INDEPENDENT LUMAXA ENTREPRENEUR (ILE) APPLICATION AND AGREEMENT
Independent Lumaxa Entrepreneur Terms and Conditions Agreement between the named APPLICANT (hereafter APPLICANT) and Lumaxa.com, Inc. (hereafter Lumaxa) effective under the terms and conditions below:
1. APPLICANT hereby applies for authorization as a Independent Lumaxa Entrepreneur (ILE) in Lumaxa's network marketing program. For a period of 21 days from the submission of this application, or until such time as Lumaxa notifies APPLICANT of this application's acceptance or rejection, APPLICANT is provisionally authorized as an ILE and granted the rights to sell Lumaxa products. Lumaxa reserves the right to accept or reject any application for any reason.
2. Upon acceptance as an ILE by Lumaxa, APPLICANT is authorized as an ILE for one calendar year. Lumaxa will automatically renew ILE authorization annually by debiting the ILE's account on file in the amount of $49.95, unless the ILE notifies Lumaxa in writing prior to the anniversary date that he/she desires to cancel the Independent Entrepreneurship. The Company may refuse to renew this agreement for any reason. If this agreement is not renewed, or if it is terminated for any reason, I understand that my right to sell Lumaxa products and services and to receive compensation in respect of my activities as an ILE will cease. The Company reserves the right to terminate this Agreement at any time if the Company elects to: (1) cease business operations; (2) dissolve as a business entity; or (3) terminate distribution of its products and or services via direct selling channels, or at any time upon not less than 7 days' notice and without further notice if the ILE breaches this Agreement and fails to remedy the breach before the end of the notice period.
4. APPLICANT is an independent contractor under the terms of this agreement, and not an agent, employee, or legal representative of his/ her sponsor or Lumaxa, and will in no way represent him/herself as such. As such, APPLICANT has no power to bind Lumaxa to any obligation and APPLICANT is responsible for all applicable income, sales, social security, unemployment or other tax, license, or fee arising out of APPLICANT's activities hereunder.
5. APPLICANT will not produce, promote, or use materials of any kind describing Lumaxa's names, programs, products, and trademarked, copyrighted, or otherwise protected materials except as permitted in Lumaxa's policies.
6. APPLICANT has the duty to supervise and train any ILEs that he/she may sponsor as described in the Policies and Procedures. APPLICANT will explain Lumaxa's programs honestly and completely when presenting them to others. APPLICANT understands and will make clear in any presentation the following: that no earnings are guaranteed by Lumaxa or its programs; no ILE will earn money solely for sponsoring; no specific amount of product must be purchased at any level; commissions are based on product sales; that there are no exclusive territories for ILEs in the program.
7. APPLICANT agrees that compensation is only paid for sales of product as defined in the Policies and Procedures and in the company's Compensation Plan.
8. Any sale or assignment of this agreement must be approved by Lumaxa. Successors in interest or assigns must comply with all program requirements.
9. The undersigned hereby acknowledges that he/she is of legal age and authorized to bind APPLICANT to each of the terms set forth herein and to the terms of the Policies & Procedures.
10. Venue and jurisdiction for any action pertaining to this agreement or any disagreement or claim between the parties hereto shall be in Palm Bach Country, State of Florida or in the United States District Court in and for the District of Florida, except where the laws of your state expressly require the application of its laws. This agreement shall be governed by the laws of the state of Florida, USA.
11. No purchase or investment is necessary to become an Independent ILE other than the purchase of a ILE Business Kit, which is sold at company cost. Purchasing the ILE Business Kit is mandatory except in those states where prohibited by law.
12. In order for you to qualify for commissions, you must (1) sell to customers or end users a minimum of 70% of your product orders; (2) provide your retail customers with an official Lumaxa retail receipt which specifies date of sale, amount of sale, item(s) purchased, and the Lumaxa Satisfaction guarantee. You must retain all sales receipts for two years.
13. You have the right to cancel your ILE agreement at any time and for any reason. If you choose to cancel your ILE agreement, simply notify Lumaxa in writing. If you elect to cancel your ILE agreement within 10 days of your enrollment, Lumaxa will refund 100 percent of the price of your Business Starter Kit and the entire initial product order, excluding shipping and processing fees upon return of the Business Starter Kit and products. All other returns for refund or exchange shall be processed in accordance with Lumaxa's policies.
14. Lumaxa does not permit you to purchase unreasonable amounts of product solely for the purpose of qualifying for commissions, bonuses, or advancement in the Compensation Plan.
15. You are free to participate in other multilevel marketing ventures, but you may not sell or promote to other Lumaxa ILEs or Customers similar or competitive products or services or any other multilevel marketing opportunity.
16. Lumaxa genealogy reports are confidential and proprietary business trade secrets. You may not use the reports for any purpose other than to develop your Lumaxa business. Specifically, you must not disclose any information contained in the reports to a third party or use the reports to compete with Lumaxa or to recruit or solicit other ILEs or Customers to participate in other multilevel marketing ventures.
17. Lumaxa's failure to exercise any rights as set forth in this agreement or to insist on your strict compliance with the terms and conditions of this agreement and the Policies & Procedures does not constitute a waiver of Lumaxa's right to require compliance therewith.
18. Lumaxa's waiver of any ILE default does not affect Lumaxa's rights with respect to any subsequent default or the rights or obligations of any other ILE. Delays or omissions by Lumaxa in exercising rights which might arise from an ILE's default do not affect the company's rights concerning the default or any subsequent default.
19. Lumaxa reserves the right to cancel any Independent Entrepreneurship at any time for cause if the ILE violates the terms and conditions of this Agreement or the provisions of the Policies & Procedures and Compensation Plan.
20. Taxpayer Identification Number. If you are a United States person (including a resident alien), you must provide Lumaxa with your correct taxpayer identification number ("TIN"), which for individuals is either your Social Security Number ("SSN") or, if you are a resident alien and you do not have and are not eligible to get an SSN, your Individual taxpayer Identification Number ("ITIN"). For a distributorship that is a partnership, corporation, company or association organized in the United States or under the laws of the United States, you must provide Lumaxa with your employer Identification Number ("EIN"). If you fail to provide Lumaxa with a TIN or the TIN you provide to Lumaxa is incorrect, Lumaxa will withhold and pay to the IRS 28 percent of your income over $600, unless you certify to Lumaxa that you are a corporation exempt from backup withholding or otherwise not subject to backup withholding. By signing this Agreement, you certify that (i) the TIN you have provided to Lumaxa is correct, (ii) you are a United States person (including a resident alien),(iii) if applicable, you are not subject to backup withholding, and (iv) you are exempt from the requirement to report foreign financial assets under the Foreign Account Tax Compliance Act ("FATCA").
21. You may be required from time to time to provide Lumaxa with personal information relating to your independent Independent Lumaxa Entrepreneurship and/or ILE Agreement. Lumaxa's rights to use your personal information and your rights to access and correct the personal information you give Lumaxa are described in Lumaxa's Policies & Procedures. By signing this Agreement, you consent to Lumaxa's collection, use, and disclosure of your personal information in accordance with Lumaxa's Policies & Procedures.
22. By signing this Agreement, you give Lumaxa consent to contact you by telephone, facsimile transmission, e-mail or text, concerning your independent Independent Lumaxa Entrepreneurship, your ILE Agreement, and any related Lumaxa matter.
23. ILE agrees not to contact or initiate contact at any time or for any purpose, either directly or indirectly, with any officers, directors, shareholders, consultants, attorneys, employees, agents or other affiliates of Lumaxa’s Vendors or Suppliers, unless such approval is specifically granted in written form by Lumaxa, which shall be considered on a case-by-case basis. Any communication sent by any ILE to Lumaxa’s Vendors or Suppliers, either directly or indirectly to any officers, directors, shareholders, consultants, attorneys, employees, agents or other affiliates of Lumaxa’s Vendors or Suppliers is in direct violation of this ILE Agreement and could result in the termination of your ILE Agreement. This includes any and all verbal and or written communications. From time to time Lumaxa may invite guest from Lumaxa’s Vendors or Suppliers to speak on Lumaxa webinars and conference calls, such guest appearance do not constitute Lumaxa's approval for furthered communications with Lumaxa’s Vendors or Suppliers. You further agree and understand that the only entity which has an Agreement with Lumaxa’s Vendors or Suppliers is Lumaxa.
24. To the maximum extent permitted by law, Lumaxa, its parent or affiliated companies, directors, officers, shareholders, employees, assigns, and agents (collectively referred to as "affiliates"), shall not be liable for, and I release Lumaxa and its affiliates from, all claims for consequential and exemplary damages for any claim or cause of action relating to the Agreement. I further agree to release Lumaxa and its affiliates from all liability arising from or relating to: (a) my, or any other ILE's, breach of the Agreement; (b) the promotion or operation of a Lumaxa business by me or any other ILE and any activities related to it, including, but not limited to, the presentation of Products/Services or the Company Compensation Plan, the operation of a motor vehicle, the lease of meeting or training facilities, etc., and agree to indemnify Lumaxa and its affiliates for any liability, damages, fines, penalties, or other; (c) any incorrect data or information provided by me or any other ILEs to Lumaxa; (d) my, or any other ILE's, failure to provide any information or data necessary for Lumaxa to operate its business; or (e) awards arising from any unauthorized conduct that I undertake in operating my business. I further agree to indemnify Lumaxa for any liability, damages, fines, penalties or other awards arising from any unauthorized conduct that I undertake in operating my Lumaxa business.
25. The Company grants to me a non-exclusive, royalty free, revocable license to use the intellectual property in Lumaxa's name, trademarks (whether registered or unregistered), and other intellectual property rights in any materials or documents pertaining to the subject matter of this Agreement for the purpose of promoting the products and sourcing potential customers. I agree that the Company may impose restrictions on my use of Lumaxa's name, trade names and trademarks, logos and other intellectual property and advertising in order to protect the rights, reputation and image of Lumaxa, provided that such restrictions are applied to all distributors generally. I also agree to not apply singly or in association with any other party for registration of any intellectual property owned by Lumaxa capable of registration but not registered and to give all reasonable assistance, at Lumaxa's reasonable cost, to assist Lumaxa to register any such intellectual property.
26. If a ILE wishes to bring an action against Lumaxa for any act or omission relating to or arising from the Agreement, such action must be brought within 30 days from the date of the alleged conduct giving rise to the cause of action. Failure to bring such action within such time shall bar all claims against Lumaxa for such act or omission. ILE waives all claims that any other statutes of limitations apply.