Limitless Prospects Ltd company registration Number 12836600 trading as Success Moves and its derivatives.
Independent Network Partner Agreement
BETWEEN: The Independent Network Partner
BRANCH SORT CODE (UK) (IN FORM NN-NN-NN) / IBAN NO. (OUTSIDE OF THE UK)
ACCOUNT NAME ____________________________________________________________________________
VAT Number If Applicable ___________________________________________________________________________
HEREINAFTER KNOWN AS “The Network Partner”
And Limitless Prospects Ltd trading as Success Moves Sales and other derivatives of Success Moves. From here on Success Moves refers to Limitless Prospects Ltd.
Main URLs: successmoves.co.uk successsmovessales.co.uk successmovescandidates.co.uk
Successmovers.co.uk. There are additional niche URLs.
HEREINAFTER KNOWN AS “Success Moves”
The contents of this document are private and confidential and must be treated as such. It may not be reproduced in whole or part without the written permission of Success Moves.
The role of Network Partner is to build a business consisting of their own portfolio of clients. Responsibility for sales, delivery of placements and account management. To lead from the front building and supplying customers on a national and international level.
Success Moves commission fees are paid to you as follows.
- 50% on all receipts net of VAT or similar taxes.
- 5% Override on sales figure of any Success Moves Network Partners trained, guided and mentored directly and on anyone directly supported by them.
Kevin makes his own sales of £20,000 in a month. He directly trains, guides and mentors Liam, Leonard and Lorraine who each produced £15,000 sales in the same month. Liam in turn trains, guides and mentors Matthew, Monty, Mary, Michael and Mansoor each who did £10,000 sales this month. Leonard and Lorraine have not mentored anyone. Matthew is also training, guiding and mentoring Nigel who did £10,000 in the month.
Kevin’s Income is £10,000 on his own sales.
Plus £2,250 on Liam, Leonard and Lorraine
Plus £2,500 on Matthew, Monty, Mary, Michael and Mansoor
Kevin’s Total income this month £14,750
Liam’s income is £7,500 on his own sales.
Plus £2,500 on Matthew, Monty, Mary, Michael and Mansoor
Plus £500 on Nigel
Liam’s total income £10,500
Your business is defined as those you trained, guided and mentored and the people they in turn are directly doing the same for, but no further. So, you are possible for helping all these people ongoing.
On all the above fees can be shared with other Network Partners.
The Network Partner owns the client portfolio fee rights as above.
All the above is on condition that the customer has not requested nor received a refund for the said purchases, and at the sole discretion of Success Moves. Where more than one person is involved this is shared, such split decided by the Sales Director.
- A Success Moves Network Partner must adhere to the highest accepted ethical, moral, legal, and financially sound business practices and conduct his/her business in accordance with these stated Rules of Operation and the Terms and Conditions (collectively “the Rules “) of the Success Moves Network Partner Application (“Application”), representing the Success Moves business in a responsible, honest, and knowledgeable manner.
- The term “Network Partner” means a Success Moves Network Partner and selected by Success Moves to initiate new customers and to continually service them.
- To qualify for consultancy fees the Network Partner must sell, and account manage or train and support any of the products of Success Moves.
- New customers, (companies or candidates) may be anywhere in the world. Regular contact is to be made in line with current policy of Success Moves.
- All leads, clients are strictly the property of Success Moves and must under no conditions be used for any other purpose than Success Moves business.
- All payments will be made following receipt from client. Under no circumstances must a Network Partner hold payment on behalf of a customer or allow payment on credit card or involving loans. Following the month end Success Moves shall calculate all fee commissions owed to the Network Partner and provide a statement regarding same and make payment of said fees by bank transfer or otherwise advised to the Network Partner by the 7th of the following month, following receipt of invoice from Associate. The CRM entries must be kept fully up to date at the time of each payment.
- Network Partners may work part or full time.
- Success Moves Consultancy will manage the CRM system. There is no charge to the Associate for this.
- The Network Partner can attend free the internal Success Moves Consultancy courses. There will also be optional external courses which will be charged for at cost.
- Network Partners are self-employed and are therefore responsible for their own direct costs such as telephone, laptop, travel, meetings etc. There is no investment payment required.
The services must only be performed by the person approved by us. If you are unable to carry out the services, you may propose replacement personnel and we may accept or reject at our discretion. You will be solely responsible for the payment and control of the substitute or delegate or hired assistance and the Company will have no legal, contractual or financial relationship with such substitute or delegate or hired assistance.
- The Network Partner is responsible for their own tax returns and national insurance contributions and compliance with the law in any country they may reside.
- Network Partners are free to operate other business interests and work for any other organisation at any time, whether before, during or after this Assignment, and the undertaking of such work will not preclude the Company offering the Contractor additional Assignments as and when they become available. However, any other work must not be in direct competition with Success Moves. The Company acknowledges and agrees that the Contractor cannot be required to give the Company any priority over any other client.
- Network Partners agree to be bound by these Rules which may be amended from time to time with prior notice and the mutual consent of Success Moves and the Network Partner for the duration of their Network Partner status with Success Moves.
In promoting any Success Moves products or information, Network Partners will adhere strictly to the promotional guidelines set forth below:
- a) Claims or testimonials must be factual and based upon the personal experience of the Network Partners after payment of all costs.
- b) Network Partners must not state or imply that privately produced literature or training materials are in any way approved or endorsed by Success Moves. Any use of the Success Moves name or trademark, the trademark Success Moves or other trademarks of Success Moves or similar marks must indicate that the Network Partner is an “Independent Network Partner” and must otherwise comply with these rules.
- c) A Network Partner must comply with Success Move’s official terms and conditions of business and make themselves aware of same.
- The Network Partner should furnish their invoice to us for fees and any other charges on a monthly basis. Any bona fide invoice from the Network Partner as a result of receipt from sale of goods or services shall be paid within 7 days of month end at the latest.
- A Network Partner may not produce any marketing, promotional or training materials which include the name Success Moves, or utilize the Success Moves, trademarks or service marks, or copy written materials without prior written approval by Success Moves. In addition, all materials produced by a Network Partner which refer to Success Moves products must include on every page, in minimum 10 font type, the phrase, “Not official Success Moves literature”.
- Network Partners must supply within 24 hours to Success Moves, copies of all complaints received from customers.
- Success Moves owns the CRM and client. However, the fee rights to that client are owned by the Network Partner as long as he or she services that client and abides by the Rules within this contract. A Network Partner is free to sell those rights to another approved Network Partner.
- A Success Moves Network Partner must be prepared to demonstrate to Success Moves, upon request, records of all sales of Success Moves products.
Network Partner Support
- From time to time Success Moves and/or the Network Partner Leader shall make certain services and facilities available to the Network Partner. Such aid may either be charged, subsidised or free. It shall not be compulsory for any Network Partner to utilise and therefore pay for any charged or subsidised service supplied.
- No fees may be paid unless the details of each sale are entered into the CRM
by the Network Partner and advised to our Chief Accountant.
- Network Partners are not bound by territory or region and may trade, sell, promote, and market in any territory, region of the UK or world they wish. However, the area they are linked to will be restricted to put on events within their allotted territory. This is subject to the express provision that they will be prohibited from recruiting, approaching, or trading with any party previously or currently engaged or contracted with Success Moves without express written consent from Success Moves to do so.
- Consistent with the understanding of the parties to this agreement, the Network Partner is an
independent and self–employed contractor and not an employee, partner, or joint venture
partner of Success Moves. The Network Partner declares and covenants that the Network Partner is engaged in an independent business and will comply with all national, and
local laws relating to business permits and licenses of any kind that may be required to carry
out the business and tasks to be performed by the Network Partner under this agreement. The Network Partner is not required by Success Moves to incur any running costs or expenses pursuant to this agreement. If the Network Partner does incur costs and expenses, such as premiums for insurance of any kind, hiring assistants, or local and national taxes due and/or relating to income received by the Network Partner from Success Moves Consultancy. The Network Partner agrees to pay them, and not seek reimbursement from Success Moves. No payment or withholding of any national, local, city or other payroll or employment taxes, relating to income received by the Network Partner from Success Moves will be made by Success Moves. The Network Partner agrees to indemnify and hold Success Moves harmless should a claim related to his expenses, insurance, or the lack thereof and/or taxes be made by anyone, including any governmental authority.
- In the event the Network Partner wishes to custom design a document or point of sale material in terms of language or market specific data the document concerned shall be forwarded to Success Moves for their approval.
- As a rule and condition of this agreement, only documents held on the Success Moves official websites supplied directly from Success Moves may be utilised.
- No license or approval is required for the use and distribution of any materials supplied by Success Moves.
- The Network Partner cannot hold Success Moves responsible for the loss of a Purchaser or for any expense, work, effort and/or hardship that is or seemingly is encountered in selling Success Moves’s products under this agreement.
- Success Moves retains the right to control the sales and promotion activities to ensure that they are consistent with the best interests of Success Moves. Success Moves retains the right to establish policies to enhance business and/or customer relations and to establish other business procedures consistent with these goals. The Network Partner agrees to pursue these procedures and policies to the best of the Network Partner’s ability.
- The Network Partner has warranted and represented to Success Moves that the Network Partner carries automobile liability insurance for injuries to persons and property. The Network Partner shall indemnify and hold Success Moves harmless against any claim for injuries or damages caused by the Network Partner while travelling in an automobile in the scope of the Network Partner’s activities pursuant to this agreement.
- The Network Partner is not entitled to receive such benefits as medical insurance, life insurance, pension or profit-sharing benefits, deferred compensation, or any other similar benefits or any paid leave of absence for reasons of sickness, injury, vacation or holidays,. The Network Partner is not entitled to any of the statutory rights extended to an employee as defined by Section 230 of the Employment Rights Act 1996 and set out in that Act as a whole.
- It is understood that the Network Partner may receive proprietary and sensitive information from Success Moves in conjunction with providing the products hereunder and/or may during the course of business with Success Moves be given access to databases of clients or prospective clients. The Network Partner agrees that the Network Partner shall not divulge such information to anyone other than Success Moves during the term of this agreement.
- As and when the Network Partner performs a sale of a Success Moves product or service, all of the respective Purchaser’s data is passed to Success Moves by the Network Partner in terms of this agreement, and immediately becomes the sole property of Success Moves.
- This agreement is governed by English law and the parties hereby consent to the jurisdiction of the High Court of London, England.
- The Network Partner agrees that it will not solicit any person, entity, company, or trust that has purchased, previously been in contact with or their data supplied by Success Moves for any business that competes with Success Moves during the term of this agreement. This provision does not prevent the Network Partner from soliciting business that does not compete with Success Moves or from clients that have previously had no contact with Success Moves.
- The Network Partner further agrees that it will not send spam and more specifically that he or she will not send e-mails to unknown individuals to solicit their business at Success Moves.
- The Term of this agreement shall commence upon execution hereof and shall continue for successive one-year periods until terminated as provided below.
- The Network Partner may terminate this agreement upon 60 (sixty) days written termination notice to Success Moves, in which case this agreement will terminate at the end of such notice period.
- Success Moves may terminate this agreement upon 60 (sixty) days written termination notice to the Network Partner in which case this agreement will terminate at the end of such notice period. In such scenario any ‘portfolio’ rights are to be bought or sold to another Network Partner. Success Moves will only terminate if there is a serious reason to do so and all reasonable action has been taken to avoid such action.
- If the Network Partner commits a material breach of this agreement and Success Moves notifies the Network Partner of such breach in writing, the Network Partner shall have a period of 30 (thirty) days to remedy such breach. If such breach is not remedied to Success Moves satisfaction at the end of such period, Success Moves may terminate this agreement upon 5 (five) days prior written notice.
- Notwithstanding the provisions above, if the Network Partner breaches the provisions or commits a serious breach of this agreement in terms of fraud, theft, or the payment of any proceeds from any sale into an account not specifically indicated by Success Moves Consultancy, Success Moves Consultancy may terminate this agreement without giving notice of breach or an opportunity to remedy to the Network Partner on 1 (one) day’s prior written notice to the Network Partner. In the event of a termination pursuant to this paragraph, Success Moves Consultancy will have no obligation to pay the Network Partner for commissions that accrued prior to the termination.
- In the event of a termination of this agreement by Success Moves, Success Moves shall continue to make fee payments as and when due so long as the Network Partner is in compliance with the terms and conditions of this agreement. Fee payments shall survive as long as is necessary to complete the payments required to pay the full outstanding fees stream owed to the Network Partner. In such case the terminated Network Partner would still have to keep in regular touch with introduced customers.
- If any provision of this agreement is held by any court of competent jurisdiction to be illegal, null, or void or against public policy, the remaining provisions of this agreement shall remain in full force and effect. The parties shall in good faith attempt to modify any invalidated provision to carry out the stated intentions in this agreement. The waiver of any breach of any provision under this agreement by any party shall not be deemed to be a waiver of any preceding or subsequent breach, nor shall any waiver constitute a continuing waiver. The remedies accorded herein to the parties are cumulative and in addition to those provided by law, and may be exercised separately, concurrently, or successively.
- The Network Partner may not assign this agreement in its entirety or in part without the prior express written permission of Success Moves. It is understood that from time to time and in the regular course of business the Network Partner may wish to recruit, employ, or appoint other sales, consultancy, or marketing personnel to promote the products of Success Moves on the Network Partner’s behalf. In this respect the Network Partner is fully responsible for their behaviour with respect to this agreement. For example, if the Network Partner wishes to retire the Network Partner is still responsible for the servicing of those customers even if they are not actively engaged in bringing in new customers.
- This agreement contains the entire understanding and of the parties and there have been no promises, representations, agreements, warranties, or undertakings by either of the parties, either oral or written, except as stated in this agreement. It supersedes all prior agreements of any sort between the parties.
- Success Moves reserve the right to take legal recourse to enforce the Rules of the Network Partner Application.
- Network Partners acknowledge Success Moves’s exclusive right, title, and interest in and to the Success Moves name, trademarks, and copyrights in Success Moves materials and literature and will not at any time do or cause to be done any act or thing contesting or in any way impairing or tending to impair any part of such right, title or interest. In connection with the use of the Success Moves, name, trademarks, materials or literature, Network Partners shall not in any manner represent that they have any ownership interest in the Success Moves name, trademarks, or copyrights, in Success Moves or Success Moves materials or literature and shall appropriately show Success Moves’s ownership interest thereof and therein. Network Partners further acknowledge that their use of the Success Moves’s name, trademarks, materials, or literature shall not create in favour of the Network Partner any right, title, or interest therein or thereto, but that all such uses shall inure to the benefit of Success Moves.
- A Network Partner may have his/her contract terminated and all further entitlements revoked if in breach of any of the Rules of the Independent Network Partner agreement.
- If you decide to terminate this contract you are free to sell your ‘portfolio’ to any other Network Partner. You must not though for a period of 6 months after termination approach any client or candidate of Success Moves.
- The Company collects and processes certain types of data about you and does so in line with data protection legislation that is in force from time to time. Please read the Company’s Privacy Notice for Contractors which is attached to this document for more information about the types of data processed and the reasons for the processing.
Where you, as part of the provision of your services, process data on behalf of the Company, you are acting as a data processor. You understand your responsibilities in relation to data protection legislation and have in place appropriate technical and organisational measures to ensure data is processed in accordance with those responsibilities.
Appendix-Success Moves Standard Terms
- The Network Partner shall abide by the Success Moves Standard Terms below.
PART 2. Confidential Information
YOU ACKNOWLEDGE THAT DURING THE COURSE OF THIS AGREEMENT YOU MAY BECOME ACQUAINTED WITH OR HAVE ACCESS TO CONFIDENTIAL INFORMATION, AND YOU AGREE TO MAINTAIN THE CONFIDENCE OF CONFIDENTIAL INFORMATION AND TO PREVENT ITS UNAUTHORISED DISCLOSURE TO OR USE BY ANY OTHER PERSON, FIRM OR COMPANY.
- CONSEQUENTLY YOU SHALL NEITHER DURING THIS AGREEMENT (EXCEPT IN THE PROPER PERFORMANCE OF YOUR DUTIES) NOR AT ANY TIME (WITHOUT LIMIT) AFTER THE TERMINATION THEREOF, DIRECTLY OR INDIRECTLY USE FOR YOUR OWN PURPOSES OR THOSE OF ANY OTHER PERSON, COMPANY, BUSINESS ENTITY OR OTHER ORGANISATION, OR DISCLOSE, DIVULGE OR COMMUNICATE TO ANY PERSON (OTHER THAN THOSE IN THE SERVICE OF SUCCESS MOVES CONSULTANCY WHOSE PROVINCE IT IS TO KNOW THE SAME OR WITH PROPER AUTHORITY), COMPANY, BUSINESS ENTITY OR OTHER ORGANISATION, ANY CONFIDENTIAL INFORMATION.
- YOU SHALL NOT AT ANY TIME DURING THIS AGREEMENT:
- MAKE ANY NOTES OR MEMORANDA RELATING TO ANY MATTER WITHIN THE SCOPE OF SUCCESS MOVES CONSULTANCY’S BUSINESS, DEALINGS OR AFFAIRS OTHERWISE THAN FOR THE BENEFIT OF THE COMPANY OR ANY NETWORK PARTNER COMPANY.
- REMOVE ANY OF THE CONFIDENTIAL INFORMATION FROM THE PREMISES OF SUCCESS MOVES CONSULTANCY WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMPANY.
- FOR WHATEVER REASON EITHER FOR YOURSELF OR ANY THIRD PARTY APPROPRIATE, COPY, MEMORISE OR IN ANY MANNER REPRODUCE ANY OF THE CONFIDENTIAL INFORMATION.
- MAKE OR ISSUE (WHETHER ORALLY OR IN WRITING) ANY PRESS, RADIO OR TELEVISION STATEMENT, OR PUBLISH OR SUBMIT FOR PUBLICATION ANY LETTER OR ARTICLE RELATING DIRECTLY OR INDIRECTLY TO THE BUSINESS OR AFFAIRS OF SUCCESS MOVES CONSULTANCY (EXCEPT WITH THE PRIOR WRITTEN CONSENT OF SUCCESS MOVES CONSULTANCY).
- ALL NOTES AND MEMORANDA BY OR HELD BY YOU OF ANY CONFIDENTIAL INFORMATION SHALL BE THE PROPERTY OF SUCCESS MOVES CONSULTANCY AND SHALL BE SURRENDERED BY YOU TO SOMEONE DULY AUTHORISED IN THAT BEHALF AT THE TERMINATION OF THIS AGREEMENT AT THE REQUEST OF SUCCESS MOVES CONSULTANCY AT ANY TIME DURING THE COURSE OF THIS AGREEMENT.
- Nothing in these Terms shall impose an obligation on you with respect to maintaining confidence regarding any portion of the Confidential Information, which is either generally known or available by publication, commercial use or otherwise; or is already known by you at the time of disclosure; nor it is intended to prevent you from using your own skill in any business in which you may be engaged during or after the end of your relationship with Success Moves Consultancy.
- Copyright, Inventions and Patents
- All records, documents, papers (including copies and summaries thereof), processes, methods, software, tangible research products, formulas and techniques, improvements thereto, and know-how related thereto and other copyright protected works made or acquired by you in the course of your employment, together with all the worldwide copyright and design rights and all other intellectual property rights of any kind in all such works, shall be and at all times remain, the absolute property of the Company.
- You hereby irrevocably and unconditionally waive all rights granted by Chapter 1V or Part 1 of the Copyright, Designs and Patents Act, 1988 that vest in you (whether before, on or after the date thereof) in connection with your authorship of any copyright works in the course of this agreement, wherever in the world enforceable, including without limitation the right to be identified as the author of any such works and the right not to have any such works subjected to derogatory treatment.
By signing below, I declare that I understand and agree to be bound by the terms of this agreement.
Signed by the Network Partner and Dated (Signature: Printed Name: Status: Date)
Signed for and on behalf of Success Moves Consultancy (Signature: Printed Name: Status: Date)