Authorization and Contract. Participation in the Yager Group Continuing Business Education Program is optional. This Yager Group Membership Services Agreement (“Agreement”) is made and effective this day between Internet Services Corporation (“ISC”), International Event Services, Inc. (“IES”) and InterNET Services International, LLC (“ISI”), (collectively the “Yager Group”), and the Amway Independent Business Owner (“IBO” or “Member”). To enter into this agreement, you must be registered with Amway as an IBO. This Agreement allows a Member to access the Yager Group’s IBOcity.com website (“Website Services”) and allows the Member to purchase business support materials (as defined in paragraph 2) and have access to conferences (“Events”) and participate in the Yager Group Leadership Refund Programs. You acknowledge that prior to accepting this agreement, you have read and understand the Yager Group Business Reference Guide which is incorporated into this Agreement and made a part of it as if restated in full, as posted on www.ibocity.com , and that you have read and agree to all terms set forth in this agreement.
Yager Group is in the business of providing products and services generally referred to as “Business Support Materials: (“BSMs”) including, but not limited to, internet websites, audio, video, digital media, books, magazines, flip charts other printed material, online literature, motivational meetings, educational seminars, and related types of materials and services that are (i) designed to solicit and/or educate prospects, customers, or prospective customers of the products and services of Amway Corp. (“Amway”), or to support, train, motivate and/or educate Amway IBOs, or (ii) which incorporate or use one or more trademarks or copyrighted works of Amway, which are licensed to the Yager Group by Amway, or (iii) are otherwise offered with an explicit or implied sense of affiliation, connection, or association with Amway.
This Agreement supersedes and replaces any and all previous agreements between the parties.
This Agreement shall be made separate and will not be made a part of the agreement that each IBO enters into with Amway. To the extent this Agreement is construed to conflict with the terms of the Amway agreement, the Amway agreement shall be deemed to take precedence.
Independent Contractor Status. IBO is an individual contractor. Neither IBO, IBO’s spouse, nor any employee, affiliate, agent, nor representative of IBO shall, under any circumstance, be considered an employee, franchisee, partner, representative, or agent of the Yager Group. When IBO registers with Yager Group as a Member, IBO’s Amway IBO number will also be his or her Yager Group Member number. This number will be required when buying and ordering from the Yager Group and when logging on to its Website Services.
Agreement to be Bound by Accreditation Plus Program. As part of the consideration for Yager Group to enter into this Agreement, IBO acknowledges, understands and agrees to be bound by the terms of Amway’s Accreditation Plus Program (“A+”), as they may be amended from time to time, including, but not limited to, the Program Guide and Quality Assurance Standards (“QAS”). IBO acknowledges and understands that Yager Group and Amway are parties to a contract entitled “Uniform Accreditation Plus Approved Provider Agreement” (“A+ Agreement”), which, among other things, sets forth the terms and conditions for the promotion, distribution and sale of BSM by IBO who are not Approved Providers. IBO further acknowledges, understands and agrees that pursuant to the terms of the A+ Agreement and Rule 7 of the Amway Rules of Conduct, IBOs who wish to sell, promote, or earn income from the sale of BSM through an Approved Provider must have a written contract with an Approved Provider. IBO agrees to be bound by all Rules of Conduct and understands that this Agreement does not change any obligation IBO has under the Rules of Conduct. IBO hereby acknowledges receipt of a copy of the QAS and Program Guide.
Intellectual Property Rights. Member agrees not to engage in any activity that infringes upon the intellectual property or other rights of any entity or person. Member agrees not to post or otherwise distribute messages, pictures or recordings or use their Membership in any way which:
Any violation of this section is deemed a material breach of this Agreement and grounds for immediate termination of Member’s account without notice.
Proprietary Information and Trade Secrets. Nothing herein confers, or shall confer upon the IBO any right, title or interest in any of the Yager Group’s trademarks, service marks or trade names during the term of this Agreement or any time thereafter. Yager Group is the exclusive owner of all trade secrets, downline activity reports and activity reports (“Proprietary Information”) contained in its websites, web office services, other BSMs and of all Yager Group Membership lists and organizational data. Yager Group Members “in good standing” (as defined by Yager Group at its sole discretion) are given the personal, non-transferable, and revocable right by Yager Group to use such Proprietary Information only as necessary to promote their Independent Businesses in accordance with the terms and conditions of this Agreement.
Exclusive Use of Images / Recordings / Consents. Member hereby authorizes the Yager Group and its affiliate companies, to use, incorporate, reproduce, and/or publish photographs, and/or audios/videos that may include Member’s name, image, likeness, Member’s audio and video recordings, speeches and/or other (“Materials”) alone or in conjunction with others in any manner that the Yager Group deems appropriate without compensation to Member. Member further authorizes Yager Group and its affiliate companies to enter into an agreement with other third-party Amway Approved Providers for the same.
Member hereby grants, assigns, and transfers to Company, and its successors, assigns and licensees, exclusively, perpetually and throughout the world, all right, title and interest in and to said Materials including, but not limited to the ownership of these Materials all rights of every kind and character whatsoever and all rights of the Member of the copyright as specified in 17 U.S.C. 106. To the extent, if any, that Member may be deemed “author” of such Materials, Member further grants to Company a Power of Attorney irrevocable and coupled with an interest for Member and Member’s name, to apply for and obtain, and on obtaining same, to assign to Company all copyrights and renewals and extensions thereof.
Member agrees that Company has their permission to assign the rights to its respective affiliates, InterNET Services Corporation and InterNET Services International, LLC, to use their name, photograph, or biographical information globally for the purpose of advertising or promoting Company. Member acknowledges and agrees that Company may edit same at its sole discretion and to include it with the Materials of others and with sound effects, special effects and music, to incorporate same into any other program, or not to use and to license others to use such Materials in any manner or media whatsoever, including without limitation unrestricted use for the purpose of publicity, advertising and sales promotions and to use Member’s name, likeness, voice, biographic or other information concerning Member in connection with the Materials, commercial tie-ups, merchandising, and for any other purpose.
Member hereby waives any right that Member may have to inspect or improve the Materials, or products and the advertising copy of any other matter that may be used in connection therewith or the use to which it may be applied.
Non-Competition and Non-Solicitation. During the term of this Agreement, Member may not sell any product or service that competes, directly or indirectly, with Yager Group’s BSMs. During the term of this Agreement and for two (2) years following the termination of this Agreement, Member shall not encourage, solicit or otherwise attempt to recruit or persuade anyone who was associated with the Yager Group at any time within the two prior calendar years, to compete with the business of Yager Group. Nothing in this Agreement limits in any way Member’s ability to obtain BSMs for the Member’s personal use from any source or limits in any way Member’s ability to sell Amway products and services in accordance with Member’s contract with Amway.
Dispute Resolution. All disputes, claims, or controversies arising out of or related to this Agreement, or the breach, termination, enforcement, interpretation or validity thereof, or BSM including, but not limited to, any claims or disputes against Yager Group and Member, regardless if they arise before or after the termination of this Agreement, shall be resolved in accordance with the Mediation and Arbitration process (“Mediation Process”) set forth in Rule 11 of the Amway Rules of Conduct (a copy of which is found at www.amway.com). Rule 11 of the Amway Rules of Conduct is incorporated herein by reference.
Miscellaneous. The failure of Yager Group to enforce any provision of this Agreement will not constitute a waiver of Yager Group’s right to subsequently enforce such a provision or any other provision of this Agreement, nor will any delay or omission on Yager Group’s part to exercise or avail itself of any right or remedy that it has, or may have hereunder, act as a waiver of any right or remedy. This Agreement constitutes the entire agreement between Member and Yager Group with respect to the Membership, Website Services, BSMs, Leadership Refund Program, Events and Yager Group terms and conditions. Yager Group reserves the right to alter, amend or modify this Agreement at any time upon thirty (30) days prior written notice to Member. All amendments or modifications to this Agreement requires Member to accept the modifications via electronic signature. This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina, without reference to the choice of law provisions thereof. If any provision of the terms and conditions of this Agreement are found to be invalid by any court having competent jurisdiction, the invalidity of that provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. Headings in this Agreement are for convenience only and shall have no legal meaning or effect.