PartyLite Preferred Program Participant Agreement

Transcription

1 PartyLite Preferred Program Participant Agreement This Participant Agreement contains details about the relationship between you and us relating to the PartyLite Preferred Program. You must accept the terms of the Participant Agreement in order to become a PartyLite Preferred Participant. By enrolling in PartyLite Preferred, you agree to these terms and conditions and that your participation in the program is subject to this Participant Agreement. By enrolling in PartyLite Preferred, you acknowledge that you have read and understood this Participant Agreement and that you agree to be bound by all of its terms. If you do not agree to all of the terms of this Agreement, then do not click the button to finish enrolling. You also acknowledge that you have had an opportunity to review the PartyLite Privacy Policy ( or that it has been made available to you, and that you consent to the Policy. This Agreement constitutes a legally binding agreement between PartyLite Gifts, Ltd., a Canadian corporation ("PartyLite"), and each individual who registers and enrolls ("you" or the "Participant") in the PartyLite Preferred program, as described below ( PartyLite Preferred or the "Preferred Program"), by completing the registration form on the website. As used in this Agreement, the terms "we" and "us" mean PartyLite, and the term "our" means PartyLite's. Participation 1. Registration. You represent that you are the age of legal majority and are a Canadian citizen or residing in Canada. You agree that it is your responsibility to keep your Participant information current, complete and accurate by periodically updating your information in the appropriate section of our website. You specifically agree to provide and maintain a valid e- mail address and to keep PartyLite informed of any changes to your address. You agree that PartyLite will use your information, including your address, to contact you from time to time to effectuate your participation in the Preferred Program, and you consent to PartyLite s use of your information for these purposes. Each Participant in the Program will be given a Preferred account unique to the Participant. To join Preferred, you must open an online account on your Consultant s Website and opt in to enroll in PartyLite Preferred. Active PartyLite Consultants and those who share the same address with an Active PartyLite Consultant may not participate in PartyLite Preferred. 2. Remaining a PartyLite Preferred member. The Preferred Program requires no minimum level of activity in order to continue to participate. Membership to PartyLite Preferred is automatically renewed on an annual basis. Renewal automatically occurs on the anniversary of your initial join date. You may not remain a Participant in the Program should you become a PartyLite Consultant or violate any portion of this Participant Agreement. 3. Program Benefits Preferred Rewards. Participants in the program are eligible to earn Preferred Rewards for their purchasing activity. This benefit is subject to change or cancellation at PartyLite s sole discretion. i. Preferred Rewards are issued monthly based on the prior calendar month s purchasing activity. 1. Preferred members earn Preferred Rewards worth 15% (rounded down to the nearest cent) of their prior month s shipped PartyLite purchases. 1

2 ii. Preferred Rewards are redeemable only for full retail/list price PartyLite brand products purchased via a Consultant Personal Website only. 1. Preferred Rewards may not be redeemed toward shipping, handling, fees. 2. Preferred Rewards may not be redeemed toward the purchase of a Gift Certificate. 3. They may not be combined with other coupons, but they can be accumulated and combined with other active Preferred Rewards issued in other months. They may not be combined with Preferred Rewards that have expired. 4. Preferred Rewards may not be redeemed on items offered at a discount, items on sale or items offered in the online outlet. 5. Preferred Rewards may be redeemed on an order to which a Gift Certificate is applied. 6. Partial redemptions are not allowed. The value of a Preferred Reward exceeding the value of the order upon which it is redeemed, if any, will be forfeited. iii. iv. Preferred Rewards have no cash value. They may not be bartered, traded, sold, purchased, or exchanged. A Preferred Reward may only be redeemed by the Program Participant who earned it. Preferred Rewards worth less than $1.25 will not be issued. The unissued value of such a low credit Reward will not roll forward or accrue in future months. v. You will be notified of the issuance of a Preferred Reward via , and you consent to this notification. Available Preferred Rewards will also be presented for redemption during checkout on a Consultant Personal Website. You must be logged into your Preferred account in order to view them. vi. Preferred rewards expire 90 days after issuance. 4. Primary Consultant. PartyLite Products are available exclusively through PartyLite Consultants. In order to provide you with a higher level of service, you will be associated with a Primary Consultant. PartyLite will provide your contact information to a Primary Consultant for the purpose of communicating with you and facilitating your participation in the Preferred Program, and you consent to this sharing of your contact information. You will receive marketing offers through your Primary Consultant and may be directed to his or her website automatically after logging into your account. You may shop with any Consultant you choose. You may change your Primary Consultant at any time using the Account Settings portion of the PartyLite website. PartyLite reserves the right to change your Primary Consultant at its discretion, and if it does so, PartyLite will provide your contact information to another PartyLite Consultant for the purpose of communicating with you and facilitating your participation in the Preferred Program, and you consent to this sharing of your contact information. 5. Fees. We do not charge any enrollment, participation, or membership fee. 6. Operational and Marketing Communications: You agree that by virtue of your enrollment in the PartyLite Preferred program that you will receive operational and marketing communications from PartyLite via the address provided to us, and you consent to these communications. 2

3 In order to participate in the Preferred Program, you must agree to receive communication from PartyLite and its Consultants via . Should you opt out of operational and marketing communication transmitted via , your Preferred account will be automatically closed. You may also close your account using the My Account section on any PartyLite Consultant website. 7. Policies. You agree to comply with this Agreement, and all other policies, rules and terms and conditions as set forth in Service materials, including materials either in print or on our website (collectively, the "Policies"). The Policies, including any amendments which may be made from time to time, are hereby incorporated by reference into this Agreement. We may modify this Agreement or the Policies at any time without notice. This Agreement and the Policies as so amended will be posted on our website, and your continued use of the Program thereafter will constitute your affirmative acceptance of any such amendment and your agreement to the terms thereof. Participant Obligations No Unauthorized Use of the Program. You agree that you will not, and will not permit others to: 1. provide any unauthorized third party with access to the Program or any information, data, text, links, images, software, chat, communications and other content available through the Internet and proprietary to PartyLite (collectively, "Content") by any means; 2. modify, reverse engineer, reverse assemble or decompile any of the software applications or Internet sites used by you in connection with your participation in the Program; 3. engage in any activity that does not comply with Canadian law or other applicable law and regulations or otherwise engage in any illegal, manipulative or misleading activity through the use of the Program; 4. introduce into the Program any code intended to disrupt the Program, alter or delete its Content, access confidential Content on our website or interfere with the operation of the Program, including, but not limited to, distribution of unsolicited advertising or mail messages and propagation of computer worms and viruses; 5. post any material in any form whatsoever on our website or within the Program that is defamatory, obscene or otherwise unlawful or violates any third party's right of privacy, publicity or any other right; or 6. infringe any third party's patent, copyright, Program mark, trademark or other intellectual property right of any kind or misappropriate the trade secrets of any third party in connection with your use of the Program. 7. enroll in, attempt to enroll in, or maintain an active PartyLite Preferred account while registered as an Active PartyLite Consultant 8. transfer, buy, sell, or exchange any benefits, functionality, features, or any component of the Program to another Program Participant, Consultant, or individual 9. permit the use of your Program account, credentials, IDs, passwords, or logins by another Program Participant, Consultant, or individual 10. attempt to game the Program or receive benefits, functionality, features, or components of the program to which you are not reasonably entitled 3

4 Security. You will maintain the confidentiality of the user IDs and passwords by which you access the Program, and will allow access to the Program only by authorized persons, and not by any program, expert system, electronic agent, "bot" or other automated means. Any use of your assigned user IDs or passwords will be deemed to be your use. If there is a breach of security through your account, you will immediately change your password and notify us of such breach. You agree that, unless you have first notified us immediately of any such breach, we should assume that any instruction transmitted using your user ID and password is yours and has been authorized by you, and we will have no obligation to inquire into the propriety of such instruction. In addition, you agree that we should assume that any instruction by an account guest that is in compliance with the Policies has been authorized by you, and we will have no obligation to inquire into the propriety of such instruction. You will not permit any use of the Program that would damage, interfere with or unreasonably overload the Program. You understand that PartyLite will not contact you to solicit your user ID or password. Discontinuation or Suspension of Use. We may, in our sole discretion, at any time and without prior notice: 1. discontinue transmitting all or any part of the Content related to the Program; 2. change, discontinue or limit access to the Program or any functionality, feature or other component of the Program; or 3. suspend or terminate your use of or access to all or part of the Program without notice of such suspension or termination, and 4. from time to time the Program may be suspended while computer systems are updated or due to provider or system malfunction. Use of Information Personal and Financial Institution Information. You acknowledge that in order to administer the Program, we will collect and maintain information about you, including but not limited to personal contact information, and your PartyLite purchases, and you consent to our collection and maintenance of such information for a reasonable time. In addition, by registering any credit card, debit card, charge card, loyalty card or other unique account or identifier, you hereby authorize us and our agents to collect any and all information from any credit card processor, issuing bank, other card issuer or any available source with respect to the PartyLite purchases made using such credit card, debit card, charge card, loyalty card or other unique account or identifier. You authorize us to use any such information and to disclose such information to our representatives and agents as needed to fulfill your order of PartyLite products and for PartyLite business purposes, to comply with requests, orders or subpoenas from courts of law or any regulatory, legislative or administrative bodies and otherwise in accordance with the terms of the PartyLite Privacy Statement on our website. You represent that you have full authority to register each credit card, debit card, charge card, loyalty card and other unique account or identifier you register in the Program and to receive information about the transactions effected using such cards, accounts or identifiers. You authorize us to disclose such cards, accounts and identifiers to affiliated and unaffiliated third parties for the purposes set forth in this paragraph, even if you never make use of the Program provided by one or more of those third parties. You authorize us, at the time you register a credit or debit card in the Program, to request authorization from the applicable credit, debit or charge card issuer for a transaction on such credit, debit or charge card in order to protect against fraud or other abuse; provided that we will reverse such transaction promptly upon receipt of authorization or rejection from the credit, debit or charge 4

5 card issuer. You acknowledge and agree to this procedure and acknowledge that, during the period between authorization and reversal of such transaction, certain funds (up to $25.00) from your credit or debit card account may not be available for your use. PartyLite will have no liability to you for any losses or costs associated with the temporary unavailability of such funds. Miscellaneous Termination; Expiration or Forfeiture of PartyLite Preferred Accounts. 1. This Agreement is effective when accepted by you, as described in the first paragraph of this Agreement, and will remain in effect and legally bind you and us until you or we terminate your membership in the Program. 2. You may terminate your participation in the Program at any time in accordance with the procedures established on our website from time to time. Requests for termination are subject to reasonable processing time. 3. We may terminate your participation in the Program without cause at any time. 4. If this Agreement has terminated, then we may close your PartyLite Preferred Account. 5. If your account is closed, you will not earn Preferred Rewards for any purchasing activity that has occurred since the last issuance of Preferred Rewards. PartyLite reserves the right to cancel any unredeemed Preferred Rewards associated with your account at its sole discretion. PartyLite may also revoke, terminate, cancel, or modify any other benefit available under the Program upon account closure and at its sole discretion. 6. If you close your PartyLite Preferred account, you may reactivate your membership and restore benefits by logging into your consultant s website and editing your Preferred membership setting within My Account. Any purchases that occurred during the period of time you were un-enrolled in the PartyLite Preferred Program did not earn rewards. If your PartyLite Preferred account was closed by PartyLite, you will not be able to re-open your account. Certain Disclaimers; Indemnification. 1. Disclaimer of Warranties. THE PROGRAM IS PROVIDED ON AN "AS IS" BASIS AND WITHOUT EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. WE MAKE NO WARRANTY AS TO THE QUALITY, ACCURACY, COMPLETENESS, OR VALIDITY OF ANY MATERIALS RELATED TO THE PROGRAM AND DO NOT WARRANT THAT THE FUNCTIONALITY OF SUCH PROGRAM WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT SUCH PROGRAM OR THE SERVER(S) THAT MAKE(S) IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. 2. PARTYLITE S WEBSITE AND THE PROGRAM MAY CONTAIN FACTS, VIEWS, OPINIONS, STATEMENTS, OR RECOMMENDATIONS OF THIRD-PARTY INDIVIDUALS AND ORGANIZATIONS. WE DO NOT REPRESENT OR ENDORSE THE ACCURACY, CURRENTNESS, OR RELIABILITY OF ANY ADVICE, OPINION, STATEMENT, RECOMMENDATIONS, OR OTHER INFORMATION DISPLAYED, UPLOADED, OR DISTRIBUTED THROUGH THE PARTYLITE WEBSITE. YOU ACKNOWLEDGE THAT ANY RELIANCE ON ANY SUCH OPINION, STATEMENT, RECOMMENDATIONS OR INFORMATION WILL BE AT YOUR SOLE RISK. FURTHERMORE, WE DO NOT WARRANT, GUARANTEE OR MAKE ANY REPRESENTATIONS REGARDING THE QUALITY OF, OR ACCURACY OF ADVERTISEMENTS FOR, ANY MERCHANDISE, PRODUCTS OR PROGRAMS OFFERED OR PROVIDED BY ITS CONTRIBUTING COMPANIES OR SUPPLIERS IN CONJUNCTION WITH THE PROGRAM. 5

6 3. Exclusion of Certain Damages. We will not be liable for any damages, including indirect or consequential damages, arising from: i. any failure to screen users or Participants in the Program; ii. iii. iv. acts or omissions of any users or Participants in the Program; materials posted by, or of, any party other than PartyLite or any use thereof; the accuracy, dependability, privacy, security, authenticity or completeness of data transmitted over or obtained using the Internet; or v. any failure to perform any obligation hereunder, or from any delay in the performance thereof, due to causes beyond our reasonable control, including the elements, acts of God, labor disputes, acts of terrorism, acts of civil or military authority, fires, floods, epidemics, quarantine restrictions, failure or erratic behavior of telecommunications or power system, sabotage, armed hostilities, riots or government regulation of the Internet. 4. Indemnification. You agree to indemnify PartyLite, as well as its officers, directors, employees, successors, agents, and affiliates, for any and all claims, damages, losses and causes of action (including attorneys' fees and court costs) arising out of or relating to your breach of this Agreement or for any materials in any form whatsoever that are provided by you (or through your user ID and/or password). You agree to cooperate as fully as reasonably required in our defense and/or settlement of any claim. We reserve in our reasonable discretion the right to assume exclusive control over the defense and settlement of any matter subject to indemnification by you. Limitation of Liability. NEITHER PARTYLITE NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, OR AFFILIATES ARE RESPONSIBLE OR LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR OTHER INDIRECT DAMAGES OR FOR LOSS OF PROFITS, LOSS OF DATA OR LOSS OF USE DAMAGES, THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE PROGRAM OR THE INFORMATION CONTAINED ON THE PARTYLITE WEBSITE. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS OUR LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW. Electronic and Oral Communications. 1. Participant Instructions. You agree that we may rely on your oral and electronic instructions. In addition, you consent to the monitoring and recording of your telephone conversations with us for training or compliance purposes or to provide a record of your instructions. You agree that we will not be liable for honoring oral instructions received from any person claiming to be you, provided reasonable verification procedures have been followed. We may follow any instructions received by electronic means through the PartyLite website just as if you had given such instructions in person, regardless of whether or not you have personally initiated such instructions. 2. Consent to Electronic Disclosures. You consent to the receipt of all reports, transaction confirmations, account statements, correspondence and other information from us electronically through either (i) access to your Preferred Account on our website or (ii) the address provided by you to us. In order to access and retain electronic communications from PartyLite Preferred, you must have (a) a personal computer with 6

7 General. Internet Explorer 9.0 or equivalent, (b) Internet access and a valid account supported by software to enable you to receive messages, (c) Adobe Reader installed on your computer, and (d) sufficient electronic storage capacity to store messages or a printer capable of printing from your web browser and software to print disclosures. You may update your address at any time by logging into your Preferred account and updating your profile. We will not be responsible for your inability to connect to the Internet or to access the PartyLite website or otherwise not to receive electronic communications. Electronic communications are presumed to be delivered to and received by you when sent by us, whether actually received or not. You acknowledge that you have access to hardware and software meeting the system requirements set forth above to receive from us correspondence and records in electronic form. If you withdraw your consent to receive correspondence and records in electronic form, we reserve the right to terminate this Participant Agreement 1. Governing Law. The validity, construction and interpretation of this Agreement, and the rights and duties of the parties hereto, will be governed by and construed in accordance with the laws of Ontario, Canada, excluding its conflicts of laws principles. Each party hereto agrees that all claims relating to this Agreement will be heard exclusively by a court in Ontario, Canada. Accordingly, each party hereby consents to the exclusive jurisdiction of any court in Ontario, Canada over any proceeding related to this Agreement, irrevocably waives any objection to the venue of any such court, and irrevocably waives any claim that any such proceeding in such a court has been brought in an inconvenient forum. 2. Assignment. You may not assign your rights and obligations under this Agreement, in whole or in part, without our prior written consent, and any such assignment without such consent will be null and void. We may assign our rights and obligations under this Agreement, in whole or in part, without your consent. This Agreement will inure to the benefit and burden of the parties hereto and their permitted successors and assigns. 3. Notices. Any notice by one party hereto to the other will be in writing (which may include ) and either personally delivered, delivered by Internet , or sent via reputable overnight courier or certified mail, postage prepaid and return receipt requested. Notices will be sent to you at the Internet address or the mailing address specified in your account profile and to us at 55A East Beaver Creek Road Richmond Hill, Ontario L4B 1E8, Attn. PartyLite Preferred Program. All notices will be in English or French, as appropriate, and will be deemed effective on the date of personal delivery, upon confirmation of transmission, upon signed receipt from an overnight courier, or five days after deposit with the Canada Post. 4. No Waiver; Severability. The waiver by either party hereto of a breach or default of any provision of this Agreement by the other party hereto will not be construed as a waiver of any succeeding breach or default of the same or any other provision, nor will any delay or omission on the part of either party hereto to exercise or avail itself of any right, power or privilege that it has, or may have hereunder, operate as a waiver of any right, power or privilege by such party. If any provision of this Agreement is held to be invalid, such invalidity shall not affect the remaining provisions. 5. Relief. You acknowledge and accept that any breach of this Agreement is likely to irreparably harm us and will not be susceptible of cure by monetary damages. Consequently, if you breach any provisions of this Agreement, then we will be entitled to obtain injunctive or other equitable relief in addition to any remedies we may have at law. 7

8 6. Entire Agreement. This Agreement represents the entire agreement of the parties hereto with respect to the subject matter hereof, and supersedes all prior or contemporaneous agreements or representations, written or oral, concerning the subject matter hereof (including without limitation, earlier versions of this Agreement that may have been accepted by you through the PartyLite website or otherwise). We reserve the right to modify this Agreement at any time upon notice given in accordance with this Agreement. Your nontermination and continued use of the Program after notice of any modification of this Agreement will constitute affirmative acceptance by you of such modification and your consent to abide by any terms thereof. You acknowledge that the most recent version of this Agreement will be located on the PartyLite website. No other act, document, usage or custom will be deemed to amend or modify this Agreement. Effective Date 06/01/2011 Revised Date 03/31/2012 Revised Date 07/25/2012 8