THIS AGREEMENT ALSO INCLUDES A MANDATORY ARBITRATION CLAUSE AND CLASS ACTION WAIVER. For more information, see the Mandatory Arbitration and Class Action Waiver section below.
Throughout this Agreement:
“Content” shall refer to any content submitted or transmitted by users of the Site and Service, including but not limited to text, photos, pictures, comments, designs, data, or videos. “Affiliate(s),” “you,” and “Miracle Workers” shall refer to any users who participate in our referral and affiliate marketing programs. “Service” shall refer to the Miracle Worker services including but not limited to referral and affiliate marketing. “Software” shall refer to any software offered by Miracle Worker through the Site or Service. If you do not agree to these Miracle Worker Program Terms, you must cease using our Software, Site, and Service immediately.
MIRACLE WORKER DESCRIPTION OF SERVICE
Miracle Worker is an online platform to facilitate referral and affiliate marketing of Miracle Essential Oils products.
AUTOMATIC RENEWAL OF MIRACLE WORKER PROGRAM
When you enroll in the Miracle Worker Program (“Program”), you will receive one month free. After approximately 30 days from the day you sign up for the trial offer, and every 30 days thereafter, your membership in the Program will automatically renew, and the credit card you used to sign up will be charged $39 each month. You may cancel or modify your enrollment in the Program at any time by calling 800.968.7093 or emailing email@example.com.
When you cancel, you may receive your outstanding commissions by calling 800.968.7093.
PAYMENT OF COMMISSIONS
To receive your commissions, you must provide us with a PayPal email address, through which your commissions will be transmitted. Your commissions will be paid on the last day of each month. To be eligible for a payment, you must receive a minimum of $20 in commissions. Miracle Workers who do not earn the minimum $20 in commissions will not receive a payout. Commissions will roll over into following months. For example, if a Miracle Worker earns $15 in commissions one month they would not be paid out that month, but then they earn $5 in commission the next month, they would receive the full $20 in the second month.
MODIFICATION OF SERVICE AND SOFTWARE
We reserve the right to alter, update, or remove our Site, Service, and Software at any time. We may conduct such modifications to our Site, Service, or Software for security reasons, intellectual property or other legal reasons, or various other reasons at our discretion, and we are not required to explain such modifications. For example, we may provide updates to fix security flaws or respond to legal demands. We do not guarantee that the Site, Service, or Software will always be available, functioning, or be accessible at any particular time.
OUR LICENSE GRANT TO YOU
We make our Services available to you through our Site including our Software. When you use our Service, we grant you a, personal, non-exclusive, revocable, limited license to use our Service, access our Site and download or use any Software. You acknowledge that we maintain all right, title, and interest in our Software. This means you may not resell our Service anywhere else, share your license to use our Service with anyone else, reverse engineer, scrape, decompile, modify or otherwise attempt to copy our Service.
In connection with your activities as a Miracle Worker, you agree not to: (1) access, copy, distribute, or otherwise use the Site, Service, or Software, including our intellectual property and trademarks, except as authorized by this Agreement (2) use any automated system, including without limitation “robots,” “spiders,” or “offline readers”; (3) interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Site, Service, or Software; (4) collect or harvest any personally identifiable information, including account names, from the Site, Service, or Software; (5) stalk, harass, threaten, bully or harm another individual or transmit any obscenity or pornography; (6) impersonate any person or entity or misrepresent your affiliation with a person or entity; (7) send multiple emails through the Software to the same email address or otherwise use spam or unsolicited commercial email, fax messages, text messages, or telephone marketing; (8) create more than one Miracle Worker account; (9) attempt to inflate your commissions by circumventing or otherwise compromising our systems; (10) collect, scrape, or store data about other Miracle Workers; (11) commit fraud; (12) make statements regarding the intended use or benefits of the products outside of those uses identified on the Site or make statements that the products are intended to diagnose, treat, cure or prevent any disease; (13) post ads or links on any third-party website or any third party advertising platforms; or (14) violate any federal or state law including regulations and guidelines issued by the Federal Trade Commission, Federal Communications Commission, and Food & Drug Administration.
Without limiting the foregoing, you agree to use our Site, Service, and Software in compliance with all laws and to provide truthful and accurate Content in all communications made as a Miracle Worker. If you are notified by us that a person has requested to “opt out” of receiving emails from Miracle Essential Oils, you may not send further emails to that person’s email address. Miracle Essential Oils reserves the right to suspend or terminate your use of our Site, Service, and Software at any time without notice or explanation.
You agree that you are responsible for all taxes and fees associated with your use of the Miracle Worker Site, Service, and Software.
INTELLECTUAL PROPERTY RIGHTS
The design of the Miracle Worker Service along with Miracle Essential Oils-created text, templates, scripts, graphics, interactive features and the trademarks, service marks and logos contained therein (“Marks”), are owned by or licensed to Miracle Essential Oils, LLC, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Miracle Essential Oils reserves all rights not expressly granted in and to the Service and the Site. You agree to not engage in the use, copying, or distribution anything contained within the Site or Service unless we have given express written permission.
REPRESENTATIONS AND WARRANTIES
OUR SITE, SERVICE, AND SOFTWARE ARE OFFERED “AS-IS” AND “AS AVAILABLE.” YOU AGREE THAT WHILE USING OUR SITE, SERVICE, AND SOFTWARE, YOUR RESULTS MAY VARY AND YOU MAY NOT ACHIEVE ANY DESIRED RESULTS. WE EXPRESSLY DISCLAIM ALL WARRANTIES EITHER EXPRESS OR IMPLIED. OUR SITE, SOFTWARE, OR SERVICE MAY NOT BE FIT FOR A PARTICULAR PURPOSE AND MAY NOT WORK OR BE APPLICABLE WHERE YOU RESIDE. WE DO NOT WARRANT THAT YOU WILL RECEIVE A CERTAIN AMOUNT OF COMMISSIONS, THAT THE SITE, SERVICE, OR SOFTWARE WILL OPERATE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS OR ERRORS IN THE SITE, SERVICE, OR SOFTWARE WILL BE CORRECTED. IN THE EVENT YOU HAVE ANY PROBLEM OR CONCERN WITH THE SITE, SERVICE, OR SOFTWARE, YOU AGREE THAT YOUR SOLE REMEDY IS TO CEASE USING THE SITE, SERVICE, AND SOFTWARE.
LIMITATION OF LIABILITY
IN NO EVENT SHALL MIRACLE ESSENTIAL OILS, LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM (I) YOUR USE OR INABILITY TO USE THE SITE, SERVICE, OR SOFTWARE DUE TO ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) ANY PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SITE, SERVICE, OR SOFTWARE; (III) ANY INTERRUPTION, MISINFORMATION, INCOMPLETE INFORMATION, OR CESSATION OF TRANSMISSION TO OR FROM OUR SITE, SERVICE, OR SOFTWARE TO YOU; (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SITE, SERVICE, OR SOFTWARE BY ANY THIRD PARTY; (V) ANY FAILURE OF ANY THIRD PARTY INFORMATION LISTED ON OUR SITE, SERVICE, OR SOFTWARE, INCLUDING ANY FAILURES OR DISRUPTIONS WHETHER INTENTIONAL OR UNINTENTIONAL; OR (VI) ANY ERRORS OR OMISSIONS IN OUR SITE, SERVICE, OR SOFTWARE FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF OUR SITE OR SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT MIRACLE ESSENTIAL OILS IS ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
Notwithstanding any provision of this Agreement, if your jurisdiction has provisions specific to waiver or liability that conflict with the above, then our liability is limited to the smallest extent possible by law. IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE. YOUR ABILITY TO USE OUR SOFTWARE AND SERVICE IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT. YOU AGREE OUR TOTAL LIABILITY TO YOU IS NOT MORE THAN $100 U.S. DOLLARS OR THE TOTAL AMOUNT YOU SPENT WHILE USING OUR SITE, SERVICE, OR SOFTWARE WITHIN THE LAST SIX MONTHS, WHICHEVER IS GREATER.
You agree to defend, indemnify and hold harmless Miracle Essential Oils, LLC, its officers, directors, employees, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) by third parties (collectively “Claims”) arising from: (1) your use of and access to the Miracle Worker Site, Service, and Software; (2) any violation by you of any term of this Agreement; (3) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (4) any Claim that any of your Content caused damage to a third party. If you are obligated to provide indemnification pursuant to this provision, we may, in our sole and absolute discretion, control the disposition of any Claims at your sole cost and expense. Without limiting the foregoing, you may not settle, compromise, or in any other manner dispose of any Claim without our consent.
CHOICE OF LAW
This Agreement shall be governed by the laws in force in the state of California, without regard to conflict of laws principles.
MANDATORY ARBITRATION AND CLASS ACTION WAIVER
You and Miracle Essential Oils agree that any dispute between us (including disputes against any agent, employee, subsidiary, affiliate, predecessor in interest, successor, or assign of the other) relating to our Site, Service, or Software, or communications between us, will be resolved exclusively and finally by binding arbitration, and the arbitration decision may be enforced and judgment entered thereon in any court of competent jurisdiction.
BY AGREEING TO MANDATORY ARBITRATION, YOU ARE GIVING UP YOUR RIGHT TO GO TO COURT, INCLUDING YOUR RIGHT TO A JURY TRIAL. In arbitration, a dispute is resolved by a neutral arbitrator or panel of arbitrators, rather than by a judge or jury. Arbitration is more informal; however, an arbitrator can award the same relief that a court can award. The arbitration will be administered by the American Arbitration Association (“AAA”), and conducted under AAA’s Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, the “AAA Rules”) in effect at the time of the dispute. You may obtain copies of the AAA Rules and forms and instructions for initiating arbitration by visiting the AAA website at www.adr.org, or by calling AAA at (800) 778-7879. If you initiate arbitration, Miracle Essential Oils will promptly reimburse you for any standard filing fee which may have been required under AAA’s Procedures once you have notified Miracle Essential Oils in writing and provided a copy of the arbitration proceedings. However, if Miracle Essential Oils is the prevailing party in the arbitration, applicable law may allow the arbitrator to award attorneys’ fees and costs to Miracle Essential Oils. If for any reason the AAA is unavailable, the parties shall mutually select another arbitration forum. The arbitration will be conducted in a city within a 150 mile radius of the claimant’s residence, but may proceed telephonically if the claimant so chooses.
There shall be no right or authority for any claim to be arbitrated on a class action basis or in a purported representative capacity. No claim submitted to arbitration is heard by a jury or may be brought as a private attorney general. You do not have the right to act as a class representative or participate as a member of a class of claimants with respect to any claim submitted to arbitration. The arbitrator may not consolidate more than one person’s claims against Miracle Essential Oils and may not preside over any kind of representative or class proceeding against Miracle Essential Oils. You acknowledge that this class action waiver is material and essential to the arbitration of any disputes between the parties and is nonseverable from the agreement to arbitrate claims. If any portion of this class action waiver is limited, voided, or cannot be enforced, then the parties’ agreement to arbitrate shall be null and void. YOU UNDERSTAND THAT BY AGREEING TO THIS CLASS ACTION WAIVER, YOU MAY ONLY BRING CLAIMS AGAINST MIRACLE ESSENTIAL OILS IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.
You agree that we are not responsible to you for anything that is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, or any other event beyond our control.
In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it.
We reserve all rights permitted to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or the any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
We may terminate or suspend your Miracle Worker account, or your access to our Site, Service, and Software, for any or no reason with or without notice. Upon termination, any license granted under this Agreement shall be revoked, you shall cease use of any Miracle Essential Oils Intellectual Property, and you shall cease all marketing of Miracle Essential Oils products, including but not limited to through the use of email. If you have been terminated as a Miracle Worker, we reserve the right to refuse you access to our Site, Service or Service in the future.
RELATIONSHIP BETWEEN YOU AND MIRACLE ESSENTIAL OILS
You shall be an independent contractor and not a partner, joint venture, or employee of Miracle Essential Oils. You shall not represent that you are an agent or representative of Miracle Essential Oils.
You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion.
We may amend this Agreement from time to time. When we amend this Agreement, we will update this page and indicate the date that it was last modified, make an announcement on our homepage or we may email you. If you do not agree to the amendments, you must immediately cease using our Site and our Service.
You consent to receive communications from Miracle Essential Oils in an electronic form; and you agree that all terms, conditions, agreements, notices, disclosures, and other communications that Miracle Essential Oils provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing.