). A commissionable period is defined to be a calendar month, and there are twelve (12) commissionable periods per year. 

 

Commissions will be paid via electronic funds transfer or check.  Electronic transfers are subject to an Affiliate’s maintenance of a valid electronic fund transfer account and making such account available to Company.  Certain payouts are planned for every month, but the Company makes no assurances or guarantees regarding the timing of payouts inside of 30 days.  Affiliates expressly understand and agree that if the Company incurs any delay in payment processing or EFT transfer due to errors on the Independent Affiliate’s bank account or routing number, the Company is not responsible for late or missed payments.  Commissions accrued, and even paid, are subject to reversal in the event of error, duplicates, fraud, or cancellations within 10 days.

 

An Affiliate must be active and in compliance with the Agreement to qualify for bonuses and commissions. So long as an Affiliate complies with the terms of the Agreement, ThePayerPlayer shall pay commissions to such Affiliate in accordance with the Affiliate Marketing Program.

 

8.3.1.      Other Deductions

The minimum amount for which ThePayerPlayer will make an ACH deposit is $10.00.  ThePayerPlayer will access a $1.50 processing fee for each commission payment.

 

All information provided by ThePayerPlayer in online Community Activity Report and the sponsoring activity is believed to be accurate and reliable.  Nevertheless, due to various factors including, but not limited to, the inherent possibility of human and mechanical error; the accuracy, completeness, and timeliness of orders; denial of credit card and electronic check payments; returned products (cancelled services); credit card and electronic check charge-backs; the information is not guaranteed by ThePayerPlayer, its affiliates or any persons creating or transmitting the information.

 

All REPORTING 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 NON-INFRINGEMENT.

 

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THEPAYERPLAYER, ITS AFFILIATES, AND/OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION WILL IN NO EVENT BE LIABLE TO ANY AFFILIATE OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF OR ACCESS COMMUNITY AND REPORTING INFORMATION (INCLUDING BUT NOT LIMITED TO LOST PROFITS, BONUSES, OR COMMISSIONS, LOSS OF OPPORTUNITY, AND DAMAGES THAT MAY RESULT FROM INACCURACY, INCOMPLETENESS, INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE INFORMATION), EVEN IF THEPAYERPLAYER 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, NEITHER THEPAYERPLAYER, ITS AFFILIATES, OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO AN AFFILIATE OR ANYONE ELSE UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCT LIABILITY OR OTHER THEORY WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO.

 

Access to and use of ThePayerPlayer's online reporting services and an Affiliate reliance upon such information is at his or her own risk.  All such information is provided to an Affiliate "as is."  If an Affiliate is dissatisfied with the accuracy or quality of the information, his or her sole and exclusive remedy is to discontinue use of and access to ThePayerPlayer's online reporting services and his or her reliance upon the information.

 

 

Violation of the Agreement, these Terms and Conditions, violation of any common law duty, including but not limited to any applicable duty of loyalty, any illegal, fraudulent, deceptive or unethical business conduct, or any act or omission by an Affiliate that, in the sole discretion of the Company may damage its reputation or goodwill (such act or omission need not be related to the Affiliate’s ThePayerPlayer business), may result, at ThePayerPlayer's discretion, in one or more of the following corrective measures:

 

(a)   Issuance of a written warning or admonition

(b)   Requiring the Affiliate to take immediate corrective measures

(c)    Imposition of a fine of up to $100, which may be withheld from commission checks

(d)   Loss of rights to one or more bonus and commission checks

(e)    ThePayerPlayer may withhold from an Affiliate all or part of the Affiliate’s commissions during the period that ThePayerPlayer is investigating any conduct allegedly violating the Agreement

(f)     Suspension of the individual's Affiliate Agreement for one or more pay periods

(g)   Transfer of a portion or all of the Affiliate’s Affiliate Marketing Organization or Community

(h)   Involuntary termination of the offender's Affiliate Agreement

(i)     Any other measure expressly allowed within any provision of the Agreement or which ThePayerPlayer deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the Affiliate’s policy violation or contractual breach; or

(j)     In situations deemed appropriate by ThePayerPlayer, the Company may institute legal proceedings for monetary and/or equitable relief

 

When an Affiliate has a grievance or complaint with another Affiliate regarding any practice or conduct in relationship to their respective ThePayerPlayer businesses, the complaining Affiliate should first report the problem to his or her sponsoring Affiliate who should review the matter and try to resolve it with the other party's sponsoring Affiliate. If the matter involves interpretation or violation of Company policy, it must be reported in writing to the Affiliate Success Department at the Company. The Affiliate Success Department will review the facts and attempt to resolve it. If it is not resolved, it will be referred to the Dispute Resolution Board for final review and determination.

 

The purpose of the Dispute Resolution Board (“DRB”) is to: (1) review appeals of disciplinary sanctions; and (2) review matters between ThePayerPlayer Affiliates. After the response or settlement instituted by Affiliate Success Department has been denied or otherwise remains unresolved, the DRB reviews evidence, deliberates, and responds to current outstanding issues on a collective basis.

 

An Affiliate may submit a written request for a telephonic or in-person hearing within seven business days from the date of: (1) the written notice by ThePayerPlayer of disciplinary action; or (2) the written decision of Affiliate Success Department regarding disputes between Affiliates. All communication with ThePayerPlayer and the Affiliate seeking resolution of a dispute must be in writing. It is within the DRB's discretion whether a claim is accepted for review. If the DRB agrees to review the matter, it shall schedule a hearing within 30 days of receipt of the Affiliate’s written request. All evidence (e.g., documents, exhibits, etc.) that an Affiliate desires to have considered by the DRB must be submitted to ThePayerPlayer no later than seven (7) business days before the date of the hearing. The Affiliate shall bear all of the expenses related to his or her attendance and the attendance of any witnesses he or she desires to be present at the hearing. The decision of the Dispute Resolution Board will be final and subject to no further review, except as provided in Sections 9.4 (Mediation) and 9.5 (Arbitration) below. During the pendency of the claim before the DRB, the Representative waives his or her right to pursue arbitration or any other remedy.

 

Following issuance of a disciplinary sanction, the disciplined Affiliate may appeal the sanction to the DRB. An Affiliate’s appeal must be in writing and received by the Company within 15 days from the date of ThePayerPlayer's notice of the disciplinary sanction. If the appeal is not received by ThePayerPlayer within the 15 day period, the sanction will be final. The Affiliate must submit all supporting documentation with his or her appeal correspondence. If the Affiliate files a timely appeal of a disciplinary sanction, the DRB will review and reconsider the sanction, consider any other appropriate action, and notify the Representative in writing of its decision.

 

Prior to instituting any arbitration as provided in Section 9.5 (Arbitration) below, the parties shall meet in good faith and attempt to resolve any dispute arising from or relating to the Agreement through non-binding mediation. One individual who is mutually acceptable to the parties shall be appointed as mediator. The mediator's fees and costs, as well as the costs of holding and conducting the mediation, shall be divided equally between the parties. Each party shall pay its portion of the anticipated fees and costs at least 10 days in advance of the mediation. Each party shall pay its own attorney fees, costs, arc individual expenses associated with conducting and attending the mediation. Mediation shall be held in Charlotte, North Carolina and shall last no more than two (2) business days.

 

If mediation is unsuccessful, any controversy or claim arising out of or relating to the Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Affiliates waive all rights to trial by jury or by any court. All arbitration proceedings shall be held in the City of Charlotte, Texas, unless the laws of the state in which an Affiliate resides expressly require the application of its laws, in which case the arbitration shall be held in the capital of that state. All parties shall be entitled to all discovery rights pursuant to the Federal Rules of Civil Procedure. There shall be one arbitrator, an attorney at law, who shall have expertise in business law transactions with a strong preference being an attorney knowledgeable in the direct selling industry, selected from the panel which the American Arbitration Panel provides. The prevailing party shall be entitled to receive from the losing party costs and expenses of arbitration, including legal and filing fees. The decision of the arbitrator shall be final and binding on the parties and may, if necessary, be reduced to a judgment in any court of competent jurisdiction. This agreement to arbitration shall survive any termination or expiration of the Agreement.

 

Nothing in these Terms and Conditions shall prevent ThePayerPlayer from applying to and obtaining from any court having jurisdiction a writ of attachment, a temporary injunction, preliminary injunction, permanent injunction or other relief available to safeguard and protect ThePayerPlayer's interest prior to, during or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding.

 

Notwithstanding the foregoing, the arbitrator shall have no jurisdiction over disputes relating to the ownership, validity, use or registration of any mark, copyright, or other intellectual property or proprietary or confidential information of the Company without the Company’s prior written consent. The Company may seek any applicable remedy in any applicable forum with respect to these disputes. In addition to monetary damages, the Company may obtain injunctive relief against an Affiliate for any violation of the Agreement or misuse of the Company’s trademarks, copyrights or confidential information.

 

Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in Mecklenburg County, State of North Carolina. The Federal Arbitration Act shall govern all matters relating to arbitration. The law of the State of North Carolina shall govern all other matters relating to or arising from the Agreement. Notwithstanding the foregoing, and the arbitration provision in Section 9.5 (Arbitration), residents of the State of Louisiana shall be entitled to bring an action against ThePayerPlayer in their home forum and pursuant to Louisiana law.

 

 

An Affiliate shall not permit other Affiliates or Customers to use his or her credit card, or permit debits to his or her checking accounts, to enroll or to make purchases from the Company.

 

 

So long as an Affiliate remains active and complies with the terms of the Agreement and these Terms and Conditions, ThePayerPlayer shall pay commissions to such Affiliate in accordance with the Affiliate Marketing Program. An Affiliate’s commissions constitute the entire consideration for the Affiliate’s efforts in generating referrals and all activities related to generating referrals (including building an Affiliate Marketing Organization). Following an Affiliate’s non-renewal of his or her Affiliate Agreement, or voluntary or involuntary cancellation of his or her Affiliate Agreement (all of these methods are collectively referred to as "cancellation"), the former Affiliate shall have no right, title, claim or interest to the Affiliate Marketing Organization which he or she operated, or any commission from the referrals generated by the organization. An Affiliate whose business is cancelled will lose all rights as an Affiliate. This includes the right to be compensated for the revenues generated from the referral of customers to ThePayerPlayer’s services and the right to receive future commissions or other income resulting from the referrals of the Affiliate’s former Affiliate Marketing Organization. In the event of cancellation, Affiliates agree to waive all rights they may have, including but not limited to property rights, to their former Affiliate Marketing Community and to any commissions or other remuneration derived from the referrals of his or her former Affiliate Marketing Community.

 

Following an Affiliate’s cancellation of his or her Affiliate Agreement, the former Affiliate shall not hold himself or herself out as a ThePayerPlayer Affiliate and shall not have the right to be compensated for the revenue generating activities of the customers they have or continue to refer to ThePayerPlayer’s services. An Affiliate whose Affiliate Agreement is canceled shall receive commissions only for the last full pay period he or she was active prior to cancellation (less any amounts withheld during an investigation preceding an involuntary cancellation).

 

If an Affiliate chooses to not pay their monthly subscription fees associated with the “Player” status, they will by this action, downgrade their status to ”Participant.” Affiliates choosing to downgrade as described in this section must complete the downgrade form found in the "Library" section of the Affiliate’s Back Office, accessible via the Affiliate’s Replicated site.

 

An Affiliate’s violation of any of the terms of the Agreement, including any amendments that may be made by ThePayerPlayer in its sole discretion, may result in any of the sanctions listed in Section 9.1 (Disciplinary Sanctions), including the involuntary cancellation of his or her Affiliate Agreement. Cancellation shall be effective on the date on which written notice is mailed, faxed, or delivered to an express courier for delivery to the Affiliate’s last known address (or fax number), or to his/her attorney, or when the Affiliate receives actual notice of cancellation, whichever occurs first.

 

ThePayerPlayer reserves the right to terminate all Affiliate Agreements upon 30 days 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 service via direct selling.

 

Any participant in this affiliate marketing plan has a right to Cancel at any time, regardless of reason. In order to Cancel, an Affiliate must contact the Affiliate Success Department via the Support/Help system to complete and return ‘‘ThePayerPlayer Cancellation Document" found in the "Support Center," accessible via the Affiliate’s Replicated site, or by written notice to the Company at its principal business address at 310 Arlington Avenue, Charlotte, NC 28203, so that a Cancellation Form may be provided to an Affiliate to execute and return. ThePayerPlayer will not process a cancellation request without receipt of this completed form. 

 

An Affiliate may also voluntarily Cancel his or her Affiliate Agreement by failing to renew his or her subscription, and thereby the Agreement, on its monthly due date. The Company may also elect not to renew an Affiliate’s Agreement upon its anniversary date.

 

 

An Affiliate who enrolls as a “Player” with ThePayerPlayer agrees to and understands the following terms and conditions relating to monthly recurring billing:

 

(1)   As a new Affiliate of ThePayerPlayer there is an ongoing monthly subscription fee associated with ThePayerPlayer membership. Only Affiliates enrolling as “Players” are subject to the recurring monthly subscription fee - currently $9.95. Affiliates enrolling as “Participants” are not subject to a recurring monthly subscription fee

(2)   Any recurring billing associated with his or her ThePayerPlayer account will be billed 30 days from the Affiliate’s anniversary date of each month (+/- three days). Should an Affiliate’s anniversary date fall on a date which is not ubiquitously found in each month (i.e. the 31^st) then billing for that month (i.e. September) will occur on closest previous day (i.e. September 30^th).

(3)   The recurring billing for the Player subscription fee will occur automatically each month

(4)   The Affiliate will be notified via an email to his or her email address on file with ThePayerPlayer should his or her recurring monthly billing fail and that he or she understands and agrees to the terms of reinstatement and keeping his or her account active outlined in the ThePayerPlayer Affiliate Marketing Program

(5)   The Affiliate will, upon joining with “Player” status, pay the initial monthly subscription fee of $9.95 for his or her first month

(6)   An Affiliate can Cancel his or her ThePayerPlayer recurring billing and corresponding features at any time by completing the cancellation procedures outlined in Section 11 (Downgrades and Cancellations) of this Terms and Conditions document

(7)   An Affiliate is fully eligible for a full refund of his or her monthly recurring billing if his or her written cancellation and written request for refund is received by ThePayerPlayer within 72 hours of his or her most recent billing

(8)   An Affiliate authorizes ThePayerPlayer to charge all of the above described fees to the credit card provided upon joining or which has been updated within the billing profile in the Back Office

(9)   Any questions or concerns about an Affiliate’s recurring billing should be addressed to the ThePayerPlayer Affiliate Success Department, 1-888-210-3552, or via the Support Center accessible via the Affiliate’s Replicated site, or by written notice to the Company at its principal business address at 310 Arlington Avenue, Charlotte, NC 28203. All inquiries will be addressed within 48 hours

 

 

Qualified Affiliate – An Affiliate who is qualified to receive commissions, as set forth in the ThePayerPlayer Affiliate Marketing Program.

 

Agreement – The contract between the Company and each Affiliate includes the Affiliate Application and Agreement, the ThePayerPlayer Affiliate Agreement Terms and Conditions, the ThePayerPlayer Affiliate Marketing Program, and the Business Entity Registration Form (where appropriate), all in their current form and as amended by ThePayerPlayer in its sole discretion.  These documents are collectively referred to as the "Agreement."

 

Cancel – The termination of an Affiliate’s business.  Cancellation may be either voluntary, involuntary, or through non-renewal.

 

Subscriber — An individual who uses ThePayerPlayer online services.

Community – Each one of the 5 individuals assigned immediately underneath you and their respective Affiliate Marketing Communities represents one "leg" in your Affiliate Marketing Community.

 

Community Activity Report — A report generated by ThePayerPlayer that provides critical data relating to the identities of Affiliates, referral information, and enrollment activity of each Affiliate’s Affiliate Marketing Organization.  This report contains confidential and trade secret information, which is proprietary to ThePayerPlayer.

 

Immediate Household — Heads of household and dependent family members residing in the same house.

 

Level — The layers of Community Subscribers and Affiliates in a particular Affiliate’s Affiliate Marketing Community.  This term refers to the relationship of an Affiliate relative to a particular sponsoring Affiliate, determined by the number of Affiliates between them who are related by sponsorship.  For example, if A sponsors B, who sponsors C, who sponsors D, who sponsors E, then E is on A's fourth level.

 

Affiliate Marketing Community — The Subscribers and Affiliates sponsored below a particular Affiliate.

 

Official ThePayerPlayer Materials — Literature, audio or video tapes, CD's or DVD's, and other materials developed, printed, published and distributed by ThePayerPlayer to Affiliates.

 

Qualification - In order to be eligible for Community commissions (commissions off of the Usage of the online activity of Registered Users in the Community Affiliate Marketing Community and all referral commissions) an Affiliate must remain Qualified.  Qualification is met by maintaining a minimum of 5 Registered and active Affiliates with “Player” status.   A tally of Registered Users can be viewed in the Representative Back Office.

 

Recruit — For purposes of ThePayerPlayer’s Conflict of Interest Policy (Section 4.9 (Conflicts of Interest)), the term "recruit" means: (a) The actual or attempted solicitation, enrollment, encouragement, or effort to influence in any other way, either directly, indirectly, or through a third party, another ThePayerPlayer Affiliate or Subscriber to enroll or participate in another affiliate marketing, or multilevel marketing, or network marketing, or direct sales opportunity; and (b) The conduct described in (a) above constitutes recruiting even if the Affiliate’s actions are in response to an inquiry by another Affiliate or Customer.  This subsection (b) shall not be applicable in California.

 

Registered User - An end user of the ThePayerPlayer online service.  Each Registered User is referred by and linked to a ThePayerPlayer Affiliate.

 

Referring Affiliate — An Affiliate who enrolls a Subscriber or another Affiliate into the Company, and is listed as the Referring Affiliate on the Affiliate Registration Form and Agreement.  The act of enrolling others and training them to become Affiliates is called "referring."

 

 

 

 

Copyright 2009 by ThePayerPlayer, LLC