Policy and Procedures
1.01 BECOMING A DISTRIBUTOR
An applicant becomes a Distributor of Magnolia Home Design, LLC when the applicant’s completed Application and Agreement has been received and accepted by the Magnolia Home Design, LLC, by Internet or by mail, at its Home Office. Magnolia Home Design, LLC reserves the right to decline any Distributor’s application or a current Distributor’s agreement for any reason, at its sole discretion. A Distributor uses his/her best effort to promote and sell products and services of Magnolia Home Design, LLC to consumers pursuant to the Agreement contained within these Policies and Procedures and Terms and Conditions. In doing so, a Distributor will maintain the high standards of honesty, and integrity and business ethics when dealing with Consumers, Magnolia Home Design, LLC or other Magnolia Home Design, LLC Distributors.
1.02 CHARGE OR PURCHASE REQUIRED
The initial fee of $69 for a starter kit purchase is required to become a Distributor, unless otherwise noted. i.e. Previous Gold Members of the Magnolia Home Design, LLC who would like to craft or build a team will not be required to purchase a kit.
1.03 AUTOMATIC PAYMENT
The automatic payment for your replicated website fee of $10.99 is automatically renewed each month with a credit or debit card maintained on file with Magnolia Home Design, LLC. The distributer may adjust their automatic payment information in the back office of the company website. Cancellation requests will be effective in the calendar month in which Magnolia Home Design, LLC receives written notice, please send cancellation requests to: email@example.com
1.04 DISTRIBUTORS OBLIGATIONS & RIGHTS
Distributors are authorized to sell Magnolia Home Design, LLC products and services and to participate in the company’s Compensation Plan. Distributors may also sponsor new Distributors.
1.05 LEGAL AGE
Distributors must be of legal age of 18 in any state/province/country of their residence.
1.06 CORPORATIONS, PARTNERSHIPS & TRUSTS
Corporations, partnerships, limited liability companies or other forms of business organizations or trusts may become Distributors of the Magnolia Home Design, LLC when the Agreement is accompanied by a federal ID number.
1.07 FICTITIOUS OR ASSUMED NAMES
A person or entity may not apply as a Distributor using a fictitious or assumed name.
1.08 INDEPENDENT CONTRACTOR STATUS
Distributors are Independent Contractors responsible for determining their own activities without direction or control by Magnolia Home Design, LLC. They are not franchisees, joint venture, partners, employees or agents of Magnolia Home Design, LLC and are prohibited from stating or implying, whether orally or in writing, otherwise. Distributors have no authority to bind Magnolia Home Design, LLC to any obligation. Magnolia Home Design, LLC is not responsible for payment or co-payment of any employee benefits. Distributors set their own hours and determine how to conduct business, subject to their agreement with Magnolia Home Design, LLC by accepting the Policies and Procedures and Terms and Conditions.
As Independent Contractors, Distributors will not be treated as franchisees, owners, employees or agents of Magnolia Home Design, LLC for federal or state tax purposes including, with respect to the Internal Revenue Code, Social Security Act, federal unemployment act, state unemployment acts or any other federal, state, or local statute, ordinance, rule or regulation. At the end of each calendar year, Magnolia Home Design, LLC will issue to each Distributor an IRS Form 1099, as required by law, or other applicable documentation for non-employee compensation as a Distributor.
1.10 DISTRIBUTOR’S IDENTIFICATION NUMBER
Distributors are required by federal law to obtain a Social Security number or Federal ID number. Distributors will be identified by this number, or a Magnolia Home Design, LLC assigned number, for purposes of Magnolia Home Design LLC’s business. The Distributor’s Identification Number must be placed on all orders and correspondence with the Magnolia Home Design, LLC.
1.11 IRS W9 INFORMATION
The Tax ID number must match the name as shown on your income tax return to avoid backup withholding. For individuals, this is your social security number.
Please verify the information submitted on your enrollment form. If correct, acknowledge by checking the box below, which will serve as your digital signature. For further information, please see the official IRS W9 form instructions: http://www.irs.gov/pub/irs-pdf/fw9.pdf
Under penalties of perjury, I certify that:
- The information submitted is correct
- I am not an exempt payee (generally, individuals, sole proprietors are not exempt from backup withholding)
- The IRS has not notified you that you are currently subject to backup withholding
- I am a U.S. or Canadian citizen or U.S. resident alien (individual/sole proprietor)
1.12 LEGAL COMPLIANCE
Distributors must comply with all federal, state and local statutes, regulations and ordinances concerning the operation of their business. Distributors are responsible for their own managerial decisions and expenditures including all estimated income and self-employment taxes.
1.13 NO EXCLUSIVE TERRITORIES
No franchise is granted and there are no exclusive territories for sales or sponsoring purposes. No geographical limitations exist on sponsoring or selling within the United States of America, or Canada, provided, however, that Magnolia Home Design LLC reserves the right not to sell product or services or contract with Distributors in specified states/provinces within the United States of America and Canada.
SECTION TWO: TERM & CANCELLATION
Subject to the terms of Section 4.01, the Agreement shall have a term which shall begin on the date of acceptance by of the agreement and is indefinite until the Distributor cancels their membership.
2.02 CANCELLATION BY EMAIL
Your Distributor account can be cancelled at any time by submitting a written notice at least five (5) business days prior to the next scheduled automatic payment processing date. To cancel please send a cancellation email to: firstname.lastname@example.org
2.03 RIGHT OF RESCISSION
Magnolia Home Design, LLC requires its Distributors to adhere to any country, state or local laws or regulations pertaining to consumers’ cancellation rights. In the United States, Distributors must adhere to the federal “cooling off” rule, which is codified as Title 16 CFR Part 429. Upon cancellation, the Distributor continues to be bound by the confidentiality sections of the Distributors agreement shown below. I, acknowledge and agree that all information concerning Magnolia Home Design, LLC and their Distributors (hereinafter known as “Confidential Information”) is of great value to Magnolia Home Design, LLC. I, agree not to disclose any Confidential Information to any person except as expressly authorized by Magnolia Home Designs, LLC in writing and shall not use Confidential Information for any purpose other than the performance of their Distributor’s functions and duties as a Magnolia Home Design, LLC Distributor. Reapplying after cancelling their Magnolia Home Design, LLC Agreement, the former Distributor may reenter the company at the lowest tier level, repurchase an enrollment kit and resign the Distributor Application & Agreement’s.
SECTION THREE: SPONSORSHIP
Distributors may sponsor other Distributors into Magnolia Home Design, LLC. Distributors must ensure that each potential new Distributor has reviewed and has had access to the current Policies and Procedures, Terms and Conditions and Compensation Plan prior to or when giving the individual an Agreement. You must also make sure the potential new Distributor is not already apart of another company’s non-compete clause.
3.02 LEADERSHIP/SPONSORING REQUIREMENT
A Sponsor must maintain an ongoing professional leadership association with Distributors in his or her organization and must fulfill the obligation of performing a bona fide supervisory or sales function in the sale or delivery of products and services.
3.03 INCOME CLAIMS
Distributors must truthfully and fairly describe the Compensation Plan. No past, potential or actual income claims may be made to prospective Distributors, nor may Distributors use their own incomes as indications of the success assured to others. Commission checks may not be used as marketing materials. Distributors may not guarantee commissions or estimate expenses to prospects.
3.05 TRANSFER OF SPONSORSHIP
Network Marketing is a business of creating relationships. Once a Distributor is sponsored, Magnolia Home Design, LLC believes in maximum protection of that relationship. To change the Sponsorship Distributor please send an email to email@example.com The Magnolia Home Design, LLC will help place you with a different sponsor.
SECTION FOUR: RESIGNATION/TERMINATION
4.01 VOLUNTARY RESIGNATION
a) A Distributor may voluntarily terminate his or her Distributor’s status by failing to renew or by sending thirty (30) days written notice of such resignation or termination to Magnolia Home Design, LLC. Voluntary resignation is effective upon receipt of such notice by Magnolia Home Design, LLC.
b) A Distributor who resigns or terminates their Distributors status may reapply as A Distributor, may reenter the Magnolia Home Design, LLC at the lowest tier level, without previous enrolled Distributors, repurchase an enrollment kit and resign the Distributor Application & Agreement.
Distributors may be suspended for violating the terms of his or her Agreement, which includes these Policies and Procedures, the Terms and Conditions and the Compensation Plan and other documents produced by Magnolia Home Design, LLC. When a decision is made to sus-pend Distributors, Magnolia Home Design, LLC will inform the Distributor in writing that the sus-pension has occurred effective as of the date of the written notification, the reason for the suspension and the steps necessary to remove such suspension (if any). The suspension notice will be sent to the Distributors “address on file” pursuant to the notice provisions contained in the Policies and Procedures and Terms and Conditions. Such suspension may or may not lead to termination of the Distributors as so determined by Magnolia Home Design, LLC at its sole discretion. If the Distributors wishes to appeal, Magnolia Home Design, LLC must receive such appeal in writing within fifteen (15) days from the date of the suspension notice. Magnolia Home Design, LLC will review and consider the suspension and notify the Distributors in writing of its decision within thirty (30) days from the date of the suspension notice. The decision of Magnolia Home Design, LLC will be final and subject to no further review.
Magnolia Home Design, LLC may take certain action during the suspension period, including, but not limited to, the following: a) Prohibiting the Distributors from holding himself or herself as Distributors or using any of Magnolia Home Design, LLC’s proprietary marks and/or materials; b) Withholding commissions and bonuses that are due the Distributors during the suspension period; c) Prohibiting the Distributors from purchasing services and products from Magnolia Home Design, LLC; and/or; d) Prohibiting the Distributors from sponsoring new Distributors, contacting current Distributors or attending meetings of Distributors.
If Magnolia Home Design, LLC, at its sole discretion, determines that the violation which caused the suspension is continuing, and has not satisfactorily been resolved or a new violation involving the suspended Distributor has occurred, the suspended Distributor may be terminated.
Distributors may be immediately terminated for violating the terms of his or her Agreement, which includes these Policies and Procedures, Terms and Conditions and the Compensation Plan and other documents produced by Magnolia Home Design, LLC upon written notice. Magnolia Home Design, LLC may terminate a violating Distributor without placing the Distributor on suspension, at Magnolia Home Design, LLC’s sole discretion. When the decision is made to terminate a Distributor, Magnolia Home Design, LLC will inform the Distributor in writing at the address in the Distributor’s file, along with an email using the Distributor’s email on file, that the termination has occurred.
If Distributors wishes to appeal the termination, Magnolia Home Design, LLC must receive the appeal in writing within fifteen (15) days from the date of notice of termination. If no appeal is received within the fifteen (15) day period, the termination will automatically be deemed final. If Distributors files a timely notice of appeal, Magnolia Home Design, LLC will review the appeal and notify the Distributors of its decision within ten (10) days after receipt of the appeal. The decision of Magnolia Home Design, LLC will be final and subject to no further review. In the event the termination is not rescinded, the termination will remain effective as of the date stated in the original termination notice.
4.05 EFFECT OF TERMINATION
Immediately upon termination, the terminated Distributor:
- a) Owns all products purchased and has the right to sell them as they see fit.
- b) Must remove and permanently discontinue the use of the trademarks, service marks, trade names and any signs, labels, stationary or advertising referring to or relating to any product, plan or program of Magnolia Home Design, LLC.
- c) Must cease representing themselves as a Distributor of Magnolia Home Design, LLC;
- d) Loses all rights to his or her Distributor position in the Compensation Plan and to all future commissions and earnings resulting therefrom;
- e) Must take all action reasonably required by Magnolia Home Design, LLC relating to protection of Magnolia Home Design, LLC’s confidential information. Magnolia Home Design, LLC has the right to offset any amounts owed by Distributors to Magnolia Home Design, LLC including, without limitation, any indemnity obligation incurred pursuant to Section 11.01 herein, from commissions or other compensation due to the Distributor.
The acceptance of any reapplication of a terminated Distributors or the application of any family member of a terminated Distributors shall be at the sole discretion of Magnolia Home Design, LLC and can be denied.
4.07 STATE LAWS
Where state laws on termination are inconsistent with this policy, the applicable state law shall apply.
SECTION FIVE: PROPRIETARY INFORMATION
5.01 CONFIDENTIALITY AGREEMENT
During the term of the Agreement, Magnolia Home Design, LLC may supply to Distributors confidential information, including, but not limited to genealogical and Downline reports, customer lists, customer information developed by Magnolia Home Design, LLC or developed for and on behalf of Magnolia Home Design, LLC by Distributors (including, but not limited to, credit data, customer and Distributors profiles and product purchase information), Distributors lists, manufacturer and supplier information, business reports, commission or sales reports and such other financial and business information which Magnolia Home Design, LLC may designate as confidential. All such information (whether in written or electronic format) is proprietary and confidential to Magnolia Home Design, LLC and is transmitted to Distributors in strictest confidence on a “need to know” basis for use solely in Distributors business with Magnolia Home Design, LLC. Distributors must use their best efforts to keep such information confidential and must not disclose any such information to any third party, or use this information for any non-Magnolia Home Design, LLC activity directly or indirectly while a Distributor and thereafter. Distributors must not use the information to compete with Magnolia Home Design, LLC or for any purpose other than promoting Magnolia Home Design, LLC’s program and its products and services. Upon expiration, non-renewal or termination of the Agreement, Distributors must discontinue the use of such confidential information and promptly return any confidential information in their possession to Magnolia Home Design, LLC.
5.02 COPYRIGHT RESTRICTIONS
With respect to product purchases from Magnolia Home Design, LLC, Distributors must abide by all manufacturers’ use restrictions and copyright protections.
5.03 VENDOR CONFIDENTIALITY
Magnolia Home Design, LLC’s business relationships with its vendors, manufacturers and suppliers are confidential. Distributors must not contact, directly or indirectly, or speak to, or communicate with any supplier or manufacturer of Magnolia Home Design, LLC except at Magnolia Home Design, LLC sponsored events at which the supplier or manufacturer is present at the request of Magnolia Home Design, LLC.
SECTION SIX: TRADEMARKS, LITERATURE & ADVERTISING
The companies name trademarks, service marks and copyrighted materials are owned by the Magnolia Home Design, LLC. The use of such marks and materials must be in strict compliance with these Policies and Procedures.
6.02 ADVERTISING & PROMOTIONAL MATERIALS
Only the promotional and advertising materials produced by Magnolia Home Design, LLC or approved in advance in writing by Magnolia Home Design, LLC may be used to advertise or promote a Distributor’s business or to sell products and services of Magnolia Home Design, LLC. Magnolia Home Design, LLC’s literature and materials may not be duplicated or reprinted without the prior written permission.
6.03 USE OF MAGNOLIA HOME DESIGN, LLC NAME
Distributors may use the name of Magnolia Home Design, LLC only in the following format: “Independent Distributors for Magnolia Design Co”.
6.04 STATIONERY AND BUSINESS CARDS
Distributors are not permitted to “create” their own stationery, business cards or letterhead graphics, if Magnolia Home Design, LLC’s trade name or trademarks are used. Only the approved Magnolia Home Design, LLC’s graphics version and wording are permitted.
6.05 ELECTRONIC ADVERTISING
Distributors may not advertise or promote their Distributors business or Magnolia Home Design, LLC’s business, products or marketing plan or use Magnolia Home Design, LLC’s name in any electronic media or transmission, including on the Internet via web sites or otherwise, without the prior written approval of Magnolia Home Design, LLC. Blog posting and Facebook groups are permitted.
6.06 IMPRINTED CHECKS
Distributors are not permitted to use Magnolia Home Design, LLC trade name or any of its trademarks or service marks on their business or personal checking accounts.
6.07 MEDIA INTERVIEWS
Distributors are prohibited from granting radio, television, newspaper tabloid or magazine interviews or using public appearances, public speaking engagements, or making any type of statement to the public media to publicize the Magnolia Home Design, LLC, its products or Magnolia Home Design, LLC businesses, without the express prior written approval of Magnolia Home Design, LLC. All media inquiries should be in writing and referred to Magnolia Home Design, LLC’s email address at: firstname.lastname@example.org
No endorsements by a Magnolia Home Design, LLC officer or administrator or third party may be asserted, except as expressly communicated in Magnolia Home Design, LLC literature and communications. Federal and state regulatory agencies do not approve or endorse direct selling programs. Therefore, Distributors may not represent or imply, directly or indirectly, that Magnolia Home Design, LLC’s programs, products or services have been approved or endorsed by any governmental agency.
Distributors may not produce or reproduce for sale any Magnolia Home Design, LLC-produced literature, audio or video material, presentations, events or speeches, including conference calls. Video and/or audio taping of Magnolia Home Design, LLC meetings and conferences is strictly prohibited.
6.12 REPACKAGING PROHIBITED
Distributors may not take products out of packaging and use their own logo or packaging for branding. Shipping and placing in other packaging is permitted. The Magnolia Home Design, LLC logo and care instructions, when applicable, must remain on all products.
6.13 INDEPENDENT COMMUNICATIONS
Distributors, as Independent Contractors, are encouraged to distribute information and direction to their respective Downlines. However, Distributors must identify and distinguish between personal communications and the official communications of Magnolia Home Design, LLC.
SECTION SEVEN: PAYMENT OF COMMISSIONS
7.01 BASIS FOR COMMISSIONS
Commissions and other compensation cannot be paid until a completed Agreement has been received and accepted by Magnolia Home Design, LLC. Commissions are paid ONLY on the sale of Magnolia Home Design, LLC services and products. No commissions are paid on the purchase of Sales materials or for Sponsoring Distributors.
7.02 COMMISSION PERIOD
A business period refers to the time period opening on the first (1st) day of the commission period and extending up until order entry closes on the last business day of the period (11:59 p.m. EST)
7.03 COMMISSION PAYMENTS
Commissions are paid to “qualified” Distributors as defined within the Compensation Plan. Distributors must consult the Compensation Plan for a detailed explanation of the benefits, commission structure and requirements of the Compensation Plan.
7.04 OFFSET OF COMMISSIONS
Any commissions or bonuses earned and paid on products returned is the obligation of and must be repaid to Magnolia Home Design, LLC by Distributors earning such commissions. Magnolia Home Design, LLC has the right to offset such amounts against future commissions and other compensation paid or owed to such Distributors who received commissions.
7.05 PROMOTIONAL ITEMS
All promotional items which bear Magnolia Home Design, LLC name or logo must be purchased solely from Magnolia Home Design, LLC unless prior written permission is obtained from Magnolia Home Design, LLC.
7.06 SALES TAX
Magnolia Home Design, LLC may collect sales tax on taxable items. Distributors may be responsible to collect and remit sales tax on personal retail sales to the appropriate tax agencies.
7.07 PLACE OF SALE
The integrity of Magnolia Home Design, LLC’s marketing plan is built upon person-to-person, one-on-one and in-home presentation methods of sale. Magnolia Home Design, LLC’s products may also be sold to or displayed by any retail outlet, including, but not limited to flea markets or swap meets, vendor events, and personal store fronts.
7.08 PRODUCT & SERVICES CLAIMS
Distributors may make no claim, representation or warranty concerning any product or service of Magnolia Home Design, LLC, except those expressly approved in writing by Magnolia Home Design, LLC or contained in official Magnolia Home Design, LLC materials.
7.09 FAX BLASTS, SPAMMING
Fax blasting and unsolicited e-mailing (SPAMMING) is prohibited.
SECTION EIGHT: SHIPPING POLICY
8.01 GENERAL INFORMATION
All orders are subject to product availability. If an item is not in stock at the time you place your order, we will notify you and refund you the total amount of your order, using the original method of payment.
8.02 DELIVERY TIME
Unless there are exceptional circumstances, we make every effort to fulfill your order within  business days of the date of your order. A business day means Monday to Friday, except holidays. Date of delivery may vary due to carrier shipping practices, delivery location, method of delivery, and the number of items ordered. Products may also be delivered in separate shipments.
8.03 SHIPPING COSTS
The rate charged for the shipping of your order is based on the weight of your products, and your location. Before the final checkout page, you will be shown what the cost of shipping will be, and you will have a chance to not place your order if you decide not to. To find out how much your order will cost, simply add the items you would like to purchase to your cart and proceed to the checkout page. Once at the checkout screen, shipping charges will be displayed. Additional shipping charges may apply to remote areas or for large or heavy items. You will be advised of any charges on the checkout page. Sales tax is charged according to the province or territory to which the item is shipped.
8.04 SHIPPING CARRIERS
We use the following carriers to deliver our orders:
8.05 ORDER TRACKING
Tracking #’s are provided by the shipping carrier, once available we will update your order with the tracking information. Please note that some orders using 1st Class USPS mail will not have tracking numbers.
8.06 BACK ORDERS
If an item goes on back order, we will ship you the part of your order that is in stock. When the item becomes available, we will ship you the rest of your order. You will not be charged any additional shipping and handling for the second shipment.
8.07 DAMAGED ITEMS IN TRANSPORT
If there is any damage to the packaging on delivery, contact us immediately at: email@example.com photos will be requested.
If you have any questions about the delivery and shipment or your order, please contact us at: firstname.lastname@example.org
8.09 SHIPPING LOSS
In the event Distributors or a consumer does not receive a product order from Magnolia Home Design, LLC in a timely fashion, the individual should contact email@example.com
8.10 REFUSAL OF SHIPMENT
Should Distributors refuse delivery on any order he or she has placed with Magnolia Home Design, LLC and such product is subsequently returned to Magnolia Home Design, LLC; Magnolia Home Design, LLC shall have the right to place that Distributors on suspension pending resolution of the refusal of delivery. Neither Distributors nor a consumer shall refuse any shipment from Magnolia Home Design, LLC unless prior approval of Magnolia Home Design, LLC has been obtained.
8.11 RETAIL PRICING
Magnolia Home Design, LLC provides a suggested retail price as a guideline.
SECTION NINE: RETAIL GUARANTEE & REFUND POLICY
9.01 RETURN POLICIES
If 30 days or more have passed since your purchase, we cannot offer you a refund or an exchange. Upon receipt of the returned item, we will fully examine it and notify you via email, within a reasonable period of time, whether you are entitled to a return. If you are entitled to a return, we will refund your purchase price and a credit will automatically be applied to your original method of payment. Only regular priced items may be refunded. Sale items are non-refundable.
SHIPPING & HANDLING FEES ARE NOT REFUNDABLE. YOU ARE RESPONSIBLE FOR PRODUCTS UNTIL Magnolia Home Design, LLC RECEIVES THEM. YOU WILL BE CHARGED A RESTOCKING FEE OF 10% TO RETURN PRODUCTS. Returned products must be in the same condition as you received them. THIS RETURN POLICY IS NOT A WARRANTY.
NOTE: Magnolia Home Design, LLC will not accept for return any products you purchased from a Reseller. In order to properly process a refund or exchange, Distributors must follow the steps and conditions set forth below:
All returns to Magnolia Home Design, LLC must be accompanied by:
- a) A signed statement from the retail customer identifying the reason for the return;
- b) A copy of the original retail sales receipt; and
- c) The name, address and telephone number of the retail customer Distributors request for refund may, at Magnolia Home Design, LLC’s option, be treated as a termination of the Distributorship.
SECTION TEN: GENERAL PROVISIONS
10.01 INDEMNITY AGREEMENT
Each and every Distributors agrees to indemnify and hold harmless Magnolia Home Design, LLC, its shareholders, officers, directors, employees, agents and successors in interest from and against any claim, demand, liability, loss, cost or expense including, but not limited to, court costs and attorneys’ fees, asserted against or suffered or incurred by any of them, directly or indirectly arising out of or in any way related to or connected with allegedly or otherwise, the Distributors (a) activities as Distributors; (b) breach of the terms of the Agreement; and/or (c) violation of or failure to comply with any applicable federal, state or local law or regulation.
10.02 PROCESSING CHARGES
Magnolia Home Design, LLC reserves the right to institute a processing charge for commission checks and/or genealogy requests.
To the extent permitted by law, Magnolia Home Design, LLC shall not be liable for, and each Distributor releases Magnolia Home Design, LLC from, and waives all claims for any loss of profits, indirect, direct, special or consequential damages or any other loss incurred or suffered by Distributors as a result of (a) the breach by Distributors of the Agreement and/or the Terms and Conditions and/or the Policies and Procedures; (b) the operation of Distributor’s business; (c) any incorrect or wrong data or information provided by Distributors; or (d) the failure to provide any information or data necessary for Magnolia Home Design, LLC to operate its business, including, without limitation, the enrollment and acceptance of Distributors into the Compensation Plan or the payment of commissions and bonuses. This statement includes enrolling Distributors who are in other non-compete clauses from other companies.
Magnolia Home Design, LLC encourages all Distributors to keep complete and accurate records of all their business dealings.
10.05 FORCE MAJEURE
Magnolia Home Design, LLC shall not be responsible for delays or failure in performance caused by circumstances beyond a party’s control, such as but not limited to: fire, flood, earthquake, storm, power outages, labor difficulties, strikes, war, government decrees or orders and/or curtailment of a party’s usual source of supply.
It is the obligation of every Distributors to abide by and maintain the integrity of the Policies and Procedures and Terms and Conditions. If Distributors observes another Distributors committing a violation, he or she should discuss the violation directly with the violating Distributors. If the Distributors wishes to report such violation to Magnolia Home Design, LLC, he or she must detail violations in email format to firstname.lastname@example.org
Magnolia Home Design, LLC reserves the right to amend the Agreement, Policies and Procedures, Terms and Conditions, its retail prices, product and service availability and the Compensation Plan type at any time without prior notice as it deems appropriate. Amendments will be communicated to Distributors through the official Magnolia Home Design, LLC website and or official Magnolia Home Design, LLC publications. Amendments are effective and binding upon submission to the Magnolia Home Design, LLC website. In the event any conflict exists between the original documents or policies and any such amendment, the amendment will control.
10.08 NON-WAIVER PROVISION
No failure of Magnolia Home Design, LLC to exercise any power under these Policies and Procedures or to insist upon strict compliance by Distributors with any obligation or provision herein, and no custom or practice of the parties at variance with these Policies and Procedures, shall constitute a waiver of Magnolia Home Design, LLC’s right to demand exact compliance with these Policies and Procedures. Magnolia Home Design, LLC’s waiver of any particular default by Distributors shall not affect or impair Magnolia Home Design, LLC’s rights with respect to any subsequent default, nor shall it affect in any way the rights or obligations of any other Distributors. No delay or omissions by Magnolia Home Design, LLC to exercise any right arising from a default effect or impair Magnolia Home Design, LLC’s rights as to that or any subsequent or future default. Waiver by Magnolia Home Design, LLC can be affected only in writing by an authorized officer of Magnolia Home Design, LLC.
10.09 GOVERNING LAW
The Agreement and these Policies and Procedures shall be governed by the laws of Matthews, North Carolina, USA
In the event a dispute arises between the Magnolia Home Design, LLC and a Distributors regarding their respective rights, duties under this agreement, or in the event of a claim of breach of the Distributors Agreement, it is agreed that such dispute shall be exclusively resolved pursuant to binding arbitration under the Commercial Rules of the American Arbitration Association with arbitration to occur strictly in Matthews, North Carolina, USA. The Arbitrator may award, in addition to declaratory relief, contractual damages and shall award reasonable attorney’s fees and costs to the prevailing party. An award of attorney’s fees and costs shall continue through any review, appeal or enforcement of an arbitration decision. The arbitration decision may be enforced in any court of competent jurisdiction. This provision shall not be construed to prohibit either party from obtaining preliminary or permanent injunctive relief in any court of competent jurisdiction. The parties each expressly waive their right to collect consequential, punitive and exemplary damages from the other party.
10.11 ENTIRE AGREEMENT
The Policies and Procedures are incorporated into the Agreement and, along with the Terms and Conditions and Compensation Plan, constitute the entire agreement of the parties regarding their business relationship.
If under any applicable and binding law or rule of any applicable jurisdiction, any provision of the Agreement, including these Policies and Procedures and Terms and Conditions, or any specification, standard or operating procedure which Magnolia Home Design, LLC has prescribed is held to be invalid or unenforceable, Magnolia Home Design, LLC shall have the right to modify the invalid or unenforceable provision, specification, standard or operating procedure or any portion thereof to the extent required to be valid and enforceable, and the Distributors shall be bound by any such modification. The modification will be effective only in the jurisdiction in which it is required.
10.13 LIMITATION OF DAMAGES TO THE EXTENT PERMITTED BY LAW, MAGNOLIA HOME DESIGN, LLC AND ITS DISTRIBUTORS, OFFICERS, DIRECTORS, EMPLOYEES AND OTHER REPRESENTATIVES, SHALL NOT BE LIABLE FOR, AND HEREBY RELEASE THE FOREGOING FROM, AND WAIVE ANY CLAIM FOR LOSS OF PROFIT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY ARISE OUT OF ANY CLAIM WHATSOEVER RELATING TO MAGNOLIA HOME DESIGN, LLC PERFORMANCE, NONPERFORMANCE, ACT OR OMISSION WITH RESPECT TO THE BUSINESS RELATIONSHIP OR OTHER MATTERS BETWEEN ANY MAGNOLIA HOME DESIGN, LLC AND MAGNOLIA HOME DESIGN, LLC, WHETHER SOUNDING IN CONTRACT TORT OR STRICT LIABILITY. MAGNOLIA HOME DESIGN, LLC SHALL NOT EXCEED AND IS HEREBY EXPRESSLY LIMITED TO, THE AMOUNT OF UNSOLD MAGNOLIA HOME DESIGN, LLC SERVICES AND/OR PRODUCTS OF MAGNOLIA HOME DESIGN, LLC OWNED BY THE DISTRIBUTOR AND ANY COMMISSIONS OWED TO THE DISTRIBUTOR.
Any communication, notice or demand of any kind whatsoever which either the Distributors or Magnolia Home Design, LLC may be required or may desire to give or to serve upon the other shall be in writing and delivered by electronic communication by Email at email@example.com or to the companies lawyers at 352 E. Charles Street Matthews, North Carolina 28105. Any such communication, notice or demand shall be deemed to have been given or served on the date of confirmed dispatch, if by electronic communication, or on the date shown on the return receipt or by other evidence if delivery is by mail.
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