If you agree to the terms set forth in this Independent Wine Advisor Agreement, indicate your consent by digitally signing and submitting the agreement by clicking submit button. Or, you may indicate your consent by a reply email to Wines For Humanity, which states: "I hereby agree to the terms and conditions set forth in the attached Independent Wine Advisor Agreement
This agreement is made between Wines For Humanity, referred to as “WFH”, whose address is 1323 Bond Street, Suite 179B Naperville, IL 60563 AND (fill in completely)
who is referred to as "Independent Wine Advisor".
1. Relationship of the Parties. This Agreement is not to be interpreted as creating an employment relationship between “WFH” and me. I, as an Independent Wine Advisor, will not be treated as an employee in any way. I am not eligible to participate in or receive benefits under any benefit plan of “WFH”. I am responsible for payment of all taxes arising from this Agreement. “WFH” will not pay any unemployment compensation, or workers compensation taxes or premiums on my behalf. I am 21 years of age or older.
2. Term and Termination. This Agreement is effective from the date of acceptance by “WFH”, and may be terminated by either party. Upon termination of this agreement, I will halt representing myself as an advisor of “WFH”, performing any and all Services and using any and all marketing materials, confidential information and marks.
3. Services. I will promote “WFH” products and services by organizing, planning, facilitating events for the tasting of wines selected exclusively from “WFH”, enlisting others to serve as advisors of “WFH” and by training them if their applications are accepted by “WFH”, and performing such other services related to the promotion of “WFH”’s products and services. I understand that the goal of the wine tasting is to educate and generate interest in “WFH” wines and products, but not to sell wine. I will conduct tastings only for individuals residing in the states authorized in the manual and not on behalf of any other organization
4. Tasting Protocol. I agree to adhere to the guidelines listed below:
A. I will state at the beginning of the Tasting that wine will not be served to any attendee who is or appears to be becoming intoxicated or under the age of 21.
B. “WFH” is not in any way liable for events that take place either at or after any tasting.
C. I will serve up to seven (7) varietals
D. I will not refer to anything as a sale. I am NOT
anything, I am taking Preferences.
E. It is illegal to accept cash. The only approved method of payment is a credit card. Accepting credit card information varies from state to state. The acceptance of cash and possibly checks indicates a sales and I am not selling anything. If paying by check, check must be mailed by client to the local retail premises.
5. Reasons For Termination A
disregard of the Legal Guidelines and policy as outlined in the Policy and
· Never refer to the preference / menu as an order form... it is not an order form.
· Never refer to anything as a sale... you are not selling anything, you are taking preferences
· Never refer to the handling charge as a shipping charge
· It is illegal to accept cash and checks. The acceptance of cash and possibly checks indicates a sale and you are not selling anything.
5. Starter Kit. I agree to purchase the “WFH” Starter Kit only from “WFH” using credit card, money order, or certified check made payable to “”WFH”” for the full amount due. I understand that all starter kits are subject to approval by “WFH”. If I terminate this Agreement within thirty (30) days after acceptance of this Agreement by “WFH”, I will be entitled to a full refund of the purchase price of the components of the Starter Kit if I return the original and unused components of the Starter Kit, less actual shipping expense as determined by “WFH”, if in resalable condition.
6. Compensation. My compensation on the interest generated by the host and their guests is 17%, which is to be paid once a final sales transaction has taken place at “WFH”’s or partners’ licensed premise. If I recruit others I will be entitled to 1% - 5% override when requirements are met and maintained. Commission on non-tasting related sales, such as phone sales/web orders is 10%. A minimum of 1 tasting per month and requirements outlined in the policy and procedure manual is required to remain active and collect override on downlines.
7. Marketing Materials. I agree to comply with the terms of this Agreement and the Manual when using the Marketing Materials and the Marks (defined below) and other materials I may create (such as flyers) to promote the Services. I will not use the Marketing Materials or the Marks for any other purpose.
8. Marks. For the term of this Agreement and provided that I adhere to all requirements, “WFH” grants to me exclusive, nontransferable, and non-assignable license to use “WFH”’s domain names, trademarks and logos all of which I acknowledge are owned by “WFH”.
9. Confidentiality. “WFH” legally owns all clients and client information and may contact these clients without my knowledge. I understand that I may receive information that is confidential to “WFH”. Confidential Information includes not only information disclosed by “WFH” to me, but also information developed or learned by me during the course of my relationship with “WFH”. I understand that (i) Confidential Information is invaluable to “WFH” and that it and its protection are vital to the success of “WFH”’s business; (ii) the use or disclosure of Confidential Information without the express, written permission of “WFH” may cause irreparable harm to “WFH”; and (iii) nothing contained in this Agreement shall prohibit “WFH” from pursuing any remedies, whether at law or in equity, available to “WFH” for a breach or threatened breach of this Agreement, including the recovery of damages from, and injunctive relief against me. During the term of this Agreement and following the termination thereof I will not use or disclose, directly or indirectly, any Confidential Information in any manner or for any purpose not in accordance with this Agreement.
Delivery of Confidential Information: Upon request or when my relationship with “WFH” terminates, I will immediately return all copies of all material, without exception, belonging to “WFH”, including, but not limited to those which relate to or contain Confidential Information.
10. Indemnification. I will indemnify and hold harmless “WFH” from and against all claims, liabilities, losses, damages, and expenses (including any and all legal fees and disbursements of counsel), relating to or arising out of my (a) supplying of Services, regardless of whether or not I have adhered to the Tasting Protocol in the provision of such Services, (b) breach of this Agreement, or (c) violation or failure to comply with any local, state or federal law, rule, regulation or ordinance.
11. Non-Solicitation. During the term of this Agreement I will not directly or indirectly, individually, in partnership, jointly, or in conjunction with, or as an employee, agent, representative, partner, shareholder, member, independent contractor, or consultant of, any person or entity: (a) solicit any employee, independent Wine Advisor, consultant, or agent of “WFH” to terminate his, her, or its employment, service, or affiliation with “WFH”; or (b) solicit or encourage any client, customer, or vendor of “WFH” to terminate its relationship with “WFH”.
While under this Agreement with “WFH” I will not solicit any “WFH” client for any other product or services. While under agreement with “WFH” I will not solicit for, nor recruit for any other company.
12. Remedies for Breach. (a) I agree and acknowledge: (i) that any breach of my obligations under Sections 9 and 11 of this Agreement will result in irreparable harm to “WFH”; (ii) that “WFH” shall be entitled to a preliminary and permanent injunction in the form provided by “WFH” and other equitable relief to prevent, correct, or cure any breach of said Sections in any court without having to post bond or other security; (iii) that any such court shall be deemed to have personal jurisdiction over me for purposes of such injunctive or equitable relief and other remedies provided by law; (iv) that “WFH” may, in addition, be entitled to other remedies provided by law; and (v) that I will indemnify and hold harmless “WFH” from and reimburse “WFH” for all costs, expenses (including, without limitation, court costs, litigation expenses, and reasonable attorneys’ fees), and damages incurred by “WFH” as a result of my violation of any provision of Sections 9 or 11 of this Agreement.
(b) Without limiting “WFH”’s remedies in the event of my breach or attempted breach of the provisions of Sections 9 or 11 of this Agreement, “WFH” shall have the right to cease making future consulting fees to me if I breach or attempt to breach the provisions of said Sections.
13. Other Terms and Conditions.
A. Compliance with Laws. I agree to abide by all laws, rules, regulations and ordinances in connection with performing the Services under this Agreement.
B. Waiver. “WFH”’s failure to exercise any rights under this Agreement or to insist upon strict compliance by me of any obligation or provision shall not be deemed a waiver of “WFH”’s right to demand exact compliance with such obligation or provision.
C. Entire Agreement. This Agreement contains the entire and only agreement between the parties with respect to the subject matter hereof, and no oral statements or representations or prior written matter not contained in this Agreement shall not have any force or effect.
D. I will abide by email policies as stated; “WFH” provides users with email and electronic communication services as required for the performance and fulfillment of job responsibilities.
These services are for the purpose of increasing productivity and not for non-business activities. Users must also understand that any connection to the Internet offers opportunity for non-authorized users to view or access corporate information. Therefore, it is important that all connections be secure, controlled, and monitored.
To this end, users should have no expectation of privacy of information passing through equipment that can and will be monitored. Users should also understand that “WFH” maintains the right to monitor and read all messages, incoming and outgoing.
As an Independent Wine Advisor for “WFH” you are responsible for:
· Honoring acceptable use policies of network accessed through “WFH”’s email services.
· Abiding by existing federal, state, and local telecommunications and networking laws and regulations.
· Following copyright laws regarding protected commercial software or intellectual property.
· Minimizing unnecessary network traffic that may interfere with the ability of others to make effective use of “WFH”’s network resources.
· Not overloading networks with excessive data or wasting “WFH”’s other technical resources.
E. Modifications. This Agreement is subject to change without notice.
F. Notice. All notices and other communications authorized or required hereunder shall be in writing and shall be given by email or mailing the same.
G. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of my residence without regard to conflict of law principles.
14. Un-enforceability of Provisions. If any provision of this Agreement, or any portion thereof, is held to be invalid and unenforceable, then the remainder of this Agreement shall nevertheless remain in full force and effect.
IN WITNESS WHEREOF the undersigned has executed this Agreement as of the day and year first written above. The parties hereto agree that facsimile signatures shall be as effective as if originals.
1323 Bond Street, Suite 179B, Naperville, IL 60563, Tel: 866-247-5039