Welcome to The Business Circle™ Membership and Program.
"We are a company on a mission... we are looking for the best people, products, and services in the world."
Belief in our Pillars
Top Quality Products and Services Only
Financially sound Company
Initial One Year Relationship
Can Grow with Us
Attend our annual National Convention
Support our Members
As used in this Agreement, "we", "us", and "THE BUSINESS CIRCLE™ " means THE BUSINESS CIRCLE™, Reginald Grant. or any of its affiliates, and "you" and "" means the applicant (if registering as an individual) or the business employing the applicant (if registering as a business).
The Business Circle™ Program, including the Program, THE BUSINESS CIRCLE™ Business Opportunity and the The Business Circle™ online store is hereby referred to as the “Program”. The Internet website and its affiliated websites including .com, and are hereby referred to as the "Site". THE BUSINESS CIRCLE™ 's and selling services are hereby referred to as the "Services". You will be referred to as "You" or the". The product(s) and/or service(s) that you supply to us to be promoted, sold and distributed in the program will be referred to as "Your Products". The agreed wholesale cost of Your Product will be referred to as "Wholesale Cost" and also "Replacement Value". Any person who wants to participate in the Program, access the Site and use the Services to sell items must accept the terms and conditions of this Agreement without change. BY REGISTERING FOR THE PROGRAM AND USING THE SERVICES, YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS AGREEMENT, AND ALL POLICIES AND GUIDELINES OF THE PROGRAM AND SITE ARE INCORPORATED BY REFERENCE.
THE BUSINESS CIRCLE™ reserves the right to change any of the terms and conditions contained in this Agreement or any policies or guidelines governing the Program, Site or Services, at any time and in its sole discretion. Any changes will be effective upon posting of the revisions on the Site. Changes to referenced policies and guidelines may be posted without notice to you. YOUR CONTINUED USE OF THE SITE AND THE SERVICES FOLLOWING THE BUSINESS CIRCLE™ 'S POSTING OF ANY CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS. IF YOU DO NOT AGREE TO ANY CHANGES TO THIS AGREEMENT, CANCEL YOUR MEMBERSHIP IMMEDIATELY AND DO NOT CONTINUE TO PARTICIPATE IN THE PROGRAM, USE THE SERVICES OR THIS SITE.
Use of the Site and Services is limited to parties that lawfully can enter into and form contracts under applicable law. For example, minors are not allowed to use the Services. To register, you must provide your real name, address, phone number and e-mail address.
2. Applicable Policies and Guidelines
a. You agree to abide by the procedures and guidelines for conducting sales which are incorporated by reference into, and made part of, this Agreement. We may change these procedures and guidelines in the future, and such changes will be effective immediately upon posting without notice to you. You should refer regularly to the Policies & Procedures section to understand the current procedures and guidelines for participating and to be sure that the items you offer for sale can be sold in the Program and on the Site.
b. If you use our shipping tool to ship products directly to customers, you will provide to us (using the processes and timing that we designate) any requested information regarding shipment, tracking (to the extent available) and order status, and we may make any of this information publicly available.
3. THE BUSINESS CIRCLE™ 's Role
THE BUSINESS CIRCLE™ provides a platform for third-party sellers ("s") and buyers ("Buyers") to complete transactions. THE BUSINESS CIRCLE™ is not involved in the actual transaction between Sellers and Buyers and is not the agent of and has no authority for either for any purpose. As a Seller, you may list any item on the Site unless it is a prohibited item as defined in the procedures and guidelines contained in the Policies and Procedures, or otherwise prohibited by law. Without limitation, you may not list any item or link or post any related material that (a) infringes any third-party intellectual property rights (including copyright, trademark, patent, and trade secrets) or other proprietary rights (including rights of publicity or privacy); (b) constitutes libel or slander or is otherwise defamatory; or (c) is counterfeited, illegal, stolen, or fraudulent. It is up to the Seller to accurately describe the item for sale. As a Seller, you participate in the Program, use the Site and use the Services at your own risk.
4. No Warranties
THE PROGRAM, THE SITE AND THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS. THE BUSINESS CIRCLE™ MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION:
a. THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT;
b. THAT THE SITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OR OPERATE WITHOUT ERROR;
c. THAT THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE SITE WILL BE AS REPRESENTED BY SELLERS, AVAILABLE FOR SALE AT THE TIME OF SALE, LAWFUL TO SELL, OR THAT SELLERS OR BUYERS WILL PERFORM AS PROMISED;
d. ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND
e. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF THE BUSINESS CIRCLE™ .
TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE BUSINESS CIRCLE™ DISCLAIMS ANY AND ALL SUCH WARRANTIES.
5. General Release
BECAUSE THE BUSINESS CIRCLE™ IS NOT INVOLVED IN TRANSACTIONS BETWEEN BUYERS AND SELLERS OR OTHER PARTICIPANT DEALINGS, IF A DISPUTE ARISES BETWEEN ONE OR MORE PARTICIPANTS, EACH OF YOU RELEASE THE BUSINESS CIRCLE™ (AND ITS AGENTS AND EMPLOYEES) FROM CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.
6. Indemnity/Limitation of Liability
a. Indemnity and Defense. You will defend, indemnify and hold harmless THE BUSINESS CIRCLE™ and its affiliates (and their respective employees, directors, agents and representatives) from and against any and all claims, costs, losses, damages, judgments, penalties, interest and expenses (including reasonable attorneys' fees) arising out of any Claim that arises out of or relates to: (i) any actual or alleged breach of your representations, warranties, or obligations set forth in this Agreement; or (ii) your own website or other sales channels, the products you sell, any content you provide, the advertisement, offer, sale or return of any products you sell, any actual or alleged infringement of any intellectual property or proprietary rights by any products you sell or content you provide, or Seller Taxes or the collection, payment or failure to collect or pay Seller Taxes. For purposes hereof: "Claim" means any claim, action, audit, investigation, inquiry or other proceeding instituted by a person or entity; and "Seller Taxes" means any and all sales, use, excise, import, export, value added and other taxes and duties assessed, incurred or required to be collected or paid for any reason in connection with any advertisement, offer or sale of products by you on or through the Site or Program, or otherwise in connection with any action, inaction or omission of you or any of affiliate of yours, or any of your or their respective employees, agents, contractors or representatives.
b. Limitation of Liability. THE BUSINESS CIRCLE™ WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT, THE SITE, THE SERVICES, THE INABILITY TO USE THE SERVICES, OR THOSE RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES.
7. Applicable Law
The Program, Site and the Services are arranged, sponsored, or managed by THE BUSINESS CIRCLE™ in the state of California, USA. The laws of the state of California govern this Agreement and all of its terms and conditions, without giving effect to any principles of conflicts of laws. Any dispute with THE BUSINESS CIRCLE™ or its affiliates relating in any way to these terms and conditions or your use of the Services, shall be adjudicated in any state or federal court in Los Angeles County, California, and you consent to exclusive jurisdiction and venue in such courts.
Because THE BUSINESS CIRCLE™ is not the agent of either Seller or Buyer for any purpose, THE BUSINESS CIRCLE™ will not act as either party’s agent in connection with resolving any disputes between participants related to or arising out of any transaction. THE BUSINESS CIRCLE™ urges Sellers and Buyers to cooperate with each other to resolve such disputes.
9. Additional Representation
In addition to your representations and warranties in this Agreement, you represent and warrant to us that: (a) you have valid legal title to all units of Your Product and all necessary rights to distribute the units and to perform under the terms of this Agreement; (b) you will deliver all units to us in new condition (or in such condition otherwise described by you in the applicable Your Product listing) and in a merchantable condition; (c) all units and their packaging will comply with all applicable marking, labeling and other requirements required by law; (d) no unit is or will be produced or manufactured, in whole or in part, by child labor or by convict or forced labor; (e) you and all of your subcontractors, agents and s involved in producing or delivering units will strictly adhere to all applicable law in your country, its territories and all other countries where units are produced or delivered, regarding the operation of their facilities and their business and labor practices, including working conditions, wages, hours and minimum ages of workers; and (f) that all foreign products (i) can be lawfully exported from the foreign country to the United States, as applicable, without any license or other authorization, and (ii) can be lawfully imported into, and comply with all applicable laws of, any eligible country.
10. General Provisions
b. No Agency; Third-Party Beneficiary. THE BUSINESS CIRCLE™ is not the agent, fiduciary, trustee, or other representative of you. Nothing expressed or mentioned in or implied from this Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to this Agreement. This Agreement and all of the representations, warranties, covenants, conditions, and provisions hereof are intended to be and are for the sole and exclusive benefit of THE BUSINESS CIRCLE™ , you, and relying Buyers or Sellers.
c. Severability. If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.
d. No Waiver. We will not be considered to have waived any of our rights or remedies described in this Agreement unless the waiver is in writing and signed by us. No delay or omission by us in exercising our rights or remedies will impair or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. THE BUSINESS CIRCLE™ 's failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of THE BUSINESS CIRCLE™ 's right to subsequently enforce such provision or any other provisions of this Agreement.
The initial term of this contract is one (1) year. Following the expiration of Member’s respective initial term, the term will automatically renew, either month to month or year to year, as specified when you signed up. You must cancel your membership in writing via postal mail or by using the My Account cancellation tool, no later than 1 day prior to the expiration of the Initial Term or any Renewal Term.
12. Sellers' Listing Fees and Payment Terms
Please review the Fee Schedule and Payment Terms. All listing fees are in U.S. dollars unless stated otherwise and are incorporated herein by reference. The Fee Schedule and Payment Terms may vary in the future. The Fee Schedule and Payment Terms in effect on the date of sale of the item shall govern the transaction. You should check the fees and terms each time you participate. By participating in the Program, you authorize THE BUSINESS CIRCLE™ to charge your credit card for amounts due.
13. Membership Fees.
a. You are responsible for paying your Membership Fees monthly or annually as specified for your level of membership.
b. Our obligation to provide the Program and Services to you is contingent on your payment of the Membership Fees by the Due Date. It is your responsibility to ensure that we receive payment of the Membership Fees. Should your membership be suspended, for any reason, Fees will continue to accrue.
c. Memberships Fees are not refundable for any reason, once the membership has been approved.
d. If the Membership Fees are not paid by the Due Date, your account will be considered delinquent. To reinstate your account, you will be required to pay, depending on the reason for the delinquency: (i) a returned check fee in the amount of $25. (ii) interest in the amount of 2.0% per month, or the maximum allowed by law; (iii) collection charges; (iv) any fees levied on us by our financial institution; and/or (v) an investigation fee of $200.
e. If you cancel your membership for any reason or if your membership is cancelled due to your violation of this agreement, the fees for the remaining months of your contract term (if any) will become due immediately. Your credit card will be charged promptly to settle the amount due. If you card declines, we may charge partial payments in increments, or use any other form of payment that you have supplied to us to settle the amount due.
f. An administrative processing fee (currently $3) is charged for each commission check issued to you.
14. The Business Circle™ Member Only Tools
IN ORDER TO SELL ITEMS IN THE BUSINESS CIRCLE™, YOU MUST BE AN ACTIVE THE BUSINESS CIRCLE™ MEMBER IN GOOD STANDING AND USE THE BUSINESS CIRCLE™ ’S THE BUSINESS CIRCLE™ACCOUNT SERVICE (the "THE BUSINESS CIRCLE™ Account").
a. THE BUSINESS CIRCLE™ Account facilitates the purchase of Seller products listed on the Site. A Buyer's authorized payment ("Payment Transaction") is credited to a registered Seller's THE BUSINESS CIRCLE™ Account ("Seller's Account"). The Buyer may authorize a Payment Transaction with any major credit card accepted by THE BUSINESS CIRCLE™ or from credits existing in the Seller’s Account. THE BUSINESS CIRCLE™ Account helps facilitate The Business Circle™ transactions and is not the purchaser of the Seller's goods. Seller will resolve any dispute directly with Buyer or with the assistance of THE BUSINESS CIRCLE™ and not through THE BUSINESS CIRCLE™ Account. Seller must register online with THE BUSINESS CIRCLE™ to use their THE BUSINESS CIRCLE™ Account. You must provide us true and accurate information when registering and must maintain and update that information as applicable. Seller will not impersonate any person or use a name he or she is not legally authorized to use. Seller authorizes us to verify his or her information (including any updated information), to obtain credit reports about Seller in order to approve Seller for use of the BUSINESS CIRCLE™ Account and also from time to time while Seller is registered with THE BUSINESS CIRCLE™ Account (including credit reports about Seller's spouse if Seller lives in a community property state), and to obtain an initial credit authorization from Seller's credit card issuer at time of registration.
b. THE BUSINESS CIRCLE™ Account is available only to individuals and others who meet the terms of eligibility for The Business Circle™ program, who have been issued a credit card by a United States bank, and whose applications are acceptable to THE BUSINESS CIRCLE™. Sellers waive any rights with respect to the Service when shipping to an address other than that provided by The Business Circle™ Shipping tool.
c. The BUSINESS CIRCLE™ Account is generally available seven (7) days per week, twenty-four (24) hours per day, except for scheduled downtime due to system maintenance. For purposes of this Agreement, a Business Day is a Monday through Friday, excluding federal banking holidays. We will inform you of each completed transaction using our standard procedures. In addition, you can access your The Business Circle™ Order information online on the Site. You may access The Business Circle™ Member Only features and your THE BUSINESS CIRCLE™ Account only with a browser that is compatible with the Business Circle™, including any security features that are a part of the Site.
d. For The Business Circle™ sales, you may refund the Buyer through the Business Circle™ online tools for up to the entire purchase amount. You may not create invoices for The Business Circle™ sales.
e. The amount of Transaction Fees charged for a transaction will be posted to Seller's THE BUSINESS CIRCLE™ Account and will be deducted from the balance of credits in the Seller's THE BUSINESS CIRCLE™ Account to be remitted to you on the next Payment Date.
f. As a security measure, we may, but are not required to, impose transaction limits on some or all Buyers and Sellers relating to the value of any transaction or disbursement, the cumulative value of all transactions or disbursements during a period of time, or the number of transactions per day or other period of time. We will not be liable to Seller: (i) if we do not proceed with a transaction or disbursement that would exceed any limit established by us for a security reason, or (ii) if we permit a Buyer to withdraw from a transaction because the THE BUSINESS CIRCLE™ Account Service is unavailable following the commencement of a transaction.
h. If we reasonably conclude based on information available to us that Seller’s actions and/or performance in connection with the Services may result in a significant number of Buyer disputes, chargeback’s or other claims, then we may, in our sole discretion, delay initiating any remittances and withhold any payments to be made or that are otherwise due to you in connection with the Services or this Agreement for the shorter of: (a) a period of 90 days following the initial date of suspension; or (b) completion of any investigation(s) regarding any Seller actions and/or performance in connection with this Agreement.
i. All notices will be sent by e-mail or will be posted on the Site. We will send notices to Seller at the e-mail address maintained in THE BUSINESS CIRCLE™ 's records for Seller. Seller will monitor his or her e-mail messages frequently to ensure awareness of any notices sent by us. Seller will send notices to us at the following address: THE BUSINESS CIRCLE™ International, Inc., 3465 North Desert Drive, Building 4, Suite 102, East Point, GA 30344. E-mail notices are deemed written notices for all purposes for which written notices may be required. E-mail notices are deemed received the Business Day after transmission if properly addressed to the intended recipient. If not sent by e-mail, notice may be provided in writing and mailed U.S. Mail, postage paid, First Class mail properly addressed or personally delivered by express courier such as UPS or Federal Express. First Class mail is properly addressed if sent by us to the address maintained in our records for Seller. First Class mail is properly addressed if sent by Seller to the current address published by us on our Web site. First Class mail is deemed received three Business Days after it is deposited in the U.S. Mail. A notice sent by express courier is deemed received when personally delivered to the intended recipient or to a person with apparent authority to receive such delivery on behalf of the intended recipient.
j. There is no fee for registering for a THE BUSINESS CIRCLE™ Account. The fees for completing transactions in The Business Circle™ are deducted from your THE BUSINESS CIRCLE™ Account at the time of sale. We may, in our sole discretion, waive, reduce, or reverse charges or fees for a specific transaction.
k. We may refuse service to anyone for any reason. We may earn interest or other compensation from the balances in our bank accounts that result from the timing difference between our being paid by Buyer and our bank account being debited to pay Payment Transaction credits to Seller. We reserve the right to seek reimbursement from Seller if we, in our sole discretion, provide a refund to Buyer if Seller cannot promptly deliver the goods, discover erroneous or duplicate transactions, or receive a chargeback from Buyer's credit card issuer for the amount of Buyer's purchase from Seller. We may obtain such reimbursement by deducting from future payments owed to Seller, charging Seller's credit card, or seeking such reimbursement from Seller by any other lawful means. You authorize us to use any or all of the foregoing methods to seek reimbursement, including the debiting of your credit card.
l. Seller may terminate his or her participation in the Program at any time by informing us using the standard method then currently provided by THE BUSINESS CIRCLE™ for such termination, and we may terminate Seller's participation in the Program at any time without notice to Seller. Upon termination, Seller must pay us whatever fees were incurred prior to the effective date of the termination. Also upon termination, any pending transactions will be canceled.
m. We reserve the right, upon termination, to set off against any payments to be made to Seller, an amount determined by us to be adequate to cover chargebacks and refunds from Seller’s Account for a prospective three-month period. At the end of such three-month period following termination, we will refund any amount not used to offset chargebacks and refunds to Seller, or seek reimbursement from Seller via any of the means authorized in Section 7(k) above for any additional amount required to offset chargebacks and refunds, as applicable.
15. Your Grant
By entering into this Agreement and participating in the Program, you grant THE BUSINESS CIRCLE™ and its affiliates a nonexclusive, worldwide, royalty-free, irrevocable right to exercise all copyright, trademark rights, and rights of publicity over the content you submit to THE BUSINESS CIRCLE™ and its affiliates in any existing or future media, known or unknown, now or at any later date. You represent and warrant that you own or otherwise control all of the rights to the content you submit to THE BUSINESS CIRCLE™ and its affiliates, and that the use of such materials by THE BUSINESS CIRCLE™ and its affiliates will not infringe upon or violate the rights of any third party.
16. THE BUSINESS CIRCLE™ Reservation of Rights
THE BUSINESS CIRCLE™ retains the right to immediately halt any sale, prevent or restrict access to the Program, Site or the Services, or take any other action to restrict access to or availability of objectionable material, any inaccurate listing, any inappropriately categorized items, any unlawful items, or any items otherwise prohibited by the procedures and guidelines. In addition, employees of THE BUSINESS CIRCLE™ and its affiliates are permitted to participate in their personal capacity (i.e., not as THE BUSINESS CIRCLE™ employees, representatives, or agents of THE BUSINESS CIRCLE™ or its affiliates) in the transactions conducted in this Program and through this Site (unless they have confidential information about a particular item). Employees of THE BUSINESS CIRCLE™ and its affiliates, when participating in any transaction in their personal capacity, are subject to this Agreement and the same procedures and guidelines as any Buyer or Seller in the Program.
17. Your Transactions
The Seller is obligated to sell the goods at the listed price to the Buyer. By listing an item for sale, you represent and warrant to prospective Buyers that you have the right and ability to sell, and that the listing is accurate, current, and complete and is not misleading or otherwise deceptive.
18. Your Obligation
By entering into this Agreement and posting a product listing, you agree to complete the transaction as described by this Agreement. You acknowledge that by not fulfilling these obligations, your action or inaction may be legally actionable.
19. Refund Obligation
Sellers must provide a full refund via THE BUSINESS CIRCLE™ to any Buyer who remits payment, whether the Buyer paid directly or through THE BUSINESS CIRCLE™ , if the item cannot be shipped at the close of the sale. Seller must provide the refund promptly, but in no case later than fourteen (14) days following the close of the sale.
20. Your Products, and Services are just that yours. We do not distribute for you, period.
a. We will have no customer service obligations other than to pass any inquiries to your attention at the contact you provide, and to make available a reasonable amount of information regarding the status of the fulfillment of Your Products if you request it and if and to the extent we possess the requested information.
b. You will be responsible for and have sole discretion regarding all customer service issues relating to packaging, handling and shipment and customer returns, refunds and adjustments related to Your Products. Â We will have the right to determine whether a customer will receive a refund, adjustment or replacement for any order of Your Product and to require you to reimburse us.
21. Password Security
Your password may be used only to access the Site, use the Services, electronically sign your transactions, and review your completed transactions. You are solely responsible for maintaining the security of your password. You may not disclose your password to any third party (other than third parties authorized by you to use your account) and are solely responsible for any use of or action taken under your password on the Site. If your password is compromised, you must change your password.
22. Illegal Activity
a. Compliance with Laws; Fraud. The Program, Site and Services may be used only for lawful purposes and in a lawful manner. You agree to comply with all applicable laws, statutes, and regulations. You may not register under a false name or use an invalid or unauthorized credit card. You may not impersonate any participant or use another participant's password(s). Such fraudulent conduct is a violation of federal and state laws. Fraudulent conduct may be reported to law enforcement, and THE BUSINESS CIRCLE™ will cooperate to ensure that violators are prosecuted to the fullest extent of the law.
b. Investigation. THE BUSINESS CIRCLE™ has the right, but not the obligation, to monitor any activity and content associated with this Program and Site and investigate as we deem appropriate. THE BUSINESS CIRCLE™ also may investigate any reported violation of its policies or complaints and take any action that it deems appropriate. Such action may include, but is not limited to, issuing warnings, suspension or termination of service, denying access, and/or removal of any materials on the Site, including product listings. THE BUSINESS CIRCLE™ reserves the right and has absolute discretion to remove, screen, or edit any content that violates these provisions or is otherwise objectionable.
c. Disclosure of Information. THE BUSINESS CIRCLE™ also reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties. In order to cooperate with governmental requests, to protect THE BUSINESS CIRCLE™ 's systems and customers, or to ensure the integrity and operation of THE BUSINESS CIRCLE™ 's business and systems, THE BUSINESS CIRCLE™ may access and disclose any information it considers necessary or appropriate, including but not limited to user contact details, IP addressing and traffic information, usage history, and posted content.
23. Privacy; Use of THE BUSINESS CIRCLE™ Transaction Information.
b. You will not, and will cause your affiliates not to, directly or indirectly disclose, convey or use any order information or other data or information acquired by you or your affiliates from THE BUSINESS CIRCLE™ or its affiliates (or otherwise) as a result of the Agreement, the transactions contemplated hereby or the parties performance hereunder (collectively, “THE BUSINESS CIRCLE™ Transaction Information”), except you may disclose this information as necessary for you to perform your obligations under this Agreement, provided that you ensure that every recipient uses the information only for that purpose and complies with the restrictions applicable to you related to that information. The terms of this Section 15(b) do not prevent you from using other information that you obtain separately from THE BUSINESS CIRCLE™ Transaction Information, even if such information is identical to THE BUSINESS CIRCLE™ Transaction Information, provided that you do not target communications on the basis of the intended recipient being a THE BUSINESS CIRCLE™ user.
24. Vendor Confidentiality
THE BUSINESS CIRCLE™ ’s business relationship with its vendors, manufacturers, advertisers, and distributors is confidential. You shall not contact, directly or indirectly, or speak to or communicate with any representative of any vendor, manufacturer, advertiser, or distributor of THE BUSINESS CIRCLE™ except at a THE BUSINESS CIRCLE™ sponsored event at which the representative is present at the request of THE BUSINESS CIRCLE™ . At no time will you attempt to solicit their participation in any another program, or attempt to persuade or entice them to leave THE BUSINESS CIRCLE™ or the Program, or attempt to sell them products or services outside of the Program. Violation of this regulation may result in termination and possible claims for damages if the vendor, manufacturer, distributor’s association is compromised by your contact.
a. I agree that I am an independent business owner responsible for my own business and not an agent, legal representative or employee of THE BUSINESS CIRCLE™ or any party with whom THE BUSINESS CIRCLE™ transacts or contracts business. I agree that I will not be representing in any manner, that I am an agent, representative, legal representative or employee of THE BUSINESS CIRCLE™ or any party with whom THE BUSINESS CIRCLE™ transacts or contracts business and will not be treated as an employee for purposes of any federal, state or local statute, regulation, ordinance or other law.
b. I acknowledge that my relationship is with THE BUSINESS CIRCLE™ and not with any vendor, advertiser, product or service provider with whom THE BUSINESS CIRCLE™ transacts or conducts business.
c. I shall not, during their relationship with THE BUSINESS CIRCLE™ and for a period of one (1) year thereafter, directly or indirectly, divert, entice, knowingly call upon, sell or solicit, take away or move any member, customer, vendor, manufacturer, advertiser, distributor or employee, whether or not you procured or brought such person to the Program (such activities are collectively referred to herein as 'Solicitation'). All members solicited by you on behalf of THE BUSINESS CIRCLE™ and its affiliates are deemed to be customers of THE BUSINESS CIRCLE™ or its affiliates and not of yours. I understand that such non solicitation prohibition shall be strictly enforced and that THE BUSINESS CIRCLE™ ’s affiliates shall be a third party beneficiary of this prohibition as well as any proprietary and confidential information provided to THE BUSINESS CIRCLE™ which in turn is received by our affiliates. Further, during the term of this Agreement and for a period of one (1) year thereafter, I may not enter into a direct relationship with any member, customer, vendor, manufacturer, advertiser, or distributor of THE BUSINESS CIRCLE™ . During the term of this Agreement and for a period of one (1) year thereafter, you may not solicit distributors or s of THE BUSINESS CIRCLE™ , whether active, inactive, individual or entity to participate in an advertising or program offered by any other company, regardless of whether or not such advertising or company offers competing products or services. Without limiting in any way THE BUSINESS CIRCLE™ ’s right to pursue all rights and remedies available to it, violation of this covenant and condition will result in, but is not limited to, forfeiture of all rights, including all current and future commissions and payments of any kind.
CANCELLATION / TERMINATION
THE BUSINESS CIRCLE™ , in its sole discretion, may terminate this Agreement, access to the Program, Site or the Services, or any current sales immediately without notice for any reason. THE BUSINESS CIRCLE™ , in its sole discretion, also may prohibit any Seller from listing products for sale.
26. Following any termination of this Agreement, we will, as directed by you, return to you or dispose of the units of Your Product at your expense. If you fail to direct us to return or dispose of the units of Your Product within thirty (30) days after termination, then we may elect to return and/or dispose of the units in whole or in part, and you will be deemed to have consented to this. Upon any termination of this Agreement, all rights and obligations of the parties will be extinguished, except that the rights and obligations with respect to units of Your Products received or stored by THE BUSINESS CIRCLE™ as of the date of termination will survive the termination.