USI-Tech’s Terms and Conditions
Terms and Conditions & Agreement (Sales Partner)
On behalf of USI-TECH Limited (USI-TECH), we welcome you as a new sales associater (Sales Partner) and wish you every possible success in your role as an independent Sales Partner of USI-TECH, located at P.O Box 122036, Dubai UAE. And most of all that you have fun selling our products. Here at USI-TECH, our primary purpose and goal is to provide an atmosphere dedicated to: (a) consumer-friendliness, (b) safety, (c) professionalism, and (d) a fair dealings with one another in the general environment of network marketing; and of course, while complying with the laws both foreign and domestic. For that reason, we would like you to read the following Terms and Conditions very carefully and to make these guidelines the guiding principles for your daily work.
RULES FOR DEALING WITH CONSUMERS
- Our Sales Partners advise our customers honestly and decently and clarify any misunderstandings related to the products, business opportunities or other messages during a consultation.
- The customer may request not to have a sales discussion, to postpone the discussion, or to amicably end a discussion that has been begun.
- During a customer meeting, the Sales Partner will communicate all points relating to the goods (e.g. intended use, composition, use), or also the sales opportunity, if the customer so wishes, to the consumer.
- All information relating to the goods must be comprehensive and truthful.
- A Sales Partner may not make any claims relating to the qualities of the software if these have not been approved by USI-TECH, nor must he depict the product in an unauthorized manner.
- The consumer will not be induced to buy products through dubious and/or misleading promises or equally through promises of special benefits if these benefits are coupled to uncertain future success.
- A Sales Partner may not make any reference to his/her remuneration or potential remuneration of other Sales Partners. Further, a Sales Partner may not guarantee any specific remuneration or create false expectations.
- A Sales Partner may not claim that the remuneration plan or the products of USI-TECH have been approved, authorized, or are supported by a state authority.
RULES FOR DEALING WITH SALES PARTNERS
- Sales Partners shall always deal fairly and respectfully with one another. The foregoing also applies to dealings with Sales Partners from other network-marketing companies.
- New Sales Partners will be truthfully about their rights and obligations. No information on potential revenues and earnings opportunities must be given.
- No verbal assurances on USI-TECH products and services must be made.
- Sales Partners are not permitted to headhunt sales partners from other companies. Further, Sales Partners are not permitted to persuade other Sales Partners to change sponsor within USI-TECH.
- The obligations under clauses 7-10 of the following General Terms and Conditions for Sales Partners are simultaneously deemed ethical rules and must be complied with at all times.
RULES FOR DEALINGS WITH OTHER COMPANIES
- The Sales Partners of USI-TECH will conduct themselves fairly and honestly towards other companies in the network-marketing or social-selling field.
- There will be no systematic headhunting of sales partners from other companies.
- Condescending, misleading or unfairly comparative statements about the products or sales systems of other companies are prohibited.
- Bearing these rules in mind, we would now like to familiarize you with the General Terms and Conditions for Sales Partners of USI-TECH.
- SCOPE OF APPLICATIONThe following terms and conditions apply to all Sales Partners in their represetive capacities as autonomous and independent affiliates of USI-TECH. USI-TECH will provide its services exclusively on the basis of these General Terms and Conditions.
- SUBJECT MATTER OF THE AGREEMENT, PACKAGE OF FEATURES, AND ADDITIONAL SERVICES(1) USI-TECH is a software company that develops high-end software-based products for use in the financial, money, and currency market and further operates blockchain-based server farms for mining established and recognized tradeable information units (Bitcoins). Within this business model, USI-TECH provides its customers with server capacity within a temporally flexible usage license for a fee. USI-TECH further provides high-quality software products for the above purposes for a fee (these products and services, which are described in detail in the following, are referred to as products for reasons of simplicity). Express reference is made to the fact that USI-TECH does not directly or indirectly sell or otherwise distribute or act as a broker and/or broker dealer for any cryptocoins, commodities, bonds, stocks, stock indicies, on behalf of itself or via third parties. FURTHER, USI-TECH DOES NOT PROVIDE FINANCIAL ADVICE AND IS NOT IN THE BUSINESS OF TRANSACTING TRADES.
(2) Without being obliged to do so, the Sales Partner has the opportunity to sell USI-TECH products that it may choose freely such that this barter of USI-TECH software products forms the basis of a Sales Partners business. The Sales Partner shall receive a corresponding commission for his role as a Sales Partner. There is no obligation for the Sales Partner to effect financial expenditure, purchase a minimum amount of products from USI-TECH, or for the Sales Partner to acquire further Sales Partners for this activity. The only obligation is the free-of-charge registration. Additionally, there is a further opportunity, with no obligation, to acquire further Sales Partners to sell the USI-TECH products and to receive a commission on the products sold by the acquired Sales Partner. The Sales Partner will expressly not receive any commission for the mere acquisition of a new Sales Partner. The commission and the manner in which any monies are paid out or the claim to commission is otherwise satisfied will be based on the remuneration plan valid at the specific point in time.
(3) USI-TECH shall provide to Sales Partner an Online Back Office (Back Office) at no charge that enables the Sales Partner to have an up-to-date and comprehensive overview of his revenues, commissions, and downline developments. Additionally, and without there being an obligation to do so, the Sales Partner may acquire different marketing systems such as a personalized Internet presence by way of a separate agreement. The Sales Partner can find information about content and pricing of the individual and personalized Internet presence in his Back Office.
- GENERAL PRECONDITIONS FOR CONCLUDING AGREEMENTS(1) Agreements may be entered into with legal entities, partnerships, or natural persons who or whose representatives are 18 or over and entrepreneurs as defined under applicable law. Agreements may not be entered into with consumers.
(2) If a legal entity or a partnership (legal form such as GBR, OHG, KG) submits an application to become a Sales Partner, the corresponding extract of the commercial register pertaining to registration, if available for a partnership, as well as the VAT ID must be presented. All parties within the legal entity or partnership must be 18 or older and will be personally liable to USI-TECH for the conduct of the legal entity.
(3) If online order or application forms are used, these shall apply as a component of the agreement.
(4) The agreement may only be entered into online via the USI-TECH website and corresponding e-mail confirmation from USI-TECH. The Sales Partner is obliged to complete the Sales Partner agreement fully and properly and to submit it to USI-TECH. Additionally, the Sales Partner must check the corresponding box before concluding the registration process to acknowledge these General Terms and Conditions for Sales Partners and accept them as a contractual component. In individual cases, USI-TECH reserves the right to obtain further information from the Sales Partner.
(5) Any changes to the Sales Partners personal data must be made without undue delay in the USI-TECH Back Office at the point specified in advance for this purpose.
(6) USI-TECH reserves the right to reject Sales Partner applications at its own discretion without providing a reason.
(7) In the event of a breach of the obligations stipulated in any part of this agreement, USI-TECH is entitled to terminate the Sales Partner agreement without notice and without prior warning and where relevant to demand the repayment of any commission already paid. Additionally, in the event of a termination without notice, USI-TECH expressly reserves the right to assert further claims for compensation.
- STATUS OF THE SALES PARTNER AS INDEPENDENT CONTRACTOR (1) This Agreement shall not render the Sales Partner an employee, partner, agent of, or joint venturer with USI-TECH for any purpose. The Sales Partner is and will remain an independent contractor in his or her relationship with USI-TECH. USI-TECH shall not be responsible for withholding taxes with respect to the Sales Partner’s compensation hereunder. The Sales Partner shall have no claim against USI-TECH hereunder or otherwise for vacation pay, sick leave, retirement benefits, social security, worker’s compensation, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind.
(2) The Sales Partner acts as an autonomous and independent entrepreneur. He is neither an employee nor a commercial agent or broker of USI-TECH. He is not subject to any sales targets, acceptance, sales or other operational obligations. With the exception of the contractual obligations, the Sales Partner is not bound by any instructions from USI-TECH and carries the full commercial risk of his commercial activity including the obligation to bear all of his commercial costs and the obligation to properly pay his employees if he employs staff. The Sales Partner must organize and operate his business in line with the principles of a prudent businessman, which also includes operating his own office premises or a place of work managed in accordance with the principals of a prudent businessman.
(3) As an independent contractor, the Sales Partner is responsible for complying with the relevant statutory provisions including stipulations under tax and social-security law (e.g. obtaining a VAT ID or registering his employees with the relevant social-security authority as well as obtaining a commercial license if required). To that extent, the Sales Partner warrants that he will pay tax on all commission income and revenue from the exploitation of the products offered generated in the course of his role for USI-TECH in the proper manner at the place at which his business is registered. USI-TECH reserves the right to deduct the respective amount for taxes and contributions from the agreed commission or to demand compensation or reimbursement of expenses incurred by it as a result of a breach of the foregoing stipulations unless the Sales Partner was not at fault for the loss or expenditure. USI-TECH will not make any social-security contributions for the Sales Partner. The Sales Partner is not entitled to make any declarations or enter into any obligations in the name of USI-TECH.
- VOLUNTARY CONTRACTUAL REVOCATION POLICY/SPECIAL RIGHT OF TERMINATION (1) Sales Partner registers with USI-TECH as an entrepreneur and not a consumer. At the same time, USI-TECH grants to Sales Partner the following voluntary two-week contractual right of revocation:
Sales Partner may revoke its contractual declaration in text form (by letter or e-mail) within 14 days without specifying reasons. The period will start to run with the online transmission of the application to become a Sales Partner. The revocation period will be deemed complied with if the cancellation or the starter set was dispatched in good time (date of postmark/ e-mail).
The revocation must be addressed to:
USI Tech Limited
P.O Box 122036 Dubai UAE
Waiver of the right of revocation
Products, namely the download of software and/or the temporary provision of server capacities to the Sales Partner, will only be made available following the expiry of the revocation period. If the Sales Partner requires download of the software and/or the temporary provision of the server capacities before the end of the revocation period, he hereby expressly waives his right of revocation.
Consequences of revocation:
In the event of a valid revocation of the contractual declaration, the services received by both sides must be returned and any utilized services surrendered. In particular, Sales Partners are required to repay to USI-TECH any commission received in the event of an effective revocation. In this case, USI-TECH has the right to set off in full or in part any claims to commission acquired against the repayable license payments and/or the provision of the server capacities for the software. If a Sales Partner is unable to return to USI-TECH the services received in full or in part, or only in a deteriorated condition, the Sales Partner will be required to compensate USI-TECH for any loss. Any obligations to repay sums received must be completed within 30 days. The period starts to run for the Sales Partner on the dispatch of the Sales Partners declaration of revocation or the item, and for USI-TECH with its receipt.
After exercising the Sales Partners right of revocation, he or she can re-register as a Sales Partner with our company. The prerequisite for this is that Sales Partners revocation was made at least six months previously and he or she performed no activity for USI-TECH during this period.
End of the revocation policy
(2) If within 30 days of his registration with USI-TECH the Sales Partner has not verifiably performed any sales activities as defined above or has otherwise taken advantage of chargeable services of USI-Tech, USI-Tech reserves the right to issue an extraordinary termination to the Sales Partner by e-mail and to delete him from the sales system. For more information regarding re-registration of the Sales Partners after termination, please see clause 16(4) of the General Terms and Conditions for Sales Partners.
- ADMINISTRATIVE FEES USI-TECH does not charge any annual membership, administration and support fee for the use and maintenance, administration, support and care of the USI-TECH service (Back Office), unless this is specially stated.
- OBLIGATIONS OF THE SALES PARTNER IN THE CONTEXT OF ADVERTISING AND GENERAL OBLIGATIONS (1) The Sales Partner undertakes to protect his personal passwords and login IDs from third-party access. When performing his activities, the Sales Partner is prohibited from infringing the rights of USI-TECH, its Sales Partners, affiliated companies or other third parties, to harass third parties or otherwise to violate applicable law. In particular, the Sales Partner is not permitted to give incorrect or misleading information about USI-TECH products or the sales system for USI-TECH products. In the context of both his promotional activity, the Sales Partner will only make statements about the products of the USI-TECH range and the USI-TECH sales system that correspond to the stipulations on content in the USI-TECH promotional and information materials. Further, unsolicited promotional e-mails, promotional faxes or promotional SMS messages (spam) is also prohibited. Additionally, misuse or performing unlawful acts such as the use of unauthorized or unfair advertising (e.g. misleading statements) is prohibited. Representing or advertising the sale of securities, commodities, and/or any derivative financial product is strictly prohibited.
Sales Partners are strictly forbidden from offering or soliciting in any jurisdiction where the products and services of USI-TECH are not authorized to be marketed or sold or in jurisdictions where USI-TECH is not authorized to do business
(2) Special advertising guidelines:
(a) Nowhere on a piece of advertising may the Sales Partner make or claim any information about his income or earning potential at USI-TECH. Instead, during initial discussions he will be obliged at all times to expressly refer potential Sales Partners to the fact that only a small number of Sales Partners can generate a high income with their activity for USI-TECH and generating an income is only possible through very intensive and sustained work.
(b) Sales and marketing activities must not falsely claim that any commission will be paid as a headhunters bonus or otherwise in connection with the mere acquisition of a new Sales Partner. No other any acts may be performed that give rise to the impression that the sales system being advertised is an unlawful sales system, namely an illegal progressive snowball system or pyramid system or that it in any other way operates a fraudulent sales system; similarly, there may also be no pretense that USI-TECH operates a currency investment or interest-generating investment or other financial transaction or sells or otherwise distributes Bitcoins or other cryptocurrencies or similar products itself products or via third parties.
(c) Sales and marketing activities may not be aimed at minors or persons inexperienced in business and under no circumstances may they exploit their age, medical condition, or limited cognitive faculty to induce consumers to enter into an agreement. In the event of contact with what are considered socially vulnerable or foreign-language population groups, the Sales Partners will have the requisite regard to their financial capabilities and their cognitive and linguistic faculties, and in particular will refrain from any action that could induce members of such a group to enter into orders that are not appropriate for their circumstances.
(d) No sales and marketing activities that are inappropriate, illegal or uncertain or that exert inadmissible pressure on the selected consumers may be performed.
(e) Sales Partners will only make reference to letters of recommendation, test results, references or other persons vis–vis the consumer for commercial purposes if such have been officially authorized both by the referee and also USI-TECH and are appropriate and not obsolete. Similarly, letters of recommendation, tests and personal references must always have a connection to the intended purpose
(f) The consumer will not be induced to buy products through dubious and/or misleading promises, or equally through promises of special benefits, if these benefits are coupled to uncertain future success. The Sales Partners will avoid any acts that could induce the consumer to accept the offer on the sole grounds of doing the offeror a personal favor, ending an unwanted conversation or enjoying a benefit that is not part of the subject matter of the offer, or expressing gratitude for such a benefit being granted.
(g) A Sales Partner may not claim that the sales system, the remuneration plan, or the products of USI-TECH are approved or authorized or supported by a government authority or have been classified as legally sound by a law firm or equivalent service provider.
(3) The use, manufacture and distribution of the Sales Partners own sales documentation, Internet pages, product brochures, promotional videos or films or other online or offline media and advertising material produced at the Sales Partners own initiative is only permitted subject to the prior approval of USI-TECH. Similarly, the promotion of USI-TECH services via ones own or third-party Internet pages is only allowed subject to the prior written consent of USI-TECH, and in the absence of special authorization, advertising is only permitted via the official pages of USI-TECH. If the Sales Partner promotes the services of USI-TECH in other Internet media such as social networks (e.g. Facebook, Instragram, Google+), online blogs or chatrooms, he may only ever use the official USI-TECH advertising messages. Similarly, when advertising through other Internet media, the Sales Partner must make express reference to the fact that this is not an official advertisement or presence of USI-TECH.
(4) The Sales Partners may present the services of and membership of USI-TECH face-to-face, at home parties or events, online home parties, webinars, or other online presentations in accordance with applicable law and with a right of revocation.
(5) The services may not be offered at auctions, public and private digital flea markets, exchange platforms, online stores, Internet shops, Internet markets such as eBay, Amazon, or via comparable sales platforms.
(6) The Sales Partner undertakes to identify himself in the course of business as an INDEPENDENT USI-TECH PARTNER. Internet homepages, letter heads, business cards, vehicle lettering and advertisements, advertising documents and the like must always include the adjunct INDEPENDENT USI-TECH Sales Partner. The Sales Partner is further prohibited from applying for and taking on loans, effecting expenditure, entering into obligations, opening bank accounts or entering into other agreements in the name of USI-TECH for or in the interest of or in the name of the company.
(7) The Sales Partner is responsible for paying all travel costs, expenses, office costs, telephone costs, or other expenditure for advertising materials.
(8) In the course of business, the Sales Partner is not entitled name the brands of competing companies in a negative, disparaging, or otherwise unlawful manner or to rate other companies in a negative or disparaging manner.
(9) All presentation, advertising, training, and video/film materials etc. (including photographs) of USI-TECH are protected by copyright. They may not be reproduced, disseminated, made publicly accessible or processed by the Sales Partner beyond the contractually granted usage right either in full or in part without the express written authorization of USI-TECH.
(10) Similarly, the use (or modification) of the mark USI-TECH of the registered trademarks, product descriptions, work titles and commercial descriptions of USI-TECH beyond the expressly available advertising materials and other official USI-TECH documents is only permitted with express written consent. Further, the registration of ones own trademarks, work titles, Internet domains or other protected rights that contain the mark USI-TECH or registered trademarks, product descriptions, work titles, or commercial descriptions of USI-TECH is prohibited. The foregoing also applies to trademarks, commercial descriptions or work titles to which USI-TECH holds an exclusive usage right. The foregoing prohibition from sentence 2 applies equally to identical and similar signs. The relabeling of virtual products of USI-TECH is similarly prohibited.
(11) The Sales Partner is not allowed to respond to press requests about USI-TECH, its services, the USI-TECH marketing plan, or other USI-TECH services. The Sales Partner undertakes to forward all press queries without undue delay to USI-TECH at email@example.com. Further, the Sales Partner may also only make public statements (e.g. television, radio, Internet forums) about USI-TECH, the products of the USI-TECH range, and the USI-TECH sales system subject to the prior written consent of USI-TECH.
(12) The Sales Partner will communicate the place, time, and content of promotional events aimed at the broader public to the USI-TECH management via the event planning system provided by USI-TECH for this purpose in good time prior to publication of the invitation. USI-TECH may demand changes to or the cancellation of the event if so required in the interest of the company and the USI-TECH sales organization and its members.
(13) Customer inquiries or complaints of any kind about the products, service or remuneration system must be forwarded to USI-TECH at firstname.lastname@example.org without undue delay.
(14) The Sales Partners are prohibited at all times from selling or otherwise distributing their own marketing and/or sales documents to other Sales Partners of USI-TECH.
(15) A Sales Partner may have an entry placed in the Yellow Pages. However, the content of any such entry must be approved in writing by USI-TECH prior to publication and must contain the words INDEPENDENT USI-TECH Sales Partner.
(16) The use of chargeable telephone numbers for marketing the activity or products of USI-TECH is not permitted.
(17) USI-TECH will enable the Sales Partner to acquire the product for personal use and use of family members. Under no circumstances may the Sales Partner enable himself or his family members, other Sales Partners, or other third parties to acquire any products in excess of their own demand in order to generate or give a false impression of commission claims.
(18) After terminating his old position, a Sales Partner may re-register with USI-TECH. The precondition for doing so is that the termination and USI-TECHs confirmation of the termination for the Sales Partners position was made at least six months previously and the Sales Partner who terminated the relationship has not performed any activities for USI-TECH in this period.
(19) The Sales Partner may only promote and distribute services for USI-TECH or acquire new Sales Partners in states that have been officially opened up by USI-TECH.
(20) The Sales Partner undertakes to notify USI-TECH truthfully and without undue delay of any breaches of the rules of the General Terms and Conditions for Sales Partners or other violations of applicable law by other affiliates.
- RESTRICTIVE COVENANT / SOLICITATION / SALE OF THIRD-PARTY SERVICES (1) The Sales Partner is permitted to distribute products and /or services for other companies, including network-marketing companies, even if these are competitors.
(2) However, the Sales Partner is prohibited from soliciting other USI-TECH Sales Partners to distribute other products.
(3) The Sales Partner is also prohibited from entering into a sales partner agreement that violates the rights of other Sales Partners or other sales agreements that he has entered into with other companies and whose clauses are still effective.
(4) If the Sales Partner is operating for other competitors, other companies, or network-marketing companies at the same time, he undertakes to manage the respective activity (alongside his respective downline) in such a way that there is no connection to or mixing of his activity for the other company. In particular, the Sales Partner may not offer products other than USI-TECH products and/or services at the same time and at the same place in direct geographical proximity or on the same web site, Facebook page, other social media platform, or Internet platform unless USI-TECH has expressly approved this, for instance because of an official cooperation between USI-TECH and this company.
- CONFIDENTIALITYThe Sales Partner is required to maintain absolute confidentiality over the company secrets of USI-TECH and its structure. The company secrets also include in particular data of customers and Sales Partners as well as the information on the downline activities and the information contained therein. This obligation will continue to apply even after the end of the Sales Partner agreement.
Sales Partner acknowledges that during the engagement he/she will have access to and become acquainted with various trade secrets, inventions, innovations, processes, information, records and specifications owned or licensed by USI-TECH and/or used by USI-TECH in connection with the operation of its business including, without limitation, USI-TECH’s business and product processes, methods, customer lists, accounts and procedures. Sales Partner agrees that [he or she] will not disclose any of the aforesaid, directly or indirectly, or use any of them in any manner, either during the term of this Agreement or at any time thereafter, except as required in the course of this engagement with USI-TECH. All files, records, documents, blueprints, specifications, information, letters, notes, media lists, original artwork/creative, notebooks, and similar items relating to the business of USI-TECH, whether prepared by Sales Partner or otherwise coming into his/her possession, shall remain the exclusive property of USI-TECH. Sales Partner shall not retain any copies of the foregoing without USI-TECH’s prior written permission. Upon the expiration or earlier termination of this Agreement, or whenever requested by USI-TECH, Sales Partner shall immediately deliver to USI-TECH all such files, records, documents, specifications, information, and other items in [his or her] possession or under his/her control. Sales Partner further agrees that he/she will not disclose his/her retention as an independent contractor or the terms of this Agreement to any person without the prior written consent of USI-TECH and shall at all times preserve the confidential nature of his/her relationship to USI-TECH and of the services hereunder.
- SALES PARTNER PROTECTION / CROSSLINE SPONSORING / BONUS MANIPULATION (1) Each active Sales Partner who first places a new Sales Partner for selling the USI-TECH products will be assigned the new Sales Partner in his structure (Sales Partner protection), whereby the allocation will depend on the date and the time of the receipt of the registration application paid for by the new Sales Partner USI-TECH. If two Sales Partners consider themselves to be the sponsor of the new Sales Partner, USI-TECH will only consider the sponsor mentioned in the initial registration.
(2) USI-TECH is entitled to delete all personal data from its system, including the e-mail address of the Sales Partner, if promotional mail, letters, or e-mails are returned labeled moved away, deceased, not accepted, unknown etc. and the Sales Partner does not correct the incorrect information within a reasonable deadline. If USI-TECH incurs costs due to non-deliverable promotional mail and packet costs, it is entitled to demand repayment of the costs from the reporting Sales Partner unless he is not responsible for the incorrect delivery.
(3) Further, crossline sponsoring and any attempt at such is forbidden within the company. Crossline sponsoring means acquiring a person or a company who is already a Sales Partner at USI-TECH in another sales line or has had a Sales Partner agreement within the last six months. It is further prohibited to use the name of ones spouse, relatives, trading name, corporations, partnerships, trust companies, or other third parties to bypass these provisions.
(4) Bonus manipulations are prohibited. These include in particular the sponsoring of Sales Partners who do not in fact carry on the business of USI-TECH (known as straw men), as well as overt or covert multiple registrations, to the extent that such is prohibited. It is further prohibited to use the name of ones spouse, relatives, trading name, corporations, partnerships, trust companies or other third parties to bypass these provisions. It is also prohibited to induce third parties to buy or sell products in order to achieve a better position in the remuneration plan or otherwise perform a manipulation of the bonus system.
(5) The Sales Partner has no entitlement to territorial protection or exclusivity.
- REMINDERS, LIQUIDATED DAMAGES, COMPENSATION, INDEMNITY (1) In the event a first breach of the obligations of the Sales Partner governed by clause 7, a written reminder will be issued by USI-TECH with a reasonable deadline of ten (10) days for the breach of duty to be rectified. The Sales Partner undertakes to repay the reminder costs, in particular any attorneys fees incurred for the reminder.
(2) Express reference is made to clause 16 (3) according to which USI-TECH is entitled to effect an extraordinary termination without a prior reminder in the event of a breach of the obligations governed by clause 8, 9 and 10 (3) and (4) as well as of a particularly severe breach of clause 7 or other applicable contractual or statutory law. The immediate extraordinary right of termination governed by clause 16 (3) notwithstanding, USI-TECH has the right in individual cases to issue a reminder as defined in paragraph (1) , including with a shortened rectification period, at its discretion on the occurrence of one of the foregoing breaches of duty before declaring the extraordinary termination.
(3) If on expiry of the rectification period set by the reminder the same or an essentially similar breach again occurs, or if the breach that lead to the original reminder is not rectified, an adequate level liquidated damages to be determined at the discretion of USI-TECH and reviewed by the competent court will be payable immediately. Further, additional attorneys costs will be incurred in asserting the liquidated damages, which the Sales Partner is obliged to reimburse, and to which express reference has already been made.
(4) Additionally, the asserted liquidated damages notwithstanding, the Sales Partner will further be liable for all loss incurred by USI-TECH as a result of a breach of duty as defined in clauses 7-9 and clause 10 (3) and (4), unless the Sales Partner is not responsible for the breach of duty.
(5) In the event of a claim by a third party due to a breach of one of the obligations governed by clauses 7-9 and clause 10 (3) and (4) or a different breach by the Sales Partner against prevailing law, the Sales Partner shall indemnify USI-TECH against any liability at the first request of USI-TECH. In particular, the Sales Partner undertakes to cover all costs, in particular attorneys, court, and compensation costs, incurred by USI-TECH in this context.
(6) Sales Partner shall indemnify and hold harmless USI-TECH and its directors, officers, employees, agents, stockholders, affiliates, Sales Partners and customers from and against all allegations, claims, actions, suits, demands, damages, liabilities, obligations, losses, settlements, judgments, costs and expenses (including without limitation attorneys fees and costs) which arise out of, relate to or result from any act or omission of Sales Partner.
- PRICE ADJUSTMENTS USI-TECH reserves the right to adjust the prices payable by the Sales Partner or commission components attributable to the services, the remuneration plan, or usage fees at the start of a new invoicing period, in particular to raise prices or adapt commissions to the market circumstances, especially following changes to the market situation and/or sales structure. USI-TECH shall notify the Sales Partner of the adjustment within a reasonable period prior to the adjustment. Increases of the prices by more than 5% or changes to the remuneration plan that disadvantage the Sales Partner by more than 10% give the Sales Partner the right to object to the amendment. If he does not object to the amended terms within a month of their announcement, they will become a component of the agreement. Any adjustments known at the point of the conclusion of the Sales Partner agreement do not require notification and do not entitle the Sales Partner to a right of objection. In the event of an objection, USI-TECH is entitled to terminate the agreement at the point at which the amended or additional terms and conditions of business are intended to take effect.
- ADVERTISING MATERIALS, GRATUITIES, DATA PROCESSINGAll free advertising materials and other gratuities provided by USI-TECH may be revoked at any time with future effect.
- REMUNERATION / PAYMENT TERMS / COMMISSION-PAYMENT TERMS / PROHIBITION ON ASSIGNMENT (1) The Sales Partner shall, on attaining the necessary qualifications, receive the commission and other remuneration components resulting exclusively from the respective qualification requirement from the USI-TECH remuneration plan as remuneration for his activity. All commission claims are derived from the remuneration plan as amended from time to time which the Sales Partner can access in his Back Office and which can be viewed in the Back Office at any time. Payment of the remuneration shall cover all of the Sales Partners costs for the maintenance and performance of his business unless otherwise contractually agreed.
(2) USI-TECH reserves the right to request that the Sales Partner prove his identity and commercial registration (e.g. presentation of the trading license) before the first commission payment is made. At USI-TECHs discretion, the proof of identity will be provided in the form of a copy of the ID card or passport in connection with a current electricity, gas, water, or other utility bill (no older than one month) and must be provided within two weeks of being requested. In the case of legal entities and partnerships or registered merchants, proof of identification of the person responsible (e.g. managing director or personally liable shareholder) is required and if an entry in the commercial has been made a copy of the current extract of the commercial register (no older than one month) must be presented.
(3) In the first instance the Sales Partner will be classed as a small-business operator at USI-TECH. He shall notify USI-TECH without undue delay by presenting his tax ID and a confirmation from the competent tax authority as soon as he opts into paying sales tax (VAT) in the course of his commercial activity or exceeds the small-business threshold.
(4) Commission and fees for the supply of services by the Sales Partner may, if no different account was expressly accepted in writing by USI-TECH, only be paid into accounts held in his name or of a partnership or a legal entity that has a contractual relationship with USI-TECH. Payments may not be made to third-party accounts or to a foreign account in a country in which the Partner is registered.
(5) USI-TECH is entitled to assert a right of retention in accordance with the statutory provisions. Similarly, USI-TECH is entitled to assert a right of retention in respect of the payment of commissions if not all documents required by law have been presented to USI-TECH prior to the first payment, e.g. the VAT ID for legal entities, if applied for and issued. If USI-TECH exercises the right of retention of commission payments, it shall be deemed agreed that the Sales Partner has no entitlement to claim interest during the retention period of the commission.
(6) USI-TECH is entitled to set off in full or in part claims that USI-TECH has against the Sales Partner against the Partners commission claims. The Sales Partner shall have a right of set-off if the counterclaims are undisputed or have been established at law.
(7) Any assignment and pledging of claims accruing to the Sales Partner under Sales Partner agreements shall be excluded unless this is contradicted by prevailing law. This agreement may not be encumbered with third-party rights, unless this is precluded by prevailing law.
(8) The Sales Partner shall check the invoices issued promptly and notify USI-TECH of any objections without undue delay. All claims to commission arise under the applicable remuneration plan that the Sales Partner can access in his Back Office and that can also be viewed in the Back Office. USI-TECH must be notified of any incorrect commissions, bonuses other payments in writing within 60 days of the incorrect payment. After this point in time, the commissions, bonuses, or other payments will be deemed approved.
(9) The commissions will be paid weekly at the express request of the Sales Partner taking into account the USI-TECH payment terms and payment types.
- BLOCKING THE SALES PARTNER (1) If the Sales Partner does not provide all necessary proof within 14 days of registration and acknowledgment of the requirements for the payment of commissions, USI-TECH is entitled to block the Sales Partner temporarily until such time as the documents required by law have been provided. The above also applies in the event that the deadline as defined in clause 14 (2) lapses without avail or if the stipulations governed by clause 14 (3) are breached until the requisite act is rectified, and this also applies to a non-payment of the charges or license fees due from the Partner. The duration of a block does not entitle the Sales Partner to effect an ordinary termination and results in neither a repayment of the initial starting order already paid or a claim for damages unless the Sales Partner is not responsible for the block.
(2) Commission claims that cannot paid for the stated reasons will be posted as a reserve within USI-TECH and will become time barred no later than on the expiry of the statutory time limit.
(3) USI-TECH is entitled to claim compensation for the reminder costs for each case of reminder.
(4) The blocking reasons set out in paragraph (1) notwithstanding, USI-TECH reserves the right to block a Sales Partner for good cause. In particular, USI-TECH reserves the right to block a Sales Partners access without notice if the Sales Partner breaches the obligations set out in clauses 7-9 and clause 10 (3) and (4), or violates other prevailing law, or other good cause is deemed given and the Sales Partner does not rectify the corresponding breach of duty within the period stated in clause 5 following a corresponding reminder from USI-TECH.
- DURATION & TERMINATION OF THE AGREEMENT (1) The Sales Partner agreement is concluded for twelve months. The agreement will be extended for a further twelve months at a time if no termination is made subject to a termination period of three months to the end of the agreement.
(2) The reason for termination in (1) notwithstanding, USI-TECH reserves the right to terminate the agreement for good cause. Good cause shall be deemed given in particular in the event of a breach of one of the obligations regulated in clause 7 if the Sales Partner does not meet his rectification obligation as set out in clause 11 (1) within the required time or the same or a comparable breach occurs subsequent to the breach of duty. USI-TECH is entitled to effect an extraordinary termination without a prior reminder in the event of a breach of the obligations governed by clause 8, 9 and 10 (3) and (4) as well as of a particularly severe of clause 7 or other applicable contractual or statutory law. Similarly, grounds for an extraordinary termination shall be deemed given if the Sales Partner does not observe the provisions of clause 14 (2) and (3), and also following a block as set out in clause 15 (1) where no rectification has taken place at the point at which a final grace period expires. Further, both parties shall have grounds for an extraordinary termination if insolvency proceedings are instituted against the other party or the instituting of such proceedings is rejected due to lack of assets or the other party is otherwise illiquid or has given an affidavit regarding its illiquidity in the course of compulsory enforcement proceedings. The right to affect an extraordinary termination is without prejudice to any additional claims.
(3) Domains that contain the mark USI-TECH, a trademark, a commercial description or a work title of USI-TECH may no longer be used after the termination of the agreement and must be surrendered to USI-TECH following a corresponding request against payment of the costs of the transfer of the domain. The foregoing also applies to trademarks, commercial descriptions, or work titles to which USI-TECH holds an exclusive usage right.
(4) After an ordinary termination of his old position, a Sales Partner may re-register with USI-TECH via another sponsor. The precondition for doing so is that the ordinary termination and USI-TECHs confirmation of the termination for the Sales Partners position was made at least six months previously and the Sales Partner who terminated the relationship has not performed any activities for USI-TECH in this period.
(5) On termination of the agreement, the Sales Partner has no entitlement to a payment of commission, and in particular no entitlement to a claim for adjustment as a commercial agent as the Sales Partner is not a commercial agent as defined by the German Commercial Code (Handelsgesetzbuch).
(6) If at the same time a Sales Partner claims other services from USI-TECH that are independent of the Sales Partner agreement, these services shall remain in force irrespective of the termination of the Sales Partner agreement unless the Sales Partner also expressly demands the termination of these services as part of the termination process and such a termination is permissible. If the Sales Partner continues to receive services from USI-TECH following the termination of the agreement, he will be managed as a normal customer.
(7) All terminations must be made in writing.
- DISCLAIMER (1) USI-TECH shall only be liable for losses incurred as a result of willful misconduct or grossly negligent acts, or the culpable breach of a material contractual duty (e.g. payment of commission), by USI-TECH, its employees, or vicarious agents. This also applies to losses arising from the breach of duties in contractual negotiations and the performance of unauthorized acts. Any further liability for compensation shall be excluded.
(2) Except for cases of death, personal injury, and harm to health or willful misconduct or grossly negligent acts by USI-TECH, its employees, or vicarious agents, liability shall be limited to the type of loss foreseeable on conclusion of the agreement and otherwise to the level of the average loss for the type of contract. This also applies to indirect loss, in particular loss of profits.
(3) USI-TECH shall not be liable for any losses of any kind arising as a result of data losses on the servers, except in the event of grossly negligent or willful culpability on the part of USI-TECH, its employees, or vicarious agents. Stored content belonging to the Sales Partners represents third-party information for USI-TECH.
- TRANSFER OF THE BUSINESS OPERATIONS / SPONSORED STRUCTURE TO THIRD PARTIES / DEATH OF THE SALES PARTNER (1) USI-TECH may transfer its contractual position in full or in part to a successor company at any time. This company will perpetuate the business that is the subject matter of this agreement in the same manner and assume the existing rights and duties in full.
(2) The Sales Partner is entitled to transfer his sales structure subject to prior written consent from USI-TECH and the presentation of a sales and/or transfer agreement with the third party, as well as presentation of the third partys Sales Partner application to USI-TECH, unless USI-TECH makes use of its existing right of pre-emption in advance. The sales structure may only be transferred to persons who are not Sales Partners of USI-TECH at the point of the transfer. Conversely, Sales Partners of USI-TECH may not transfer or purchase a sales structure. The consent may only be withheld by USI-TECH if it makes use of its right of pre-emption, and otherwise only for good cause. The Sales Partner undertakes to notify USI-TECH of the intended transfer of its sales structure in writing. On receipt of the written notices, USI-TECH has one month to make use of its right of pre-emption. If this does not happen, the transfer is permitted unless it is precluded on other cogent grounds. A sale is only possible if the contractual relationship has not been terminated. In the event of termination without notice or a breach of these General Terms and Conditions for Sales Partners and Deliveries, the Sales Partners right to sell his own sales organization shall lapse, as will be the case if the selling Sales Partner still owes USI-TECH money.
(3) If a legal entity or partnership is registered as a Sales Partner, the sales structure may only be transferred subject to the further prerequisites of this agreement.
(4) If a legal entity or partnership that is newly registered as a Sales Partner wants to take on a new shareholder, this is possible if the previous shareholder(s) that applied for the Sales Partnership also remain (a) shareholder(s). If a shareholder is seeking to exit a legal entity or partnership registered as a Sales Partner or to transfer his shares to a third party, this act is permissible following a corresponding written request and presentation of the corresponding notarized document and in accordance with the provisions of this agreement in compliance with the stipulation in (2) of the General Terms and Conditions for Sales Partners. USI-TECH charges an administration fee of 25.00 for processing the foregoing application. If this stipulation is not complied with, USI-TECH reserves the right to terminate the agreement with the legal entity or partnership registered as a Sales Partner.
(5) The Sales Partner agreement will come to an end no later than on the death of the Sales Partner. The Sales Partner agreement may be bequeathed subject to compliance with the statutory requirements. Within six months of the death, a new Sales Partner agreement must be entered into with the heir via which he/she enters into the rights and duties of the testator. If the heir or one of the heirs as a natural person is already registered as a Sales Partner with USI-TECH, the heir must relinquish his previous position in the sales structure of USI-TECH or, if the prerequisites of clause 18 (2) apply, he must transfer one of the two future sales structures in accordance with clause 18 (2) to a third party given that only one position in the marketing plan may be assigned to each natural person. Proof of the death must be provided in the form of a death certificate. If a will exists relating to the bequest of the Sales Partner agreement, a notarially certified copy of the will must be provided. If the six-month deadline expires unused, all rights and duties under the agreement will pass to USI-TECH. In exceptional cases the six-month period may be extended by an appropriate period if it is disproportionately short for the heir in an individual case.
- SEPARATION / DISSOLUTIONIn the event that a Sales Partner registered as legal entity or partnership winds up his company internally, it is still the case following the separation, dissolution, or other determination of the foregoing company that only one Sales Partner position remains. The departing members/shareholders need to come to an agreement among themselves as to which member(s)/shareholder(s) will perpetuate the Sales Partnership and to notify USI-TECH accordingly in writing. In the event of an internal dispute on the consequences of the separation, divorce, dissolution, or other determination relating to the Sales Partnership at USI-TECH, USI-TECH reserves the right to effect an extraordinary termination if such dispute has resulted in the Sales Partners duties being neglected, or in a breach of these General Terms and Conditions for Sales Partners, a breach of prevailing law, or a disproportionate detriment to the downline or upline.
- INCLUSION OF THE REMUNERATION PLAN (1) The remuneration plan and the associated stipulations are an express component of the Sales Partner agreement. The Sales Partner must comply with the provisions of the latest applicable version at all times.
(2) On submission of the online application to USI-TECH, the Sales Partner warrants at the same time that it has acknowledged the remuneration plan and accepted these documents as a component of the agreement.
(3) USI-TECH is entitled to amend the remuneration plan at any time. USI-TECH will announce any amendments subject to a reasonable deadline. The Sales Partner is entitled to object to the amendment if he does not expressly accept the amendment. In the event of an objection, the Sales Partner is entitled to terminate the agreement at the point at which the amendment takes effect. If he does not effect an ordinary termination of the agreement within four weeks of the amendment taking effect, the Sales Partner accepts the amendment.
- USE OF PHOTOGRAPHIC & AUDIOVISUAL MATERIALThe Sales Partner grants to USI-TECH the right at no charge to record or implement photographic and/or audiovisual material with his likeness, voice recordings, or statements and quotes from him in the course of his role as a Sales Partner. To this extent, the Sales Partner expressly consents to the publication, use, reproduction and alteration of his quotes, images or recordings by signing the Sales Partner application and acknowledging these General Terms and Conditions for Sales Partners and Deliveries. The Sales Partner has the right to revoke the foregoing consent. In the event of a revocation, USI-TECH will cease the above usage within a month.
- DATA PROTECTION (1) The following data protection declaration takes precedence over other data protection declarations of USI-TECH. These can be viewed and retrieved in the Back Office (Web Office) of USI-TECH and merely have a supplementary function.
(2) USI-TECH will use the personal data (e.g. salutation, name, address, e-mail address, telephone number, fax number, bank details) submitted by the Sales Partner in accordance with the stipulations of German data protection provisions for the purposes of invoicing and performing the agreement. To that extent, USI-TECH shall only store and process data provided by the Partner when completing the application form and in particular will not create any user-behavior profiles.
(3) For the purposes of performing the agreement, e.g. invoicing, entering into a lease or paying commission, product and marketing information, the Sales Partners personal data will be forwarded to third parties, such as the accounts team or the payment service provider responsible for making payments, to the extent that this is required for performing the aforementioned contractual duties.
(4) The Sales Partner may object to the forwarding of his data at any time with future effect by e-mailing email@example.com.
(5) Beyond the foregoing purpose, none of the Sales Partners personal data submitted to USI-TECH will be passed to third parties without his separate written consent unless this takes place as a result of a statutory or official order.
(6) After the termination and performance of the agreement, which also includes the complete payment of the agreed feed, the Partners data will be deleted, with the exception of the data for which consent for further usage was provided, unless a statutory duty of retention applies.
(7) If the Partner requires further information on the storage of his personal data or wants his personal data to be deleted, blocked or amended, the USI-TECH data protection officer can assist directly.
- LIMITATIONThe claims under this agreement shall become time-barred six months following the point at which the claim in question falls due and the person entitled to the claim acknowledges the circumstances that give rise to his claim or is his lack of awareness of these circumstances is due to gross negligence. This is without prejudice to any statutory provisions that provide for a longer limitation period.
- GOVERNING LAW / DIFFERENT JURISDICTION (1) The governing law shall be that of the registered office of USI-TECH with the exclusion of UN sales law. This is without prejudice to any mandatory provisions of the state in which the Sales Partner has his normal place of residence.
(2) The legal forum and place of performance is the place in which USI-TECH has its registered office, unless this is precluded by prevailing law.
- CLOSING PROVISIONS (1) USI-TECH is entitled to amend the General Terms and Conditions for Sales Partners at any time. USI-TECH will announce any amendments subject to a reasonable deadline. USI-TECH will announce any amendments subject to a reasonable deadline. The Sales Partner has the right to object to the amendments. In the event of an objection, the Sales Partner is entitled to terminate the agreement at the point at which the amendment takes effect. If he does not effect an ordinary termination of the agreement within four weeks of the amendment taking effect, the Sales Partner accepts the amendment.
(2) In other respects amendments or addenda to these General Terms and Conditions for Sales Partners must be provided in writing. The same applies to the revocation of the requirement for the written form.
Latest revision to the General Terms and Conditions for Sales Partners: August 17, 2017
Introduction: USI-TECH (USI) has a strong commitment to providing excellent service to all of our affiliates and customers, including respecting their concerns about privacy. We understand that visitors to our website may have questions about how this website collects and uses information. We have prepared this statement to inform you of the privacy principles that govern USI-TECH.
This statement contains numerous general and technical details about the steps we take to respect your privacy concerns. The bottom line is that meeting your needs and expectations form the foundation of everything we do – including protecting your privacy.
Browsing: This website does not collect personally identifiable information from your computer when you browse the site. This means that, unless you voluntarily and knowingly provide us with personally identifiable information, we will not know your name, your e-mail address, or any other personally identifiable information.
Internet Protocol (IP) Address: An IP address is a number that is automatically assigned to your computer when you browse the Internet. When users request a page from our site, our servers log the user’s current IP address. We use IP addresses to help diagnose problems. We do not link IP addresses to any personally identifiable information about you.
Pixel Tags: The third party service providers mentioned above serve and host USI advertisements on other sites. To track the effectiveness of USI advertisements on other sites, USI-TECH uses pixel tags (also known as clear gifs, beacon gifs, 1-by-1 gifs, or web bugs). Pixel tags are not visible to the user of the site and consist of a few lines of computer coding. If you are visiting USI-TECH from an advertisement on another site, the pixel tag references the cookie you received when you clicked on the advertisement. The pixel tag then registers this activity with the third party advertising company to allow us to count the number of times an advertisement is accessed. In addition, we also measure the reservations generated from a particular ad. At no time is personally identifiable information about you or your reservation collected by the third party advertising company, nor is any tracking information generated from the pixel tag allowed to be used by them for any other purpose other than to report website activity to us or allow us to better target future interactive advertising.
Our third party service providers may use pixel tags in USI marketing e-mails that help us send the e-mail in a format you can read, to allow us to know which e-mails you act upon and to better target the content of future e-mails. In addition, we track the aggregate number of e-mails read and whether any of the links in the e-mail were accessed. No other information is collected or used from pixel tags
Information We Collect: When we need to collect personally identifiable information from you, we will ask you to voluntarily supply us with the information we need. For example, if you would like to create a USI account or receive information regarding upcoming USI technological advances, we will ask you for information such as name, address, telephone number, e-mail address, and quite possibly credit card number. We will use your e-mail address to send a confirmation and, if necessary, might use the other information to contact you for help to process the reservation. The same types of information may would be requested to complete any other membership related activity. As indicated below (see E-Mail section), we may also use your e-mail address to notify you about special offers and promotions.
Securing the Transmission and Storage of Information: When we ask you for credit card data when making a reservation or purchasing a gift certificate, it is transferred over a Secured Sockets Layer (SSL) line provided you are using a SSL enabled browser such as Safari, Google Chrome, Microsoft Internet Explorer, or the like. We also use SSL on other select pages where you would enter personally identifiable information. This ensures that your information is encrypted as it travels over the Internet. This secure mode is enabled before any such information is transmitted from your computer. You will know you are in secure mode when the padlock or key icon in the lower right-hand or left-hand corner of the computer screen appears in the locked position. In addition, when accessing a secure server, the first characters of the site address will change from http to https. After information reaches USI it is stored on a secure server that resides behind firewalls designed to block unauthorized access from outside the Company.
E-Mail: It is our intention to only send you e-mail communications that will be useful to you and that you want to receive. When you make a reservation and provide your e-mail address, we will occasionally contact you via e-mail and provide information about special offers and promotions that may be of interest to you. These communications will relate to USI offers and/or the promotions of select, reputable third parties with whom USI has a strategic marketing relationship because they offer products or services that we believe would of interest to you. We use a third party e-mail service provider to send e-mails. This service provider is prohibited from using your e-mail address for any purpose other than to send USI related e-mail. Every time you receive e-mail you will be provided the choice to opt-out of future e-mails by following the instructions provided in the e-mail, or you may opt-out by updating your online profile
USI Use of Information: We treat the information you provide to us as confidential information; it is, accordingly, subject to our company’s security procedures and strict corporate policies regarding protection and use of confidential information. Because laws applicable to personal information vary by country, our business operations may put in place additional measures that vary depending on the applicable legal requirements. Information collected on the sites covered by this privacy statement, which are listed in the first paragraph, is generally processed and stored in the United Arab Emirates (UAE).
The personally identifiable information you provide to us for making a reservation is made available to the applicable hotel for the purpose of meeting your reservation request. If you cancel your account, the information is stored for recordkeeping purposes only and is not accessed again. After creating your account, unless you specifically tell us otherwise, the information you provide may be used by us for direct marketing of USI, the products of affiliates or select, reputable third parties with whom USI has a strategic marketing relationship because they offer products or services that we believe would of interest to you. USI may use the services of a third party mail house for the sole purpose of mailing materials.
Disclosure of Information to Third Parties: USI prohibits the sale or transfer of personal information to unaffiliated third parties outside of USI for their use without your approval.
Links to Other Sites: If you choose to leave this USI site via links to other non-USI websites, including those of advertisers, USI is not responsible for the privacy policies or content of those sites, nor is USI responsible for the cookies those sites use.
Legal Issues: This is an internationally based website and is subject to the law of the UAE. USI will disclose personally identifiable information without your permission when required by law, or in good faith belief that such action is necessary to investigate or protect against harmful activities to USI guests, visitors, associates, or property (including this site), or to others when entities performing business activities on USI’s behalf necessitate such information (e.g., credit card processing or customer support services) or in the event that USI is merged, acquired by or acquires another company. As mentioned above, laws related to personal identifiable information vary by country. For example, personally identifiable information collected in the United Arab Emirates is subject to the UAE Data Protection Directive.
USI-TECH Privacy Statement Changes: In the future, we may need to change the privacy statement for USI-TECH. All changes will be made here so that you will always know what information we gather, how we might use that information and whether we will disclose it to anyone.
Website Terms & Conditions
USI-TECH Limited, a UAE limited company, (USI-TECH) provides the USI-TECH software and services (USI-TECH Software), and any data or content available through USI-TECH software, the USI-TECH website, or any other product or service offered by USI-TECH, (collectively, the USI-TECH Products), to you under the terms and conditions (the Terms and Conditions) set forth in this USI-TECH User Agreement (the User Agreement). Use of any USI-TECH product or service indicates your acceptance of the Terms and Conditions and your agreement to be bound by this User Agreement. USI-TECH reserves the right to modify this User Agreement at any time and for any reason in USI-TECHs sole discretion. If this User Agreement, or any modification of this User Agreement, is or becomes unacceptable to you, you must discontinue your use of USI-TECH Products immediately. Your continued use of USI-TECH Products after the modification of this User Agreement indicates your valid and legally binding acceptance of such modification
- No Advice
USI-TECH products and services are provided to you for informational purposes only and content contained therein should not be construed as an offer to buy or sell a particular security or a solicitation of offers to buy or sell a particular security. USI-TECH may make available, from USI-TECH or third parties, certain information related to the potential price movement of particular securities, but such information is for informational purposes only and should not be construed as an endorsement, recommendation or sponsorship of any company or security by USI-TECH. USI-TECH does not give investment advice or advocate the purchase, holding or sale of any security or investment by any user of USI-TECH. USI-TECH does not provide any legal, tax, or accounting advice or advice regarding the suitability, profitability, or potential value of any particular investment, security, or informational source. By acceptance of this User Agreement, you acknowledge and agree that any reliance upon the content or data available through USI-TECH is at your own sole risk.
USI-TECH does not directly or indirectly sell or otherwise distribute or act as a broker and/or broker dealer for any cryptocoins, commodities, bonds, stocks, stock indices, on behalf of itself or via third parties. FURTHER, USI-TECH DOES NOT PROVIDE FINANCIAL ADVICE AND IS NOT IN THE BUSINESS OF TRANSACTING TRADES
Much of the content or data available through USI-TECH is obtained from, or posted by, third parties. Such third parties are solely responsible for the content or data they make available through USI-TECH. USI-TECH does not endorse, or independently verify the accuracy, timeliness or completeness of, any postings that appear on USI-TECH, and strongly urges you to read and post information publicly with caution. Investment or trading decisions should not be based on information obtained through USI-TECH. The third parties and/or Sales Partners that make such information available through public forum may not be who they claim to be or may not be affiliated with whom they claim to be. The information they make available may be incorrect, either because of mistakes or, unfortunately, because of intentional deceit.
USI-TECH, and its directors, officers, agents and employees, may hold positions in securities mentioned on USI-TECH and may make purchases or sales from time to time in such securities.
- User Conduct
USI-TECH reserves the right, in its sole discretion, to monitor and/or remove any information transmitted or received through USI-TECH products. USI-TECH also reserves the right, in its sole discretion, to modify and/or terminate your Username or any other identifying name used by you with respect to USI-TECH Products. Prior to the express written permission of USI-TECH, you agree not to:
- Post material, non-public information about companies, without the specific written authorization to do so;
- Disseminate statements with abusive, harassing, violent, violence-glorifying, inflammatory, sexist, obscene, pornographic, racist, morally reprehensible, or otherwise objectionable or forbidden content;
- Insult, harass, threaten, intimidate, defame, or embarrass other customers, employees, or premium partners of USI-TECH;
- Solicit, entice or otherwise seek to obtain any business, through advertisement, endorsement or any other means, from any user of USI-TECH Products;
- Post, transmit, copy, transfer, make available or otherwise distribute all, or any part or derivative of, the information provided by USI-TECH Sales Partners to USI-TECH users, even if such information is a fact, truth or general statement in which there are no proprietary intellectual property rights;
- Post, transmit, copy, license, sell, transfer, make available or otherwise distribute third party copyrighted information or in any way infringing on the intellectual property rights, contractual or fiduciary rights of others;
- Impersonate any person or entity, including, without limitation, any USI-TECH employee, any USI-TECH Sales Partner or other USI-TECH user;
- Post, transmit, copy, transfer, make available or otherwise distribute information or content that (i) may be considered bulk or junk e-mail (i.e. spam) or (ii) contains any software virus or any other computer code, files or programs that are designed or intended to disrupt, damage or limit the functioning of any software, hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party.
- Harvest or collect information about USI-TECH users or use any such information for the purpose of transmitting or facilitating transmission of unsolicited bulk e-mail or other unsolicited communication.
Your use of USI-TECH Products is subject to all applicable local, state, national and international laws and regulations, including, without limitation, the rules of any national or other securities exchange. You agree not to transmit any material that could constitute or encourage conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law or regulation, or rule of a national or other securities exchange
You agree that you are responsible for all statements made, and acts or omissions that occur, on your USI-TECH account while your password is being used. If you believe someone has used your password or account without your authorization, you must notify USI-TECH immediately. USI-TECH reserves the right to access and disclose any information, including, without limitation, user names of accounts and other information, to comply with applicable laws and lawful government requests.
- Rights to Data and Content
The data and content available through USI-TECH is the property of USI-TECH or third parties and is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Data and content received through USI-TECH may be displayed, reformatted and printed for your personal, non-commercial use only and shall not be replicated or reproduced without the express prior written consent of USI-TECH. You agree to comply with any copyright notices, information or restrictions contained in the data and content on or accessed through USI-TECH.
- Disclaimer, Limitation of Liability and Waiver of Representations and Warranties
YOUR USE OF USI-TECH SOFTWARE, THE USI-TECH WEBSITE, AND ANY OTHER USI-TECH PRODUCTS AND SERVICES IS AT YOUR OWN SOLE RISK. USI-TECH PRODUCTS AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR PERSONAL USE ONLY. USI-TECH, AND ITS DATA AND CONTENT PROVIDERS, MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. USI-TECH AND ITS DATA AND CONTENT PROVIDERS, EXPRESSLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. ANY QUOTATIONS PROVIDED AS PART OF USI-TECH SERVICE MAY NOT REFLECT THE PRICES AT WHICH THE QUOTED SECURITIES, CRYPTOCURRENCIES, OR DERIVATES MAY BE BOUGHT OR SOLD. YOU AGREE NOT TO HOLD USI-TECH, OR ANY OF ITS OFFICERS, DIRECTORS, OWNERS, AGENTS, EMPLOYEES, OR DATA AND CONTENT PROVIDERS, LIABLE FOR ANY DAMAGES ARISING FROM THE USE, DISCONTINUATION OR MODIFICATION OF ALL OR PART OF THE USI-TECH SERVICE, OR ANY DATA OR CONTENT FOUND ON USI-TECH, NOW OR IN THE FUTURE.
IN PARTICULAR, YOU SHOULD BE AWARE THAT USI-TECH, AND ITS DATA AND CONTENT PROVIDERS, DO NOT GUARANTEE OR INDEPENDENTLY VERIFY THE ACCURACY, COMPLETENESS, AVAILABILITY OR TIMELINESS OF ANY USI-TECH PRODUCTS, OR ANY DATA OR CONTENT ASSOCIATED WITH USI-TECH PRODUCTS. THE DATA AND CONTENT COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. USI-TECH, AND ITS DATA AND CONTENT PROVIDERS, SHALL NOT BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY CLAIM, LOSS OR DAMAGE CAUSED BY YOUR USE OF OR RELIANCE ON OR INABILITY TO USE ANY USI-TECH PRODUCTS, OR ANY DATA OR CONTENT ASSOCIATED WITH USI-TECH PRODUCTS.
IF YOU ARE DISSATISFIED WITH THE USI-TECH PRODUCTS OR WITH THE TERMS AND CONDITIONS OF THIS OR ANY OTHER USER AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP USING USI-TECH PRODUCTS. NEITHER USI-TECH, NOR ITS DATA OR CONTENT PROVIDERS, WILL PAY YOU ANY DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF SUCH DAMAGES ARE THE RESULT OF THE NEGLIGENCE OF USI-TECH OR THE NEGLIGENCE OR WILLFUL MISCONDUCT OF ITS DATA OR CONTENT PROVIDERS.
IN THE UNITED STATES OF AMERICA, AS AN INTERACTIVE COMPUTER SERVICE, WE ARE PROVIDED IMMUNITY BY CONGRESS IN SECTION 20 OF THE COMMUNICATIONS DECENCY ACT OF 1996 FROM BEING HELD RESPONSIBLE FOR MATERIAL PUBLISHED TO OUR SITE BY ANONYMOUS USER
- Indemnification/Hold Harmless
You agree to indemnify and hold harmless USI-TECH, its officers, directors, owners, agents and employees, and any of its data or content providers, from any claim or demand, including reasonable attorneys fees, made by any third party due to or arising out of your use of USI-TECH Products, the violation of the Terms and Conditions of this User Agreement by you, or the infringement by you, or other user of USI-TECH Products using your USI-TECH account and password, of any intellectual property or other right of any person or entity. USI-TECH reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
- Third Party Beneficiaries
Some of the Terms and Conditions of this User Agreement are for the benefit of third parties and you agree that such third parties have the right to enforce their rights directly.
- Designated Agent and Takedown Procedures
If you believe materials posted on this website infringe any copyright interest in a photographic, literary, visual or other artistic work you created or own, you must direct your concerns to our agent:
PO BOX 122036
The Notice and Takedown Procedure steps to be followed when we receive a complaint from a putative copyright holder or agent of a copyright holder, hereafter referred to as the “Complainant”. If you believe any user-generated content on this website infringes your copyright, you must submit (by email or physical mail) to our designated agent the following:
A physical or electronic signature of the Complainant;
- An identification of the infringed copyrighted work, or, if multiple copyrighted works are covered by a single notification, a list of all works alleged to have been infringed;
- An identification of the alleged infringing material and information reasonably sufficient to permit us to locate the material;
- Contact information of the Complainant, such as an address, telephone number, electronic mail address;
- A statement that the Complainant has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information contained in the notification is accurate, and under penalty of perjury, that the Complainant is, or is authorized to act on behalf of, the copyright owner.
If the notice is deemed valid, then we will proceed with the takedown procedure.
The laws of the United Arab Emirates, excluding its conflicts of law rules, govern this User Agreement and your use of USI-TECH Products. You also agree and expressly consent to the exercise of personal jurisdiction in the United Arab Emirates. You agree to pay reasonable attorneys fees for USI-TECHs enforcement of its rights under this User Agreement. No failure or delay in enforcing any right shall be a waiver of that or any other right. If any provision of this User Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. This User Agreement sets forth the entire understanding and agreement between the parties with respect to the subject matter hereof. USI-TECH is a registered trademark of USI-TECH Limited
- Mandatory Binding Arbitration
All controversies or claims between or among the parties hereto, including, without limitation, those arising out of or relating to this Agreement, or the breach thereof, shall be settled by binding arbitration administered by the Dubai International Arbitration Centre in accordance with its UAE Civil Procedure Code, Federal Law No. (11) of 1992. Judgment upon any arbitration award may be entered in any court having appropriate jurisdiction.
- Survival of Certain Terms and Conditions
Sections 1 (No Advice), 3 (Rights to Data and Content), 4 (Disclaimer, Limitation of Liability and Waiver of Representations and Warranties), 5 (Indemnification/Hold Harmless), 6 (Third Party Beneficiaries), 8 (General) and 9 (Mandatory Binding Arbitration) shall survive any termination or expiration of this User Agreement.
USI-TECH PRODUCTS ARE OWNED AND OPERATED BY USI-TECH. NEITHER USI-TECH NOR ANY OF ITS SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR AFFILIATES HAS REVIEWED, CERTIFIED, APPROVED OR RECOMMENDED, AND NEITHER DOES OR WILL CERTIFY, APPROVE OR RECOMMEND, ANY BOOKS ARTICLES, SEMINARS, COMMENTARIES, SERVICES, CLAIMS, STRATEGIES OR CHAT ROOM STATEMENTS THAT MAY APPEAR ON OR BE ACCESSIBLE THROUGH USI-TECH PRODUCTS. USI-TECH DOES NOT GIVE INVESTMENT ADVICE OR ADVOCATE THE PURCHASE, HOLDING OR SALE OF ANY SECURITY, CRYPTOCURRENCY OR INVESTMENT BY ANY USER OF USI-TECH. USI-TECH DOES NOT PROVIDE ANY LEGAL, TAX, OR ACCOUNTING ADVICE OR ADVICE REGARDING THE SUITABILITY, PROFITABILITY, OR POTENTIAL VALUE OF ANY PARTICULAR INVESTMENT, SECURITY, CRYPTOCURRENCY OR INFORMATIONAL SOURCE. IF SUCH ADVICE IS SOUGHT, THE SERVICES OF A PROFESSIONAL ADVISOR SHOULD BE OBTAINED. PAST PERFORMANCE, WHETHER ACTUAL OR INDICATED BY TESTS OF STRATEGIES, IS NO GUARANTEE OF FUTURE SUCCESS.