1. I am of legal age in the state in which I enter this Agreement with Nightly Notes (hereinafter-Nightly Notes or the Company).  By agreeing electronically or in writing I hereby agree to abide by all Nightly Notes terms of agreement, policies and procedures, and all associated agenda. Electronic applications will be tracked and logged.  When my monthly income exceeds $300.00 I will be required to sign a paper “hard copy” if one is not already on file.  That Application and Agreement must be accepted by the company at its home office and notice of its acceptance received by the applicant.

2. I understand that Nightly Notes prohibit sending Spam also known as Unsolicited Commercial Email (UCE). Nightly Notes will also have a zero tolerance policy for Distributors utilizing fax-broadcasting services that are deemed illegal under the TCPA of 1991.  Any use of Spam or Fax Broadcasting in connection with my Nightly Notes business will result in my termination.

3. I will resell at least 70% or more of all products/services that I have purchased from Nightly Notes each month for resale. This does not apply to personal consumption. The intent of purchasing products/services will be for retail sales for use by the end consumer. I will not buy products/services for the purpose of collecting commissions.   Products/services certified as sold under this 70% rule are not eligible for buy back.

4. As a Distributor I will:
• Provide training and motivation to my Distributors.
• Study the product literature and learn to promote retail sales.
• Represent Nightly Notes products/services in an honest and sincere manner.
• Honor Nightly Notes’s Customer Satisfaction Guarantee.
• Help other Distributors to be successful.
• Be professional, courteous and considerate.
• Not misrepresent the Nightly Notes Compensation Plan.
• Become familiar with and abide by, Nightly Notes’s statement of Policies, and other materials as provided by Nightly Notes

 5. I understand that as an Distributor, I have the following rights: (a) to sell the products/services offered by Nightly Notes, in agreement with the Compensation Plan and Statement of Policies, and (b) to sponsor Distributors and Affiliates, in agreement with the Company Compensation Plan and Statement of Policies. I understand that the Compensation Plan and Statement of Policies may be changed and/or amended, and that any such changes or amendments also apply to me.

6. I understand that Distributors or Affiliates can not under any circumstances incur any debt, expense or obligation on behalf of, or for Nightly Notes

7. I understand that as a Distributor I will not for any reason, act as spokesperson for Nightly Notes or its products/services in any manner to any media or publication without prior written authorization. I won’t create, print, publish or distribute any literature or materials representing the Company or its products/services other than that, which is provided by the Company.

8. I am entitled to cancel this Agreement at any time and for any reason with written notice to The Company. With proper notification of cancellation or termination, Nightly Notes will repurchase inventory and supplies in accordance with the Company current Statement of Policies and Procedures concerning this matter.

9. This Agreement will continue as long as I continue accepting commissions and bonuses or other payments from the Company or until this Agreement is canceled in writing.

10. I warrant that I or my spouse or other household members have not been Nightly Notes Distributors and have not owned, had ownership affiliation with, or operated any Nightly Notes business in the past 6 months in accordance with Company Policies and Procedures.

11. As an Distributor (or Affiliate) I understand that I am an independent contractor, and not an agent, employee or franchisee of Nightly Notes. I understand and agree that I will not be treated as an employee for federal or state tax purposes, nor for purposes of the Federal Unemployment Tax Act, the Federal Insurance Contributions Act, the Social Security Act, State Unemployment Acts, State Employment Security Acts or State Workers Compensation Acts. I understand and agree to pay all applicable federal and state self-employment taxes, sales taxes, local taxes, and/or local license fees that may become due as a result of my activities under this Agreement.

12. I understand that this Agreement and my Acceptance does not constitute the sale of a franchise and that no exclusive territories can be granted to anyone, and that no franchise fees have been paid, nor can I acquire any interest in a security by the acceptance of this Agreement.

.13. I understand that I will make no claims or warranties of any kind including, but not limited to, any claims for earnings, medical, weight loss or health benefits concerning its products/services, other than those included in Nightly Notes’s written literature. I will not make product claims, weight loss or medical claims which are not stated in official Company literature and I am not permitted to create my own literature, sales aids or training materials without written consent from the Company.

14. If I fail to pay for products/services, Nightly Notes is authorized to withhold the appropriate amounts from my commission and bonus checks or credit card/electronic checking accounts, if any, which I have authorized the Company to charge. If payment owed isn’t made, I understand that I may, at the Company’s discretion, lose my marketing organization and future commissions and bonuses, and may be placed on inactive status by the Company for an indeterminate period. The Company will not be responsible for the loss of any commissions and bonuses or other payments because of delays or errors in orders, charges, receiving agreements, or other necessary information.

15. Nightly Notes may, at its discretion, amend the Company Compensation Plan and Statement of Policies, and/or terms of the Distributor Agreement.  Notification of such changes shall be published in broadcast, written or published material circulated or made available to all Distributors. I agree to abide by all such amendments.  The continuation of my Independent Business and/or my acceptance of products/services, commission and bonus checks or other payments from the Company constitutes my acceptance of any and all amendments.

16. I understand that I am not a Nightly Notes Distributor or Affiliate until the Company has accepted an original Agreement signed in full at its home office. Distributor Businesses cannot be sold, assigned or transferred without prior written approval from the Company.

17. I will carefully review the Nightly Notes Compensation Plan and Statement of Policies & Procedures and acknowledge that they are incorporated as a part of this Agreement in their present form and as modified from time to time by the Company. My violation of any of the terms of this Agreement or the Company Statement of Policies & Procedures may result, at Company’s discretion, in forfeiture of commission and bonus checks or other payments from the Company, loss of all or part of my marketing organization, or cancellation of this Agreement.

18. This Agreement constitutes the entire agreement between the parties and no other promises, representations, guarantees or agreements of any kind shall be valid unless in writing.  If any provision herein is held to be invalid, all other provisions shall remain valid and enforceable.

19. The term of this Agreement is one year. This Agreement will be automatically renewed annually on each anniversary date of the acceptance of this Agreement unless otherwise canceled or extended by the company.

20. This Agreement shall be governed by the laws of the State of New York and any claims or disputes between parties to this Agreement shall be subject to binding arbitration in Rensselaer County, State of New York, USA. According to the rules of the American Arbitration Association, Louisiana residents may chose to arbitrate in New Orleans, Louisiana.