Business Terms & Conditions
GENERAL TERMS AND CONDITIONS INCLUDING AN AGREEMENT ON AN
ALTERNATIVE PLACE OF JURISDICTION PREAMBLE / ETHICAL RULES
We welcome you warmly on behalf of our company as an Independent Marketing Partners (hereinafter referred to as our “IMP”), and wish you every success and pleasure in your activities as an IMP of SOLMAX GLOBAL LIMITED, registered office address at 149 Phibsborough Road, Dublin, D07X033, Republic of Ireland, (hereinafter referred to simply as “the Company”).
The present website is provided by the Company as a service, subject to the General Terms and Conditions provided below. The use of the present website and the facilities provided acknowledges the acceptance and understanding of these General Terms and Conditions.
This SOLMAX GLOBAL trademark may not be copied or used partially or as a whole without the Company's express written consent. Other trademarks appearing on this website may also be a property of the Company or of other owners and may require their explicit consent prior to their use.
Materials provided on the present website are for informational purposes and may be downloaded onto a personal computer for personal non-commercial use only, provided that they are not modified in any way, incorporated in other work, or alter or remove any copyright notice of intellectual property. The above rights are non-exclusive license for use and do not constitute any transfer of rights and or ownership. The said license may be terminated and or revoked at any time at the Company’s sole discretion.
Regarding the distribution of our products and contact with others, it is of utmost importance to ensure a consistently friendly and secure experience for our clients marked by reliability and fair cooperation with each other and with the entire world of network marketing, while upholding the law and ethical principles.
We therefore ask you to read the following Ethical rules as well as our General Terms and Conditions thoroughly read and make these principles your guide in your day-to-day exercise of your activity.
Ethical rules for dealing with clients
- Our IMP’s advise their clients honestly and sincerely, clarifying any misunderstandings about goods, the business opportunity, or other statements made during consulting discussions.
- At the clients’ request, the sales conversation can be omitted, postponed, or amicably discontinued once started.
- When contacting a client, the IMP shall inform the client about all aspects of the product (such as purpose, characteristics, or application) and also, if requested, concerning the potential for further sales.
- All information provided about the goods must be comprehensive and truthful.
- An IMP may not make any claims, promises or other indications about potential speculative changes in exchange rates. The client should not be led to purchase the products through dubious and/or misleading promises nor by promising special benefits when these are linked to uncertain future outcomes.
- IMP’s may not make any comments with respect to their compensation or the potential remuneration of other IMPs. Furthermore, an IMP may not guarantee payments or otherwise raise expectations.
- An IMP may not claim that the Solmax Global Compensation Plan or goods have been endorsed, approved, or supported by any government and/or agency. Ethical rules for dealing with IMP.
- IMPs must always treat each other fairly and respectfully. The same also applies to dealing with partners in other network marketing companies.
- New IMP’s should be informed truthfully about their rights and obligations. No information should be provided concerning potential revenue and earnings opportunities.
- No verbal assurances may be made regarding the SOLMAX GLOBAL goods and services.
- IMP’s are not allowed to poach IMP from other companies. Furthermore, IMP’s are not allowed to suggest that other IMP’s change their sponsor within SOLMAX GLOBAL.
- Compliance with the obligations of Point 7-10 of the following General Terms and Conditions in addition to these Ethical rules is required at all times.
Ethical rules for dealing with other companies
- SOLMAX GLOBAL IMP’s will always be fair and honest in their conduct towards other network marketing companies.
- The systematic recruitment (poaching) of partners is not permitted.
- Disparaging, misleading, or unfair comparative statements about the goods or distribution systems of other companies is prohibited. Having introduced our Company’s basic Ethical rules, we would now like you to become familiar with the SOLMAX GLOBAL General Terms and Conditions.
1 Scope of validity
(1.1) The following General Terms and Conditions are an integral part of every sales partnership agreement between the Company, represented by its Managing Director(s) and the independent, self-employed IMP.
(1.2) The Company provides its services solely on the basis of these General Terms and Conditions.
2 Subject of the General Terms and Conditions, equipment packages and additional services
(2.1) The Company is a network – marketing company, exclusively providing to its members, opportunity to sell/promote SOLMAX GLOBAL's Clients product and services.
(2.2) In addition, there is a possibility, but not the obligation to recruit other IMPs. Upon obtaining the required qualification, IMP’s receive a bonus for the realised sales and for the support they provide to those IMP’s they recruit. A bonus is expressly not paid for the mere recruitment of new IMP, but for the value of the sales. The bonus and the manner in which it will be paid will be based on the compensation plan in force at that time.
(2.3) IMP’s are provided with an online back office for their activities free of charge; said back office will provide an up-to-date and comprehensive overview of their sales, bonuses, and their growth in client and down line figures. In addition, IMP’s may, but are not required to, purchase various services.
(2.4) SOLMAX GLOBAL Account allows members to generate bonuses from the Network's rewards plan. Accounts that are not active within 14 days after login/acquisition will automatically become dormant and subsequently terminated. Re-activation of those packages will be performed upon a request from the owner and submission or secondary submission of KYC documentation for identity verification.
3 General prerequisites
(3.1) Services may only be provided to legal entities, partnerships or individuals provided that they or their managers are entrepreneurs and are at least 18 years of age and are not present or former company’s employees or their respective spouse/lineal ascendants or descendants/affinity and collateral relatives up to forth degree. No Services may be provided to consumers.
(3.2) If a partnership application is submitted by a legal entity or a partnership, said entity or partnership must provide a corresponding commercial register extract (if available for the partnership), together with all relevant articles of association and other comparable documents, as well as their VAT identification number (if available). All shareholders of the applicant and all shareholders of any legal entity or partnership holding shares in said applicant must be at least 18 years of age, be severally and personally liable to the Company for the applicant’s actions, and must personally sign any and all applications (if submitted off line).
(3.3) Any and all online forms and other Company’s official documents, placed on the SOLMAX GLOBAL website, constitute an integral part of the present General Terms and Conditions.
(3.4) In case of off line submission the application must be completed accurately and completely, and then signed by the IMP, with the original sent to the Company. By signing the application, the IMP hereby acknowledges the receipt of these General Terms and Conditions and accepts the same as an integral to all subsequent and additional terms and conditions applicable in addition to those General Terms and Conditions or other specific for certain products terms and conditions of use. Alternatively, these General Terms and Conditions may be accepted in conjunction with online applications by checking the box thus indicated. The Company reserves the right to obtain further information from the IMP on a case-by-case basis.
(3.5) Any changes to the IMP’s personal data must be made immediately in the designated section of the Company’s back office.
(3.6) The Company reserves the right to refuse applications at its discretion, without any need to provide cause. The Company expressly provides notice at this time that no applications from potential partners in Iraq or Iran will be accepted.
(3.7) In the event of a breach of any obligation stipulated in 1 to 2 and (4 .2) The Company shall be entitled to terminate the provision of services under the present General Terms and Conditions without notice and, if deemed necessary, demand the return of any bonuses that have already been paid out. In addition, the Company expressly reserves for such cases the right to seek further redress for damages.
4 The status of IMP’s as entrepreneurs
(4.1) In this business relationship, the IMP’s are acting as independent, autonomous entrepreneurs. They are not and can’t be treated as employees, sales representatives, or brokers of the Company. There are no requirements as to revenues, sales, minimum deliveries, etc. IMP’s are not subject to any instructions from the Company, with the exception of their contractual obligations, and they bear the full entrepreneurial risks of their business activity, including the obligation to pay all their business costs and the wages of their employees, if any. The IMP’s shall set up and operate their businesses in accordance with sound business principles, including the operation of their own offices or other workplaces appropriate for the conduct of business.
(4.2) As independent entrepreneurs, IMP’s are personally responsible for compliance with the relevant legal provisions, including tax and social insurance requirements (e.g. registration for a VAT ID number, registration of their employees in the social insurance system, obtaining business licenses if required). In this regard, IMP’s warrant that that will comply with all tax and other payment obligations (such as customs duties or import taxes) such as may be required by the jurisdiction of their registered office concerning the bonuses earned from their activities. The Company reserves the right to deduct the respective amount for taxes and fees from the bonus and/or demand reimbursement for damage or expenses incurred by due to the IMP’s breach of the foregoing stipulations, in the event that the IMP is responsible for the same. IMP’s are not paid any social insurance contributions or other taxes related to deliveries for IMA. The IMP is not authorised to make any statements or comments on behalf of the Company.
(4.3) The Company would like to point out clearly that the IMP’s success depends entirely on their personal commitment, abilities, and effort. Furthermore, the Company does not guarantee or warrant any specific level of remuneration or other income from the mere participation in SOLMAX GLOBAL and also does not provide a package of services that would result in such guaranteed remuneration.
5 Notice concerning the voluntary right of revocation
(5.1)IMP’s are registering in SOLMAX GLOBAL as an entrepreneurs and not as a clients and therefore do not have the statutory right to revoke the IMP Agreement. Nevertheless, IMP’s are granted on a voluntarily basis the right to terminate his/her business relations with the Company and rescind the IMP Agreement within two weeks, from the date the application is submitted, according to the present General Terms and Conditions Voluntary right of cancellation IMP can revoke his/her IMP Agreement by providing written notice (by letter or email) within two weeks without any need to provide cause. The two-week period begins once the IMP submits his/her application. The deadline is considered met if the notice has been sent by the deadlines, as evidenced by the date of the postmark or email. The revocation must be sent to the support team (Solmax support).
(5.2)Consequences of cancellation: If the IMP terminates his/her business relations with the Company and the IMP Agreement is canceled, any benefits, payments, and/or services received by either party must be returned according to the refund - and cancellation policy stated under § 16 (8) and (9) to the other, together with any benefits derived from the same. At this time, we expressly indicate that the services are considered to have been used once the IMP has accessed the services electronically. If the IMP cannot return the services received either in full or in part, or can only return them in a condition worse than that in which they were received, the IMP must reimburse for the loss in value. All payment refunds must be made within 30 days. For the IMP, the period begins when the IMP send his/her revocation notice, and for the Company upon receipt of the same.
(5.3) An IMP may re-register with SOLMAX GLOBAL, provided that said cancellation was more than 12 months earlier and that the IMP has not since performed any activities for SOLMAX GLOBAL in the interim.
6 Administrative, support, and handling charges / Delivery of Products
(6.1) By applying for and being approved, IMP’s obtain the right to use the back office provided to them. This is a simple, non-transferable right to use the specific web-based back office. IMP’s have no right to modify, edit, or otherwise reorganize the back office nor may they grant sub licenses to the same.
(6.2) The IMP agrees that the ownership over the products/services purchased, together with all supplied to it accessories and/or supplement products transfers to him upon the activation of the packages available for use at his/her personal back-office space provided. The said means that the risk of loss and title for such items pass to the IMP, at the time they become available for him/her and the IMP hereby confirms that he/she will be considered as having broken the seal (started using the product) of the products by logging in to his/her SOLMAX GLOBAL back-office space and/or accessing the product storage of his/her back office.
(6.3) The IMP hereby agrees that he/she understands and accepts that the Company is not liable for any delivery delay or loss of product or subsequent losses resulting from such delays if not caused with negligence by the Company.
(6.4) For any product that is to be provided to the IMP in an electronic format, he/she agrees that delivery of such product shall be deemed to have occurred at the time the purchased product is available for usage and/or viewing at the SOLMAX GLOBAL website.
(6.5) Activation codes for the Packages are technical codes that can be used to a limited extent only due to the constant technical development. For this reason, during the purchase process of this Packages activation code, the IMP’s can redeem the activation code for making use of the Packages and the contained services therein only within six months. The period for redeeming the code starts at the day that follows the transmission of the activation code. By accepting the present T&Cs and utilising the products purchased, IMP’s declare to agree with the fact and recognise it as being a contract component, that the activation code for the Packages IMP’s have purchased must be redeemed within a six-months-period after transmission, and that the activation code in case of non-redemption within the six-month-period will lapse.
7 IMP’s marketing and other general obligations
(7.1) IMP’s are obligated to protect their personal passwords and user names from third parties. The Company bears no responsibility for any actions undertaken by a person other than the IMP using his/her user name and password. Should an IMP willingly provide their user ID and/or password to an unauthorised under the Company’s T&C person/party, the relevant profiles/accounts will be suspended and/ or terminated. Each IMP can own only one personal account. Solmax Global Ltd takes no responsibility for multiple identity behind a single account registration. The company recognise only one account per one approved KYC
submission and approval, meaning a single account represent one sole physical owner. Еach IMP can own only one personal account. This however does not prevent/impede the IMP to administer additional accounts, of other IMP’s, as long as the administration is performed according to the Company's T&C and all other and relevant regulations and internal to the company rules applicable. IMP’s are prohibited from harming the rights of or harassing the Company, its other partners, its affiliated companies, or other third parties in the course of their activities; they are prohibited from violating any other applicable laws. Furthermore, IMP’s are not permitted to make false or misleading statements about the Company’s products or SOLMAX GLOBAL. In the course of their sales activities and structural work, IMP’s will only make such statements about the goods offered by and the SOLMAX GLOBAL sales system as correspond to the content of SOLMAX GLOBAL’S marketing and informational materials. Further misconduct or the bonus of illegal activities, such as the use of unauthorised or unfair advertising practices (such as misleading statements) is prohibited.
(7.2) IMP’s may not disclose any information about their income or the earning opportunities provided by their participation in SOLMAX GLOBAL in any of their promotional materials. IMP’s are instead expressly required to inform potential partnership applicants that only very few partners can achieve higher incomes with their SOLMAX GLOBAL activities and that such incomes are only possible through very intensive, continuous effort.
(7.3) IMP’s may use, produce or disseminate their own sales documents, websites, product brochures, promotion videos, or other self-generated online or off line media and advertising materials only in accordance with the contractual requirements and current legislation. In addition, they are allowed to only work with the official SOLMAX GLOBAL advertising claims. The aforementioned also applies to advertising SOLMAX GLOBAL system and products on their own or external websites. In the event that IMP promotes the SOLMAX GLOBAL system and products in other online media such as social networks (e.g. Facebook), blogs or chat rooms, they must always only use official and approved advertising messages. Furthermore, when using other online media, IMP must explicitly indicate that it is not an official SOLMAX GLOBAL advertisement or online presence of the Company, but independently developed by the IMP’s advertising of their activity. Unless otherwise specified in the present T&C, in the IMP Agreement or in another legally binding the IMP.
(7.4) SOLMAX GLOBAL system and products may be presented face-to-face at home-based parties or other events, online parties, webinars or other online presentations, only in compliance with the Company’s advertising policies and in compliance with the relevant Copyright legislation. The IMP’s agree and accept that it is expressly indicated hereto, that the Company is not responsible and cannot be held liable for any advertising materials disseminated by the IMP’s and any established violations of the Ethical Rules, the present General Terms and Conditions and all other legally related official documents, shall be subject of sanctions, including immediate suspension of the IMP’s account for the period of 14 days and/or imposition of a fine up to £500.
(7.5) The services may not be offered at auctions, public or private online flea markets, swap networks, online department stores, online markets such as eBay, Amazon or comparable venues. Advertising in electronic media and mass media is only conditionally allowed. IMP’s may advertise SOLMAX GLOBAL system and products and services on TV, cable TV, radio, newspapers, email or other forms of electronic media or mass media only with the Company’s prior written consent. Said consent may be withheld by the Company at any time and at its sole discretion.
(7.6) IMP’s are required to identify themselves as Independent Marketing Partners in all of their business dealings. As a rule, all websites, stationery, business cards, car labels, advertisements, promotional materials and the like shall include the words Independent Marketing Partners of SOLMAX GLOBAL. IMP’s are also prohibited from applying for or taking out loans, incurring expenses, making commitments, opening bank accounts or entering into any other contracts on behalf of, in the interest of or in the name of the Company.
(7.7) All travel costs, expenses, office expenses, telephone charges and other expenses for advertising materials are the IMP’s responsibility.
(7.8) In the course of their business activities, IMP’s are not authorised to make negative, disparaging or otherwise unlawful comments or assessments about competing or other third-party companies, brands, logos or other trademarks.
(7.9) All presentations, advertising materials, training and film materials etc. (including photographs) used in and for the purposes of SOLMAX GLOBAL are protected by copyright. IMP’s may not copy, distribute, disclose, or otherwise modify the content either in whole or in part in any way that goes beyond the usage already granted contractually without the express written consent of the official owners of those trademarks.
(7.10) The use (or modification) of SOLMAX GLOBAL and other registered labels, registered trademarks, product names, titles of works or trade names beyond the scope of the advertising materials and other official documents already provided requires the express written consent of the Company, which it may grant or withhold solely at its discretion. IMP’s are further prohibited from registering their own trademarks, titles, websites or other intellectual property rights that contain the Company’s logo, the SOLMAX GLOBAL logo, trademark, product names, titles, or trade names of the Company in any other country. The aforementioned prohibition applies to both identical and similar signs and the use of the aforementioned character in sub domains or other subcategories of the URL. The repackaging and relabeling of SOLMAX GLOBAL products is also prohibited.
(7.11) IMP’s are not allowed to respond to press enquiries concerning the Company, SOLMAX GLOBAL system, its services, its marketing plan, or any other matter related to the Company, its activity and other services. The IMP is obliged to immediately forward all press enquiries to the Company. In addition, IMP’s will only make public statements (such as on television, radio or online forums) concerning THE COMPANY, its range of products, and the SOLMAX GLOBAL sales system after obtaining the written consent of THE COMPANY. At this time, it is expressly hereby stated that any media or other public statements of IMP’s are not and will not be considered as official statements about SOLMAX GLOBAL system or Company’s products or services.
(7.12) The IMP will notify the Company of the location, time and content of promotional events designed to appeal to the general public in advance of issuing invitations to such events. The Company may at its sole discretion require changes or even the cancellation of such events
(7.13) Inquiries or complaints of any kind concerning the goods, service, or the compensation system are to be forwarded immediately to the Company.
(7.14) Re-selling of activation codes at a discount price is strictly prohibited and against the Company’s policy. You can resell activation codes only to your own down line. Violation of this policy leads to this that your money will not be returned.
(7.15) IMP’s may only market SOLMAX GLOBAL system and services or recruit new IMP’s in those states and countries officially authorized by the Company.
(7.16) IMP’s are always prohibited from selling their own marketing and/or sales documents to other IMP’s or from otherwise distributing them.
(7.17) The use of premium rate telephone numbers to market SOLMAX GLOBAL system and products is not permitted.
(7.18) IMP’s must notify the Company immediately and truthfully of any violations of the General Terms and Conditions and the SOLMAX GLOBAL Ethical Rules or of any other provisions of the Company.
(7.19) IMP’s are allowed to acquire goods for their personal use or that of their family members or for further resale. Under no circumstances should IMP’s initiate the purchase of products in large quantities for their own, any family member’s or other IMP’s consumption, which inappropriately exceed the normal requirements within a household.
(7.20) In addition, IMP’s are prohibited from sending unsolicited (Spam) advertising emails, faxes or SMS messages.
8 ANTI-SPAM POLICY
The abuse and misuse of email by an IMP is a serious problem. The Company will not tolerate SPAM.
(8.1) Definition of UCE (Unsolicited Commercial email), or SPAM
- The bulk UCE, promotional material, or other forms of solicitation sent via email that advertise any IP address belonging to the Company or any URL (domain) that is linked to (https://solmaxglobal.com/) or other web sites owned or operated by The Company.
- The use of web pages set up on ISPs (Internet Service Providers) that allow SPAM (also known as “ghost sites”) that directly or indirectly reference clients to domains or IP addresses linked by (https://solmaxglobal.com/) and / or other web sites owned or operated by the Company.
- Advertising, transmitting, or otherwise making available any software, program, product, or service that is designed to facilitate a means to SPAM.
- Forging or misrepresenting message headers, whether in whole or in part, to mask the true origin of the message.
(8.2) Repercussions of SPAM: Across the Web, it is generally accepted that SPAM is an inconsiderate and improper business practice. SPAM is not only harmful because of its negative impact on client’s attitudes toward the Company, but it can also overload the Company, resources and other services.
(8.3 ) Our Providers: Since it is unsolicited, users who receive SPAM often become angry and send complaints to our service providers. It can cause negative client attitudes and drain resources. The Company strives to maintain favourable business relationships in the Web community and obviously will not allow any practice that threatens these relationships.
(8.4) Consequences for use of SPAM: The Company reserves the right to terminate, without warning, any IMP that violates this policy. Usage of the SOLMAX GLOBAL system and services constitutes acceptance and understanding of this policy. The Company reserves the right to decide what it considers “SPAM”, “UCE”, “mail bombing”, or “bulk email”, and to determine from all of the evidence whether or not the email recipients were from an “opt-in” email list.
(8.5) If an IMP or an IMP’s website is mentioned in a SPAM complaint, said IMP may be subject to immediate termination.
(8.6)The Company will not allow the actions of a spammer to compromise the SOLMAX GLOBAL’S IMPs community. The following actions against a violating IMP shall be applicable:
- Termination of position and website immediately without a refund of any kind
- Forfeit use of all services and products of the Company
- Face a possible fine of £250
- The violating IMP exposes himself/herself to all civil and criminal liabilities in the jurisdictions applicable.
(8.7) Please Note: that IMP must pay £250 to £500 to any of the Company’s service providers, partners or individuals for excessive SPAM complaints. If an IMP is the user who is violating the ANTI-SPAM POLICY resulting in the Company having to pay £250 to £500 penalty, the violating IMP WILL BE HELD RESPONSIBLE AND MUST PAY THE FINE.
(8.8) The Company reserves the right to determine what violates its ANTI-SPAM POLICY. This ANTI-SPAM POLICY and all other Company’s policies are from time to time subject to change without notice. Continued usage of the services after a change to this policy is implemented and posted on the SOLMAX GLOBAL’s website constitutes an IMP’s acceptance of such change or policy. The Company encourages all IMP’s to regularly review and check the (https://solmaxglobal.com/) site for any changes or additions. Furthermore, the use of false headers in emails or falsifying, forging or altering the origin of any email in connection with the Company & SOLMAX GLOBAL system and/or products is strictly prohibited.
(8.9) If a person or entity indicates that they do not want to receive email, IMP’s agree not to send email to such person or entity. If a person initially agrees to receive email, but later asks to stop receiving email, IMP’s must abide by that request. The Company also prohibits engaging in any of the foregoing activities by using the service of another provider, remailer service or otherwise.
9 Non-competition clause / Poaching / Sale of third-party services/ Conflict of interests
(9.1) IMP’s are allowed to sell goods and/or services for other companies, including network marketing companies, to the extent that such are not competitors of the Company. If IMP’s are simultaneously active for several companies or network marketing companies, they agree to organise their business activities (along with their respective down-lines) in such a way as to avoid any connection or mixing of their activities for these other companies with their activities for SOLMAX GLOBAL. In particular, IMP’s may not offer products other than SOLMAX GLOBAL products at the same time, in the same place or in the immediate vicinity or on the same website, Facebook page or other social media/online platform.
(9.2) IMP’s are also prohibited from recruiting other SOLMAX GLOBAL IMP’s for the sale of other Company’s products.
(9.3) IMP’s are also prohibited from violating - by entering into another contract – the rights of other IMP’s or other sales contracts concluded with further companies and the clauses of which are still valid.
IMP’s shall observe strict confidentiality regarding business and trade secrets of the Company and its structure. In particular, the trade secrets include information on down line activities and the information contained therein as well as data about third parties, partners of the Company or other IMP’s. This obligation shall remain in effect even after the termination of the relationship between the Company and the IMPs.
11 Protection of down line partners / Cross-line sponsoring / Bonus manipulation
(11.1) Every new IMP recruited by an active IMP to register as an IMP with SOLMAX GLOBAL system or to sell its products will be assigned to that same recruiting IMP (protection of down line partner) within its down line based on the time and date that the new IMP’s application was paid and received by the Company. If two IMP’s claim to have sponsored the same new IMP, the new IMP will be assigned only to that recruiter named in the new partner’s initial application.
(11.2) The Company is entitled to delete all personal data, including the email address of an IMP from the system, if advertising mail, letters or emails are returned marked “moved”, “deceased”, “rejected”, “unknown” etc. and the IMP fails to correct the erroneous data within a reasonable grace period. If the Company incurs any costs for undeliverable advertising items and packages, it is entitled to recover said costs from the registering IMP, provided that they are responsible for such failure to deliver.
(11.3) In addition, cross-line sponsorship and any attempt to do the same within SOLMAX GLOBAL system are prohibited. cross-line sponsoring means the acquisition of a person or a company already an IMP in another SOLMAX GLOBAL sales line or that has business relations with the Company within the last 12 months. Using the names of spouses, relatives, trade names, corporations, partnerships, trusts, or other third party names to circumvent this provision is also prohibited.
(11.4) Bonus manipulation is prohibited. In particular, this includes the sponsoring of IMP’s who are actually not involved in business activities with SOLMAX GLOBAL (also known as shell vendors), as well as, open or concealed multiple registrations, to the extent that these are prohibited. The use of names of spouses, relatives, trade names, corporations, partnerships, trusts, or other third party names to circumvent this provision is also prohibited.
(11.5) IMP’s may not attempt to protect any sales territory.
12 Warnings, contractual penalty, compensation, indemnity
(12.1) The first time IMP’s are in breach of the obligations set forth in Section 8, they shall receive a written warning from the Company with a deadline of maximum 10 days to rectify the breach. IMP’s agree to reimburse the Company for all costs incurred by such warnings and, in particular, any lawyers’ fees.
(12.2) It is hereby pointed out that (17.2) herein expressly gives the Company the right to an extraordinary termination of the IMP without warning for any breach of the obligations set forth in 8, 9 and (11.3) or (4), as well as for a particularly serious breach of the obligations set forth in 8 or any other applicable contractual or other right set forth in the law. Notwithstanding the right to immediate extraordinary termination without notice set forth in (17.2), if the above-mentioned breaches of obligations occur, the Company reserves the right at its discretion to issue a warning as described in (12.1) above before any such extraordinary termination, even if this warning stipulates a shorter grace period for remedial action.
(12.3) If the provided grace period expires and the same or a fundamentally identical breach of obligations is committed, or if the originally protested breach is not remedied, a contractual penalty in the amount of £5,000.00 will become due for immediate payment. In addition to the contractual penalty itself, the IMP shall be responsible for reimbursing all attorneys’ fees associated with its collection.
(12.4) The contractual penalty notwithstanding, the IMP is also liable for any and all damages incurred by the Company through the breach of obligations as set forth in 8-10 and 11.3 and 11.4, unless the IMP is not responsible for the same.
(12.5) Upon first request, the IMP shall indemnify the Company against any and all claims by third parties arising from the IMP’s breach of obligations set forth in 8-10 and 11.3 and 11.4 or any other violation of applicable laws. In particular, IMP’s agree to cover all costs, especially attorney's fees, court costs and damages incurred by the Company in addressing such matters.
13 Adjustment of prices
The Company reserves the right, particularly taking into account any changing market conditions, to change the licensing structure and/or the prices to be paid by IMP’s. Likewise, the Company reserves the right to change, and, in particular, increase, the shares in bonuses associated with its services, the compensation plan and usage fees at the beginning of each new billing period. IMP’s will be given a reasonable advance notice of such changes. Price increases of more than 5% or changes to the compensation plan to the detriment of the IMP are grounds for the IMP to object to the change. Should IMP’s not object to the changed conditions within one month after their announcement, the changed terms shall become an integral part of the present General Terms and Conditions. There is no requirement to notify the IMP of any changes that are known at the time of submission the application and such changes do not constitute grounds for future rejection of the same by the IMP’s. If IMP’s object to any change in these General Terms and Conditions, the Company is entitled to terminate the IMP Agreement as of the date on which the modified or amended General Terms and Conditions would come into effect.
14 Payment methods
The Company accepts the following payment methods for the purchase of goods/services:
- Bank transfer
- Credit/Debit Card
- Coin Payment
The Company warrants that the above stated list of payment methods may be modified from time to time.
15 Remuneration / Payment terms / Bonus payment methods / Prohibition on the assignment of payments
(15.1) As compensation for their activity and upon reaching the required qualifications, IMP’s will receive bonuses which are paid out weekly and arise according to the respective qualification requirements in the Clients' Compensation Plan. IMP’s will examine the statements and notify the Company of any objections immediately. All claims for bonuses are based on the applicable Compensation Plan available to IMP’s at any time in their back office.
(15.2) The Company reserves the right to require IMP’s prove their identity before any bonuses are paid for the first time or services delivered. The Company may at its discretion require that the IMP’s identity be proved within 5 working days with a copy of their personal ID or passport, an excerpt from the commercial register, a VAT certificate, or that of some alternative TAX ID, potentially in conjunction with a recent electricity, gas water or other utility statement.
(15.3) IMP’s will provide the Company with their tax ID and a copy of the confirmation letter from the responsible tax office immediately upon opting to pay VAT on their business activities or when their business volume exceeds the thresholds set for small business exemptions.
(15.4) Bonuses and charges for the delivery of services of IMP’s may only be paid to accounts held in their name or that of a partnership or legal entity in business relationship with SOLMAX GLOBAL, unless otherwise expressly agreed.
(15.5) The Company is entitled to assert its right of retention in accordance with the law. In addition, the Company may exercise its retention right by withholding the payment of bonuses if any of the documents required by law, (such as the VAT identification number for legal entities, as requested and issued; and business registration etc.) have not been provided upon request before the first payment is due. If the Company exercises its right to withhold bonus payments, the parties hereby agree that the IMP shall not demand interest on the amount payable.
(15.6) If an IMP loses their qualified IMP status, they forfeit all claims to bonuses from the time said status is lost. It is of course possible for the IMP to regain the respective qualification in the future again, but without reactivation of previous bonus claims.
(15.7) The Company is entitled to fully or partially offset its claims against IMP’s against their bonus claims. IMP’s are only entitled to offsets when counter-claims are undisputed or have been established by a court of law.
(15.8) IMP’s may not assign or pledge claims arising from the IMP’s agreements unless ordered by a court of law. The IMP Agreement may not be encumbered with the rights of third parties, unless ordered by a court of law.
(15.9) The Company must be notified in writing within five (5) working days (as of the date of the payment) of any incorrect bonuses or other payments. After this time, the bonuses or other payments shall be deemed as accepted and approved.
16 Blocking of the IMP
(16.1) Should IMP’s fail to provide all of the necessary documents within 30 days of registration and acknowledgment of the requirements for the payment of bonuses, the IMP shall be temporarily suspended until such time as the documents required by law are provided. The same applies if the IMP fails to comply with the deadline set forth in (15.2), is in breach of (15.3) until such breaches are rectified, or if the IMP fails to pay the payable fees. The suspension period does not give the IMP the right to an extraordinary termination and does not create grounds for a refund of any initial orders and starting packages already paid or for a claim for damages, unless the IMP is not responsible for the situation leading to the suspension.
(16.2) Claims for bonuses that cannot be paid for the aforementioned reasons will be posted as accrued liabilities in the Company’s bookkeeping system and will expire no later than the statutory limitation deadlines.
(16.3) In each instance where a warning is necessary, the Company is entitled to reimbursement of the necessary costs for the warning.
(16.4) Irrespective of the reasons for suspensions mentioned in (16.1), the Company reserves the right to block the IMP’s access without observing the notice period if the IMP is in breach of the obligations mentioned in 8-10 and (11.3) and (11.4) if the IMP violates any other applicable laws, or, alternatively, if there is an important reason, and if the IMP does not remedy the corresponding breach of obligations despite receiving an appropriate warning within the extension period specified in 5 or the breach of obligations entitles the Company to an extraordinary termination.
17 Duration and termination of the IMP Agreement, Consequences of termination / Refunds / Return
(17.1) The IMP Agreement (forming inseparable part of one document and entire agreement between the Company and its IMP’s, together with the present General Terms and Conditions and the Compensation Plan) is concluded for an indefinite period and may be terminated by both parties at any time, even within the contractual period, with one month’s notice prior to the end of the next calendar month.
(17.2) Notwithstanding the cause for termination according to (1) above, the Company reserves the right to terminate for good cause. Such important reasons especially include the breach of any of the obligations set forth in 8, if the IMP fails to remedy the same in a timely manner as set forth in (12.1), or if, after such remedy, the IMP is once again in breach of the same or a similar duty. For any breach of the obligations set forth in 9,10 and (11.3) and (11.4), (19.4) or 20 as well as any particularly severe breach of the obligations set forth in 8 or any other applicable contractual or statutory law, the Company is entitled to an extraordinary termination of the IMP Agreement without prior notice. In addition, either party is entitled to extraordinary termination of the IMP Agreement if insolvency proceedings are instituted against the other party or if such proceedings were rejected due to a lack of assets or if the other party is otherwise insolvent or has submitted an affidavit of insolvency in response to an attempt to enforce a judgment by writ. The right to extraordinary termination shall not affect any other claims.
(17.3) Domains that include the name of the Company, “SOLMAX GLOBAL” or any other brand, business name, or product name owned by the Company or its business partners may no longer be used by the IMP after the IMP Agreement is terminated.
(17.4) An early termination of an IMP Agreement with a minimum term does not entitle the IMP to any refund of any payments, unless the IMP has exercised the right to extraordinary termination due to an important reason.
(17.5) An IMP may re-register with SOLMAX GLOBAL after canceling their previous IMP Agreement again, provided that said cancellation and confirmation of cancellation by the Company were at least more than 12 months earlier and that the terminating IMP has not since performed any activities for SOLMAX GLOBAL in the interim.
(17.6) Once the IMP Agreement is terminated, IMP have no further right to bonus payments and especially no right to sales agent indemnification payment claims, since IMP’s are not sales agents.
(17.7) Should an IMP claim services from the Company outside the scope of these General Terms and Conditions and of the IMP Agreement, these services will remain unaffected after the termination of said IMP Agreement, unless the IMP expressly requests their discontinuation in their termination notice. Should the IMP receive services from the Company after the termination of the IMP Agreement, they will be treated as a normal client.
(18.1) The Company is only liable for damage other than injury to life, limb or health if the damage results from intentional or grossly negligent acts or a culpable violation of essential contractual obligations (e.g. the payment of bonuses) by the Company, its employees or agents. This also applies to damages resulting from the breach of obligations in contract negotiations as well as in the event of torts. Any further liability for damages is excluded.
(18.2) Any liability for damage other than injury to life, limb or health or that caused by intentional or grossly negligent acts of the Company, its employees or agents is limited to those damages that would be typically foreseeable at the time of conclusion of the IMP Agreement and also to the average amounts as would be typical for contracts of this sort. This also applies to indirect damages, including, in particular, loss of profits.
(18.3) The Company disclaims any liability for damage of any kind caused by data losses on computer servers, unless such losses are caused by gross negligence or intentional actions of the Company, its employees or agents. The Company treats any content stored on the servers by IMP’s as third-party content in accordance with all relevant and applicable data protection legislation. The Company is not liable for any wrong data and/or information submitted by the IMP in the application. The Company is not responsible if incorrect usernames have been provided by IMP’s.
(18.4) The Company is furthermore not responsible for any of its Independent Marketing Partners (IMP’s) claims about income, team building or others. The Company has a ZERO tolerance when comes to unprofessional behaviour that can in any way shape or form its business reputation. If an IMP encounter unprofessional behaviour, he/she must immediately notify the Company so that the appropriate actions against the said are taken timely.
19 Transfer of business operations or the sponsored structure to third parties / Death of the IMP
(19.1) The Company can transfer its contractual position at any time to a successor company that will continue the business covered by these General Terms and Conditions and the IMP Agreement in the same manner and will fully assume the former company’s existing rights and obligations. The Company is entitled to use and uses the services of supporting partnering companies. The above mentioned companies are aimed to facilitate the provision of the services, including payments; technical and administrative operations of the Company. Those companies are independent separate entities, where the relevant to their place of registration laws
shall be applied. The Company is not and shall not be held liable for any activities of those partnering companies, unless any occasional violations of the relevant and applicable legislations are caused by gross negligence or intentional actions of the Company, its employees or agents/partnering companies.
(19.2) The IMP is entitled to transfer his/her down line structure/position only with the prior written consent of the Company – which is to be given at its sole discretion - and presentation of the purchase and / or transfer the contract with the third party, as well as the presentation of the IMP application of the third party to the Company. The IMP is obliged to notify the Company of the intended transfer of its sales structure in writing. A sale of an IMP’s sales structure is only permitted if the business relationship between the IMP and the Company has not yet been terminated. With immediate termination or breach of these General Terms and Conditions, the right of the IMP to sell his/her own sales organisation is withheld; similarly, the right to sell is withheld in the event the respective IMP has outstanding payments to the Company.
(19.3) Should an IMP be registered as a legal entity or a partnership, distribution structure transfers are only permitted if the additional conditions set out in these General Terms and Conditions and the IMP Agreement are met.
(19.4) If a legal entity or partnership is newly registered and an IMP wants to add a new shareholder, this is possible if the previous shareholder(s) who filed the original application remain shareholders. Should a shareholder wish to leave a legal entity or partnership that is registered as an IMP or should they wish to transfer their stake amounting to more than 30% to third parties, this action is permitted with the prior written consent of the Company solely at its discretion and only upon submission of a written request, including copies of the corresponding notarial deeds, which must be in accordance with the provisions of these General Terms and Conditions and the IMP agreement. Insofar as an IMP registered as a natural person wishes to transfer his/her position to a legal entity or partnership, this is only possible with the prior consent of the Company solely at its discretion, provided that the IMP agrees to continue to be solely responsible and personally liable to the Company and submits the relevant documents. In those cases, the Company may levy an administrative fee of £250.00 to process such requests. If this requirement is not met, the Company reserves the right to extraordinary termination of the IMP Agreement.
(19.5) The IMP agreement shall end at the latest with the death of the IMP. It may be passed on as an inheritance as required by law. As a rule, the heir(s) must sign a new IMP agreement within six months of the previous IMP’s death and thus assume the rights and obligations of the deceased IMP. The death must be proven by means of a death certificate. Should there be a will granting the IMP Agreement as part of the deceased’s inheritance, a notarised copy of the will must be presented. The six-month period may be extended by a reasonable length of time on an exceptional basis, if it is disproportionately short for the heir(s).
20 Separation / Dissolution
In the event that a married couple or life partners, a legal entity or partnership registered as IMP’s terminate their association internally, there shall still be only one IMP position even after the separation, dissolution or other termination of the above-mentioned association. Those members/shareholders leaving the legal entity or partnership shall decide internally which member(s)/shareholder(s) shall continue the IMP Agreement and provide written notice of their decision to the Company. In the event of an internal dispute over the consequences of the separation, divorce, dissolution or other termination with respect to the participation in the SOLMAX GLOBAL system, the Company reserves the right of extraordinary termination, where such a dispute leads to a dereliction of the IMP’s duties, to a violation of these General Terms and Conditions, to a violation of the applicable laws or to an unreasonable burden on the down line or upline.
21 Inclusion of the compensation plan
(21.1) The SOLMAX GLOBAL's Clients compensation plans and the requirements contained therein are also explicitly part of the General Terms and Conditions and the IMP Agreement. The IMP must comply with the provisions contained in the current version of these General Terms and Conditions
(21.2) By submitting an online application to the Company, the IMP’s warrant that they have read and understood the compensation plans and accept these documents as integral component of these General Terms and Conditions.
(21.3) The Company shall be entitled to change the Compensation Plans at any time. The Company will announce any general amendments within a reasonable period. The IMP has the right to object to the amendment. In case of an objection, the IMP is entitled to terminate the IMP Agreement at the date of entry into force of the modification. In case he/she does not terminate the IMP Agreement within two weeks after the entry into force of the modification, the IMP expressly accepts the modification.
22 Consent to the usage of photographic and audio-visual material
The IMP grants the Company the right to freely collect and execute photographic and/or audio-visual material containing his/her picture, voice recordings, statements and citations within the scope of his/her function as an IMP. For this purpose, the IMP explicitly agrees to the publication, usage, duplication and modification of his/her citations, footages or records by signing the IMP application and notice of these General Terms and Conditions. The IMP shall be entitled to revoke the aforementioned consent. In case of a revocation, the Company will stop the foregoing usage within a one-month period.
23 Data protection
(23.1) In the following, you will find the Company’s Data Protection Declaration.
(23.2) You can visit our website while remaining anonymous. In each case of a website visit, your internet browser indeed transmits the following data to our web server: date and time of the website visit, the sender’s IP address, the requested resource, http-method and http User Agent header. However, our web server will store these data separately from other data; hence, it is not possible for us to allocate these data to a specific person. Following an anonymous analysis for statistical purposes, these data will be deleted immediately.
fact, that they will be automatically deleted from your hard drive at the end of the browser session. Other cookies will remain on your computer system, thus enabling us to recognise your computer system during your next visit (so-called persistent cookies). You can, of course, reject cookies at any time, as far as your browser so permits. Please note, that specific functions of this website may eventually not or only be used with restrictions. This happens, if your browser is configured in a way not accepting cookies (of our website).
(23.4) The Company uses Google Analytics for being able to categorise requests and requirements of the interested party. Google Analytics applies so-called “cookies”, text files, which will be stored on your computer and allow analysing your use of the website. The information created by the cookies referring to your visit of this website (including your IP-address) will be transferred to a server of Google in the USA and stored there. Google will use this information for analysing your use of the website, for compiling reports on the website activities for the website-operators and for providing additional services related to website and internet usage. Furthermore, Google may eventually pass this information on to third parties, if this is required by law or if third parties will process these data on Google’s behalf. Google will never associate your IP-address with other data of Google. You may refuse the installation of cookies by selecting the appropriate settings on your browser software; however please note that if doing this way you may eventually not be able to make full use of all the functions of this website. By using this website, you agree that the data collected by Google concerning your person may be processed in the manner and for the purpose described above.
(23.5) The Company uses so called social plugins (“plugins”) from the social network Facebook, which is operated by Facebook Inc., 1601 S. California Ave, Palo Alto, CA 94304, USA ("Facebook"). The plugins are marked with a Facebook logo or by the additional text “social plugin of Facebook” or “Facebook social plugin”. Here you can find an overview of the Facebook plugins and their appearance: http://developers.facebook.com/plugins. If you access one site of our web presence containing such a plugin, your browser will establish a direct connection to the servers of Facebook. The plugin's content will be directly transmitted from Facebook to your browser, which will integrate it into the website. By integrating the plugin, Facebook receives the information that your browser has accessed the respective page of our website, even if you do not have a Facebook account or if you are just not logged in to Facebook. This information (including your IP-address) will be directly transferred by your browser to a Facebook server in the USA and stored there. If you are logged into Facebook, Facebook can directly allocate the visit to your Facebook account. If you interact with the plugins, such as by pressing the "Like" button or by making a comment, the corresponding information is also sent directly to a Facebook server and stored there. In addition, the information is also posted on Facebook and can be seen by your Facebook friends. Facebook can use this information for the purposes of advertising, market research and appropriate design of Facebook pages. To this end, Facebook creates usage, interest and relationship profiles, e.g. for analysing your usage of our website concerning superimposed advertisements on Facebook, to inform other Facebook user about your activities on our website and for providing other services relating to the use of Facebook. If you do not wish Facebook to allocate the collected data concerning our web presence to your Facebook account, you have to log out from Facebook prior to visiting our website. The purpose and scope of data collection, further processing and use of this data by Facebook as well as your relevant rights and the setting options aiming at the protection of your privacy can be found under Facebook’s data protection policy: http://www.facebook.com/policy.php.
(23.6) Note concerning the Google +1-button: By means of the Google +1-button you can globally publish information. Via the Google +1-button, you and other users will receive personalised information from Google and our partners. Google will store the information you have given for the content +1 as well as information about the site you have watched when clicking +1. Your +1 can be shown as indications together with your profile name and your photo in the context of Google services, such as displaying it in search results, in your Google profile or at other positions on websites and advertisements on the internet. Google records information about your +1-activities thus aiming at the improvement of Google services for you and other users. For being able to use the Google +1-button, you will need a globally visible, public Google profile, which has to contain at least the name chosen for the profile. This name will be used with reference to all Google services. In some cases, this name may also replace another name you have been using for sharing content via your Google-account. The identity of your Google profile may be shown to users knowing your email-address or having other personally identifying information from you. Use of the collected information: In addition to the above mentioned purposes, the information provided by you will be used according to the applicable data protection rules of Google. Google will eventually publish summary statistics on the +1-activities of the users or will pass them on to users and partners – such as publishers, advertisers or linked websites.
(23.7) On the Company’s sites, functions of the service Twitter are integrated. These functions are offered by Twitter Inc., 795 Folsom St., Suite 600, San Francisco, CA 94107, USA. By using Twitter and the “retweet” function the websites visited by you will be linked to your Twitter account and communicated to other users. While doing so, data will also be transferred to Twitter. Please note that we - in our capacity as provider of the sites – are not receiving any information by Twitter about the transferred data’s content and its usage. Further information you will find in the Twitter Privacy Statement under http://twitter.com/privacy. Your Twitter data protection settings can be changed in the account settings under http://twitter.com/account/settings.
(23.8) Personal data will only be collected insofar, as the IMP will voluntarily submit them during the ordering or registration process. The Company will use these transmitted, personal data (e.g. title, name, address, email-address, telephone number, fax number, bank transfer data) without explicit, separate consent in accordance with the regulations of the relevant data protection laws and only for the purpose of IMP Agreement fulfilling.
(23.9) For the purpose of fulfilling the IMP Agreement, e.g. for the settlement accounting or payment of bonuses, for product or marketing information, the IMP’s personal data will be forwarded to third parties, for example the accounting department of an electronic payment platform – to the extent necessary for the fulfillment of the aforementioned, contractual obligations. After complete execution of the IMP Agreement, including full payment of the agreed remunerations, the IMP’s data will be deleted. Data, which have to be stored for tax or commercial reasons, will be blocked after implementation of the IMP Agreement, provided that the IMP has not given his/her explicit consent to a further use of his/her personal data.
(23.10) The IMP shall, at all times, be entitled to request free information about his/her data and that his/her personal data will be amended, blocked or deleted. If the IMP wishes to receive further information concerning the storage of his/her personal data or if the interested party wants the data to be deleted, blocked or amended, he/she can contact the support team (solmax support).
(23.11) This Data Protection Declaration is accessible and retrievable on the SOLMAX GLOBAL websites at any time.
24 Limitation period
Claims arising from this contractual relationship become time-barred after 6 months starting from the time the corresponding claim becomes due and the entitled person knows all the circumstances justifying his/her claim, or if his/her ignorance of the circumstances are due to gross negligence. Statutory provisions mandatorily prescribing a longer limitation period shall remain unaffected.
25 Dispute settlement
(25.1) The Parties will act to amicably resolve questions and differences concerning structure, interpretation and effects of these General Terms and Conditions and other related to the General Terms and Conditions questions or the subject matter of the latter.
(25.2) Any dispute related to commercial and inter-companies matters shall be referred to and finally resolved by binding arbitration under the Arbitration Rules of which are deemed to be incorporated by reference into this clause, which shall include specifically: (a) The number of arbitrators shall be three. (c) The language to be used in the arbitral proceedings shall be English. Any documentation not presented in English shall be translated into English at the expense of the party submitting them.
(25.3) Any disputes between the Company and its IMP’s and clients, related to and in relation to these General Terms and Conditions and regarding to its existence, governance, validity or termination, shall be referred to and finally resolved by binding arbitration under the Arbitration Rules of the Arbitration Court at The London Court of International Arbitration.
(25.4) the above under (25.2) and (25.3) mentioned does not prevent/restrict/exclude the implementation of any other mandatory rule and/or to bring an action before an ordinary court of the Country or EU Member State where the IMP has his/her/its usual place of residence or where Solmax Global Ltd has suffered any damage arising from and/or in connection with the IMP Agreement and/or the Terms and Conditions.
26 Final provisions
(26.1) The Company is entitled to change the General Terms and Conditions at any time, where modifications will be announced within a reasonable period. The IMP has the right to object to the amendment. In case of an objection, the IMP is entitled to terminate his/her relations with the Company at the date of entry into force of the modification. In case the IMP continue using the services and does not terminate his/her relations with the Company within two weeks after the entry into force of the modification, the IMP expressly accepts the modification.
(25.2) Furthermore, modifications and additions to these General Terms and Conditions are to be made in writing. This shall also apply to the revocation of the written form requirement.
(25.3) In case of invalidity or incompleteness of a clause of these General Terms and Conditions, the validity of the entire document shall not be affected. Instead of that, the invalid clause shall then be replaced by a valid one whose economic purpose comes as close as possible to that of the invalid clause. The same shall apply when covering a gap requiring regulation. With the acceptance of the following General Terms and Conditions IMP declares and agrees that he/she fully understands and accepts the hereto stated rights and obligations, including all relevant and applicable internal rules, together with those described in the IMP Agreement and the Global Compensation Plan of SOLMAX GLOBAL.
IMPs Terms & Conditions
INDEPENDENT MARKETING PARTNER AGREEMENT (IMP AGREEMENT)
The Independent Marketing Partners ("IMP") Agreement, the Global Compensation Plan and the General Terms and Conditions (forming inseparable part of one document and entire agreement between the Company and its IMPs) explains and governs the relationship between each IMP and Solmax Global Ltd, registered office address at 149 Phibsborough Road, Dublin, D07X033, Republic of Ireland (referred to hereafter as the "COMPANY"). Each IMP is required to read, understand, and comply with all terms and conditions of the Agreement. The Agreement shall constitute the entire understanding of the parties. All parts of this Agreement shall apply to the Registered IMP. By submitting the IMP Application/Agreement, you hereby agree to all of the terms and conditions herein and by reference all legal terms and conditions.
The Agreement is subject to revision by the Company from time to time at its sole discretion. The Agreement governs all aspects of the relationships between the Company and its IMPs and is available on the Solmax Global website.
2. BECOMING AN IMP
To become an IMP, a new applicant is required to read and agree to the terms of the Agreement and relevant General Terms and Conditions of the Company. The application should be accurately completed in its entirety and the applicant(s), including all partners, shareholders and equity owners, must agree to the relevant General Terms and Conditions of the Company and the present IMP Agreement personally. Electronically submitted applications are considered as a received document. The Company reserves the right to reject any application at its sole discretion.
From any country whose applications would violate any of the applicable and relevant national, international or EU treaty, directive and/or regulations that may comply.
IMPs may only market the Solmax Global system and services or recruit new IMPs in those countries officially authorized by the Company.
Upon notification of acceptance by the Company, the new IMP will be entered into the Company database. If there are any errors on an application, IMPs should verify with the Company Support Department as soon as the error is discovered (within 24 hours) to avoid delays in any rights under the IMP Agreement.
Eligibility requirements to become an IMP are as follows:
A. Legal Age. Any individual who is of legal age (18 years) and residing in a country where the Company is doing business is eligible to become an IMP.
B. ID Number. An Identification Number is to be inserted on the application. This number should be either the Individuals Social Security Number, a Tax Identification Number, if applying as a business, or a government I.D., such as a passport number. Incorrect Tax I.D. Numbers or other essential information and/or supporting documentation can result in a £100 fine and/or termination.
C. Legal Entity. If an Applicant is a corporation, partnership or other legal entity, all shareholder(s) of the corporate applicant, all partner(s) of the partnership or all owners of the legal entity applicant must agree to the application, a list of the names of each shareholder of the corporate Applicant, each partner of the partnership Applicant, or each owner if another legal entity must accompany the Application. All legal documentation should be submitted with the application, including but not limited to, articles of incorporation or organization, partnership agreements, regulations, charters, licenses, shareholder agreements, partnership agreements, and other pertinent legal information. The application can be rejected without such documentation.
D. Change of your enrolling IMP. IMPs wishing to change their registering IMP can do so only by resigning and then waiting one (1) year before re-registering with a different IMP.
E. Independent Contractors. IMPs are independent contractors. They are not franchisees, joint ventures, partners, employees or agents of the Company, and are prohibited from stating or implying whether orally or in writing, otherwise. IMPs have no authority to bind the Company to any obligation. The Company is not responsible for payment or co-payment of any employee benefits. IMPs are responsible for liability, health, disability, workmen's compensation and other insurance and for any other registration required by the laws of the country of residence of the IMP. IMPs set their own hours and determine how to conduct their Solmax Global business and are responsible for their own management decisions subject to the IMP Agreement. The reference to "position" is as it applies to IMPs participation in the Global Compensation Plan and adherence to the IMP Agreement.
3. CHANGES IN IMP STATUS
A. Death. Upon the death of an IMP, the rights and responsibilities of the IMP are passed on to the rightful heir(s) as determined by a court of competent jurisdiction. The heir(s) must also confirm in writing within 6 months of the previous IMPs death that he or she shall be bound by the terms and conditions of the IMP Agreement.
B. Divorce. Upon divorce, The Company must be notified as to which former spouse will assume ownership of the IMP position as determined by a court of competent jurisdiction. A change in the ownership of the IMP position will not take place until the Company receives a copy of the divorce documentation. Should the party who does not assume ownership of the IMP position desire to remain an IMP; he/she may do so by submitting a new IMP Application at the time the divorce documentation is submitted to the Company. He/she shall then be entered as a new IMP in accordance with the enrollment policy of the Company.
C. Marriage. If two (2) existing IMPs marry, they may maintain their separate IMP positions.
D. Dissolution of Corporate or Partnership IMP position. Upon the dissolution of a corporation or termination of a partnership, which owns the IMP position, the ownership of the IMP position will be transferred pursuant to the IMP Agreement among the shareholders or partners or upon order of a court of competent jurisdiction upon written notification to the Company. If one or more of the partners or shareholders in an IMP position terminates his/her on-going relationship with the Company by leaving the partnership or disposing of his/her share of equity holdings, such parties, including the departing party, shall continue to be bound by the terms of the IMP Agreement. If a dispute arises over the disposition of the partnership interest, or assets, or share holdings or corporate assets, or the income from the IMP position, the Company may suspend the IMP position and hold all commissions until the dispute over the disposition is resolved by agreement between the parties or by an order from a court of competent jurisdiction.
E. Sale of an IMP position or any rights, direct or indirect, relating to an IMP position may not be transferred by the IMP without prior written approval from the Company, in its sole and absolute discretion. No sale will be approved unless it includes a covenant by the seller not to solicit his/her prior Group of IMPs for at least six (6) months after the effective date of the sale. An IMP position or any right thereto which is under suspension, on probation, or subject to any disciplinary action or any investigation by or on behalf of the Company, may not be sold or otherwise transferred while such condition continues. The Purchase and Sale Agreement must include a provision in which the parties agree upon the ownership of the inventory of the IMP position upon the sale. The Company shall not grant a refund on inventory from a person who sold his/her interest in an IMP position The seller may not re-apply or purchase another IMP position for a period of twelve (12) months, either as an individual, partnership or corporation or other legal entity. The purchaser of an IMP position shall be responsible for all acts or omissions of the seller in contravention of the IMP Agreement for a period of six (6) months after the date of Company's approval of the sale or transfer. For purposes of this provision, the seller will be required to continue to comply with all post-termination obligations of the IMP Agreement.
F. Mergers; Addition of Co- IMPs, Partners, Shareholders and/or Owners. Mergers will be permitted only between enroller and its first level. The Company reserves the right in its sole and absolute discretion to approve or disapprove any proposed merger or admission of Co- IMPs, partners, shareholders or other owners. The admission of a Co- IMP, partner, shareholder or other owner must create a bona fide business relationship and must not involve the addition of inactive persons or of entities or other persons or entities which "pass through" income to others.
G. Withdrawal or Removal of Co- IMPs, Partners and/or Owners. If a Co- IMP Partner or Owner is removed or withdrawn from the IMP position, the remaining IMPs position shall be responsible for all acts or omissions in contravention of the IMPs Agreement, of those who have left the IMP position, for a period of six (6) months after the date of the departure of the Co- IMP, Partner, or Owner for purposes of this provision, the seller will be required to continue to comply with all terms post-termination obligations of the IMP Agreement. Co-Ownership over IMP positions in case of co-ownership over certain position the COMPANY will reflect this in its files. All relations between co-owners, including future activity of the IMPs co-owners are exclusive responsibility of the IMPs. The Company is not responsible and cannot be held liable for any unsettled legal and financial relations and/or obligations between the co-owners.
H. Name Change. An IMP may change the operating name of the IMP position by forwarding written notification to the Company. The Company reserves the right to request the Articles of Incorporation of a corporation or Partnership Agreement of a partnership, or any amendments pertaining thereto, as well as any other relevant documents or corporate or partnership documentation relating to ownership or control.
I. Changing the registering/enrolling IMP. Except as set forth in Section 2 D, changing your enrolling IMP is not allowed. The IMP commission opportunity is a business built upon sales of products for consumption and upon the creation of relationships. Once a new IMP is referred or enrolled, the Company will protect this relationship to the fullest extent possible.
J. Suspension of Commission Payments. If there is any question over the disposition of the IMP position or the income from the IMP position (whether by reason of an event described in A through J or otherwise), the Company may suspend the IMP and hold all commissions and bonuses until the dispute over the disposition is resolved by agreement between the parties or by an order from a court of competent jurisdiction.
4. TAXES AND GOVERNMENTAL REPORTS
A. Taxes. All IMPs are personally responsible for all taxes due on any earnings from the Company or on sales proceeds or earnings from selling Solmax Globals products. The Company will provide a record of any and all moneys paid by the Company to each IMP and will issue and file such reports to governmental agencies or others as may be required by law. IMPs will not be treated as an employee of the Company for any income tax purposes. To safeguard that no tax evasion can occur, the IMP must give the Company personal identification information in their country of residence to which the Company can make payments through a designated payment facilitator of any amount due by the Company to the IMP.
B. Sales Tax. The Company will not be collecting sales tax at the time of purchase from any residents outside of the areas its location requires it to. No sales tax or VAT is foreseen on sales outside of the Company's primary location. If such tax would be levied, the IMP will immediately inform the Company, which will take appropriate action, including remitting, if needed the sales tax/VAT to the appropriate authority.
5. IMP REFERRAL POLICY
A. An IMP shall not influence or in any way entice prospects with representations as to possible income or business development, or payment of any compensation by an IMP or the Company.
B. Dispute. The Company recognises the Referring IMP as the IMP shown on the first entered original IMP Application completed, dated, and electronically entered into Company's database. .
C. Training. IMPs who enroll other IMPs must thereafter use their best efforts to provide an on-going basis, bona fide supervision and training of these IMPs and their sales group. This should include ongoing contact, communication, encouragement and support of his/her sales organisation.
6. PLACEMENT POLICY
An IMP is solely responsible for allocating the placement priority of new IMP that they enroll in their sales organizations structure. The IMP management tool is available in each IMPs online back-office. It is critical that the placement of a new IMP is correct at the time of the enrollment. THE ORDER/PLACEMENT IN WHICH YOU RECORD THE IMPs YOU ENROLL IS FINAL. IT WILL NOT BE CHANGED.
7. GLOBAL COMPENSATION PLAN AND TERMS
The IMP acknowledges and agrees that the Company reserves the unequivocal right to change or modify the Company's General Terms and Conditions, the present IMP Agreement and Compensation Plans. The Company will notify the IMP about any changes to the Compensation Plans within a reasonable time.
8. LIMITED LICENSE
The Company has certain trademarks, service marks, trade names, slogans, symbols, and colour schemes that are proprietary. Except for marketing materials, sample products, and advertising provided or sold to the IMPs by the Company, the IMP shall not use or display such trademarks, service marks, trade names, slogans, symbols, and colour schemes without the Company's prior written permission. IMP acknowledges that any right to use Company's trademarks and copyrighted materials is non-exclusive, and the Company has the right and sole discretion to grant others the right to use such trademarks and materials. IMP expressly recognises that any and all goodwill affiliated with the trademarks and copyrighted materials (including goodwill arising from IMPs use) inures directly and exclusively to the benefit of the Company and is the property of the Company, and that, on expiration or termination of this IMP Agreement, no monetary amount shall be attributable to any goodwill affiliated with IMPs use of the trademarks or copyrighted materials.
Trademarks/Service Marks. IMPs shall not advertise SOLMAX GLOBAL NETWORK product or business opportunity in any way other than by use of authorized advertising or promotional materials made available to the IMP by the Company.
A. IMPs are prohibited from using Company's trademarks, service marks, trade names, slogans, symbols, and colour schemes in advertising in a manner that would suggest or imply that they are employed by or are agents of the Company. All advertisements must provide the name of an IMP only. IMPs shall not make any representations as to potential income to be received by a prospective IMP.
B. No Reproduction. All SOLMAX GLOBAL NETWORK materials, whether printed, on film or produced by audio or video recording are copyrighted and may not be reproduced in whole or in part by IMPs or any other person unless authorised in writing by the Company.
C. No Distribution. IMPs may not produce, use or distribute any information relative to the contents, characteristics, or properties of SOLMAX GLOBAL which has not been provided directly by the Company. This includes but is not limited to print, audio or online media.
D. Deceptive Materials. IMPs may not produce, sell or distribute literature, films, audio recordings or video recordings which are deceptively similar in nature to those produced, published, and provided by the Company for its IMPs. An IMP may not purchase, sell, or distribute non-SOLMAX GLOBAL materials that imply or suggest that said materials originate from the Company.
E. Approved Vendors. Any and all support materials, e.g. promotional and premium items are to be sold and/or distributed only by the Company or Company's approved vendors.
F. Telephone Use. IMPs may not answer the telephone and/or use any telephonic message device in a way that would represent or imply that they are employed by or are agents of the COMPANY.
G. Listing of Name. IMPs may be listed in telephone directories white or yellow pages as follows:
"Smith, Jane and John, Independent Marketing Partners Address and/or Telephone Number"
H. Numbers. An IMP may list any contact number under the name of his/her IMP position , as an IMP, and must not represent that he/she is employed by, or is an agent of the Company.
I. Further Restrictions. The Company prohibits the use of its trademarks, service marks, trade names, slogans or symbols or any of its product trade names or any copyrighted materials through telephonic devices, including computer networks, facsimile machines or other automatic calling devices for the purpose of soliciting potential IMPs or potential members.
J. Media Opportunities. Media opportunities are not individual sales opportunities. All media opportunities must be referred to Company's relevant department. IMPs must not have any contact with the media unless prior written authorization from the Company is received.
K. Donations. IMPs are permitted to make personal donations of product or funds to an organization or program provided they do not represent the donation as being from the Company.
L. Media Coverage. Donations may not be made for the purpose of soliciting media coverage. If the media solicits coverage of an event, the Company's relevant department must be notified immediately to review the media opportunity.
M. Business Cards. An IMP may order business cards in compliance with the requirements of the General Terms and Conditions and the relevant copyright legislation. Use of the Company's SOLMAX GLOBAL trademarks is permitted only after explicit written consent has been granted from the Company. Any non-authorised use of the Company's trademarks presents a violation of the General Terms and Conditions and relevant sanctions will be imposed. If an IMP relationship with the SOLMAX GLOBAL is terminated, he/she must immediately cease using and destroy all business cards utilising Company's trademarks, trade names, services marks, logos or colour schemes.
N. Repackaging. IMP may not re-label, repackage, or modify SOLMAX GLOBAL's packaged or virtual training materials in any way.
O. No Endorsements. No endorsements by a Company officer or administrator or third parties may be asserted, except as expressly communicated in the Company's literature and communications. IMPs may not represent or imply, directly or indirectly, that the SOLMAX GLOBAL system, programs, products or services have been approved or endorsed by any governmental agency.
P. Internet Policy. IMPs may not advertise or promote their IMP business or Company's business, products or Global Compensation Plan or use Company's name in any electronic media or transmission, including on the Internet via web sites or otherwise, without the prior written approval of the Company, whose approval may be withheld at its sole discretion. If written approval is given, IMPs must abide by the guidelines set forth by the Company, including but not limited to the following:
(i) IMPs shall not make offers or solicitations in the guise of research, surveys or informal communication, when the real intent is to sell products or services or sponsor IMPs;
(ii) IMPs operating on-line websites, whether or not they collect personal information from individual members, shall disclose to the member in a prominent place on the website how the member's information will be used and must follow any laws regulating the handling of personal data;
(iii) IMPs sharing personal information collected on-line should provide individual members with an opportunity to prohibit the dissemination of such information, and if any member requests that his or her personal information not be shared, IMPs shall refrain from sharing such information;
(iv) IMPs shall provide individual members the option to terminate any further communication between the IMPs and the member and if any member requests that an IMP cease communication, the IMP should immediately stop communicating upon such request;
(v) IMPs must abide by all laws and regulations regarding electronic communications, including but limited to any provision requiring prior consent for unsolicited contacts via electronic media;
(vi) IMPs may not distribute content by use of distribution lists or to any person who has not given specific permission to be included in such a process; spamming or distribution of chain letters or junk mail is not allowed;
(vii) IMPs may not distribute content that is unlawful, harassing, libelous, slanderous, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable material or which could otherwise give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation; and
(viii) IMPs may not send bulk unsolicited e-mails to persons who have not requested information. Spam is strictly prohibited.
Q. Sales Presentations. At sales presentations, IMPs shall truthfully identify themselves, their products, and the purpose of their business to prospective members. IMPs may not use any misleading, deceptive, or unfair sales practices. Explanation and demonstration of products offered shall be accurate and complete including, but not limited to, with regard to price, terms of payment, right of withdrawal, refund rights, guarantees, and after-sales services and delivery. Personal or telephone contacts shall be made in a reasonable manner and during reasonable hours to avoid intrusiveness. IMPs must immediately discontinue a demonstration or sales presentation upon the request of the member. IMPs shall not directly or by implication, denigrate any other company or product. IMP shall refrain from using comparisons which are likely to mislead and which are incompatible to the principles of fair competition. Points of comparison shall not be unfairly selected and shall be based on facts which can be substantiated. IMP shall not abuse the trust of individual members, shall respect the lack of commercial experience of members and shall not exploit a potential member's age, illness, lack of understanding or lack of language expertise. IMPs may not systematically entice or solicit direct sellers from other direct selling organisations.
The Company shall not be responsible for delays and failures in performance of its obligations when performance is made commercially impracticable due to circumstances beyond its reasonable control. This includes, without limitation, strikes, labour difficulties, riots, wars, fires, death, curtailment of a party's source of supply, or government decrees.
The term of the IMP Agreement is for an indefinite period and may be terminated by both parties at any time, even within the contractual period, with one month notice prior to the end of the next calendar month.
12. CONFLICTS OF INTEREST AND CONFIDENTIALITY
A. Conflict of Interest. IMPs are free to participate in other multilevel or network marketing business ventures to the extent that such are not competitors of the Company. If IMPs are simultaneously active for several companies or network marketing companies, they agree to organise their business activities (along with their respective downlines) in such a way as to avoid any connection or mixing of their activities for these other companies with their activities for SOLMAX GLOBAL. In particular, IMPs may not offer products other than SOLMAX GLOBAL products and services at the same time, in the same place or in the immediate vicinity or on the same website, Facebook page or other social media/online platform.
B. IMPs are also prohibited from recruiting other SOLMAX GLOBAL IMPs for the sale of other companies products.
C. IMPs are also prohibited from violating - by entering into another contract the rights of other IMPs or other sales contracts concluded with further companies and the clauses of which are still valid.
D. Confidentiality. During the term of the IMP Agreement, the Company may supply to IMPs confidential information, including, but not limited to members' lists, member specific information developed by the Company or developed for and on behalf of the Company by IMPs (including, but not limited to, members and IMP profiles and product purchase information), IMP lists, manufacturer and supplier information, business reports, commission or sales reports and such other financial and business information which the Company may designate as confidential. All such information (whether in written or electronic form) is proprietary and confidential to the SOLMAX GLOBAL and the Company and is transmitted to IMPs in strictest confidence on a "need to know" basis for use solely in IMPs business with SOLMAX GLOBAL. IMPs must keep such information confidential and must not disclose any such information to any third party, directly, or indirectly. IMPs must not use the information to compete with the Company or for any purpose other than promoting SOLMAX GLOBAL program and its products and services. Upon expiration, non-renewal or termination of the IMP Agreement, IMPs must continue to keep such information confidential, discontinue the use of such confidential information and promptly return any confidential information in their possession and all copies thereof to the Company.
13. PRODUCT ORDER/SALES & RETURNS
IMPs are registering with the SOLMAX GLOBAL as an entrepreneur and not as a consumer and therefore do not have the statutory right to revoke this agreement. Nevertheless, the Company is voluntarily granting you a right to rescind this agreement within two weeks.
Voluntary right of cancellation
IMPs can revoke their agreement by providing written notice (by letter or email) within two weeks, without any need to provide cause. The two-week period begins once the IMP submits his/her application. The deadline is considered met if the notice has been sent by the deadlines, as evidenced by the date of the postmark or email; the agreement may also be cancelled by returning the starter kit by the same deadline.
The revocation must be sent to the support team from the personalised dashboard provided by Solmax Global software.
14. PROHIBITED USAGE
The excessive usage violation of the SOLMAX GLOBAL website through traffic bots or list spamming is strictly prohibited. Violations of this policy can result in suspension or termination of the violating IMP.
15. ERRORS OR QUESTIONS
If an IMP has questions about or believes any errors have been made regarding commissions, bonuses, sales group activity reports, or charges, the IMP must notify the Company within five (5) working days of the date of the unreported error or incident in question. The Company will not be responsible for any errors, omissions or problems not reported to it within five working (5) days. The Company reserves the right to withhold any bonuses or other payments which it have to be paid and/or has been accrued by mistake due to technical malfunctions or other operational errors.
16. CONTINUING DEVELOPMENT OBLIGATIONS
Any IMP who wishes to participate in SOLMAX GLOBAL and benefit from the Compensation Plan must perform a bona fide supervisory function to ensure that his or her sales group is properly operating his or her business. IMPs must have ongoing contact, communication and management supervision with the IMPs in their sales group. Examples of such contact and supervision may include, but not limited to; newsletters, written correspondence, personal meetings, telephone contact, voice mail and electronic mail and these contacts must not violate any part of the present IMP Agreement.
IMPs must not disparage other SOLMAX GLOBAL IMPs, Company's products/services, the Compensation Plan, or Company's employees.
18. OBJECTIONABLE ACTIVITY OR CONDUCT
IMPs may not distribute material, have written correspondence, telephone contact, voice mail and/or electronic mail that is or contains unlawful, harassing, libellous, slanderous, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable material regarding the Company, its employees, partners or any other third party or which could otherwise give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation. In these cases the Company may cease any communication with the IMP and undertake further legal actions if relevant.
19. REPORTING POLICY VIOLATIONS
IMPs observing a policy or agreement violation by another IMP should submit a written report of the violation directly to the attention of Company's Compliance Department. Details of the incidents such as dates, number of occurrences, persons involved, and any supporting documentation should be included in the report.
20. DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
A. Disciplinary Sanctions. Violation of the present IMP Agreement, fraudulent, deceptive or unethical business conduct by any IMP may result, at Company's discretion, in one or more of the following corrective measures:
1. Issuance of a written warning or admonition;
2. Requiring the IMP to take immediate corrective measures;
3. Imposition of a fine, which may be withheld from the account;
4. Loss of rights to one or more bonus payments;
5. Any other measure, which the Company deems practicable to implement to equitably resolve injuries caused partially or exclusively by the IMPs policy violation or contractual breach.
6. Suspension of the individuals IMP position for one or more pay periods;
7. Involuntary cancellation of the offending IMP position;
8. Immediate removal of the IMP web site(s) and termination of the IMPs position;
9. Any other measures expressly allowed within any provision of the General Terms and Conditions, the present IMP Agreement or allowed by law; The IMP is only entitled to a commission if he or she is not in violation of the the General Terms and Conditions and the present IMP Agreement.
B. Reconsideration. In the event an IMP is suspended/ terminated and desires for his or her suspension/termination to be reconsidered, the Company must receive the request for reconsideration in writing within 15 days from the date of notice of suspension/ termination. If no request for reconsideration is received within the 15-day period, the termination will automatically be deemed final. If an IMP files a timely notice of request for reconsideration, the Company will review the request for reconsideration and notify the IMP of its decision within 10 days after receipt of the request for reconsideration. The decision of the COMPANY will be final and subject to no further review. In the event the suspension/ termination is not rescinded, the suspension/ termination will remain effective as of the date stated in the original termination notice.
C. Grievances and Complaints. When an IMP has a grievance or complaint with another IMP regarding any practice or conduct in relationship to their respective SOLMAX GLOBAL businesses, the complaining IMP should first report problem to their registering IMP who should review the matter. If the matter can not be resolved it must be reported in writing to the Support Department at the Company. The Company will review the facts and resolve it.
D. Cost Effective Dispute Resolution/Waiver of Jury Trial. The Parties will act to amicably resolve questions and differences concerning structure, interpretation and effects of this IMP Agreement and other questions regarding the present agreement or the subject-matter of the latter. Any dispute related to commercial and inter-companies matters shall be referred to and finally resolved by binding arbitration under the Arbitration Rules of which are deemed to be incorporated by reference into this clause, which shall include specifically:
(1) The number of arbitrators shall be three.
(2) The language to be used in the arbitral proceedings shall be English. Any documentation not presented in English shall be translated into English at the expense of the party submitting them.
(3) Any disputes between the Company and its IMPs and clients, related to and in relation to these General Terms and Conditions and regarding to its existence, governance, validity or termination, shall be referred to and finally resolved by binding arbitration under the Arbitration Rules of the Arbitration Court at The London Court of International Arbitration
(4) the above under (2) and (3) mentioned does not prevent/restrict/exclude the implementation of any other mandatory rule and/or to bring an action before an ordinary court of the Country or EU Member State where the IMP has his/her/its usual place of residence or where Solmax Global Ltd has suffered any damage arising from and/or in connection with the IMP Agreement and/or the Terms and Conditions. Notwithstanding the foregoing, the arbitrator shall have no jurisdiction over disputes relating to the ownership, validity, use or registration of any mark, copyright, or other intellectual property or proprietary or confidential information of the Company without the Company's prior written consent. The Company may seek any applicable remedy in any applicable forum with respect to these disputes and with respect to money owing to the Company. In addition to monetary damages, the Company may obtain injunctive relief against any violation of the IMP Agreement or misuse of Company's trademarks, copyrights or confidential information.
Nothing in this rule shall prevent the Company from terminating the IMP Agreement or from applying to and obtaining from any court having jurisdiction a writ of attachment, a temporary injunction, preliminary injunction and/or other injunctive or emergency relief available to safeguard and protect Company's interests prior to the filing of or during or following any arbitration or other proceeding or pending the handing down of a decision or award in connection with any arbitration or other proceeding. Nothing contained herein shall be deemed to give the arbitrator any authority, power or right to alter, change, amend, modify, add to, or to subtract from any of the provisions of the General Terms and Conditions, the present IMP Agreement or the Global Compensation Plan.
All notices to be given pursuant to the present IMP Agreement shall be deemed to have been properly given by depositing the notice in the mail, addressed to the subject IMP the last address on file with the Company, post-paid and registered or certified; or delivery by hand or by a recognized overnight delivery service; or by facsimile transmission; or by email. All notices shall be deemed given; ten (10) business days from the date of postmark, if sent by mail; seven (7) days after notice is deposited with a delivery service; or same day if delivered by hand or upon transmission by facsimile or by email.
22. NON-WAIVER PROVISION
Failure of the Company to exercise any right stated in the present IMP Agreement shall not constitute a waiver of Company's right to demand exact compliance therewith. Waiver by the Company of any breach of any provision of the present IMP Agreements shall not constitute a waiver of any prior, concurrent, or subsequent breach by the IMP. An authorized officer of the Company must issue the Waiver in writing.
If under any applicable and binding law or rule of any applicable jurisdiction, any provision of the present IMP Agreement is held to be invalid or enforceable, the Company shall have the right to modify the invalid or unenforceable provision or any portion thereof, to the extent required to be valid and enforceable, and the IMP shall be bound by any such modification. The modification will be effective only in the jurisdiction in which it is required.
24. LIMITATION OF DAMAGES
To the extent permitted by law, the company and its IMPs, officers, directors, employees and other representatives shall not be liable for, and IMPs hereby release the foregoing from, and waive any claim for loss of profit, incidental, special, consequential or exemplary damages which may arise out of any claim whatsoever relating to Company's performance, non-performance, act or omission with respect to the business relationship or other matters between any imp and the company, whether sounding in contract, tort or strict liability. furthermore, it is agreed that any damages to an imp shall not exceed, and is hereby expressly limited to the amount of unsold Company's programs, services and/or products owned by the imp and any commissions owned by the IMP.
25. NO WARRANTIES
The company hereby disclaims all warranties. The company makes no representations about the suitability, reliability, availability, timeliness, and accuracy of the site, the service or the content contained on the site for any purpose. To the maximum extent permitted by applicable law, the site and all such content, services and products are provided "as is," "with all faults," and "as available." we disclaim all warranties, express and implied, arising out of, or in connection with, the site, service and content, including, but not limited to the warranties of non-infringement, merchantability, and fitness for a particular purpose and those arising by law, statute, usage of trade or course of dealing and any liability with regard to the site, content and services and any actions resulting from imp participation in any service.
IMPs use of the site, service and content is at his/her sole risk. Although our content may be updated from time to time, it may be out of date and/or may contain inaccuracies or typographical errors. We are not responsible for the IMPs inability or failure (for any reason) to access the site or content or otherwise use or receive information or service from or regarding the site, content, or IMPs purchases from the company. The company does not warrant that the site or service will be compatible with any hardware or software systems or that the site or service will be uninterrupted or error free. IMP assumes the risk of any and all damage or loss from use of, or inability to use, the site or service.
The company is not responsible or liable for maintaining any member data or for the deletion, corruption, destruction, damage, loss or failure of any member data or for any third party access to any member data. The company is not responsible and cannot be held liable for incorrect usernames and other data provided by the imp.
The company is not responsible and may not be held liable for any additional bank fees, taxes and currency exchange rates, that may result in any amounts to be added to the account of the respective imp. The company makes no warranty or representation as to the level of success, if any, individuals may achieve by using any of the company’s services or products. Individual results may vary and depend on many factors including an individual's specific financial situation, efforts and actions.
26. LIMITED LIABILITY
To the maximum extent permitted by law, the company and its affiliated parties shall have no liability whatsoever for IMPs use of any content or other information or service related to the site, service or products and shall not be liable for any direct, indirect, special, incidental, or consequential damages (including, but not limited to, damages for loss of business, loss of profits, or litigation), (i) arising from any decision made or action taken by the imp in reliance upon the content or our products or service, (ii) arising out of or in any way connected with the use or performance of the site or content, or with the delay or inability to use the site, content, or related service, or from the use or misuse of any information, products, services, related graphics, and content obtained through the site, (iii) any incorrect or missing information or data, or (iv) otherwise arising out or resulting from loss of the IMPs data or information, whether based on breach of contract, breach of warranty, tort (including, but not limited to, negligence), or otherwise, even if advised of the possibility of such damages. The company’s maximum liability, if any, for any loss or damage relating to or arising out of the use of the site, services, products or any content will not exceed the lesser or actual damages or the charges paid by IMP to the company for the auto-ship amount for a period of two months.
The company is not responsible for interrupted, inaccessible or unavailable networks, servers, satellites, internet service providers, websites, or other connections, or for miscommunication, failed, jumbled, scrambled, delayed, or misdirected computer, telephone or cable transmissions, or for any technical malfunctions, failures or difficulties. The above limitations and exclusions shall apply to the imp to the fullest extent that applicable law permits, in all actions of any kind, whether based on contract, tort (including, without limitation, negligence) or any other legal or equitable theory. Any clause declared invalid shall be deemed severable and not affect the validity or enforceability of the remainder of the present imp agreement.
27. INCOME DISCLOSURE
The income disclosure posted on Solmax Global website is incorporated herein by reference and IMPs hereby represent that they have read and understood it.
29. PAYMENT METHODS ACCEPTED
Currently for the comfort of its clients and partners, the Company accepts various payment methods for the purchase of goods, main of which are as follows:
- Bank transfer
- Debit/Credit Card
The COMPANY warrants that the above stated list of payment methods may be modified from time to time.
30. INCOME STATEMENT
An IMPs success depends in great part upon his or her skills, efforts, dedication, desire, and motivation. Becoming an IMP is NOT a guarantee of income.
There is no purchase required of a SOLMAX GLOBAL product to receive referral sales commissions.
Solmax Global undertakes everything possible to maintain that the information is protected on the highest level.
The objective of Solmax Global is to work actively towards increasing the confidence of its users in the field of protection of your information by taking all possible measures to increase the security and protection of your data.
Solmax Global considers information protection as an extremely serious issue and strives to meet all the requirements of the existing data protection legislation. We consciously observe the confidentiality of our customers' information, and this Policy sets out the data processing methods used to work on the World Wide Web and Internet.
For the purpose of this policy "Personal Information" refers to information that identifies an individual, such as but not limited to name, address, e-mail address, transaction information, and banking details. Personal Information does not include anonymised and/or aggregated data that does not identify a specific user.
Please be advised that in connection with your registration on (https://solmaxglobal.com/) website and on the basis of the requirements of the existing Personal Data Regulations and other laws or subsidiary regulations, the company must verify the identity of its participants and for this purpose shall use various means it considers necessary and as permitted by law to verify your identity.
Collection of Your Personal information
In order to register as an Independent Marketing Partner and further to access your account in our system, you will be required to sign up/sign in with user name and password. You will be able to access your Solmax account using the user name and password chosen. Have in mind that as part of this registration process, you have to provide strong password and transaction password as well, which have to be different from the password and to keep all that credentials in strict confidentiality from any other third party.
We ask you when registering to provide personal information, such as your e-mail address, name, country, telephone number, address. We may also collect demographic information, such as your postcode, age, gender etc. For your safety, we use Secure Sockets Layered (SSL) technology to ensure that your information is fully encrypted and sent across the Internet securely.
We may collect information about your visit, including the pages you view, the links you click and other actions taken in connection with Solmax Global's system, website and related websites. We also collect certain standard information that your browser sends to every Website you visit, such as your IP address, browser type and language, access times and referring Web site addresses.
When you receive newsletters or other e-mails from Solmax, customised links or similar technologies may be used to determine whether the e-mail has been opened and which links you click, in order to provide you with more focused e-mail communications or other information in the future.
In order to offer you a more consistent and personalised experience in your interactions with Solmax, information collected through the Solmax Global website, and via your access to your account in our system (back office) may be combined with information obtained through other related websites, including those hosted by Solmax Globals partners.
Personal data when operating with your user account
For the creation, processing, withdrawals and payments, personal data is provided and processed in compliance with the current applicable legislation. Before the authorization of first payment, you will be asked for a copy of an official identity document (passport/ID card/ driving license ) and also proof of address in accordance with the applicable KYC policy and procedures.
Personal data processed for purposes of analysis, statistics, advertising, and inquiries and complaints processing
When you contact us through one of the channels of communication, we will process those personal details you decide to share with us in connection with the particular matter you are addressing to us. If you share your sensitive personal information, such as your health, we will process this information only in order to provide you with the requested services and respond to your specific needs, complaints or inquiries.
We may process your personal data for the purposes of analysing, statistics and improving the quality of our services, testing and enhancing your satisfaction. Submitting your personal information to third parties in the case of direct marketing is a matter of your choice. If we have received your prior consent, we will send you information about our products and services
Data subject rights and obligation
Data Subject Consent
With the present and by accepting the Solmax Global T&Cs, in relation to and based on art. 4, para 11 of the GDPR, I am hereby consenting that Solmax Global Ltd can process my personal data for the following purposes:
- Verification of the individual;
- Verification of the profile/account created by the individual;
- Verification of the representation capacity of a legal entity, which profile/account is created by an individual;
- AML/CFT compliance purposes;
- Marketing purposes
In addition, with the present I hereby acknowledge that I have carefully read and understood all relevant documents related to the processing of my personal data processed in relation to my participation in Solmax.
I am also aware that the following related documents/forms are available upon request sent to (Solmax support)
1. Data subject withdrawal form;
2. Data subject access request form;
3. Data subject disclosure form;
The Right to be forgotten
As a data subject you are entitled to receive confirmation and/or detailed information, incl. a copy of the personal data processed for you (access right).
Everyone has the right to be forgotten. This can be executed by contacting (solmax support) and filling in the provided: Withdrawal consent form.
Your right to erasure applies in the following cases (not an exhaustive list):
- where the personal data are no longer necessary to achieve the purposes for which they are collected or processed (think about those essential processing principles),
- where a data subject has withdrawn his or her consent (obviously also the mentioned explicit consent),
- where a data subject objects to the processing of his/her personal data (the right to object is another data subject right),
- where the data subject has given his or her consent as a child and is not fully aware of the risks involved by the processing, and later wants to remove such personal data, especially on the internet,
- where the processing of personal data does not otherwise comply with the GDPR. The grounds upon which a data subject can exercise the right to be forgotten
- The personal data is not necessary in the context of the purpose of collection and/or processing. Consent to process is withdrawn by the data subject AND there is no other legal processing basis. This goes both for consent overall as for explicit consent.
- The right to object is exercised, in general and in the context of direct marketing IF there are no other legal processing grounds. The processing of the personal data has been done in an unlawful way. When the right to erasure does not apply?
- In the scope of the right of freedom of expression and information
- When compliance with another law requires the data controller to process those data
- To carry out a task in the public interest in general
- When the data controller needs to process the data in the context of the previously mentioned vested authority
- In the scope of healthcare, social care and public health
in the context of public interest, specifically public health (e.g. preventive or occupational medicine, assessment of the working capacity of the employee, medical diagnosis, the provision of health or social care or treatment, the management of health or social care systems, protecting against serious cross-border threats to health and more),
Disclosure of personal information. Categories of recipients
We may provide a part of the above mentioned data to Governmental Authorities due to legal obligations as well as to our trusted partners (as far as it is necessary for the services we use, such as technical support services on our site, call centre management services and help desks, chat platforms for contacting us, etc.), for which we have ensured that they meet the highest standards of information security and its privacy. We have contractual relations with all these companies, which ensure that the personal data transmitted are processed only as strictly necessary to provide us with these services.
Also, for reasons of public interest or by law, we disclose certain information to other governmental authorities, courts and prosecutor offices if required by law, by the State or by another regulatory body.
How do we protect your privacy and personal data?
We process your personal data only in conformity with the above-mentioned purposes, grounds and deadlines. Data access is only available to a limited number of persons who have prior training and instructions on how to work with personal data.
In connection with the entry into force of new European Data Protection Rules, the Company has undertaken a detailed analysis and audit of all our processes related to the personal data processing. As part of this analysis, we check our partners, revise our procedures and rules, train our employees, and use experienced information security consultants to ensure that we meet the highest standards of privacy and security of your information.
We use the best modern encryption methods for a username and password, and any other confidential information sent by and to the client or our servers, and thus protecting the data and our company from third party manipulations. IMPs should not violate or circumvent established security rules or should not attempt to gain unauthorized access to the Software as this will cause immediate termination of access - blocking their accounts and informing the authorities concerned.
In case you suspect unauthorised access and/or use of your account, please take measures by changing your password or contact us using the following contact details for further assistance.(solmax support)
To ask questions about your rights or if you wish to exercise one of them, please contact us at the contacts listed in this Policy (solmax support). We will respond to any of your requests without undue delay within 30 days of receipt of the request. If we are unable to do so for reasons beyond our control, we will notify you in good time, indicating also the reasons for the delay.
SolMax Pro Terms & Conditions
- I am subscribing to £2.5 weekly subscription fee. This fee will be payable every week in advance.
- Company will provide me access to SolMax Pro Email account, My Events Page and Marketing Funnel to promote my business.
- All the services provided are property of the company and I am only paying a fee to use these services.
- In case of non payment of fee Company has authority to suspend my services.