TERMS & CONDITIONS OF Perfect 5 PTE LTD DISTRIBUTORSHIP
Perfect 5 PTE LTD
a company
incorporated in Singapore and having its place of business at 179
River valley Road # 05-11 River Valley building Singapore 179033
(hereinafter referred to as
“Perfect 5”)
of the one part, and the Independent Distributor,
(hereinafter referred to as “Distributor”) whose particulars appear
in this application.
WHEREAS
Perfect 5
operates a referral program for various products and services, which
include but not limited to Value Added Mobile Telecommunication
Services, SMS, Bio-Tech Products, Wellness, Beauty and Healthcare
Products (hereinafter referred to as the “Services”) and wishes to
appoint the Distributor for the Services: and The Distributor is
desirous to market the
Perfect 5
Services in accordance with the Terms and Conditions set out in this
Agreement.
1. Eligibility
That the member is of legal age; legally qualified and competent to
enter into an agreement with
Perfect 5
PTE LTD
(also known as
Perfect 5)
to become an Independent Distributor. This Agreement will be deemed
accepted by the Company upon receipt of the registration form be it
online or other mode of access to
Perfect 5
2.
Acceptance of agreement
Perfect 5
and the Member will be bound by this Agreement when the member has
signed it or check on the “I Agree” checkbox of the online version
and scope of agreement. Thereafter this Agreement shall immediately
take effect only upon acceptance with written confirmation from
Perfect 5.
It shall automatically be renewed thereafter until terminated in
accordance with the provision of this Agreement
3. Obligations of the
Independent Distributor
1.
As
an Independent distributor, the member is an independent contractor
and not an employee, partner, agent of the Company. You agree that
you are solely responsible for your compliance with any and all the
Singapore country’s laws or regulations related to your business or
with any jurisdiction exercising authority over you including but
not limited to the duty to license your business, and payment of
self-employment income taxes, medical, dental and provident fund
payments and to comply with all other regulations. You shall obey
any and all laws local or otherwise, statutes and regulations
applicable to your business and you.
2.
The
Member shall - at its own cost, produce any advertisements,
brochures, promotional material or any publications relating to or
associated with the Services. The Member shall unconditionally
withdraw and cease the use of any of the aforesaid brochures,
promotional materials or any publication if
Perfect 5
notifies the Member that the same is unfit and unacceptable for
distribution or publication
3.
The
member understands and accepts that the compensation from the
Company is established by the Compensation Plan and will consist
solely of commissions, overrides and/or bonuses. You agree that you
have already been presented and explained, and agreed to comply with
all the Perfect
5
regulations
and procedures with reference to the compensation plan as presented,
failing which,
Perfect 5
reserves full legal and business rights to remove your membership
without any forms and or monetary compensation
4.
As
an Independent Distributor, you understand that the sole
responsibility to conduct your independent business lawfully in any
jurisdictions rests with you. As such and therefore, you release the
Company and any of its affiliated entities and their officers,
directors, agents and employees from any and all business and legal
liabilities for any of your actions or omissions. You also agree to
train any distributor that you may sponsor in the performance of
these functions. You will maintain at your own cost continuing
communication with and supervision over your sales organization.
4. Expiration, Renewal
and Termination
1.
To remain as an
Independent DISTRIBUTOR, you must meet the basic maintenance
requirements of every 180 days cycle commencing from the date of
this contract. Failure to do so, for a consecutive six months will
lead to the loss of that position. This include the loss of your
rights as an independent DISTRIBUTOR, including all rights of
sponsorship with your registered DISTRIBUTORS and Clients’
continuing business with Perfect 5 thereafter.
2.
Perfect 5
reserves the rights to terminate this agreement immediately by
giving requisite written notice to the Independent Distributor in
the event of, and for any one-or-more of the following: If the other
party breaches any material terms and or conditions. The Independent
Distributor must comply with and provide Perfect 5 with corrective
and safe remedy within seven (7) working days of receiving the
written notice specifying the breach and or breaches that requiring
the same to be remedied with immediate effect.
3.
This
Agreement will be automatically terminated when there is change in
the ownership or Perfect 5 files and or upon liquidation,
Perfect 5
reserves full rights and options to terminate this Agreement in the
event that the member becomes inactive within each 180 days cycle. -
The Member is defined herein to be inactive when there is no
transaction of
Perfect 5
services under the operating account for a continuous period
exceeding time stipulated by the management of
Perfect 5
4.
Member can terminate this agreement with the approval of the company
by giving
Perfect 5
a registered mail giving one-month advance notice in writing to the
company.
5. Compensation Fee and
Payment Term
Perfect
5
agrees payment of compensation to the Member shall be fixed on 15th
of every month save and except the other bonuses, which the Company
may decide from time to time will be paid according to the
Compensation Rules. The computation of the compensation will be
presented to member on this date, after which you have Three (3)
days to dispute and clarify any errors and omission in a written
form. After the three (3) days, any such queries will not be
entertained and Perfect 5 reserves their full rights to decide on
its action on a case-to-case basis. All decisions by
Perfect 5
will be final and member hereby agrees that they will accept this
decision as such.
6. Indemnity
You agree to
indemnify and hold each of Perfect 5
and its business
Partners harmless from any claims including any and all costs and
expenses including legal expenses incurred by the Company that may
result in any manner whatsoever due to or arising out of Content you
submit, post or transmit through the Service, your use of the
service, your connection to the Service, your violation of this
Agreement, or your violation of Any other rights of another party
7. Privacy
The Services offered
on the Perfect 5’s
web site whereby you may subscribe to by providing to the Company
your personal information as requested. Personal information refers
to all and any information relating to you obtained in the course of
and as a result of the provision of the Services by the Company.
Such personal information includes your name, mailing address, phone
number, email address and other personal particulars.
Perfect 5 shall
treat your personal information as confidential. By signing this
application form, however, you have given the Company your full and
unreserved consent to use your personal information for lawful
purposes, including, but not limited to providing assistance to law
enforcement, judicial or government agencies, to the Company
research companies, for joint promotional activities, for managing
bad debt and preventing fraud; otherwise kindly inform the Company
in writing to withdraw your consent.
8. Perfect 5’s
Proprietary Rights
The member agrees
not to use any of Perfect 5’s proprietary trade names, trademarks or
other property of the Company without written consent of the
Company. You agree to maintain all Proprietary information in
strictest confidence and to use it only as authorized by
Perfect 5. You
further agree not to disclose any such information to any third
party, or to use it to compete, directly or indirectly,
Perfect 5. Upon
termination, this covenant shall survive the expiration or
termination of this agreement.
9.
Confidentiality
Each party
undertakes at all times to hold in confidence for the other party,
to use only for the purpose hereof and not to print, publicize or
otherwise disclose to any third party, confidential information.
Confidential Information shall include but is not limited to any
document, material, ideas, promotion, data or other information
which related to research and development carried out by or on
behalf of the Member, or Perfect 5
and its Customers, trade secrets or business affairs or which is
marked as confidential and disclosed by either party to the other
for purpose hereof.
10. Liability
Perfect 5
shall not in any circumstances be held liable to the Member for any
indirect, special or consequential loss, costs or damages of any
kind including but not limited to loss of business, profits or
contracts, goodwill, anticipated savings, production or claims by
any other parties whether arising out of negligence, and or breach
of statutory duty, breach or non performance of this Agreement, any
act or omission of its employees, Members or sub-contractors or
otherwise.
11. Modification
Perfect 5
reserves the right to make written changes to the registration
process, rules or operation, accessibility period, identification
procedures and other area of operation
Perfect 5 deems necessary. The Member
shall be obligated to comply with all such the changes as and when
they’re made and become applicable. Where
Perfect 5 exercises
its right to make changes, Perfect 5
will where necessary be reasonable, practicable and except in cases
of emergency give the Member prior notice of such change.
12. Force Majeure
Not
withstanding any other provision of this Agreement, neither party
shall be deemed to be in default due of the Agreement for delay,
failure in performance, loss or damage due to any of the following
force majeure conditions; fire, strike, embargo, public holidays,
explosion, power irregularities, earthquake, nuclear accident,
volcanic action, flood, war, water, civil disturbances, government
requirement, civil or military authority, acts of terrorism, acts of
God or public enemy, inability to secure gateway.
13.
Communications
Perfect 5
reserve the right to share your personal contact information and
other business identification data within your natural line of
sponsorship or line of affiliation. Please inform us in writing if
you wish to restrict sharing of this information beyond your
immediate upline.
14. Sub-Contracting and Assignment
The Member can
assign this Agreement or any of its rights under this Agreement to
any third party subject prior approval from Perfect5. An
administration fee of sg 20 dollars will be impose.
15.Variation and Alteration
Perfect 5
reserves the right at its discretion, to update or revise or amend
this agreement from time to time, all annexes attached hereto or
contemplated hereby
16. Applicable Laws
This
Agreement shall be governed by and construed in accordance with the
laws of Singapore and the Parties hereto submit to the jurisdiction
of the courts of Singapore and or third party arbitration
17. Declaration
I certify, that I
have read and agree to adhere to the terms of this Agreement
including the Perfect 5 Terms and Conditions printed on this
form. I further agree to abide by any additional terms and
conditions of use posted on the
http://www.perfect5.biz/ Internet website. I agree to abide to
by all such the rules and regulations, Terms and Conditions
requirement to register as an Independent Distributor.
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