MASTER NETWORKS AFFILIATE AGREEMENT
TERMS AND CONDITIONS
Deactivation and or Termination. The term of this Agreement is ongoing. If your Master Networks membership is deactivated or terminated for any reason, you understand that you will permanently lose all rights as an Affiliate. Affiliate may deactivate this Agreement at any time, and for any reason, upon written notice to Master Networks at its principal business address. Master Networks may deactivate this Agreement for any reason upon 30 days advance written notice to Affiliate. Master Networks may also take actions short of termination of the Agreement, if the Master Networks Affiliate breaches any of its provisions. There is a 60 day Affiliate Agreement Reactivation Period, whereby a member may rejoin a Master Networks chapter and reclaim their previous Affiliate position and sponsorships and avoid the $150 application fee. After 60 days their affiliate position will be forfeited and if they rejoin the application fee will need to be resubmitted.
If any provision of the Agreement is held to be invalid or unenforceable, such provision shall be severed, and the severed provision shall be reformed only to the extent necessary to make it enforceable. The balance of the Agreement will remain in full force and effect.
This Agreement will be governed by and construed in accordance with the laws of the State of Texas without regard to principles of conflicts of laws. In the event of a dispute between a member and Master Networks arising from or relating to the Agreement or the rights and obligations of either party, the parties shall attempt in good faith to resolve the dispute through nonbinding mediation as more fully described in the Policies and Procedures. Master Networks shall not be obligated to engage in mediation as a prerequisite to disciplinary action against a member. If the parties are unsuccessful in resolving the dispute through mediation, the dispute and shall be settled totally and finally by arbitration as more fully described in the Policies and Procedures.
Independent Contractor Status. You agree this authorization does not make you an employee, agent, or legal representative of Master Networks or your Sponsoring Affiliate. You will receive IRS Form 1099-MISC reflecting the amount of income paid to you during the calendar year. It will be your sole responsibility to account for such income on your individual income tax returns.
Non-payment of Dues. All failed monthly subscription charges will be re-submitted for payment up to six additional times. A $10 late fee will be charged to the account of the Affiliate Member for any failed monthly subscriptions after 2 failed attempts. If deactivated due to non-payment, a $10 reactivation fee will be assessed if you choose to reactivate. If a Master Networks Affiliate Member has an outstanding balance, Affiliate Rewards payments will be withheld and may constitute grounds for disciplinary sanctions.
30 Day Money Back Guarantee. If you are not fully satisfied with your Master Networks Membership you may submit a Deactivation Request in the Back Office within 30 days of the acceptance of your application (process of your first payment) and receive a refund of your first month’s dues. The refund excludes the non-refundable Application fee.
Free from obligations. You agree that you are free from any and all contractual restrictions that would preclude your participation in Master Networks.
Membership Claims. You agree to make no representations or claims about member benefits beyond those shown in official Master Networks’ literature.
Images / Recordings / Consents. You agree to permit Master Networks to obtain photographs, videos, and other recorded media of you or your likeness.
Dispute Resolution. All disputes and claims relating to Master Networks, its products and services, the rights and obligations of an Affiliate and Master Networks, or any other Jurisdiction. The parties consent to jurisdiction and venue before any federal or state court in Texas for purposes of enforcing an award by an arbitrator.
Time Limitation. If an Affiliate wishes to bring an action against Master Networks for any act or omission relating to or arising from the Agreement, such action must be brought within one year from the date of the alleged conduct giving rise to the cause of action. Affiliate waives all claims that any other statutes of limitations apply.
Policies and Member Guidelines
Application Approval Process
All Applications will be sent to the Chapter President for approval. The President understands that time is of the essence in determining the status of the application.
If there is a concern about an application of a visitor, it is the responsibility of the member to bring their concerns to the Chapter President. This should be done prior to the application being approved.
Affiliate Rewards is our National Revenue Sharing Program where the company shares a portion of the monthly membership revenue. When a Master Networks member refers someone to a Chapter who then becomes a Master Networks member (in any chapter), the sponsoring member will earn $10 per month, for as long as they are an active member in good standing and their sponsoree is an active member in good standing. Members must review his or her monthly PayPal statement promptly and report any discrepancies within 30 days after the close of the month. After the 30 day “grace period” no additional requests will be considered for recalculation.
Attendance and Substitutes
Members are expected to attend their chapter meeting weekly. The company understands last minute absences happen; for this reason a member can miss up to three meetings per quarter. Planned absences are expected to be covered by a substitute as arranged by the member. The substitute acts as the member at the meeting by presenting the members sound bite, receiving their referrals, etc. A member can choose from a variety of people to sub: a Master Networks member from another chapter, co-worker, client, friend, or spouse.
A Master Networks member can send in a deactivation request to the Corporate Office from the Back Office at any time. A member who deactivates within the first month of joining is eligible for reimbursement of that month’s dues of $49.95. The application fee is non-refundable. This cancellation request must be received 72 hours prior to that members’ monthly renewal date.
Leave of Absence
A member may take up to 60-day leave of absence for medical reasons. This must be approved by the Regional Partner. No monthly membership dues will be taken during an approved leave; however, the member’s position will be maintained in his/her chapter until the leave ends.
Member Disputes and Concerns
If there are disputes between members we encourage the members in question to attempt to resolve any issues between them. Members should do all they can to do the right thing. If a resolution cannot be reached then the Chapter President should contact the Regional Partner for assistance.
Master Networks’ members who are in Multi-Level Marketing businesses will not present their business with the purpose of “recruiting” as part of their one-minute sound bite. This is to ensure that there is no recruiting within the chapters.
Master Networks is a national membership organization with many benefits of membership. To ensure the structural integrity of the affiliate rewards program we will not grant refunds at any time except in the first month of membership. The application fee is non-refundable.
All active members in good standing have the right to Sponsor and enroll others into Master Networks. While engaged in sponsoring activities, it is not uncommon to encounter situations when more than one Affiliate Member will approach the same prospect. It is the accepted courtesy that the new prospect will be sponsored by the first Affiliate Member who presented a comprehensive introduction to Master Networks.
Unethical sponsoring activities include, but are not limited to, enticing, or influencing members to change sponsors. Allegations of unethical sponsoring must be reported to Master Networks Headquarters.
Visiting other Chapters
Members of Master Networks should feel welcome to visit other Master Networks chapters. However, if that person’s industry is represented in the chapter they are visiting, the member should not ask for referrals from that chapter but rather talk about the benefit of the industry as a whole.
Members shall safeguard and promote the good reputation of Master Networks and must avoid all deceptive, misleading, unethical or immoral conduct or practices, and must exhibit high moral character in their personal and professional conduct. Members shall not engage in any conduct that may damage the Company’s goodwill or reputation.
Any violation of the Affiliate Agreement, of the items listed in the policies & procedures, of any common law duty, including but not limited to any applicable duty of loyalty, any illegal, fraudulent, deceptive or unethical business conduct, or any act or omission by a member that, in the sole discretion of the Company may damage its reputation or goodwill (such damaging act or omission need not be related to the member), may result, at Master Networks, Inc.’s discretion, in one or more of the following corrective measures:
- Issuance of a written warning or admonition;
- Requiring the member to take immediate corrective measures;
- Master Networks, Inc. may withhold from a member any affiliate rewards during the period that Master Networks, Inc. is investigating any conduct allegedly in violation of the Affiliate Agreement. If a member is deactivated by Master Networks, Inc. for disciplinary reasons, the member will not be entitled to affiliate rewards during the investigation period;
- Suspension of membership for any length of time determined by Master Networks, Inc.;
- Involuntary deactivation of membership by Master Networks, Inc.;
- Any other measure expressly allowed within any provision of the Affiliate Agreement or which Master Networks, Inc. deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the member’s policy violation or contractual breach;
- In situations deemed appropriate by Master Networks, Inc., the company may institute legal proceedings for monetary and/or equitable relief.
Member Created Marketing Methods, Advertising and Promotional Material
Subject to the requirements set forth in these Policies, Members may create their own presentations, advertising and promotional materials and marketing methods. All materials must be submitted to Master Networks Head Quarters and receive written approval before they can be used or made public, to ensure that the materials are of professional quality and accurately promote Master Networks,.
Trademarks and Copyrights
The name Master Networks, Inc. and other names as may be adopted by the Company are proprietary trade names, trademarks and service marks of Master Networks. Master Networks will not allow the use of its trade names, trademarks designs, or symbols or any derivatives of such marks, by any person, including members, in any unauthorized manner without its prior written permission. This incudes, but is not limited to use in any email address, website domain name, or social media name or address, or unapproved materials.
Complaints and concerns about Master Networks should be directed to Head Quarters. Members must not disparage, demean, or make negative remarks to others about Master Networks, its owners, officers, directors, management, employees, other members, chapter meetings, or other programs. Disputes or disagreements between any member and Master Networks shall be resolved through the dispute resolution process. Neither Master Networks nor the member involved shall not demean, discredit, or criticize one another on the internet or any other public forum.
Negotiation. For claims seeking $5,000 or more that arise from or relate to the Affiliate Agreement or Policies and Procedures, prior to filing arbitration as set forth below, the parties shall attempt in good faith to resolve any dispute promptly by negotiation between executives who have authority to settle the controversy. Any person may give the other party written notice of any dispute not resolved in the normal course of business. Within 15 days after delivery of the notice, the receiving party shall submit to the other a written response. The notice and response shall include (a) a statement of that party’s position and a summary of arguments supporting that position, and (b) the name and title of the executive who will represent that party and of any other person who will accompany the executive. Within 30 days after delivery of the initial notice, the representatives of both parties shall meet at a mutually acceptable time and place, and thereafter as often as they reasonably deem necessary, to attempt to resolve the dispute.
All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence.
Mediation. Prior to filing arbitration as set forth below, the parties shall meet in good faith and attempt to resolve such dispute through confidential nonbinding mediation. An individual who is mutually acceptable to the parties shall be appointed as mediator. If the Parties cannot agree on a mediator, the complaining party shall request a mediator be appointed by the American Arbitration Association (“AAA”). The mediation shall occur within 60 days from the date on which the mediator is appointed. The mediator’s fees and costs, as well as the costs of holding and conducting the mediation, shall be divided equally between the parties. Each party shall pay its portion of the anticipated shared fees and costs at least 10 days in advance of the mediation. Each party shall pay its own attorney’s fees, costs, and individual expenses associated with conducting and attending the mediation. Mediation shall be held in Frisco, Texas and shall last no more than two business days.
Arbitration. Except as otherwise provided in the Affiliate Agreement, any controversy or claim arising out of or relating to the Affiliate Agreement, or the breach thereof, shall be settled through confidential arbitration. The Parties waive rights to trial by jury or to any court. This arbitration provision applies to claims that were not successfully resolved through the foregoing mediation process as well as claims for less than $5,000 not subject to the mediation requirement. The arbitration shall be filed with, and administered by, the American Arbitration Association in accordance with the AAA;s Commercial Arbitration Rules and Mediation Procedures, which are available on the AAA’s website at www.adr.org. Copies of the AAA’s Commercial Arbitration Rules and Mediation Procedures will also be emailed to the member upon request to Master Networks Headquarters. Notwithstanding the rules of the AAA, unless otherwise stipulated by the Parties the following shall apply to all Arbitration actions:
- The Federal Rules of Evidence shall apply in all cases;
- The Parties shall be entitled to all discovery rights permitted by the Federal Rules of Civil Procedure;
- The Parties shall be entitled to bring motions under Rules 12 and/or 56 of the Federal Rules of Civil Procedure;
- The Federal Arbitration Act shall govern all matters relating to arbitration. The law of the State of Texas, without regard to principles of conflicts of laws, shall govern all other matters relating to or arising from the Affiliate Agreement.
- The arbitration hearing shall commence no later than 65 days from the date on which the arbitrator is appointed, and shall last no more than five business days;
- The Parties shall be allotted equal time to present their respective cases;
- The arbitration shall be brought on an individual basis and not as part of a class or consolidated action.
All arbitration proceedings shall be held in Frisco, Texas. There shall be one arbitrator selected from the panel that the AAA provides. Each party to the arbitration shall be responsible for its own costs and expenses of arbitration, including legal and filing fees. The decision of the arbitrator shall be final and binding on the parties and may, if necessary, be reduced to a judgment in any court to which the Parties have consented to jurisdiction as set forth in the Affiliate Agreement. This Affiliate Agreement to arbitrate shall survive the deactivation of the Affiliate Agreement.
The Parties and the arbitrator shall maintain the confidentiality of the arbitration proceedings and shall not disclose to third parties:
- The substance of, or basis for, the controversy, dispute, or claim;
- The substance or content of any settlement offer or settlement discussions or offers associated with the dispute;
- The pleadings, or the content of any pleadings, or exhibits thereto, filed in any arbitration proceeding;
- The content of any testimony or other evidence presented at an arbitration hearing or obtained through discovery in arbitration;
- The terms or amount of any arbitration award;
- The rulings of the arbitrator or the procedural and/or substantive issues involved in the case.
Notwithstanding the foregoing, nothing in the Affiliate Agreement shall prevent either party from applying to and obtaining from any court to which the Parties have consented to jurisdiction as set forth in the Affiliate Agreement a temporary restraining order, preliminary or permanent injunction, or other equitable relief to safeguard and protect its intellectual property rights, trade secrets, and/or confidential information, including but not limited to enforcement of its rights under the Nonsolicitation provisions of the Affiliate Agreement.
I have read, understand and agree to the Master Networks Terms and Conditions & Policies and Member Guidelines.