Acceptance:I understand that the only economic prerequisite to become an Account Executive of My Proceed Pay (“MyProceedPay” or “Company”) and/or it’s subsidiaries is the payment of the license fee of $29.99 (USD) (plus any taxes, shipping and applicable management fees). This license is paid only once, and with its payment, an Account Executive may then obtain either of the two memberships available for a one-time payment of $99. + $29.99 USD a month for the monthly for a Gold membership, or a one-time payment of $299. + $150 USD a month for the monthly for a Platinum membership.
These memberships contain products, services, and basic material for use of the product and development of the sales activity. Once paid and processed, the Account Executive may access the online membership and use or purchase the products or services that are available from MyProceedPay. Any purchase of additional product or services by an Account Executive is optional.
By joining, you authorize MyProceedPay to charge monthly fees to maintain your membership and continue to have rights and access to all products, services, and training materials. Account Executives recognize that the credit card they have on file with MyProceedPay will continue to be billed for their Gold Account Executive membership $29.99 or their Platinum Account Executive membership $150.00 USD starting on the day of acceptance of this agreement and every 30 days from the day of acceptance of this agreement until and unless that Account Executive cancels his/her membership with MyProceedPay.
You have read and agree with the terms and conditions of the MyProceedPay compensation plan and its policies and procedures, each of which are incorporated into this agreement (collectively “Contract” or “Agreement”). You also certify you are of legal age and fully authorized to enter into the Contract. You are also familiar with the return policy described in the policies and procedures and Terms and Conditions and accept that to cancel you must do so within 15 days after acceptance of your payment by MyProceedPay, and in that case you will receive a refund according to the terms and conditions outlined in the Agreement.
Account Executive CONTRACT
THIS LEGAL AGREEMENT (“AGREEMENT” OR “CONTRACT”) SET FORTH BELOW, GOVERNS THE USE OF YOUR MyProceedPay MEMBERSHIP (“Membership”), YOUR PERSONALIZED WEB SITE (“Web Site”), THE PRODUCTS (“Products”) AND SERVICES (“Services”). TO ACCEPT THESE TERMS CLICK ON “I AGREE”. IF YOU DO NOT ACCEPT THESE TERMS, DO NOT CLICK ON “I AGREE” AND DO NOT USE THE PRODUCTS AND SERVICES OF THE COMPANY.
MyProceedPay is the service provider for the Web Site, and MyProceedPay Membership, allowing you to buy Products and Services, exclusively to be used as an Account Executive under the Terms and Conditions set forth in this Agreement.
Requirements:The use of the Products and Services of MyProceedPay includes the ability to create agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT ELECTRONIC REQUESTS CONSTITUTE YOUR ACCEPTANCE AND INTENTION TO BE BOUND BY AND PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR ACCEPTANCE AND INTENTION TO ABIDE BY THOSE ELECTRONIC REQUESTS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS THAT ARE PERFORMED ON THE WEB PAGE, MyProceedPay MEMBERSHIP, OR ANY OTHER ELECTRONIC MEDIA OFFERED BY THE COMPANY, INCLUDING NOTICES OF CANCELLATION, POLICIES AND PROCEDURES, CONTRACTS AND APPLICATIONS.
The Company is not responsible for any typographical errors contained on its Web Site or in the Agreement or Contract.
MyProceedPay License:The MyProceedPay license is available to individuals 18 years of age or older. If you are NOT 18 years or older, for any other reason or by law unable to legally enter into this agreement, do not continue with the registration process (as the Company will not approve, or will revoke your MyProceedPay license, without notice). You acknowledge that the MyProceedPay license acquired in the process of applying to become an Account Executive of the Company constitutes a binding contract between you and the Company. You acknowledge that when you purchase the MyProceedPay license it is subject to the terms and conditions described in this Agreement.
The use of the Web Site, and MyProceedPay membership to access the Products and Services of the Company requires compatible devices, Internet access and certain software (fees may apply); may require periodic updates; and it can be affected by the performance of these factors. High-speed Internet access is highly recommended for regular use and is required for video. We recommend using the latest version of any software. You agree to comply with all Company requirements, which may change periodically.
Registration process – your account:As a registered user of the services of MyProceedPay, you create an account (“Account”) at the time of registration. Never disclose your Account information to any third party. You are solely responsible for maintaining the confidentiality and security of your Account and for all activities that occur on or through your Account. You also agree to immediately notify the Company of any failure of security in your Account. The Company will not be liable for any loss arising from any unauthorized access to or use of your Account.
To purchase and download Products and Services from the Web Site, and the Membership, you must enter the ID and password configured at the time you registered as an Account Executive both to authenticate your Account and be able to make purchases, changes or any downloads. Once you have authenticated your Account using the ID and password, you will not need to re-authenticate your Account again for twenty minutes; you can also choose to allow your computer to remember the password to stay authenticated. During this time, you can purchase and download Products and Services of the Company without having to re-enter your password.
Availability of content:The Company reserves the right to change the content of the Web Site, and Membership (including the eligibility criteria for specific applications) without prior notice.
Modifications:The Company reserves the right to modify this Contract at any time and impose new or additional terms and conditions pertaining to the use that you make of the Web Site, and Membership. These changes, additional terms and conditions will take effect immediately and will become part of this agreement. Your continued use of our Products and Services, as well as the use of our Web Site, or any of our MyProceedPay membership, is understood as an acceptance of those terms or new or additional conditions. If you do not accept the new terms and conditions you must stop using the Products and Services of the Company immediately.
Duration and renewal of the contract:The duration of this agreement is of one (1) year from the date of its acceptance by the Company, which will be the later of (i) the date on which you execute the contract electronically through the Internet by means of the procedure of registration of the Company and its reception and acceptance, (ii) the date the Company receives and accepts a computer record of your account, or (iii) the date on which the initial annual fee of the MyProceedPay license and platform is paid. Thereafter, the agreement will automatically renew for successive periods of one (1) year. You expressly agree that the credit card they have on file may continue to be billed for your Gold Account Executive membership $114.98 USD or your Platinum Account Executive membership $164.98 USD for the your membership starting on the day of acceptance of this agreement and every 30 days from the day of acceptance of this agreement until you cancel your membership with MyProceedPay.
TERMS AND CONDITIONS
Purpose of Policies:MyProceedPay is a direct sales company that markets merchant accounts and services through its Account Executives. Your success and the success of your other Account Executives is dependent upon the integrity of the individuals that sell, use and market our Products and Services. To define the relationship that exists between MyProceedPay and its Account Executives, and to set the standard for acceptable business conduct, MyProceedPay has established these Terms and Conditions.
MyProceedPay Account Executives are required to comply with all of the provisions set forth in the Agreement, as well as all federal, state, provincial, territorial, and local laws governing their MyProceedPay business and their conduct. It is very important that you read and abide by the Agreement. Please review this information carefully. It explains and governs the relationship between you, as an Account Executive and the Company.
You understand that, as a MyProceedPay Account Executive: You have the right to promote the sale of Products and Services of the Company in accordance with these Terms and Conditions. You have the right to register people as Account Executives of the Company, and when you do, you will comply with all applicable policies of the Company, including, but not limited to, the Terms and Conditions. You also agree that you will be honest and fair in all dealings as a MyProceedPay Account Executive and represent MyProceedPay Products, Services and Compensation Plan in an honest and realistic way.
FIRST – Account Executive
Account Executives are independent contractors and are not purchasers of a franchise or business opportunity. Account Executives are granted the right to promote the Products and Services or sell at retail, in accordance with the policies and procedures set forth in the Company’s materials and the Terms and Conditions set forth in this Agreement. Each Account Executive shall establish his or her own goals, hours and business methods (in compliance with MyProceedPay policies). The use of fictitious or fake names is prohibited. The Company assigns an identification (ID) number to each Account Executive to identify each Account Executive for the purpose of carrying out any business relationship with the Company. The identification number of the Account Executive must be used on all orders, communication and correspondence with the Company.
SECOND – Functions of the Account Executive
Account Executives are prohibited from selling Products and Services of other companies at MyProceedPay events or in connection with MyProceedPay marketing, and may not promote, represent, distribute or sell Products and Services that are similar or competing with the Products and Services of MyProceedPay. The Account Executive agrees to apply their best efforts for the promotion, sale and marketing of our Products and Services and that, to develop the full potential of sales, he or she will engage in the following functions at their own risk:
2.01 Promotion and Marketing:All Account Executives shall safeguard and promote the good reputation of MyProceedPay and its Products. The marketing and promotion of MyProceedPay, the MyProceedPay opportunity, the Compensation Plan, and MyProceedPay’s Products and Services shall be consistent with the public interest, and must avoid all discourteous, deceptive, misleading, unethical or immoral conduct or practices. When attending MyProceedPay events or event associated with MyProceedPay, Account Executives must respect and follow the MyProceedPay code of ethics. MyProceedPay prohibits any Account Executives from enticing a prospect to join a particular sales team by showing copies of commission checks or copies of any commission statement. an Account Executive may not fax, email, mail or display any form of a copy of a commission check/statements to a prospective recruit. MyProceedPay has a strict policy against making false and exaggerated income claims or misrepresenting its Products/Services in any way. MyProceedPay approved advertising package prohibits any Account Executive from using the name MyProceedPay in advertising, except where specifically outlined.
To promote both the Products and Services, and the tremendous opportunity MyProceedPay offers, Account Executive must use the sales aids and support materials produced, provided by, or approved by MyProceedPay. MyProceedPay has carefully designed its Products, product labels, Compensation Plan, and promotional materials to ensure that each aspect of MyProceedPay is fair, truthful, substantiated, and complies with the vast and complex legal requirements of federal and state laws. If MyProceedPay Account Executive were allowed to develop their own sales aids and promotional materials (which includes Internet advertising), notwithstanding their integrity and good intentions, the likelihood that they would unintentionally violate any number of statutes or regulations affecting a MyProceedPay business is likely. These violations, although they may be relatively few in number, would jeopardize the MyProceedPay opportunity for all Account Executives. Accordingly, an Account Executive must not produce their own literature, advertisements, sales aids and promotional materials, business cards, or Internet web pages unless approved in writing by the Company prior to use. This also includes, but is not limited to merchandise and accessories such as hats, tee-shirts, etc. an Account Executive can submit all written sales aids, promotional materials, advertisements, and other literature (including proposed Internet advertising) to the Company for approval. Unless the Account Executive receives specific written approval to use the material, the request shall be deemed denied. MyProceedPay may monitor and document Account Executive promotional activity whether on the Internet, in print or through other means on an ongoing basis.
2.02 Non-disparagement:MyProceedPay wants to provide its Account Executives with the best products, compensation plan, and service in the industry. Accordingly, it values an Account Executives’ constructive criticisms and comments. All such comments should be submitted in writing to MyProceedPay corporate. Remember, to best serve Account Executives, while MyProceedPay welcomes constructive input, negative comments and remarks made in the field or publicly by Account Executives about the Company, its Products, or Compensation Plan serve no productive purpose. For this reason, among others, Account Executives must not disparage, demean, or make negative remarks about MyProceedPay, other MyProceedPay Account Executives, MyProceedPay Products, the Compensation Plan, or MyProceedPay’s directors, officers, or employees.
Account Executives shall not defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others. Account Executives shall not publish post, unload, distribute, or communicate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topics, names, materials or information. Account Executives shall not advertise or offer to sell any goods or services for any commercial purpose or conduct or forward surveys, contest, pyramid schemes or chain letters.
2.03 Sales Organization:Each Account Executive will maintain their own sales organization. The Account Executive may also participate in sales training programs. The Company also offers internal trainings to the Account Executives designed to ensure the development and implementation of methods applicable to the Products and Services, and its own network of Account Executives effective sales and distribution.
2.04 Promotional Printed Material:All Account Executives must provide all non-MyProceedPay printed materials that will be used in the promotion to MyProceedPay to the Company for pre-approval.
2.05 Authorization to use Image:Each Account Executive hereby authorizes the Company to use his or her name, photo, personal story and/or similarities in advertising/promotional materials and give the Company an indefinite royalty-free license to use photographs, videos and other images submitted to the Company, and therefore waive any claim or remuneration for such use.
2.06 General Conduct:The Account Executive will conduct their business at all times, so that it reflects a good image, favorable to the Company, and to the Products and Services. You will not use, practice, or will be dedicated to any commercial procedure that is misleading, that it will lead to the error, illegal or contrary to ethics and national or international commercial uses. It shall be duty of the Account Executive to comply at all times with laws and other legal provisions which apply to him in any country where the Company has business or presence. In addition, Account Executive agrees to comply with each and every one of the rules laid down in the manual of policies and procedures for the Company’s Account Executives, and acknowledges to know and understand all of its terms. These policies for Account Executives can be freely modified by the Company at any time, without prior notice.
2.07 Harassment Zero-Tolerance Policy:MyProceedPay has a zero-tolerance policy regarding harassment of another person by a MyProceedPay Account Executive. MyProceedPay expects its Account Executives to treat each other, as well as potential Account Executives with dignity and respect. Violations of this policy include, but are not limited to:
a. Intimidating, harassing, or other aggressive behavior;
b. Causing repeated conflicts with Account Executives, competitors or Members of the public;
c. Direct or veiled threats of harm.
Violations of this policy will result in termination. If you are a victim of such behavior, it is important to respond appropriately and notify MyProceedPay’s Compliance Department immediately with detailed information about the incident at support@MyProceedPay.com, or in writing to MyProceedPay Compliance, 14362 N. Frank Lloyd Wright Blvd., Suite 2135, Scottsdale, Arizona 85260.
THIRD – Purchases, Products and Services
3.01 PricesThe Price for each product and service will be based on the price list in effect on the date of payment of the respective orders and minimum quantities per order. All prices and minimum quantities per order are subject to change by the Company and any change of this nature will be applicable to the purchase of orders received by the Company from the effective date of the notice. The difference between the selling price to the Account Executive by the Company and the selling price to the public by Account Executive, minus operational expenses will be the retail profit that the Account Executive shall receive according to his membership benefits, for its activities of distribution, promotion, sale or recommendation of this products. The Company will supply the Account Executive with a suggested retail price for its products and services.
3.02 ResponsibilityEach Account Executive recognizes the risks and benefits associated with this business venture. Accordingly, you release MyProceedPay, its affiliates, directors, officers, owners, partners, officers, employees, assigns and Developers (collectively “Affiliates”), from all claims for damages, direct or indirect, including consequential or any other loss incurred or suffered by an Account Executive as a result of:
A) an Account Executives breach of this Contract, or the terms and conditions of the policies and procedures;
B) The business operations of MyProceedPay or any Account Executive;
C) Any incorrect data or information provided by an Account Executive;
D) Failure to provide any information or data necessary for the Company to operate its business nationally or internationally including, but not limited to, recruitment and acceptance of an Account Executive within the Compensation Plan, or the payment of bonuses or bonuses.
3.03 Previous OrdersTo pre-order products, you authorize the Company to automatically debit your account and activate or download the product or service when available. You may cancel your order prior to delivery.
FOURTH – Duration
4.01 Term and TerminationYou agree that this Agreement has an indefinite duration. However, either party may unilaterally terminate the Agreement at any time and without cause (and without refund), giving notice in writing to this effect 30 calendar days in advance to the other party. If the Account Executive terminates this Agreement, he or she must wait 12 months before reapplying to become an Account Executive, and in this case the new contract shall be subject to the approval of the Company.
In the event of default by the Account Executive of any of its obligations under this agreement, the policies and procedures of the Account Executive or the code of ethics, the Company may terminate this Agreement immediately by written notice given to the Account Executive without prejudice to the rights and claims which the Company may assert against the Account Executive.
4.02 Effects of TerminationUpon termination of this Agreement, the Account Executive will no longer be affiliated with the Company and neither party will have any right, subsequent to termination, against the other, except concerning pending debit and other similar rights which, remaining even after the termination of this agreement. Upon termination of the relationship, Account Executive agrees to immediately:
A) Stop the use of all MyProceedPay trademarks, trade names, as well as all signs, tags, stationery or publicity reference to or related to any product or service, plan, or program of the Company.
B) Not perform or act as an Account Executive of the Company.
C) Immediately forfeit all rights to their organization, sponsorship and position in the Compensation Plan, and all upcoming and future compensation and profits.
D) Take all actions requested by the Company for the protection of confidential information owned by the Company.
E) Indemnify and hold harmless the Company for any claims related in any way to the Account Executive.
FIFTH – Sales Requirements
5.01 Product SalesThe MyProceedPay Compensation Plan is based upon the sale of MyProceedPay products and services to End Consumers. Account Executive must fulfill personal and Downline Organization retail sales requirements (as well as meet other responsibilities set forth in the Agreement) to be eligible for bonuses, commissions and advancement to higher levels of achievement. The sales requirements set forth in MyProceedPay’s Compensation Plan must be satisfied for Account Executives to be eligible for commissions.
Account Executives must satisfy the Qualified Sales requirements as specified in the MyProceedPay’s Compensation Plan in order to receive bonuses or commissions.
5.02 No Territory RestrictionsThere are no exclusive territories granted to any Account Executive.
5.03 Sales ReceiptsAll Account Executives must provide their retail customers, who do not purchase online, with two (2) copies of a MyProceedPay sales receipt at the time of the sale. In addition, Account Executives must orally inform the buyer of his or her cancelation rights.
Account Executives must ensure that the following information is contained on each sales receipt: (1) the date of the transaction; (2) the date by which the buyer may give notice of cancelation; and (3) name and address of the selling Account Executive.
5.04 Return of Products by Account ExecutivesMyProceedPay offers a 15 day money back guarantee on any MyProceedPay Product purchased by an Account Executive or retail customer.
Except during the first fifteen (15) days, no refund will be made on cancelation for the purchase of services that the Account Executive has personally used. If the purchases were made through a credit card, the refund will be credited back to the same account.
The Company reserves the right to recover sales volume credited or commissions paid to an Account Executives and to adjust rank advancement any time a purchase or any kind that was commissionable or contributed to sales volume that is refunded.
SIXTH – Sales Materials, Trade Names and Trademarks
6.01 Sales MaterialsThe Company will sell or provide the Account Executive promotional materials and technology, related to products, at prices assigned by the Company. Such materials shall be subject to revision or change, at any time, without notice. The Account Executive may not reproduce, alter, include or mention any additional information in these materials without express written approval from the Company.
6.02 Trademarks and Trade NamesThe Account Executive agrees hereby that, for the fulfilment of its obligations set forth in this agreement, all brands, trade names and the names used by the Company in the Products and Services, will be identified as the goods and services of the Company offered by the Account Executive. The Account Executive recognizes and acknowledges that he or she does not own any rights on these brands and names, and supports and recognizes the popularity of this brand and names of the Products and Services of the Company around the world. Account Executive agrees to not take any action that is inconsistent with, or against, the exclusive rights of the Company in such trademarks and trade names.
6.03 Distribution AlterationThe Account Executive will not use or provide to other customers or consumers any material that has not been produced or approved in writing by the Company, for use in connection with the sale of Products and Services. In any event, Account Executive will not alter or remove from any Company product the packaging and/or labels that provides information for end users of the products. Account Executive will deliver to each client or other customer appropriate material relating to each product and service, in the first delivery of product to each customer. When the Company updates any literature or materials, wherever appropriate the Account Executive will replace the outdated material that has been previously distributed.
SEVENTH – Terms and Conditions
7.01 DeliveryDelivery of Products and Services will typically be accomplished online or in virtual form. The ownership and risk of loss of the goods and services purchased under this contract shall pass to the Account Executive upon delivery of the products to the Account Executive.
7.02 AcceptanceThe Account Executive shall inspect all goods and services immediately upon receipt to check for missing, incorrect inaccessible, or damaged products, and must immediately report any issues to the Company.
7.03 TaxesFederal, state, local taxes and any other applicable government type (such as sales tax, value added tax or similar), and taxes on personal property, fixed on the products once delivered to the Account Executive shall be the responsibility of the Account Executive. However, in the event that an Account Executive receives, in a specific year, $600 or more in bonuses, Account Executive authorizes the Company to withhold taxes generated in the countries where the Company has operations, to protect the taxes that apply to the operation of Products and Services for sale, or payment of bonuses among others, in countries where there are customers or Account Executives. Before payment can be sent to an Account Executive in the U.S. where bonuses exceed $600 dollars, the Account Executive must provide the Company with a valid social security number.
7.04 Limitation of LiabilityDespite any provision to the contrary contained in this agreement, in no event will the Company be liable for any indirect, incidental or consequential damages related to acts of the Account Executives, or company or the company’s products, and in no case may the liability of the Company (whether such liability arises from a relationship based on contract, warranty, tort, or any other basis), exceed the actual amount paid by the Account Executive to the Company for that product.
7.05 Claims of PerceptionsThe Account Executives must always explain or describe, in a truthful and accurate way, the compensation plan. No claims of past, current or potential earnings will be made or estimated as an indicator or guarantee of future success. Bonuses should not be used as marketing materials. Account Executives will not guarantee bonuses or estimated costs to any potential Account Executive. You also understand that your participation in MyProceedPay does not warrant or ensure any profit or success and that many Account Executives will earn NO income. You also certify that MyProceedPay has not made any guarantee of income or success to you.
7.06 Compensation AccreditationCompensation or bonuses that have been paid to Account Executives, but that relate to Products and Services returned to the Company, shall earn no bonus or compensation, and shall then constitute an obligation for the Account Executive, who shall reimburse such amounts to the Company. The Company shall have the right to offset amounts based on potential or actual returns, against amounts due to any applicable Account Executive.
EIGHTH – Various
8.01 Independent ContractorThe Account Executive is an independent contractor, or as he is known in other parts of the world “Commercial Account Executive” and in no way is, an agent, representative or employee of the Company, and will not act as such, nor give a reason to anyone to believe so. As an Independent contractor, an Account Executive agrees not to make any statement of any kind in the name and in representation of the Company. The Account Executive agrees to indemnify the Company for each and every one of the claims, liabilities or damages resulting from or arising out of the violation of this agreement by the Account Executive, or which in any other way be attributable to any act or omission of the Account Executive or its agents or employees.
8.02 Non-ExclusiveThe Company reserves the right of address directly, and without obligation that originates right, benefit or remuneration whatsoever for the Account Executive, Account Executives on his network or organization of Account Executive who comes directly to the Company. Also, the Company shall have the right to contract with one or more persons or companies the distribution of Products and Services being expressly agreed by both parties that exclusive rights of any nature in any territory shall not be granted to the Account Executive.
The Account Executive can increase its organization or network of Account Executives under its own sponsorship inviting other people wishing to act as Account Executive of the Company according to the policies and procedures for Account Executives and other rules set by the Company.
8.03 AssignmentThe rights and duties of the Account Executive in accordance with the contract, cannot be assigned in whole or in part, without the express, written consent of the Company prior to any assignments.
8.04 Requirement of TermsAny omission to a term of this contract, from time to time, or failure to assert or claim any provision thereof, may not be interpreted or considered as a waiver of such provision or the right of such party to subsequently demand that each and every one of the provisions contained in this agreement, including compensation for damages that have been caused to the Company, be strictly adhered to.
8.05 Exclusivity of Services/Non-SolicitationYou are free to pursue any and all outside activities and/or employment. During the term of this Agreement, however, you will not, directly or indirectly, own, manage, operate or control, participate in the ownership, management, operation or control of, or be connected with, as a shareholder, director, officer, employee, sales representative, distributor, partner, agent, or consultant of any profit or non-profit business, firm, entity or organization that competes, directly or indirectly, with, or is similar to, the business of MyProceedPay (including, but not limited to, another multi-level marketing or direct sales organization) without MyProceedPay’s prior written authorization. Additionally, during the term of this Agreement and for an additional one (1) year beginning upon the termination hereof, or if one year is considered by a fact-finder as too long, six (6) months, you agree not to directly or indirectly solicit or encourage other MyProceedPay Account Executives, consumers, or employees of MyProceedPay to join another direct sales organization.
8.06 Confidential InformationThe Account Executive agrees not to disclose to any person or in any manner for a period of 2 years following the termination of this agreement, any information concerning customers or markets, marketing systems, policies of the Company, or the composition, manufacture or development of its Products and Services. In general, any information that the Company divulges in confidence to the Account Executive is confidential and Customer agree they will not use such information for any purpose different than the MyProceedPay business or the fulfillment of this contract.
8.07 Totality of ContractThis Agreement supersedes and cancels any previous agreement between the parties, and may not be reformed, altered or changed, except by an agreement in writing, signed by both parties.
8.08 Headings and Sub-HeadingsHeadings and sub-headings of this agreement are for the convenience of the parties only and do not form an integral part thereof and in no way limit and extend the terms and provisions of this agreement.
8.09 Class Action WaiverYOU AND MyProceedPay EACH HEREBY ACKNOWLEDGE AND AGREE THAT ANY CLAIMS AND/OR ACTIONS OF ANY KIND SHALL BE BROUGHT SOLELY IN THAT PARTY'S INDIVIDUAL CAPACITY, AND NOT AS A LEAD PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU AND MyProceedPay FURTHER AGREE THAT THE APPOINTED ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE INDIVIDUAL PERSON’S OR PARTY’S CLAIMS AND ACTIONS, AND MAY NOT OTHERWISEPRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.
8.10 Authorization to use Personal InformationBy completing and submitting this application, I authorize MyProceedPay to transfer and disclose any personal or confidential information I have provided to MyProceedPay in connection with my application to become an Account Executive and in relation to my Account Executives or my downline organization of Marketing businesses, that I have developed or provided to MyProceedPay as a result of my work as an Account Executive, its parent Company and affiliates, partners, licensees, agents and vendors and other MyProceedPay Account Executives who may or may not be in my immediate upline up or downline, as needed to ensure adequate support for the MyProceedPay business and the applicable government or regulatory agencies, if it is required by law. I also authorize MyProceedPay its parent and/or affiliated companies and other advocates of MyProceedPay to contact me by email through my email address and/or by text message to the phone number which I have supplied on this application. I understand that this type of emails and/or text messages may include offers and applications for the sale and purchase of products, sales aids and services of MyProceedPay. I also authorize MyProceedPay to use my personal information for the recognition and Account Executive marketing materials and to submit my name and phone number in response to a client request for an Account Executive in my area. If this information should not be given away, I agree to notify MyProceedPay that I do not wish to share this information through written notification by email to support@MyProceedPay.com. I agree to obtain, register, use, maintain, transfer, alienate and process personal information about customers, other MyProceedPay Account Executives or anyone else (obtained from anyone or anywhere), only in accordance with the agreement. Except when provided by MyProceedPay otherwise, I understand that (i) I will only use such personal information for my MyProceedPay business and for no other purpose, (ii) I must fulfill my obligations with respect to the privacy and security of data as set out in the contract, and (iii) I will meet the security and data privacy obligations imposed on MyProceedPay under laws regarding such information.
8.11 NoticesAll notices and other communications that must be made or given pursuant to this agreement, will be made in writing and shall be sent by electronic mail, postage prepaid, certified mail to the addresses indicated at the beginning of this agreement or to the email address indicated in this agreement. Any party shall be entitled to change its address by notice in writing, and if is transmitted in the manner referred to in this subsection, shall take effect 10 days after the date that is deemed effective. Once this information is received, the Account Executive will be notified that the change was accepted and shall take effect the next business day after approved change.
8.12 Dispute Resolution - Binding Arbitration
A) Procedure For Mandatory Mediation And Arbitration. With respect to any dispute between the Parties that arises out of, or relates in any way, in whole or in part, to this Agreement, including without limitation the creation, sale, purchase, content, functionality, value, use or consequences of use of the Products, or to this Agreement, or the breach thereof, including without limitation, any tort claim, including fraudulent inducement of this Agreement or the dispute resolution provisions contained herein (“Claim”), the Parties agree:
1) First, to try, in good faith, to settle the Claim through informal negotiations;
2) Then, if such negotiations are not promptly successful, to try in good faith to settle the Claim by private mediation administered in Phoenix, Arizona, by the American Arbitration Association (AAA), unless otherwise agreed by the Parties to use a non-AAA mediator;
3) Finally if such mediation does not result in a resolution of the Claim, then MyProceedPay may demand, as the sole and exclusive means and forum to resolve the Claim through, binding arbitration by a single arbitrator, such arbitration to be conducted in Phoenix, Arizona, and administered under the Commercial Arbitration Rules of the AAA. The Arbitrator may be the person who previously served as mediator, but only with the consent of all parties to the arbitration.
C) Waiver of jury trial. This paragraph evidences an additional agreement to arbitrate disputes. Any dispute between the parties shall be subject to binding arbitration. This means, among other things, that any dispute, including, without limitation, in contract or tort, based upon, arising out of or relating to this agreement or to the relationship of the parties, or the sale of the products is subject to binding arbitration. In addition, all questions regarding the arbitration of the dispute, including whether the parties have agreed to arbitrate the dispute, shall be decided by such arbitration. This agreement to arbitrate all disputes between the parties applies even if some person or entity claims that this agreement is void, voidable or unenforceable for any reason. By agreeing to arbitrate, all parties are waiving their right to jury trial, their right to appeal and their right to conduct discovery (except as specifically set forth herein). This agreement to arbitrate shall survive the termination of this agreement. As provided under California code of civil procedure section 1290.4, the parties further agree that notice and service of any petition to confirm an arbitration award issued pursuant to this clause shall be sufficient if served by regular mail.
D) Application Of Federal Arbitration Act. The Parties acknowledge that this Agreement evidences a transaction involving interstate commerce, and that the Federal Arbitration Act (FAA) and, to the extent not inconsistent, the AAA’s Commercial Arbitration Rules as such Rules exist as of the time any Claim arises, shall govern the interpretation, enforcement and proceedings pursuant to this Dispute Resolution Paragraph, except as specifically set forth herein
E) General Rules For Arbitration:
1) Separate Claim Resolution. The Parties agree that no arbitration or other proceeding conducted pursuant to this Agreement shall allow class claims, or consolidation or joinder of claims or parties.
2) Qualifications Of Arbitrator. The Arbitrator shall be a practicing attorney or retired judge having at least 15 years experience with commercial litigation matters.
3) Timing Of Award. The Arbitrator’s award shall be made within 6 months following the appointment of an Arbitrator and the Arbitrator shall agree to comply with this schedule before accepting appointment.
4) Reasoned Award. The Arbitrators shall issue a reasoned written award reached only by strictly applying the rules of law to the facts.
5) Limitation On Damages. The Arbitrator shall be limited to awarding actual monetary damages only (as defined below) and SHALL NOT have the power to award special, incidental, indirect, punitive or exemplary or consequential damages whatsoever (including, but not limited to, damages for loss of money, lost profits, capital, or income, loss of confidential or other information, business interruption, personal injury, loss of privacy, and any other pecuniary or other loss whatsoever) arising out of or in any way related to the use of or inability to use the materials, systems, or the support services, or the provision of or failure to provide support services, or otherwise under or in connection with any provision of this Agreement, even if either of the Parties has been advised of the possibility of such damages. A Party’s actual damages for purposes of this subparagraph shall be limited to the invoice amount of any receivable owed to MyProceedPay independent distributor or to the amount actually paid by Distributor for the materials or Systems, subtracting all income derived from the sale of MyProceedPay products. The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law.
6) Applicable Rules And Discovery. The arbitration of any Claim will be governed by the discovery and summary judgment provisions in the Federal Rules of Civil Procedure (Rules 26 through 37 and 56) and the Federal Rules of Evidence shall be applicable to all presentations of evidence, provided however, that discovery will be limited to exchange of documents and depositions of Parties and experts only. Written interrogatories shall not be permitted.
7) Expenses Of Arbitration. Each Party shall bear its own costs and expenses, including legal fees and an equal share of the Arbitrator's fees and the administrative costs of the arbitration during the arbitration provided, however, that the Arbitrator shall have the power to award to the prevailing party in any arbitration, the Arbitrator’s and the AAA’s fees, but the Arbitrator shall not have the power to award attorney’s fees or expert fees to any Party.
8) Jurisdiction And Venue. The Parties consent and submit to the exclusive personal jurisdiction and venue of the Superior Court and the United States District Court, both located in the County of Maricopa, State of Arizona, to compel arbitration of a Claim in accordance with this Agreement, or to enforce any arbitration award issued pursuant to this Agreement.
9) Confidentiality. All arbitration proceedings will be closed to the public and confidential, and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award or as necessary to give effect to res judicata and collateral estoppel, in which case all filings with any court shall be sealed to the extent permissible by the court. Nothing herein is intended to, or shall, preclude a Party from communicating with, or making disclosures to, its lawyers, tax advisors, auditors and insurers, as necessary and appropriate or from making such other disclosures as may be required by law.
10) Right To Opt Out Of Arbitration. MyProceedPay believes that the most efficient method of resolving Account Executive disputes is through neutral binding arbitration. Account Executive may, however, opt out of the obligation to arbitrate disputes by notifying MyProceedPay by e-mail at support@MyProceedPay.com within 30 days of execution of this Agreement.
11) Alternative to Binding Arbitration of Disputes. The following provisions shall apply to the resolution of any dispute between the Parties that is not subject to arbitration for any reason, including but not limited to: (a) Distributor’s election to opt out of arbitration; (b) determination by a court of competent jurisdiction that the Paragraph “Separate Claims Resolution” is invlaid; or (c) determination for any reason that the Paragraph “Procedure for Mandatory Mediation and Arbitration” is invalid, in whole or in part. If for any reason, the Parties do not arbitrate a dispute and instead are permitted to bring an action in Superior Court or in a U.S. District Court, the following provisions shall apply:
F) Waiver of Jury Trial. To the extent permitted by law, in connection with any action or proceeding, whether brought in state or federal court, the Parties hereby expressly, intentionally and deliberately waive any right they may otherwise have to trial by jury of any Claim.
G) Jurisdiction and venue, the Parties consent and submit to the exclusive personal and subject matter jurisdiction and venue in Maricopa County, Arizona.
H) Louisiana Residents: Notwithstanding the foregoing, Louisiana residents may bring an action against the Company with jurisdiction and venue as provided Louisiana law.
I) Judicial Reference. If the waiver of jury trial set forth hereinabove is not enforceable for any reason, then the Parties hereby agree that all Claims, including any and all questions of law or fact relating thereto, shall, at the written request of any Party, be determined by Reference as set forth herein below:
1) Selection or Appointment of Referee. The Parties shall select a single neutral referee, who shall be a retired state or federal judge. In the event that the Parties cannot agree upon a referee, the referee shall be appointed by the court.
2) Conduct of Reference. Except as otherwise provided in this Agreement, the Reference shall be conducted pursuant to California Code of Civil Procedure Sections 638 et seq. The referee shall determine all issues relating to the applicability, interpretation, legality and enforceability of this Agreement. The referee shall report a statement of decision to the court. The Parties shall equally bear the fees and expenses of the referee, unless the referee otherwise provides in the statement of decision.
3) Provisional Remedies and Self-Help. No provision of this Agreement shall limit the right of any party to (i) exercise self-help remedies including, without limitation, set-off or (ii) to obtain or to oppose provisional or ancillary remedies from a court of competent jurisdiction before, after or during the pendency of the Reference. The exercise of, or opposition to, any such remedy does not waive the right of any Party to a Reference pursuant to this Agreement.
4) No Decision By Jury. The Parties hereby acknowledge that if a referee is selected or appointed to determine the Claims, then the Claims will not be decided by a jury.
5) Advice Of Counsel. The Parties recognize and understand that they are executing a legal agreement. Each Party represents that it has consulted legal and financial advisors, or that they have been given the opportunity to consult with such advisors prior to executing this Agreement.
6) Severability. If any one or more of the provisions contained herein shall for any reason be found by a court of competent jurisdiction or an arbitrator to be invalid, illegal, or unenforceable in any respect, such invalid, illegal or unenforceable provisions shall be ineffective, but shall not in any way invalidate or otherwise affect any other provision. Notwithstanding the foregoing, if Paragraph 16(e)(1) entitled “Separate Claim Resolution” is found for any reason to be unenforceable, either party shall have the right, but not the obligation, to require that a Claim be resolved exclusively in a judicial proceeding in either the Superior Court of the United States District Court, both located in the County of Los Angeles, California, rather than through arbitration.
7) Limitations Of Actions. Notwithstanding any statute or other legal or equitable doctrine or authority to the contrary, no Claim shall be brought more than eighteen (18) months after the purchase of the Products.
8) Choice Of Law. This Agreement shall be governed by and interpreted in accordance with the Federal Arbitration Act, and shall otherwise be governed by and interpreted in accordance with the domestic law of the State of Arizona
8.13 Jurisdiction/Choice of LawThis Agreement shall be deemed to have been executed in and shall be interpreted, construed and enforced in accordance with the laws of the State of Arizona, and with respect to all claims that expressly excluded from enforcement under the terms of the Mediation and Arbitration obligations set forth above, subject to the jurisdiction and venue only in the courts of Maricopa County, State of Arizona.
8.14 SeverabilityIf any provision of this Agreement shall be unlawful, void or for any Reason unenforceable, it shall be deemed separable from, and shall in no way affect the validity or enforceability of, the remaining provisions of this Agreement, and the rights and obligations of the parties shall be enforced to the fullest extent possible.
You agree that you have read this Agreement and, understood and accepted each and every one of its clauses, without fraud, deception or error in consent and agree and acknowledge the content and scope of these terms and conditions along with the other steps and addendums to the Agreement.
You confirm your will and Agreement to become an Account Executive and be bound under this agreement and its terms and conditions is by clicking in ‘I AGREE’ or Accept or using Electronic Signature. Once done, the next step will be to pay the MyProceedPay license and the membership you have chosen. When the Company confirms your payment, the Company will confirm with an email that your transaction was successful (if it does not arrive in your inbox, you must look in the SPAM or junk mail folders), then your application has been accepted electronically, without the need for live signatures.
MyProceedPay Policies and Procedures
The Policies and Procedures of MyProceedPay contained herein were established to explain and define the rights and responsibilities of MyProceedPay and its Account Executives. Each Account Executive agrees, without reservation, to all the terms and conditions contained herein and to hold MyProceedPay free from any and all liability that may result from his or her relationship with MyProceedPay or this agreement between the Account Executive and MyProceedPay.
Cancellation and Refund Policy
MyProceedPay proudly stands behind its product and offers a 15 day money back guarantee (less any commissions paid). There is no long-term commitment or timeframe in which an Account Executive must continue to remain active. Account Executives may cancel their membership at any time and for any reason simply by logging into their MyProceedPay online customers area and clicking on the Personal Info link where they may follow the Terminate Membership link to cancel their membership. Inactive Account Executives earn no bonuses or commissions. You may cancel your membership within 15 days of upgrading to Account Executive to be eligible for a refund. A 3-day refund policy applies to each monthly membership payment. You can cancel your subscription within 3 days of the most recent charge and be eligible for a refund for that month's membership fee. Refunds are only given if the 3-day eligibility requirement is met and if the refund is requested. To request a refund, you must send an email to support@MyProceedPay.com, including your MyProceedPay username or ID number.
To protect our Account Executives and ensure the long-term growth and success of MyProceedPay, MyProceedPay maintains a ZERO tolerance policy towards the sending of spam email. Spam email is defined as Unsolicited Commercial Email (UCE). In the event that you send spam email to people without their permission, you risk immediate cancellation of your account and forfeiture of all contacts in that account. As a MyProceedPay Account Executive, you understand that MyProceedPay neither condones nor tolerates unsolicited or spam email. You understand and acknowledge that: It is ILLEGAL to forge headers on emails and it is ILLEGAL to neglect to include a valid functional unsubscribe link along with a valid mailing address in any emails sent out.
Anyone caught forging headers or not including a valid functional unsubscribe link will be immediately terminated from MyProceedPay. MyProceedPay also prohibits all Account Executives from including the name or website address in any emails. Account Executives are required to use a redirect link when directing prospects to their landing page. We also require all Account Executive s to download their list of email addresses that have generated a complaint (that can be found in the Spam Policy link in the Account Executive s section of the MyProceedPay website) and permanently removing such email addressed from their database. If MyProceedPay receive a complaint from the same email address as a previous complaint from an email that was sent more than a week after the original complaint was filed, MyProceedPay has the right to terminate your membership. You are solely responsible for email sent on your behalf. MyProceedPay also does not allow traffic from traffic exchange websites or other low quality traffic sources. Any Account Executive who has what MyProceedPay considers, by their own discretion, an abnormally low conversion percentage from hits to your landing page website to pre-enrollees may have their landing page websites turned off or be terminated from the Company.
MyProceedPay will immediately terminate your membership and suspend all future bonuses for violating these Spam Policies. MyProceedPay reserves the right to take legal action against any Account Executive found violating this Spam Policy. You will not be eligible for a refund if you are terminated for violating the MyProceedPay Spam Policy.
MyProceedPay Account Executives may participate in our compensation program as outlined on the Pay Plan page of the website. Bonuses are paid as outlined on the Pay Plan page of the website. All Account Executive understand BEFORE joining that there are NO GUARANTEED EARNINGS from the Matrix or Matching bonuses parts of the Pay Plan. Account Executive understand that any and all content on the website is not reflective of typical or exceeded earnings, but is to be used only for demonstration purposes and as a representation of company growth.
Account Executives should not participate in MyProceedPay with the expectation of earning income without referring new Account Executives, or making retail sales. Neither MyProceedPay, nor its Account Executives can guarantee “spillover” simply by becoming an Account Executive. MyProceedPay Account Executives should not participate in MyProceedPay opportunity if they are not planning on sharing the membership with others.
Most Account Executives earn less money each month in the compensation program than they pay for their membership. Although it is possible, MyProceedPay Account Executives should NOT expect to make a profit simply by becoming an Account Executive. MyProceedPay does not guarantee that Account Executives will earn a profit by implementing the training materials provided.
The Company-provided products are for educational purposes only. No Account Executive should spend money that they cannot afford to lose to purchase membership, advertising materials, or anything else related to MyProceedPay.
It is possible that you will NOT earn any income as an Account Executive of MyProceedPay:
Bonuses are paid to Account Executives who qualify pursuant to the Pay Plan and who are in good-standing with the Company and compliance with the Contract. As the success of any Account Executive depends largely on the personal efforts of that Account Executive, the Company does not guarantee any level of profit or success, nor does it guarantee an Account Executive a specific income. an Account Executive does not receive compensation for sponsoring or recruiting other Account Executives. The only way to earn Bonuses is through the sale of Memberships and through the sale of product and services.
The Company will pay Commissions to qualified Account Executives on Product orders which: (i) are received by the Company before the end of the respective week, and (ii) have been fully paid with appropriate payment.
1. Bonus are paid in the name of the Person or Business Entity listed in Payment Option link on the My Earnings section of the website. When no payment option is selected, the Account Executive be notified and commissions will be held until a selection is made.
2. All Bonuses are paid on every Monday for the 2 previous weeks activity. These weekly bonus will be accumulated from midnight central time on each Monday, through midnight central time of the next Sunday. All orders must be in before midnight pacific time Sunday to qualify for the previous weeks Bonus.
C. Returned or Unpaid Payments
The Company makes every effort to ensure that an Account Executive receives its Bonus payments. However, if a commission payment is unpaid due to insufficient information or other reasons beyond the control of the Company, the payment will be held for the benefit of the Account Executive for 90 days. After such 90 days, a monthly maintenance charge of $10.00 will be deducted from the Account Executive’s payment.
D. No Manipulation
Manipulation of the Pay Plan is not permitted and may result in disciplinary action. Manipulation of the Pay Plan includes, but is not limited to, an Account Executive purchasing, to qualify for various tiers or Bonuses, large quantities of memberships that are not sold through the direct marketing channel, placing orders in his/her Downline Organization, and any other actions that may violate state, federal or foreign anti-pyramid scheme laws. Such manipulations may, in the discretion of the Company, result in the suspension of commissions and termination of the Account Executive.
E. Deductions and Offsets
The Account Executive authorizes the Company to deduct fees from its Bonus as outlined on the Payment Option page and/or as deemed appropriate at the sole discretion of the Company. Compliance Policy MyProceedPay may change, alter, add, or detract conditions of membership, products, services, and compensation at any time and for any reason.
MyProceedPay reserves the right to terminate an Account Executive at any time for misconduct, unethical conduct, or for violating any Company policies regardless of fault. All disputes and claims relating to MyProceedPay, this Agreement, the MyProceedPay Pay Plan, or its products, the rights and obligations of an Customer and MyProceedPay, or any other claims or causes of action relating to the performance of either an Account Executive or MyProceedPay under the Agreement or the rules and regulations, and/or a Customer’s purchase of products shall be adjudicated totally and finally in the State of Arizona, or such other location as MyProceedPay prescribes in accordance with MyProceedPay’s Terms and Conditions.
MyProceedPay and its customers, officers, directors, employees, and other Account Executives shall not be liable for, and the Customer hereby releases the foregoing from and waives any claim for loss of profit, incidental, special, consequential, or exemplary damages which may arise out of any claim whatsoever relating to MyProceedPay’s performance, non-performance, act, or omission with respect to the business relationship or other matters between the Customer and MyProceedPay whether sounding in contract, tort, or strict liability.