The MiVeda Administration Policy
MiVeda Pty Ltd (ACN 008038819) (“the Company”) and each of its registered members (“Member”) agree to these administration terms and conditions (“the MiVeda Administration Policy”).
1. Incorporation of the MiVeda Administration Policy into the MiVeda Member Agreement
This MiVeda Administration Policy is incorporated into the Member’s Application and the MiVeda Member Agreement.
2. Member Status
A person may become a Member respectively by completing, signing and returning an electronic Member application/registration form (“Member Application”) to the Company’s registered corporate office. A person purchasing an order of products from the Company, and/or a Member package of training and marketing materials (which maybe hardcopy or electronic in format), is required to become a Member.
The Company reserves the right to reject any Member Application, order for products or cancel or terminate the Membership of any Member for any breach of the MiVeda Member Agreement.
If the Company rejects a Member Application, notification of such rejection will be e-mailed to the person who submitted the application.
A Member Application received without the required application fees or other payments will not be considered or reviewed by the Company computer until payment has been received in full by the Company.
Related corporations, spouses and dependent children of a registered Member may only become a Member themselves if they become a Member within the same Membership as the existing registered Member.
If two (2) previously registered Members marry, each may continue to maintain their separate organisations provided they each have obtained the rank of Gold Member or above.
Any change to a Member Application or to a Member's details (e.g. name, address, phone number) must be notified to the corporate office in writing by electronic mail.
3. Restrictions on becoming a Member
A Member must be of legal age in their province/state/country of residence to enter into this contract.
A Member may not have a simultaneous interest in more than one Membership, whether held as an individual, partnership or corporation.
A Member must wait twelve (12) months after cancelling their Membership before re-applying to become a Member or becoming an employee of a Member, or becoming involved with another Member’s Membership in any way.
4. Independent Representative
Each Member is an independent contractor of the Company and not the purchaser of a franchise or business opportunity.
The relationship between the Company and Member is not to be construed as a franchise or a partnership.
As an independent contractor, each Member may not represent, by implication or otherwise, that they are an officer, employee, agent, or owner of the Company.
A Member is personally responsible for, and indemnifies the Company against any loss or claim arising out of, any and all actions and statements made by the Member regarding the Company and/or its products, including (but not limited to) being responsible for payment of their own taxes (Local, State and Federal), insurance, pension funds, workers compensation and the like.
A Member does not have any authority to bind the Company to any contractual obligation, explicit or inferred.
The Company must receive a copy of each Member’s relevant tax number and bank account details if a Membership wishes to register a business or company as a Member.
Each Member is personally responsible for all verbal or written statements made by that Member regarding the Company, the Company products, services, and the MiVeda Compensation Plan that are not expressly contained in official Company material.
Each Member agrees to indemnify the Company, its Directors, officers, agents, and employees, and hold them harmless from any and all losses, claims, damages, or liability, including, but not limited to judgements, civil penalties, refunds, legal fees, court costs, damages or lost business incurred by the Company as a result of any unauthorized representations or actions made by the Member.
This provision shall survive the termination of the MiVeda Member Agreement.
A Member may arrange insurance coverage for their business.
Such cover may insure business-related injuries or the theft of, or damage to, inventory or business equipment.
Each Member agrees the Company is not responsible for any insurance relating to an individual Member’s business and releases the Company from any liability from the failure to insure a Member’s business.
7. Local Ordinances.
Each Member warrants that they shall comply with any local, ordinance, regulation, by-law or similar authority that applies to that Member’s business and Membership.
8. Compliance with Federal, State Laws.
Members shall comply with all federal and state laws in the conduct of their business or Membership.
9. Annual Renewal.
The MiVeda Member Agreement expires on the anniversary day of the commencement date of the agreement, or subsequent renewal date.
Notification of the renewal date will be e-mailed, to the email address on file with the Company, at least thirty days prior to the expiration date of the MiVeda Member Agreement.
Each Member must annually apply to renew the MiVeda Member Agreement.
Each MiVeda Member Agreement renewal application shall not be processed by the Company until the Company is in receipt of the full renewal fee and/or applicable fee for the minimum order of product.
Unless terminated in accordance with the MiVeda Member Agreement, each MiVeda Member Agreement will expire on the anniversary day of the commencement date or date of renewal.
Should the Member’s MiVeda Member Agreement end or terminate, the Company may in its absolute discretion transfer, allocate, hold, sell, or deal with the Member’s MiVeda Member Agreement rights and interest.
Without limiting the generality of the foregoing, should a MiVeda Member Agreement be terminated or end, all rights and interest of the Member in the MiVeda Member Agreement shall cease and be returned to the Company; the Member shall be removed from the Company’s marketing structure, the Member shall forfeit all rights and claims to current and future bonuses, and the Member shall forfeit all of their Membership business and organisation.
Any Member that has his/her MiVeda Member Agreement or business terminated or cancelled may re-apply to become a new Member after the expiry of 12 months from the date of termination or cancellation. Notwithstanding the forgoing, any Member that re-applies will not be entitled to receive the return of any rights, interest, or benefits of a previously cancelled or terminated Membership but must begin again at the lowest entry level of the Company’s marketing structure.
For the avoidance of doubt, it is the sole responsibility of each Member to secure annual renewal of its MiVeda Member Agreement.
During the time between termination or cancellation, and re-application to become a Member, a Member is prohibited from actively or passively participating in any other Member’s Membership or attending any Company sponsored meetings, events or functions.
10. Sponsoring Policy
Every Member must have a Sponsor, being the person or entity referenced on each Member’s initial Member Application as that Member’s sponsor (Sponsor).
Should more than one Member contact the same prospective Member, that prospective Member will generally be sponsored by the first Member who presents the prospective Member with a Member Application. Notwithstanding the foregoing, each prospective Member is entitled to exercise their own discretion when choosing which Sponsor they nominate on their Member Application.
For the avoidance of doubt, the Member agrees the Company will not mediate disputes between Members and prospective Members in matters relating to nomination of Sponsors, and the Company and Members will recognise the Sponsor nominated on the Member Application first received and accepted by the Company at its corporate office as the rightful Sponsor of the prospective Member.
11. Sponsor Responsibilities
All new Members shall receive free training and support from their Sponsor. A Sponsor shall provide basic and adequate training to their new Members.
Adequate training shall include (but not be limited to) education regarding the MiVeda Member Agreement, product information, sound business practices, sales strategies, and ethical behaviour.
A Sponsor must maintain an ongoing, professional, and leadership association with Members in their business organisation.
12. Transfer of Placement
The Member agrees that they may not transfer to another position between Member business organisations without the express written consent of the Company.
The Member acknowledges that the Company strongly discourages and maintains absolute discretion as to whether it consents to the transfer of a Member to another position within business organisations.
Not withstanding the foregoing, a Member may transfer to a different placement position if the transfer is requested in writing within 7 days of the Member Application being accepted by the Company. The following signatures are required on the written request to transfer along with the relevant processing fee:
1) the requesting Member;
2) the original Sponsor;
3) the Sponsor of the requesting Member’s original Sponsor; and
4) the proposed new Sponsor.
Any request for transfer must supported with sufficient details of the reasons why the transfer is being requesting.
All transfers require the approval of the Company which may approve or reject a transfer request at its sole discretion.
Should the Company approve a transfer request, the transfer will apply only to the Member making the request and not to their downline business organisation.
The Company prohibits Members transfers if more than 7 days have elapsed from the time the Company accepts the Member Application.
13. Cross Sponsoring
Members shall not recommend, introduce or Sponsor another Member into another network marketing or multi-level opportunity, company or business of another Member or their own without the express written consent of the Company.
Any breach of this provision by a Member will result in the immediate termination or cancellation of the breaching Member’s MiVeda Member Agreement without notice being required by the Company of such breach, termination or cancellation.
14. Pirating or “Poaching”
A Member must not solicit, coerce, or convince another Member into another network marketing or multi-level opportunity, company or business of the Member (“Pirating”).
A Member shall not attempt to solicit, convince or coerce another Company Member to transfer or terminate its MiVeda Member Agreement (“Poaching”).
A Member shall not Poach or Pirate a previous Company Member who was a Member within the preceding 12 months.
Poaching and Pirating is strictly prohibited and any breach of this provision by a Member will result in the immediate termination or cancellation of the breaching Member’s MiVeda Member Agreement without notice being required by the Company of such breach, termination or cancellation.
The use of a spouse or relative’s name, trade names, assumed names, corporations, partnerships, trusts, or fictitious ID numbers to circumvent Pirating and Poaching is prohibited.
Members shall not demean, discredit, or otherwise speak ill of other Members in an attempt to Poach or Pirate.
A Member should not solicit or interfere with another Member’s customers thereby encouraging those customers to associate with the soliciting Member’s business organisation.
15. Compensation Plan commission payments or “Bonuses”
A Member shall only be eligible to receive bonus payments under the Company Compensation Plan if that Member has become a registered Member before the end of the last day of the volume month for which bonuses are to be paid.
The volume month shall follow a calendar month, unless otherwise specified by the Company.
A Member shall only be entitled to bonus payments under the Company Compensation Plan if that Member’s registration with the Company is current and not expired, cancelled, terminated or ceased.
To qualify, a Member shall only be eligible to receive respective bonus payments under the Company Compensation Plan, if a product order of not less than 150 CV has be placed by the Member – including their personal online customers - (and for which full payment has received by the Company) within the applicable volume month.
For the avoidance of doubt, if the Member or their personal online customers do not place an order for not less than 150 CV, and/or should payment for any order not be received by the Company within the applicable volume month, the Member shall not be entitled to receive a respective monthly bonus payment under the Company Compensation Plan.
If a Member’s monthly bonus is less than AUD $25, the bonus will be held by the Company until the Member becomes entitled to receive an accumulated bonus payment under the Company Compensation Plan of not less than AUD $25.
16. Bonus Payments.
Members are paid bonus payments under the Company Compensation Plan on the sale/purchase of products.
If a product(s) is returned, or is repurchased by the Company, the bonuses attributable to the returned or repurchased product(s) will be deducted in full by the Company.
The Company may also deduct from bonuses any moneys that are payable by the Member to the Company, including but not limited to, product, postage and shipping costs and any other applicable charges.
Bonuses are calculated based on the sales volume attributed to a Member’s business in each volume month.
The Company shall pay bonuses by way of Electronic Funds Transfer (EFT) to the nominated bank account of the Member.
The costs of EFT and administration fees shall be deducted from the bonus amount attributable to the Member.
Bonuses will be issued in the currency of the home-office for the Company (ie AUD - in Australia).
17. Errors and Review of Bonus Payments
Should the Member fail to notify the Company within the stipulated time period, the Member shall forfeit any entitlement to review of an erroneous bonus payment.
The Member must notify the Company of an error in a bonus payment within 60 days of the bonus payment being made. The Company shall review any such notification in good faith and seek to resolve any error with the Member.
19. Member Lists
Member genealogy lists of current, past and prospective Company Members ("Member Lists") are strictly confidential and shall not be disclosed to any person or entity by a Member without the Company’s express written consent.
All rights, interests, intellectual property and Member Lists are owned and held by the Company.
From time to time the Company may provide a Member with the Member List specific to that Member’s downline business.
The Member agrees:
- To hold confidential and not disclose any Member List or portion thereof to any third person, including, but not limited to, other Members (current or past) and/or the general public.
- To only use Member Lists for the purpose of benefiting the Member’s MiVeda business.
- Any use or disclosure of the Member Lists for a purpose not for the benefit of the Member’s MiVeda business, or for the benefit of any third party, constitutes an immediate, fundamental and terminable breach of the MiVeda Member Agreement.
- To not oppose or defend any injunctive relief and/or claim for damages sought by the Company to prevent or remedy any breach of this Clause.
- The Company will immediately terminate the MiVeda Member Agreement of a Member considered by the Company to be in breach of this Clause
- This Clause shall survive the cancellation, termination or expiry of the Member’s MiVeda Member Agreement.
20. Lead Distribution Policies
From time to time the Company may receive enquiries from the public about its products and business.
On enquiry, the Company may attempt to ascertain whether the enquiry was initiated due to contact a current Member had with the enquiring party. If so, the Company may refer the enquiring party back to the aforementioned current Member.
General enquiries from the public to the Company about its products and business will be referred by the Company to particular Members at the Company’s sole discretion. In exercising its discretion, the Company may take into account the leadership and training capabilities and the geographical location of the Member to whom the enquiry is to be assigned.
21. Contacts between Members and Employees
Company employees shall be courteous and professional in all contact with Members.
Should a Member receive contact from a Company employee that is considered offensive or unprofessional, the Member may contact the Company management in writing to document the situation and for review.
The appropriate Members will be notified of any action taken with respect to offensive or unprofessional conduct.
Members shall be courteous and professional in all contact with the Company and its employees and staff.
Should the Company or its employees or staff receive contact from a Member that is considered offensive or unprofessional, the relevant Company employee or staff member may contact the Company management for review.
Each Member agrees that a serious breach of this clause (determined in the opinion of the Company and at the Company’s discretion) shall be a fundamental breach of the MiVeda Member Agreement and may result in cancellation or termination of the MiVeda Member Agreement.
22. Non-payment of amounts due to the Company
Failure by a Member to pay a fee or amount due to the Company shall be a breach of the MiVeda Member Agreement.
Should the aforementioned breach not be remedied within 30 days of the due date of payment, the Company may cancel or terminate the Member’s MiVeda Member Agreement without notice or demand to the Member.
23. Sale, Assignment or Transfer of a Membership
All rights and interests in a Member’s business shall automatically transfer to the Company upon cancellation, termination or expiry of the MiVeda Member Agreement.
A Member may not sell, assign, transfer or otherwise deal with its rights and interests pursuant to the MiVeda Member Agreement without the express written consent of the Company.
The Company reserves the right to review any terms of sale, assignment, transfer or dealing and may require additional terms and conditions be written into any such terms and conditions.
Should a Member fail to obtain the Company’s express written consent with respect to any purported sale, transfer, assignment or other dealing of a Member’s interest and rights under the Member’s agreement, such sale, transfer, assignment or dealing shall be void.
The Company reserves its rights to include any terms and conditions its sees fit within its written consent to a sale, transfer, assignment or dealing of a Member’s rights under the MiVeda Member Agreement.
Such terms and conditions may include (but are not limited to) the Member’s rights and interest under its MiVeda Member Agreement. The Member's business must first be offered for sale, transfer or assignment in writing to the Member’s Sponsor.
Should the Sponsor fail to accept the offer within ten (10) days of receipt, the Member may offer the rights and interest for sale to anyone who is not already a current Member on the same terms as offered to the Sponsor.
A Member, who sells its rights and interests under its MiVeda Member Agreement, shall not be entitled to become a Member of the Company for a period of 12 months following the date of completion of the sale.
Upon the death or legal incapacity of a Member, the Member’s rights and interest under the MiVeda Member Agreement shall pass to the successors in interest as provided by law.
The Company shall require appropriate legal documentation prior to recognising any such transfer.
25. Acts of Related Corporations and Family Members of Members
Should an act of an immediate family member, de facto spouse or related partnership, joint venture or corporation of a Member be regarded by the Company as a breach of the MiVeda Member Agreement (as if the family member, de facto spouse or related corporation were a party to the MiVeda Member Agreement), the act shall be deemed to have been performed by the Member in breach of the MiVeda Member Agreement.
26. Member Violations
Should a Member breach the MiVeda Member Agreement, the Company may and reserves the right to cancel, terminate or cease the MiVeda Member Agreement.
The Company may decide, at its sole discretion, to issue a breach notice to the Member stipulating terms and time for remedy of a breach.
27. Disciplinary Action
Probation - A Member may be placed on probation for a period of 30, 60 or 90 days. If the Company deems any further disciplinary action necessary by the end of the probationary period, the Company may terminate or cancel the MiVeda Member Agreement.
Suspension - As an alternative to cancellation or termination of the MiVeda Member Agreement, a Member may be placed on suspension by the Company. Suspension shall suspend all the rights and interest of the Member under the MiVeda Member Agreement. All rights and interest of a suspended Member under a MiVeda Member Agreement shall not accrue during such suspension.