Avon Independent Sales Representative Agreement - Avon ... · PDF fileThis Avon Independent...

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Page 1: Avon Independent Sales Representative Agreement - Avon ... · PDF fileThis Avon Independent Sales Representative Agreement is made by and between It is agreed as follows: 1. Registration:

This Avon Independent Sales Representative Agreement is made by and between

It is agreed as follows:1. Registration:

1.1 The Avon Representative acknowledges that she/he is 18 years of age or older and a resident of Australia.

1.2 The Avon Representative shall duly sign the Agreement along with the History Page and proof of identification. This Agreement becomes effective when the History Page is received at Avon Head Office and an account number is issued. This Agreement shall supersede any agreement previously made between the Avon Representative and Avon.

1.3 The Representative may withdraw her/his application for registration as an Avon Representative for any reason within ten (10) days from the date of this Agreement (“Cooling Off Period”) by giving a written notice to Avon and Avon shall refund without interest the registration fee (if any) that has been paid by the Representative within thirty (30) days from the date of receipt of such withdrawal notice.

2. Credit check:

2.1 The Avon Representative agrees to have her/his personal details checked by credit reference and fraud prevention agencies and agrees to Avon making searches from time to time of her/his details with such agencies and keeping a record of that search. The Avon Representative agrees that Avon shall have the right to use such information and any future Avon Representative’s account activities and payment records to determine whether any credit facilities can be, or continue to be, made available to the Avon Representative.

2.2 The Avon Representative agrees that Avon may disclose her/his personal details to its collection agencies for the purpose of recovering outstanding amounts due to Avon in the event the Avon Representative’s account is in default.

2.3 The Avon Representative agrees that Avon or its collection agencies may disclose to a credit reporting agency the Avon Representative’s personal information including: the Avon Representative’s identification; payments which become more than 70 days overdue and advise accordingly that payments are no longer overdue.

3. Activities:

3.1 Activities mean the activities to be undertaken by the Avon Representative for Avon as described in the Avon Representative Policies & Procedures document, as amended or supplemented by Avon from time to time.

3.2 The Avon Representative agrees that should she/he promote and sell Avon products, she/he shall • honour the Avon tradition of integrity and personal service and the applicable Avon Guarantee; • make no statements, claims or representations, or perform any act that would impair the name,

reputation or goodwill of Avon; • sell only to Consumers and not to sell Avon Products for resale to or through third parties, any

business entity or any type of retail establishment, markets, garage sales or any internet site such as ebay unless authorised by Avon; and

• neither make export shipments of Avon products nor knowingly sell products to other individuals who intend to export those products unless authorised by Avon.

4. Conflict of Interest:

4.1 The Avon Representative may engage in any other business, occupation or activity provided that such business, occupation or activity does not cause a breach of or conflict with any of the Avon Representative’s obligations under this Avon Representative Agreement or a conflict with Avon’s interests.

4.2 The Avon Leader may not engage in any other network or multi-level marketing or direct selling programs that Avon deems as competing with Avon and a conflict of interest.

5. Sales Leadership:

5.1 The Avon Representative is authorised to appoint and train other new Avon Representatives under the Sales Leadership Program and receive earnings for such activities and sales revenue raised by her/his downline Avon Representatives. The Avon Representative needs to meet the requirements to become an Avon Leader and to comply with applicable laws and regulations, Avon’s applicable policies, procedures or guidelines issued by Avon which may be amended from time to time as Avon deems necessary. An Avon Leader must remain a duly appointed Avon Independent Sales Representative and is bound by the terms and conditions of this Agreement.

5.2 The Avon Leader shall be responsible to verify the identity of the downline Representative including but not limited to verifying at least one ID in order to avoid any false identity of the downline Representative. The Avon Leader agrees that as an Avon Leader Representative, she/he shall be liable to Avon for any outstanding amount in her/his downline Representatives’ account if the appointment of those downline Representatives is determined to be false, fraudulent, or unauthorised. The Avon Leader agrees to compensate Avon for any additional costs incurred by Avon for recovering such outstanding amount.

5.3 The Avon Leader must not place an order on behalf of another Avon Representative or otherwise manipulate or utilise another Avon Representative’s account. The Avon Leader agrees that she/he shall be liable to Avon for all outstanding payments accrued as a result of any such unauthorised activity, including the expenses incurred by Avon to recover these outstanding payments, whether such liability has been accrued on the account of the Avon Leader or another Avon Representative.

5.4 The Avon Leader shall not encourage or invite other Avon Leaders or Representatives to participate in other network or multi-level marketing or direct selling programs that Avon deems as competing with those promoted by Avon.

5.5 Avon reserves the right in its absolute discretion to reject, or place additional conditions on, any Representative or Avon Leader referrals which are made by the Avon Leader.

5.6 Nothing in this Agreement is intended to grant to the Avon Leader any sole or exclusive rights to conduct his/her business in or from any particular geographical territory and Avon reserves the right in its absolute discretion to perform, or to appoint others to perform, the same or similar services from the same or similar geographical territory.

6. Status:

6.1 The Avon Representative agrees that she/he is an Independent Avon Representative and not an employee nor agent nor partner of Avon and has no authority to bind Avon contractually nor to incur any liability on behalf of Avon.

6.2 The Avon Representative agrees that she/he shall be responsible for compliance with all matters associated with the status of a self-employed individual including payment of all tax, pension, insurance contributions or other business expenses and shall possess all licenses, permits, insurance and or registrations at her/his cost for conducting Avon business or activities.

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Avon Independent Sales Representative Agreement

• The person whose name, address and identification number is set out in the front of the History Page (“Avon Representative”) and

• AVON AUSTRALIA PTY. LIMITED which exists under the laws of the state of New South Wales, Australia with registered address as 120 Old Pittwater Road, Brookvale. NSW 2100, Australia (“Avon”).

Page 2: Avon Independent Sales Representative Agreement - Avon ... · PDF fileThis Avon Independent Sales Representative Agreement is made by and between It is agreed as follows: 1. Registration:

7. Ordering:

7.1 All Purchase Orders are subject to product availability and acceptance by Avon.

8. Payment:

8.1 The Avon Representative agrees to provide orders and to pay for all orders and to repay any credit facilities that are made available to the Avon Representative pursuant to the payment terms as set forth in the applicable policies, procedures and guidelines.

8.2 Avon shall have no obligation to fulfil any future orders should the Avon Representative fail to pay for any previous orders or if there is any outstanding amount due to Avon or if the account is not in good standing. In addition, Avon shall have the right to withhold the payment of all or part of any discount, commission, compensation, awards, incentives or other monies due to the Avon Representative, and/or the right to set off any monies that may be due or payable to the Company by the Avon Representative against any such payment of profits, commission, compensation awards, incentives or other monies due to the Avon Representative. The Avon Representative agrees to pay the statutory interest as notified by Avon and as amended by Avon from time to time on all overdue sums. The Avon Representative also agrees to be liable to Avon for any additional costs incurred by Avon for recovering any overdue amount from the Avon Representative including attorney fees and court costs incurred by Avon.

9. Profits:

9.1 The Avon Representative will receive profits on Avon’s recommended retail prices if her/his order meets the minimum order value as amended by Avon from time to time. The earnings payable to an Avon Leader for undertaking Avon business or Avon activities are set out in the applicable policies, procedures and guidelines.

10. Intellectual Property:

10.1 The Avon Representative agrees that she/he shall not, except to the extent authorised in the applicable policies, procedures and guidelines, use or exploit Avon’s intellectual property rights which include but are not limited to trademarks, or trade names or any logos, product names, designs or copyright belonging to Avon.

10.2 The Avon Representative agrees that all advertising materials must comply with policies or guidelines issued by Avon from time to time. Avon may request the removal of any advertising materials regardless of whether such materials were previously approved.

10.3 The Avon Representative agrees not to use or register, and not to currently own, any domain names, email addresses, social media account names, keywords or metatags that include, in whole or in part, any of Avon’s trademarks including, without limitation, the name AVON, and that she/he hereby consents to transfer to Avon any such domain names.

11. Security and Privacy and Data Transfer:

11.1 The Avon Representative shall comply strictly with any applicable data protection laws with respect to personal information processed in performance as an Avon Representative under this Agreement.

11.2 The Avon Representative acknowledges and consents to her/his personal information being collected, used, processed, and transferred by Avon and its affiliated entities, and authorised third parties, including but not limited to entities in countries that have a different level of data protection than that in the Avon Representative’s home country, for the purposes described in the Avon’s Privacy Policy which can be found at www.avon.com.au/PRSuite/privacy_security.page. In addition, the Avon Representative consents to the use of data for marketing or other purposes, using electronic or other means as may be described in Avon’s Privacy Policy.

11.3 The Avon Representative understands that she/he may withdraw her/his consent granted in Article 11.2, but if such Avon Representative chooses to withdraw her/his consent, she/he will no longer be an Avon Representative.

11.4 Upon termination of the Representative relationship with Avon, the Avon Representative acknowledges and consents to the one time transfer of his/her personal information to an existing Avon Representative for the purposes of creating a customer relationship and for the existing Avon Representative to use in his/her normal course of business as an Avon Representative.

12. Compliance:

12.1 The Avon Representative agrees to be bound by the terms and conditions of this Agreement, any applicable laws and regulations, and any applicable policies, procedures or guidelines issued by Avon, which may be amended from time to time as Avon deems necessary. Such policies, procedures, or guidelines shall be incorporated into and form part of this Agreement as is set out in full in this Agreement. The Avon Representative further agrees to be bound by the standards and principles set out by the Direct Selling Association of Australia which includes the “Code of Practice” which can be found at www.dsaa.asn.au

12.2 The Avon Representative agrees that violation of any of the above requirements shall result in any disciplinary actions deemed appropriate by Avon including but not limited to termination of this Agreement.

12.3 The Avon Representative shall indemnify Avon for any liability for any claim arising out of the breach by the Avon Representative of this Agreement.

13. Termination:

13.1 Either party has the right to terminate this Agreement for any or no reason with immediate effect.

13.2 Once this Agreement is terminated, the Avon Representative will lose her/his right to any recognition or award, any Leadership bonus or commission payment, or right to attend any Avon function, including such bonus or commission payment, recognition or award, or function she/he may have become eligible for prior to termination.

13.3 Except in the case where termination is caused by the Avon Representative’s breach of any of the terms of this Agreement, the Avon Representative shall have the right to return to Avon products purchased prior to such termination, subject to the terms and conditions applicable to product returns. Where a breach pertaining to Leadership policies and procedures causes termination from Sales Leadership, but does not cause a breach of any of the terms of this Agreement, the Avon Leader shall have the right to continue as a Representative.

13.4 Furthermore, the Avon Representative agrees that her/his registration as an Avon Representative shall be terminated for inactivity, as set forth in the applicable policies, procedures and guidelines.

14. Confidential Information:

14.1 Information provided in connection with this Agreement and which is not publicly disclosed shall be kept confidential and shall not be used or divulged other than in the proper cause of performance of the obligations under this Agreement.

15. Amendment:

15.1 Avon reserves the right to amend the terms and conditions of this Agreement, including Avon’s policies, procedures or guidelines at any time by giving the Avon Representative written notice to the Avon Representative’s address on record. If the Avon Representative has signed up to conduct her/his activities online or has provided Avon with an email address, the Avon Representative expressly authorises Avon to issue communications and invoices electronically, by email to the Avon Representative or by posting messages or notices on Avon’s website www.avon.com.au, and any such communication shall be deemed appropriate as written notice.

16. Others:

16.1 This Agreement, including any applicable policies, procedures or guidelines issued by Avon which may be amended from time to time as Avon deems necessary, constitutes the entire contract between the parties and supersedes any previous contract or understanding.

16.2 This Agreement may not be transferred or otherwise assigned without the prior written consent of Avon.

16.3 Articles 8, 10, 12.3, 14, 16.4 and 16.5 shall survive the termination of this Agreement.

16.4 This Agreement shall be governed and interpreted by the laws of the state of New South Wales, Australia.

16.5 In case of any dispute arising out of or in respect to this Agreement, the courts in the state of New South Wales shall have exclusive jurisdiction to adjudicate such dispute.

For and on behalf of Avon Products Pty. Limited

Avon Representative Date

Avon Products Pty. Limited A.C.N 008 428 457 2015/AUST J.O. 8562 Updated 02/2015