This Independent Promoter Agreement, is entered into by and between, Planet Social Sports (hereinafter “PLANET SOCIAL SPORTS”, “US”, “We” and/or “Our”), and you, the Independent Promoter (hereinafter “Promoter”, “You” and/or “Your”). PLANET SOCIAL SPORTS and Promoter agree as follows:
“Commissions” are defined as monies to be earned and paid to promoters, for the duration of this agreement, in which they promote entities to successfully register for a NEW season of social sports (hereinafter “PSS”) on planetsocialsports.com.
“Successfully registered” is defined as a valid $59.99+ purchase of the PSS without a return or a chargeback request.
As a "promotor" your are not allowed to play sports with Planet Social
Commissions paid to the promoters:
Appendix A
|
NEW Signups per Season
|
Payout Per NEW Player
|
Your
Earnings
|
|
5
|
$ 30
|
$ 150
|
|
10
|
$ 30
|
$ 300
|
|
20
|
$ 30
|
$ 600
|
|
30
|
$ 30
|
$ 900
|
|
40
|
$ 30
|
$ 1200
|
|
50
|
$ 30
|
$ 1500
|
|
60
|
$ 30
|
$ 1800
|
|
70
|
$ 30
|
$ 2100
|
|
80
|
$ 30
|
$ 2400
|
|
90
|
$ 30
|
$ 2700
|
|
100
|
$ 30
|
$ 3,000
|
“Special Conditions to Payout Schedule”: Special conditions may arise that would modify the Payout Schedule. These conditions may reduce or deviate from the previously stated payouts and or commission structure. Reductions of this payout may arise from unforeseen situations. WE reserve the right to implement different rates at OUR sole discretion. All Promoters will be notified when such occurrences take place if such situation applies.
“Returns” shall include all Customer Products refunded or credited to an End-User, for any other reason.
This contract is valid until cancelled. This agreement is cancellable by either party for any reason, at any time.
2. Term. The term of this Agreement shall commence on the date the Agreement is executed on behalf of PLANET SOCIAL SPORTS (the “Effective Date”) and shall terminate as provided herein.
3. Promoter’s Responsibilities.
a. Promoter shall use his/her reasonable best efforts to market and promote Planet Social Sports to prospective individuals in strict accordance with this Agreement and using only PLANET SOCIAL SPORTS pre-approved promotional and marketing materials.
b. Promoter shall promote Planet Social Sports so as to create the largest volume of profitable business for Promoter and Planet Social Sports.
4. Planet Social Sports Responsibilities.
Planet Social Sports shall provide to Promoter its customary literature.
5. Commission Policy. The parties hereto agree to the following with respect to commissions to be paid hereunder:
a. Subject to the terms and conditions contained in this Agreement and during the term of this Agreement, Planet Social Sports shall pay Promoter for earned commissions: once per season. Commissions successfully earned each season month are scheduled to be processed and then mailed to the Promoters on the 10th (10 work days after the pay period) of the following month. Example: All commissions earned for the entire month of July are scheduled to be processed and then mailed on August 10th.
b. In the event that Promoter disputes the amount of any payment made by PLANET SOCIAL SPORTS hereunder, Promoter must submit to PLANET SOCIAL SPORTS, within10 calendar days of such commission payment by certified mail, documentation which details with specificity the grounds for such dispute. Promoter and PLANET SOCIAL SPORTS shall then work in good faith to resolve such dispute. Promoter agrees that failure to provide sufficiently detailed documentation within the required time period constitutes a waiver to any claim by Promoter that the commission payment amount is erroneous for that period. Adjustments for commission payment errors will be limited to the 180 days prior to the date the commission payment error is discovered and brought to our attention by you unless otherwise required by law.
c. PLANET SOCIAL SPORTS reserves the right to charge up to $2 for postage and processing for any monthly payouts to Promoters.
6. Standards of Conduct. In performing its obligations under this Agreement, Promoter represents and warrants that Promoter and its agents, representatives, and/or employees will observe the highest standard of integrity, good faith, and fair dealing with all members of the public. Promoter represents and warrants that it will do nothing which would tend to misrepresent, discredit, dishonor, reflect adversely upon, or in any manner injure the reputation of PLANET SOCIAL SPORTS, the determination of which shall be within the sole discretion of PLANET SOCIAL SPORTS.
7. No Partnership or General Agency.
a. The relationship contemplated by the parties to this Agreement is that of independent contractors and is in no way or event intended to establish a general agency, joint venture, partnership, employment relationship, dealership or franchise of any kind between them.
b. PLANET SOCIAL SPORTS and Promoter each agree and acknowledge that, in connection with Promoter’s performance hereunder, Promoter is acting and will act as an independent contractor and not as an employee of PLANET SOCIAL SPORTS for any purpose whatsoever. Any agent, representative, and or personnel acting on behalf of Promoter in relation to this Agreement shall at all times be under Promoter’s exclusive control and shall not be deemed employees of PLANET SOCIAL SPORTS for any purpose. Promoter assumes full responsibility for the acts of its employees and for their supervision, daily direction and control. Moreover, Promoter acknowledges and agrees that it will be solely responsible for workers’ compensation, disability benefits, unemployment insurance, withholding taxes, social security and all other taxes and benefits for Promoter’s employees, and that PLANET SOCIAL SPORTS will not be responsible or liable therefore.
c. Promoter shall identify itself as an entity wholly independent of PLANET SOCIAL SPORTS. Promoter agrees that neither Promoter nor agents, representatives, and/or personnel of Promoter shall be an agent of PLANET SOCIAL SPORTS; nor will Promoter or its agents, representatives, and/or personnel represent or hold itself out as having any authority to bind PLANET SOCIAL SPORTS or to incur any obligations whatsoever on behalf of PLANET SOCIAL SPORTS. Neither Promoter nor its agents, representatives, and/or employees shall make any representations or warranties relating to the Services or policies nor procedures of PLANET SOCIAL SPORTS, except as expressly set forth in sales literature pre-approved in writing by PLANET SOCIAL SPORTS, or as set forth in materials provided to Promoter by PLANET SOCIAL SPORTS for the express purpose of sharing with prospective professionals.
8. Termination.
a. During the term of this Agreement, either party may terminate this Agreement for convenience upon 3-days prior written notice to the other party.
b. In addition, PLANET SOCIAL SPORTS may terminate this Agreement without cause and/or notice. Grounds for immediate termination without notice: (i) Promoter fails to perform or observe any of its covenants or obligations under this Agreement, or (ii) Promoter breaches its representations, warranties or obligations set forth in this Agreement; or (iii) Promoter commits any act of fraud or dishonesty or other misrepresentation in connection with Promoter’s performance under this Agreement; or (iv) Promoter commits any act of whatever nature which, in the sole discretion of PLANET SOCIAL SPORTS, would or may have the effect of harming the PLANET SOCIAL SPORTS name or business reputation.
c. In the event that either party terminates this Agreement, PLANET SOCIAL SPORTS shall pay only those commissions actually earned
9. Indemnification. Promoter agrees to indemnify and hold PLANET SOCIAL SPORTS harmless from and against any claims, losses, costs, damages, liabilities, penalties, fines or expenses (including court costs, costs of appeal and reasonable fees of attorneys and other professionals) arising out of:
(i) Promoter’s negligent act or omission or willful misconduct;
(ii) Promoter’s breach of its representations, warranties and obligations hereunder; and
(iii) any act or omission of Promoter in marketing or promoting the Services, including without limitation, misrepresenting to prospective customers the Services or the terms under which the Services are made available by PLANET SOCIAL SPORTS.
10. Assignment. This Agreement is binding upon and shall inure to the benefit of the successors and assigns of PLANET SOCIAL SPORTS and may be assigned by PLANET SOCIAL SPORTS at any time without the consent of Promoter. This Agreement may not be assigned by Promoter without the prior, written consent of PLANET SOCIAL SPORTS and its CEO, which consent shall be within the sole discretion of PLANET SOCIAL SPORTS. Neither the whole nor any part of the interest of Promoter in this Agreement shall be transferred or assigned by operation of law.
11. Confidential Information. The parties hereto acknowledge and agree that the Confidentiality Agreement between the parties is in full force and effect and serves to bind the parties hereto in connection with all Confidential Information acquired or accessed PLANET SOCIAL SPORTS during the term of this Agreement or otherwise, directly or indirectly, as a result of the relationship between PLANET SOCIAL SPORTS and Promoter hereunder. Without limiting the generality of the foregoing, the parties hereby expressly acknowledge and agree that the following constitute Confidential Information of PLANET SOCIAL SPORTS: (i) the terms and conditions of this Promoter Agreement; and (ii) all information contained in PLANET SOCIAL SPORTS databases that is not publicly available, including without limitation product, pricing and network information.
12. Compliance with Laws.
a. At its sole cost and expense, Promoter shall maintain in full force and effect all licenses and permits required for its performance under this Agreement.
b. Promoter shall immediately notify PLANET SOCIAL SPORTS of the commencement or threatened commencement of any action, suit or proceeding, or of the issuance or threatened issuance of any order, writ, injunction, award or decree of any court, agency or other governmental instrumentality involving Promoter or its activities under this Agreement or which may affect Promoter’s ability to perform its obligations hereunder.
c. Promoter represents and warrants that it is currently in compliance, and that it will comply, with all applicable local, county, state and federal laws, ordinances and regulations of any description, and Promoter shall immediately remedy any breach of such laws, ordinances and regulations and notify PLANET SOCIAL SPORTS of such breach.
13. Proprietary Rights. Promoter acknowledges the sole and exclusive ownership and right to exercise control by PLANET SOCIAL SPORTS over the nature, quality and use of the PLANET SOCIAL SPORTS name, logos, trademarks, service marks, copyright rights and other proprietary marks (the “PLANET SOCIAL SPORTS Marks”). Promoter shall not acquire, or authorize or permit anyone to acquire, any right with respect to the PLANET SOCIAL SPORTS Marks. Promoter shall have no right to use any PLANET SOCIAL SPORTS Marks without the prior, written approval by PLANET SOCIAL SPORTS of each such use, which approval may be granted or withheld in the sole discretion of PLANET SOCIAL SPORTS.
Notwithstanding the foregoing, during the term of this Agreement and subject to the terms and conditions set forth herein, Promoter shall have the right to disseminate non-confidential promotional and marketing materials prepared and distributed to Promoter by PLANET SOCIAL SPORTS for the express purpose of sharing with prospective customers. Upon termination or expiration of this Agreement,
Promoter agrees promptly to remove and return to PLANET SOCIAL SPORTS or destroy wherever necessary all signs, insignias and other promotional materials which, in any way, display the PLANET SOCIAL SPORTS Marks or reference PLANET SOCIAL SPORTS or the Services, and Promoter shall immediately discontinue all use of the PLANET SOCIAL SPORTS Marks and shall cease to represent itself as a Promoter of PLANET SOCIAL SPORTS. Without limiting the generality of the foregoing, Promoter acknowledges and agrees that, with respect to this Agreement or the subject matter contained herein, Promoter will not engage in any: advertising; press release or other public communications; web site or internet marketing; placing Promoter web page or any other internet site, enable or provide a link from any other internet site to Promoter’s web page; electronic mail solicitation or marketing; or direct mail or facsimile transmission or promoting campaigns without the prior, written approval of PLANET SOCIAL SPORTS of each such use.
14. Notice. All notices to the parties shall be in writing and shall be deemed sufficiently given when deposited in the United States’ mail to be sent first-class certified or registered with proper postage prepaid, or when deposited with a national next-business day courier service for delivery, to the party’s address set forth on page one hereof, or to such other address of which the other party has been notified. Notices to PLANET SOCIAL SPORTS shall be sent to the attention of Law Group.
15. Limitation of Liability.
Neither party shall be liable to the other party, or any third party, for any indirect, special, incidental, punitive or consequential loss or damage of any kind, including without limitation, lost profits (whether or not such damages are foreseeable or the party has been advised of the possibility of such loss or damage) by reason of any act or omission in such party’s performance under this Agreement.
16. Insurance. During the term of this Agreement, Promoter shall maintain in full force and effect all necessary insurance coverage including without limitation automobile insurance, general comprehensive liability insurance, contracts liability insurance, workers’ compensation insurance, and unemployment insurance, all in such coverage amounts as:
(i) required by law; and
(ii) necessary to cover Promoter’s potential liability to PLANET SOCIAL SPORTS or third parties under this Agreement.
17. Force Majeure. Neither party will be liable to the other party for any loss or damage or will be deemed to be in breach of this Agreement to the extent that such party’s failure to perform, or delay in performance of, its obligations results from: (a) compliance with any applicable law, ordinance, regulation, rule, order or requirement of any government, department, agency or court
of competent jurisdiction; (b) an act of God, fire; (c) acts or omissions of the other party; (d) fires, strikes, war, insurrections, riots, work stoppages, or other catastrophes, electrical, computer or mechanical failure; or (e) any other cause beyond such party’s reasonable control.
18. Severability. Each provision of this Agreement shall be considered severable, and if for any reason any provision or provisions of this Agreement are determined to be invalid, such invalidity shall not impair the operation or affect the portions of this Agreement which are valid.
19. No Waiver. Except as expressly set forth herein, any failure of a party to take action in response to any breach of this Agreement by the other party shall not constitute a waiver of such breach or of performance required by the other party; and no waiver of any provision of this Agreement shall constitute a waiver of any other provision (whether or not similar), nor shall such waiver constitute a continuing waiver unless expressly provided herein.
20. Entire Agreement. This Agreement contains the entire agreement between the parties with respect to the subject matter hereof, and supersedes all prior and contemporaneous representations, promises, agreements and understandings, whether oral or written, between the parties concerning the subject matter hereof. This Agreement may not be modified, amended, terminated or waived, in whole or in part, except by a written instrument signed by each of the parties hereto.
21. It is understood that Promoter will not make any promises of this product performance, make false claims, or make any statement that contradicts any portion of Planet Social Sports terms and Conditions. If Promoter makes any unethical or illegal statement it is agreed that PLANET SOCIAL SPORTS is to be help harmless on every legal capacity.
22.Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to conflict of laws principles.
23. Survivability. All confidentiality and indemnification obligations provided for herein shall survive the termination or expiration of this Agreement.