Terms and Conditions
Legend Partnership Program Agreement
By signing up to be a participant in the “Legend Partnership Program” and with the related activities, you agree to be bound by the following Partner Program Agreement (the “Agreement”). The Agreement is between you, as Sales Consultant (“You” or “Consultant ”), and ThatFxTrader LLC (Company).
WHEREAS, the Company seeks to engage Sales Consultant to work as an independent consultant; and WHEREAS, based on the nature of the relationship that the parties intend to establish, the Company hereby engages Sales Consultant as an independent Consultant.
NOW, THEREFORE, in consideration of the mutual promises and covenants of the parties as herein contained, the parties hereto agree and contract as follows:
1. The Company hereby engages Consultant to accomplish the objectives described in Exhibit A hereto.
2. This Agreement shall take effect on the date set below and shall terminate pursuant to Paragraph 17 herein (the “Term”).
3. The parties mutually agree that Consultant’s fees for services provided under this Agreement shall be based on the below payment schedule in a,b,c
a) The Consultant is eligible to earn twenty percent,20% commission on all weekly sales generated Sunday through Saturday. Every Sunday a new cycle begins. The commission for this portion of the payment schedule will be paid on Wednesday following the end of the sales week.
b) The Consultant is eligible to receive a bonus every incremental $1000.00 as listed in the Partner Tier schedule. The bonus will be paid on Wednesday following the end of the sales week upon the achievement of the target.
Bronze 15 recurring members - $299.95 Monthly Payout
Silver 25 recurring members - $419.93 Monthly Payout
Gold 50 recurring members - $599.90 Monthly Payout
Sapphire 75 recurring members - $899.85 Monthly Payout
Emerald 100 recurring members - $1,199.80 Monthly Payout
Ruby 250 recurring members - $2,999.50 Monthly Payout
Diamond 500 recurring members - $5,999.00 Monthly Payout
Legend 1000 recurring members - $11,998.00 Monthly Payout
c) The Consultant is eligible to receive a 20% weekly payout for each active member is based on the monthly membership rate as long as your member remains active. This payment is processed (in case of promotional offers) at the end of the promotional offer when the members monthly plan begins at the full membership value of $59.99. Payouts for memberships that started at full value will be processed with the beginning of the second month of membership. This payout is limited to promotions. This payout will be processed with your weekly commission pay after the renewal of membership beginning with the second month of membership( you have already been paid for the first month with your initial commission).
d) The Company will pay based on the above schedule after based on reports generated from our system. In the event of any dispute with regard to a portion of sales during a specific week, the undisputed portion will be paid as provided herein. Consultant will be responsible for paying all his/her own expenses in connection with the performance of services hereunder.
4. The Company enters into this Agreement based on Consultant's demonstrated ability to accomplish the objectives. Consequently, the Company will not provide Consultant with any training with respect to the services to be provided hereunder.
5. Consultant is responsible for providing any equipment, materials or supplies that Consultant determines are necessary to accomplish the objectives described in Exhibit A. Consultant agrees that he/she will defend, at his/her own expense, and will indemnify and hold harmless the Company, its predecessors and successors, all of its past, present and future shareholders, directors, officers, employees, customers, representatives, attorneys, agents and assigns, and all of its affiliates, subsidiaries, parent or controlling corporations, and their affiliates and subsidiaries, or any other entity with which it conducts business, from and against any and all damages, demands, expenses, claims, liability, injuries, suits, and proceedings against the Company, including attorneys’ fees, that the Company may incur as a result of: (i) Consultant’s breach of this Agreement; (ii) any act or omission of Consultant; (iii) a breach of any obligation by Consultant to a third party during the performance of the services under this Agreement; (iv) a violation of any relevant law, rule, regulation, ordinance, guideline, or standard by Consultant; and/or (v) Consultant’s negligence or willful misconduct. Consultant’s obligation to indemnify the Company or any other entity with which it conducts business will survive the expiration or termination of this Agreement by either party for any reason.
6. Consultant shall obtain, and maintain for the Term of this Agreement, insurance coverage for the defense and indemnification of personal or property loss or damage claims arising out of any actions taken by Consultant in the performance of Consultant’s obligations under this contract, including automobile accident insurance coverage.
7. Consistent with the parties’ intent that the relationship created by this Agreement be that of independent Consultant, Consultant shall retain the exclusive right to control and direct all details of the services that Consultant performs hereunder, including, where, when and how the services are to be performed. Consultant’s failure to accomplish an objective described on Exhibit A, however, shall constitute a material breach of this Agreement.
8. Consultant shall not be eligible to participate in any benefit programs that the Company now or hereafter maintains for its employees and, in the event Consultant for any reason were to become eligible to participate in a Company-sponsored benefit program, Consultant hereby waives any such right to participate in the program. This waiver of any right to participate in Company-sponsored employee benefit programs represents a material component of the terms of compensation agreed to by the parties and is not in any way conditioned on any representation or assumption concerning status of Consultant with respect to the Company as an employee or independent Consultant.
9. For all purposes, including but not limited to the Federal Insurance Contributions Act ("FICA"), the Social Security Act, the Federal Unemployment Tax Act ("FUTA"), income tax withholding and any and all other federal, state and local laws, rules and regulations, Consultant shall be treated as an independent Consultant and not as an employee with respect to the Company.
10. Consultant acknowledges and agrees that Consultant shall be responsible (as a self-employed individual) for filing all tax returns, tax declarations and tax schedules, and for the payment of all taxes required, when due, with respect to any and all compensation earned by Consultant under this Agreement. The Company will neither pay unemployment taxes on, nor withhold employment taxes from, any compensation it pays Consultant. Rather, the Company will report the amounts it pays Consultant on IRS Forms 1099, to the extent required to do so under applicable Internal Revenue Code provisions. Consultant also shall indemnify and hold the Company harmless against any and all liabilities attributable to the obligations imposed on Consultant under this Paragraph 10. Further, in the event that Consultant is characterized by the Internal Revenue Service or by any other taxing authority or other government agency (whether federal, state or local) as an employee of the Company, and the Company shall become liable for the withholding or payment of any tax on income earned by any person hereunder or for any other governmental charge or assessment by reason of such characterization, then Consultant shall promptly indemnify the Company for such amount and any ancillary penalties and interest. Such indemnification shall extend to any and all reasonable costs, including attorneys' fees, incurred by the Company in connection with such a loss, liability or claim.
11. Consultant, in the performance of this Agreement, is acting as an independent Consultant and not as an employee, partner or joint venture of the Company and shall not hold himself/herself out as such or knowingly permit another to rely on such belief. Nothing in this Agreement is intended or shall be construed to create any association, partnership, joint venture or employment relationship between the parties.
12. Consultant shall personally provide the services required to accomplish the objectives described in Exhibit A hereto. The Company may, at its sole discretion, assign its rights and obligations hereunder to any person who or entity which succeeds to all or substantially all of the Company’s business or that aspect of the Company’s business in which Consultant is principally involved. Consultant’s rights and obligations under this Agreement may not be assigned without the prior written consent of the Company.
13. Nothing herein is intended to preclude Consultant’s simultaneous or subsequent engagement by third parties provided only that such services do not: (i) interfere with Consultant’s obligations under this Agreement; (ii) present a conflict of interest; (iii) violate Consultant’s obligations to the Company pursuant to this Agreement including, but not limited to, Paragraphs 14 and 15 of this Agreement. For the sake of clarity, the services to be provided under this Agreement are non-exclusive, however, Consultant will keep the Company apprised regarding his/her other business activities during the Term.
a) By executing this Agreement, Consultant recognizes that the Company possesses and will continue to possess information and trade secrets that have been created, discovered, developed, or otherwise become known to the Company (including, without limitation, information and trade secrets created, discovered, developed, or made known by Consultant during his/her relationship with the Company or arising out of such relationship). Confidential Information refers to information, or a compilation of information, in any form (on paper, in an electronic file, or otherwise), relating to the Company’s business that provides the Company with a competitive advantage, that is not generally known by persons not employed by the Company, and that could not easily be determined or learned by someone outside the Company (“Confidential Information”). By way of example, Confidential Information includes, but is not limited to, nonpublic information regarding the Company’s business methods and plans, databases, systems, technology, intellectual property, know-how, marketing plans, business development, products, services, research, development, inventions, financial statements, financial projections, financing methods, pricing strategies, customer sources, employee health/medical records, system designs, customer lists and methods of competing. Additionally, Consultant who by virtue of their performance of their job responsibilities have the following information, should not disclose such information for any reason, except as required to complete job duties, without the permission of the employee at issue: social security numbers, driver’s license or resident identification numbers, financial account, credit or debit card numbers, security and access codes or passwords that would permit access to medical, financial or other legally protected information.
b) Consultant fully understands and agrees that during his/her relationship with the Company and after the expiration or termination of such relationship, Consultant shall: (i) not use or disclose the Confidential Information, other than solely in the furtherance of the Company’s business; (ii) take all lawful measures to prevent the unauthorized use or disclosure of the Confidential Information to any third party; (iii) take all lawful measures to prevent unauthorized persons or entities from obtaining or using the Confidential Information; and (iv) not take any actions which would constitute or facilitate the unauthorized use or disclosure of the Confidential Information.
c) Consultant acknowledges that all of the items comprising the Confidential Information are confidential, whether or not the Company specifically labels such information as confidential or internally restricts access to such information.
d) Upon the expiration or termination of Consultant’s relationship with the Company, or at any time the Company may so request, Consultant shall immediately deliver to the Company all Confidential Information and related property, including, but not limited to, all memoranda, notes, documents, or magnetic discs, tapes or other electronic or computer means of information storage, of any kind that constitute, contain, relate or refer to Confidential Information or related property, and which Consultant may have in Consultant’s possession, custody or control.
15. Work Product.
a) Any documents or records or creations including, but not limited to, written information, drawings, photographs, computer programs, notes or memoranda relating to the business of the Company, which are made by Consultant or which come into Consultant’s possession while Consultant is performing services for the Company under this Agreement (“Work Product”), shall be deemed the property of the Company and shall be surrendered to the Company on demand. Further, Consultant will not retain any copies of the Work Product or any extracts therefrom upon the expiration or termination of Consultant’s relationship with the Company. All Work Product hereunder shall be “work for hire” and Consultant shall have no interest in the Work Product.
b) Consultant hereby assigns to the Company all of Consultant’s right, title and interest to the Work Product and any and all related patent rights, copyrights and applications and registrations therefor. During the Term of this Agreement and thereafter, Consultant shall cooperate with the Company, at the Company’s expense, in obtaining proprietary protection for the Work Product, and shall execute all documents which the Company shall reasonably request in order to perfect the Company’s rights in the Work Product. Consultant acknowledges and agrees that without the Company’s substantial investment of time and money, the Work Product could not be developed. In the event that any Work Product cannot be assigned to the Company as sole owner and Consultant retains some right to use the Work Product, then Consultant agrees only to use the same for internal, noncommercial research.
16. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York. Any and all disputes arising out of, or relating to the performance of services contracted for under, this Agreement, shall be settled by arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association, or any successor thereto then prevailing. Such arbitration shall be final and binding upon the parties, and shall be the sole and exclusive remedy of the parties with respect to any dispute arising out of, relating to, or resulting from the interpretation of the terms of this Agreement, or any breach thereof. The costs of such arbitration shall be borne equally by the parties.
17. The Company reserves the right to change the terms, content and conditions of this or any other offers at any time without any restrictions or conditions at its own discretion.
18. Either party may terminate this Agreement upon two weeks’ notice to the other party.
19. This Agreement shall constitute the entire written agreement between the parties, and shall supersede any and all agreements or understandings in effect between the parties hereto. Except as provided specifically herein, neither this Agreement nor Exhibit A hereto may be modified unless by written agreement executed by the parties hereto.
20. If any provision of this Agreement is found, held or deemed to be void, unlawful or unenforceable under any applicable statute or other controlling law, the Company shall, in its sole discretion, have the right to treat such provision as if it had been severed and enforce the remainder of this Agreement.
21. No breach of any provision hereof can be waived unless in writing. Waiver of any breach of any provision hereof shall not be deemed to be a waiver of any other breach of the same, or any other provision.
22. Any notice required or permitted under this Agreement shall be in email and sent to the other party by email at the address first set forth at [email protected], or to such other address as a party hereto may specify in writing.
This Agreement is executed by and between ThatFxTrader LLC. (“Company”) and ("Sales Consultant") referred to in the document as “Consultant.