Seint Artist Affiliate Agreement
ATTENTION: If you are currently a SEINT Artist Affiliate (“Artist”) for SEINT or you are applying to become one, you are required to read and agree to these Terms and Conditions.
PLEASE READ THESE TERMS AND CONDITIONS BEFORE PROCEEDING WITH ENROLLMENT AS THESE TERMS AND CONDITIONS SHALL GOVERN THE RELATIONSHIP BETWEEN YOU AND SEINT GOING FORWARD.
You are entering into a legally binding contract with SEINT and are agreeing to be bound by these SEINT Artist Affiliate Terms and Conditions (this “Agreement”) which will govern the relationship between you, as a participant in the SEINT Artist Affiliate Program (the “Program”), and Maskcara Industries, Inc. d/b/a SEINT. This Agreement incorporates the SEINT Compensation Plan, the SEINT Income Disclosure Statement, the SEINT Privacy Policy, if applicable, the SEINT Business Entity Registration, and any other documents that SEINT may explicitly incorporate herein as it relates to the Program. This Agreement supersedes any and all prior agreements between you and SEINT whether oral or in writing.
IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT SUBMIT YOUR APPLICATION OR CONTINUE YOUR PARTICIPATION IN THE PROGRAM. IF YOU ARE AN EXISTING ARTIST, YOU MUST ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT TO PROCEED AS AN ARTIST. IF YOU DO NOT ACCEPT THIS AGREEMENT, THEN YOUR ONLY OPTION IS TO TERMINATE YOUR ARTIST ACCOUNT.
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Definitions. The following terms will have the meanings specified below.
“Artist Affiliate” or simply “Artist” refers to a person who has been enrolled in the SEINT Artist Affiliate Program to act as a promoter of the SEINT Products via the Program.
“Artist Affiliate Account,” “Artist Account,” or simply “Account” means the account under which an Artist Affiliate is enrolled that identifies that Artist Affiliate for orders, commissions, or otherwise identifies the Artist to SEINT.
“Approved Media” refers to social media outlets on which Artist Affiliates market SEINT products and the SEINT opportunity. An Artist Affiliate may utilize any platform as long as such utilization is in alignment with SEINT’s brand and messaging as determined in SEINT’s discretion.
“Approved Territories” refers to the countries in which SEINT has an active presence and wherein an individual may enroll as an Artist Affiliate.
“Content” refers to any form of content, including but not limited to text, photos, videos, graphics, audio, and other materials or information that you create, publish, post, distribute, or share through any social media platform as part of your activities under this Agreement. This includes any content that you use to promote SEINT, engage with users, or represent yourself as an Artist. It also includes any live broadcasts, comments, replies, likes, shares, direct messages, status updates, and other forms of interaction or communication on social media platforms.
“Promotional Activities” refers to the advertising, marketing and promotion of SEINT Products by Artist on an Artist Account.
“SEINT Products” or “Products” refers to any and all products that SEINT currently offers or may offer in the future.
- Program Scope. Upon your acceptance as an Artist by SEINT and payment of the required fees, you become an important part of the SEINT team. SEINT is relying upon you, and you agree to actively promote the SEINT Products throughout the Approved Territories. You agree, at all times during your participation in the Program and performance of Promotional Activities to comply with this Agreement (which is deemed to supersede and replace any prior terms and conditions provided to you with respect to the Program or any previous programs) and includes product labels and marketing materials for the SEINT Products and all other incorporated documents.
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Application for Enrollment and Independent Contractor Status. You must submit
a completed Artist
application and pay the required fees whether for enrollment or annual renewal. You may not use any “bot” or
other automated method to apply for or otherwise participate in the Program. All information included in
your application must be true and correct, and it is your duty to ensure that all information remains
correct and to make any necessary changes in the event details change during your time as an Artist. If you
are not able to change certain details on your account, you shall notify SEINT immediately as it is your
sole responsibility to ensure all details are correct on your Artist account. SEINT
cannot be held
responsible for any errors in communication or failure of notification if the Artist has not confirmed
and
verified that their information is accurate. SEINT reserves the
right to accept or reject your application
for any or no reason at its sole discretion.
If any administrative fees are not paid within three (3) months from the due date, the Artist’s business may be cancelled unless otherwise agreed upon in writing at SEINT’s discretion. An Artist has no express or implied authority to bind SEINT to any obligation or to make any commitments by or on behalf of SEINT. As an Artist, whether acting as management of a business entity or in the sole capacity as an individual, you shall establish your own goals, hours, and methods of operation and sale(s), so long as you comply with the terms of this Agreement, and all applicable federal, state, and local laws and regulations.
You agree this Agreement does not make you an employee, agent, or legal representative of SEINT. As a self-employed independent contractor, you will be operating your own independent business. You have complete freedom in determining the number of hours that you will devote to your business and you have the sole discretion of scheduling such hours. You will receive IRS Form 1099-NEC reflecting the amount of income paid to you during the calendar year. By agreeing to these terms, you agree to receive the 1099-NEC form electronically. It will be your sole responsibility to account for such income on your individual income tax returns.
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Eligibility Criteria. You must satisfy the following eligibility criteria as
of the date that you submit
your application and throughout your participation in the Program. SEINT has the right at its discretion to
terminate any Artist in the event SEINT becomes aware that any information is submitted inaccurately,
fraudently, or otherwise dishonestly as SEINT may determine. Upon request of SEINT at any time, you may be
required to provide documentary evidence showing that you satisfy the below criteria. If you are unable to
produce such evidence, you will be terminated from the Program immediately absent sufficient reasoning for
not providing the requested information. SEINT has the sole discretion to determine the sufficiency of this
standard.
You represent, warrant and covenant to SEINT that you meet the following criteria:
- You have read, understand, and agree to be bound by this Agreement.
- You submit payment of a $50 USD ($65 CAD) administrative, non-commissionable enrollment fee and agree to pay a $35 USD ($50 CAD) annual, administrative, non-commissionable renewal fee for as long as you are an Artist;
- You are at least eighteen (18) years of age;
- You have a valid address in (i) the United States; (ii) the territories of Puerto Rico or United States Virgin Islands (collectively, “U.S. Territories”); or (iii) a U.S. military base or U.S. embassy (i.e., an Army/Air Post Office, Fleet Post Office, or Diplomatic Post Office address) (collectively, “U.S. Jurisdictions”). You cannot use a post office box (other than on a U.S. military base or at a Diplomatic Post Office).
- You have a valid taxpayer identification number (i.e., Social Security Number, Federal Tax ID Number, ITIN, etc.) that is not associated with an existing Artist account;
- You have submitted a properly completed and signed electronic Artist application;
- You have paid all requisite fees for enrollment;
- You have provided an e-mail address and any other contact information that is not already associated with an existing Artist position.
- You are currently not associated with an existing Artist position whether directly or indirectly.
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Rights Granted An Artist. After your application is accepted and you enroll
as an Artist, you receive the right to participate within the Artist Compensation Plan, as may be amended
from time to time, and earn
commissions upon your personal sales and to advance within the Compensation Plan based on the volume of
personal sales.
SEINT values the integrity of the Artist affiliation structure. Therefore, Artists may request to change their affiliate placement by submitting a written request outlining a legitimate business reason. SEINT will review the request at its discretion and make a final decision based on the details provided.
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Compensation. As an Artist, you understand and agree that you are bound by
the SEINT Compensation Plan, as may be amended from time to time. The Program is based upon sales you
personally make to Customers. Customers may also be those Artists who originally signed up as your Customer.
Their transition from Customer to Artist in this scenario will not modify your commissions unless SEINT
later states otherwise. Your participation and compensation in the Program are strictly based on your own
personal sales and marketing activities.
SEINT reserves the right to adjust prices and discount values on any and all Products provided that such adjustments shall be communicated to the Artists at least thirty (30) days prior to their implementation. Any such adjustments shall be communicated to the Artists through official communication channels, including but not limited to email, official company correspondence, or via your backoffice.
Artist commissions shall be paid out on a weekly basis, every Friday, for the previous week's sales and activities, unless stated otherwise. Artists shall also be paid every 10th day of each month for the previous month’s total volume. The exact payment schedule and method shall be determined by SEINT and communicated to the Artists as this may change from time to time.
SEINT shall have the right to offset any amounts owed to the Artist against any outstanding debts or liabilities owed by the Artist to SEINT.
In the event of any dispute regarding commission payments, you shall promptly notify SEINT in writing within thirty (30) days from the receipt of the commission payment in dispute otherwise said dispute shall be determined to have been waived. Both parties agree to work together in good faith to resolve any payment disputes and, if needed, in accordance with the dispute resolution provisions set forth in this Agreement.
You shall maintain accurate records of your sales and Promotional Activities and shall be responsible for presenting such records to SEINT in the event you find an error in how SEINT has processed your payments or if you have an issue with how you were paid or how any of your numbers were calculated. SEINT reserves the right to audit the Artist's records and activities to ensure compliance with the terms of this Agreement. The Artist agrees to cooperate fully with any such audit and provide any requested documentation or information within a reasonable timeframe.
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Compliance. You agree to comply with all federal, state and local laws, rules
and regulations applicable to you in the course of your participation in the Program and Promotional
Activities. While SEINT may provide certain aids from time to time, as an independent contractor, you are
responsible for understanding the laws, rules and regulations that govern your independent business.
You further represent and warrant that: (i) you have all rights necessary to enter into and to perform the obligations under this Agreement and that there are no releases that SEINT is required to obtain in order to use the Content as set forth herein; (ii) you have not engaged in, or caused or permitted any third party to engage in, the purchase of any social media followers and/or any activity the purpose or effect of which is to fraudulently or artificially manipulate any social media metrics, engagement, or other reporting; and (iii) your activities under this Agreement, including with respect to the Content: (a) will comply with all terms of service and other applicable policies of any social media platform used by you or on your behalf; (b) will not violate, misappropriate or infringe the rights of any third party, including patent, copyright, trademark, trade secret, or other intellectual property, proprietary, and contractual rights, as well as the rights of privacy and publicity; and (c) will not give rise to any cause of action for libel, slander, defamation, or other similar claim.
You agree that you have obtained or will obtain, at your sole expense, all third-party rights, licenses, clearances, authorizations, permissions and releases (collectively, “Releases”) necessary for any Content or other deliverables to be publicly displayed, publicly performed, or otherwise used by you, used on your behalf, or used by SEINT. For the avoidance of doubt, such Releases shall include those Releases necessary to obtain and use any footage or other work of authorship included within or embodied by any Content or other deliverables (including any synchronization, publishing, public performance or other rights) and to use all creative elements, appearances, and all third-party materials comprising, embodied by, appearing in, or otherwise displayed as part of any Content or other deliverables. If you agree herein that you will obtain Releases but later fail to do so for whatever reason, you must notify SEINT or your Artist Account may be terminated and SEINT may be required to take further action against you.
You shall safeguard and promote the good reputation of SEINT and its Products, and must avoid all deceptive, misleading, unethical or immoral conduct or practices, and must exhibit high moral character in your personal and professional conduct. You shall not engage in any conduct that may damage SEINT’s goodwill or reputation and must act in alignment with SEINT’s branding and messaging.
While it is not possible to list all of the conduct applicable under this policy, the following standards shall serve as examples:
- You must identify yourself as an independent SEINT Artist in all advertising, telephone directory listings, promotional material, social media postings, websites, and other forums in which you promote SEINT’s Products, services and/or the SEINT business. You are responsible for the content of all material that you produce and all of your postings on any social media site, as well as all posting on any social media site that you own, operate, control, or otherwise have publishing say over.
- Misleading and deceptive conduct is always prohibited. You must ensure that your statements are truthful, fair, accurate, and are not misleading or deceptive in presentation;
- You may not make any social media postings, or link to or from any postings or other material that is sexually explicit, obscene, pornographic, offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory (whether based on race, ethnicity, creed, religion, gender, sexual orientation, physical disability, or otherwise), graphically violent, solicitous of any unlawful behavior, or that engages in personal attacks on any individual, group, or entity, or is in violation of any intellectual property rights of SEINT or any third party. SEINT has the ability to determine the aforementioned conduct at its sole discretion.
- If your SEINT business is terminated or cancelled for any reason, you must discontinue using the SEINT name, all other SEINT intellectual property, and all derivatives of such intellectual property, in postings on all social media, websites, or other promotional material and you must immediately stop selling Products or holding yourself out as an Artist, unless SEINT grants an exception to you in writing.
- You may not represent or imply that any federal or state government official, agency, or body has approved or endorses SEINT, the Program, or Products.
- You must not engage in any illegal, fraudulent, deceptive, misleading, or manipulative conduct in the course of your business or your personal lives that, in SEINT’s sole discretion, could damage SEINT’s reputation or the culture that exists within the Artist sales force.
- Please note that SEINT will confine its involvement to disputes regarding SEINT business-related matters only. SEINT will not decide issues that involve personality conflicts or unprofessional conduct by or between Artists outside the context of a SEINT Artist business, unless such conduct has a direct impact on SEINT as a whole or the SEINT business.
- Artist Account. As an Artist you will be prompted to create a login for a SEINT Artist Account, which SEINT created and manages internally (the “Portal”). SEINT makes no representations or warranties of any kind with respect to the Portal. If there are any issues with the Portal, SEINT will utilize its best efforts to remedy those issues and to notify you as soon as possible. You agree to comply with all terms of use required for use of the Portal. You agree to log on to the Portal frequently and to keep your information maintained on the Portal current as this is the best method to ensure that you are receiving all timely and updated information and communication from SEINT.
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Promotional Activities. All Promotional Activities must be conducted in a
manner that is consistent with the authorized use for each SEINT Product as outlined on product labels and
any marketing or promotional materials provided by SEINT from time to time and must be made in alignment
with SEINT branding and messaging. SEINT encourages and embraces an Artist’s creativity.
Promotional Activities include, without limitation, the following:
- Posting Content promoting the Products;
- Sharing and promoting your personal referral link for Products to encourage followers to purchase them;
- Communicating, networking, and/or collaborating with social media influencers, SEINT social media followers and customers to promote the SEINT Products.
- Participating in educational and training programs upon request of SEINT; and attending events, including without limitation, photo and video shoots, appearances at popup stores, designated events, and any other appearance(s) upon request of SEINT (collectively, “Appearances”). Any request SEINT may make under this provision is to be accepted at the Artist’s discretion.
- Use of Content; Licenses. You agree that SEINT may use the Content consistent with SEINT’s ownership of the Content, including, without limitation, posting, re-posting, uploading and/ or using any and all of the Content in its advertising, in emails, on its sales pages, including, without limitation, on its website; on social media outlets (including but not limited to the Approved Media) at its discretion, in perpetuity, with or without notice or compensation.
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Artist Responsibilities.
You acknowledge and agree that you are responsible for:
- Any and all activity undertaken in connection with your participation in the Program and on your Artist Account;
- Behaving in a legal, ethical and business-like manner and maintaining the highest standards of integrity, honesty, and responsibility in your dealings with SEINT, its staff, customers and sales representatives;
- Presenting and demonstrating Products, the SEINT Compensation Plan, SEINT leadership, this Agreement, and the SEINT business as a whole in a positive, truthful and sincere manner; including any product disclaimer or other language provided by SEINT with respect to Products in any and all of your Content; and providing your honest and truthful personal experiences with using any SEINT Product in your Content.
Product Claims. Claims (which include personal testimonials) as to therapeutic, curative or beneficial properties of any products offered by SEINT may not be made except those contained in official Company literature. In particular, no Artist may make any claim that SEINT products are useful in the cure, treatment, diagnosis, mitigation or prevention of any diseases. Such statements can be perceived as medical or drug claims. Not only do such claims violate this Agreement, but also they potentially violate federal and state laws and regulations, including the federal Food, Drug, and Cosmetic Act and Federal Trade Commission Act. Artists should focus solely on the beauty and aesthetic properties of the Products.
As an Artist, you should only make product claims as the ones found on SEINT product labeling, Company advertisements, or official Company literature. As the FDA makes clear, some products meet the definition of both cosmetics and drugs based upon the product’s intended use(s). Therefore, it’s critical that an Artist describe the Products as products intended to be applied to the human body for the purpose of cleansing, beautifying, promoting attractiveness, or altering one’s appearance. For further information regarding these types of claims, we advise all Artists to review FTC and FDA guidance on the respective agency websites.
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Prohibitions/ Restrictions. You are expressly prohibited from taking any of
the following actions, each of which shall be a material breach of this Agreement:
- Purchasing followers and/ or likes;
- Making any representations, claims or promises on behalf of SEINT, other than those contained in SEINT’ official marketing and promotional materials (i.e. on the label or SEINT’ website);
- Promoting Products through unsolicited or spam communications (including via emails, direct messages, posting comments, providing codes on any platform);
- Engaging in, promoting, contributing to, or creating a platform for offensive materials, sexually explicit or distasteful materials, inappropriate images or video, violence, discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, or of any Content that is unlawful, harmful, threatening, defamatory, obscene, harassing or otherwise objectionable to SEINT in SEINT’ sole discretion;
- Transmitting messages or images inconsistent with the positive images and/or goodwill of SEINT;
- Engaging in any activity that may divert commissions from other participants in the Program including Compensation Plan manipulation or otherwise as may be determined at the sole discretion of SEINT;
- Engaging in any activity that violates or breaches SEINT or any third party’s legal rights;
- Engaging in any advertising or marketing practices that are deceptive, misleading or fraudulent, including using spam or sending unsolicited commercial email or direct messages, posting commercial messages or personal discount codes to any forum that prohibits the same or on any account’s posts (including SEINT) or in violation of any SEINT prohibition on engaging;
- Presenting SEINT banners, images or videos as if they are your own or any other site’s;
- Posting, directly or indirectly, Artist’s promotional code or another SEINT Artist’s promotional code on any website not approved by SEINT;
- Using any promotional coupon or code that is not provided to Artist by SEINT for the Program, or running any ad with any of SEINT URLs offering SEINT Artist commissions;
- Reading, intercepting, recording, redirecting, interpreting or filling in the contents of any electronic form or other materials submitted to SEINT by any person or entity; and
- Selling or reselling any of the SEINT Products, or offering a cash incentive or discount on SEINT Products as a means of promotion that is not within the context of the Program.
- Artists may not sell SEINT products in any international market, or conduct business activities of any nature, in any foreign country that the Company has not announced is officially open for business.
- Utilizing search engine services or otherwise to promote sponsored content as a means of appearing like SEINT, appearing before SEINT on any searches, or other conduct to which SEINT finds violative of the spirit and purpose of this provision. See Section 15 for further details.
Product Inventory Loading & Bonus Buying Prohibition. The Company strictly prohibits the supply of a product or service to Artists or prospective Artists that are commercially unreasonable. Artists may not carry an inventory of SEINT products for resale absent explicit permission from SEINT for the particular case. All products are direct shipped from the Company to the customer. In addition, bonus buying is strictly prohibited. Bonus buying is any mechanism or artifice to qualify for rank advancement or maintenance, incentives, prizes, commissions or bonuses that are not driven by bona fide product purchases by end user consumers for actual use.
Media Inquiries; Waiver of Right of Publicity. You must not interact with the media regarding the SEINT business or Products. All inquiries from the media, including radio, television, print, online, or any other medium, shall be directed to SEINT’s marketing department.
Artists grant SEINT an irrevocable license to reproduce and use their name, photograph, video, personal story, testimonial, and/or likeness in its advertising or promotional materials, including but not limited to use in online forums. Artists waive all claims for remuneration for such use and all rights to inspect or approve all draft, beta, preliminary, and finished material.
Non-Disparagement. You shall not make any oral, written, or electronic statement that disparages, defames, or reflects adversely upon SEINT or any of SEINT’s affiliates, vendors, owners, board members, directors, officers, employees, other Artists, Products or services, or the SEINT Compensation Plan. You shall also not make statements that unreasonably offend, mislead or coerce others. Such conduct represents a material breach of this Agreement and may result in SEINT sanctioning or otherwise disciplining you in accordance with this Agreement as Company deems appropriate at its sole discretion for the particular instance in question.
This non-disparagement provision shall in no way be construed to apply to those individuals or entities that are merely purchasing and/or consuming the Products or services of SEINT. The Consumer Review Fairness Act (CRFA) prohibits prohibition on consumer reviews, but SEINT is fully within its right to prohibit disparaging comments from those individuals or entities that act as employees or independent contractors marketing and selling SEINT Products. The CRFA therefore does not apply here to you who are acting as an independent contractor in all respects.
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Approved Customers and Sales Restrictions
Artists may only sell SEINT Products to, and solicit orders from, end-user customers who are the ultimate consumers of the Products and who do not intend to resell the Products to any third party. You shall not sell or solicit orders for a quantity of Products to any individual that is greater than typically purchased for personal use. Any scenarios deviating from these parameters must first be approved by SEINT compliance.
You may create your own websites to promote your SEINT business or SEINT’s Products and services. However, official SEINT supplied replicated websites are the only online forum through which SEINT Products may be sold and new SEINT Artist enrollments may be transacted (prohibited online forums include, but are not limited to, Artists’ external websites, online auctions and classified listings). You may not sell SEINT Products via “online auctions,” such as eBay®, or “online marketplaces” such as Amazon or Etsy.
SEINT reserves the right to rescind approval for any approved external web site, and you waive all claims against SEINT, its officers, affiliates, directors, owners, employees, and agents for damages, expenses, costs, or remuneration of any other nature arising from or relating to such rescission.
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Social Media. In addition to meeting all other requirements specified in this
Agreement, should you utilize any form of Approved Media, you agree to each of the following:
- No product sales or enrollments may occur on any social media site. To generate sales, a social media site must link only to the Artist’s SEINT replicated website, SEINT’s corporate website or an official SEINT corporate social media page.
- An Artist agrees to refrain from using SEINT or any other company trademarks or other intellectual property in social media handles or on their own independent websites. An example would be @MelissaSeintArtist.
- It is each Artist’s responsibility to follow the social media site’s terms of use. If the social media site does not allow its site to be used for commercial activity, you must abide by the site’s terms of use as well as all other rules of the site.
- An Artist may post or “pin” photographs of Products on a social media site, but only media that is in alignment with SEINT’s branding and messaging may be used as determined in SEINT’s absolute discretion.
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Online Advertisements and Search Engine Marketing (SEO). You may not use paid
search engine marketing (such as Google AdWords). To avoid brand confusion and to protect brand reputation,
and in fairness to all, you are not permitted to purchase advertisements on other websites or social media
platforms that resemble SEINT Corporate advertisements or could reasonably mislead Artists, prospective
Artists, or customers to believe it is SEINT sponsored advertising. Other forms of purchased media, such as
boosted ads, are allowed as long as they promote an Artist’s business and are in accordance with SEINT
social media and content guidelines. This policy is to ensure fairness across the SEINT sales organization
so as to allow consumers a clear understanding of who they choose to purchase Products from.
You agree to cooperate fully with SEINT in this area so that search engines list the SEINT corporate website as the top search result when a user makes a query containing the name “SEINT” or any of its derivatives, or any other company protected trademark(s), other intellectual property, or SEINT owned content. SEINT reserves the right to discipline you, including but not limited to a request to immediately deactivate any online ad.
You may not bid on or purchase (or encourage or solicit any third party to bid on or purchase) any SEINT trademark, SEINT intellectual property, or SEINT owned content as a meta-tag, keyword, paid search term, sponsored advertisement, or sponsored link used to trigger search results. SEINT, in its sole discretion, possesses the ability to interpret this provision and inform SEINT Artists of their compliance with this provision.
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Artist Created Marketing Methods, Advertising, Events, and Promotional Material
(Sales Tools). When promoting the SEINT business or Products or services you must use only sales
aids, advertising, promotional materials, and marketing methods (collectively “Sales Tools”) that are in
alignment with SEINT’s branding and messaging. SEINT has the absolute discretion to determine this
alignment. An Artist who develops their own Sales Tools, notwithstanding any good intentions, could
unintentionally violate any number of statutes or regulations affecting the SEINT business, so you must be
responsible for the actions you take as an Artist. These violations, although relatively few in number,
could jeopardize the SEINT business and the opportunity for other Artists; therefore, you must continuously
stay updated on all applicable laws and regulations and maintain your Sales Tools to be in alignment with
SEINT’s branding and messaging.
Return of Merchandise and Sales Tools by Artists Upon Cancellation. Upon cancellation of an Artist’s Agreement, the Artist may return Products and Sales Tools that you personally purchased from SEINT within one year prior to the date of cancellation (the one-year limitation shall not apply to residents of Maryland, Massachusetts, Wyoming and Puerto Rico), or as otherwise required by applicable law, so long as the goods are in resalable condition (“Resalable Condition” as defined herein). Upon the SEINT’s receipt of returned goods and confirmation that they are in Resalable Condition, the Artist will be reimbursed 90% of the net cost of the original purchase price(s). Shipping and handling charges will not be refunded. If the purchases were made through a credit card, the refund will be credited back to the same account. Goods are in “Resalable Condition” if they are unopened and unused and packaging and labeling has not been altered or damaged as SEINT may determine in its reasonable discretion. Any merchandise that is clearly identified at the time of sale as non-returnable, closeout, discontinued, or as a seasonal item, is not in Resalable Condition. Additionally, back office and replicated website fees are not refundable.
Return and Exchanges by Customers. In addition, SEINT offers a money-back guarantee to all Artists and Customers on products returned within thirty (30) days from the date of sale, less a restocking fee. Products shipped directly to the customer by SEINT must be returned to SEINT and a refund will be issued to the customer by SEINT.
Customers may shade swap qualifying products for a different shade through the SEINT return portal. Simply select the new color through the returns link. SEINT will automatically ship the new shade to you. You are then required to return the original item(s) by the specified date using the prepaid return label provided. Failure to return the original item(s) will result in a charge for the replacement order.
The Return & Exchange Policy does not apply to Products damaged by abuse or misuse, and shipping costs are not refundable. You shall disclose the terms of The Return & Exchange Policy to your customers at the time of sale. Please note that SEINT does not guarantee any product that is not purchased through SEINT unless SEINT is required to do so by applicable law.
If an Artist returns more than $2,500 for a refund in any twelve (12) consecutive month period, the request may constitute the Artist’s voluntary cancellation of the Artist Agreement absent an explicit SEINT exception. The refund may be processed as an inventory repurchase and the Artist’s SEINT business may be cancelled.
Please refer to our Return & Exchange Policy for full details on returns for each Product.
Montana Residents
A Montana resident may cancel his or her Artist Agreement within fifteen (15) days from the date of enrollment and may return his or her Artist Kit and any Sales Tools and Products purchased from SEINT for a full refund within such time period.Louisiana, Massachusetts and Wyoming Residents
If you cancel your Artist Agreement, upon receipt of your written request, SEINT will refund 90% of the costs you have incurred to participate in the Program during the current year. - Monitoring; Removal of Content. SEINT reserves the right to monitor all Artist Accounts and to preview Artist’s Content if needed. From time to time, SEINT may request changes to and/or removal of Content from any Artist Account in its sole discretion. If you refuse to make any requested changes, SEINT may take disciplinary action against you including, but not limited to, terminating your Account or limiting your participation in the Program.
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Privacy. The ensuing provisions on privacy are to ensure that all SEINT
Artists and customers understand and adhere to the basic principles of privacy and confidentiality. SEINT
recognizes and respects the importance customers and Artists place on the privacy of their financial and
personal information (as defined more fully herein). Therefore, SEINT will make reasonable efforts to
safeguard the privacy of, and maintain the confidentiality of, its customers’ and Artists’ financial and
account information and non-public, personal information. SEINT expects you to do the same by acting in
accordance with the following privacy guidelines.
Handling Personal Information
As an Artist, you may receive Personal Information from and about prospective Artists, customers and other individuals. Keeping their Personal Information (defined below) secure not only helps to ensure your compliance with the law, but it also helps you to maintain trust, which is an important factor in your success. Personal information is information that identifies, or permits you to contact, an individual. It may include but is not limited to name, phone number, email address, home address, payment information, and other information associated with these details, such as purchases (collectively, “Personal Information”). The following are guidelines that you must abide by in the handling of another’s Personal Information.
Collection, Use, and Disclosure of Personal Information
- Give the customer notice. Customers want to know why you are collecting their Personal Information and what you plan to do with it, so tell them what you are collecting, why and with whom you are going to share it. Tell them this before or at the time that you collect their Personal Information, and then be sure that you use and share Personal Information only in the ways you promised and with that individual’s consent.
- Collect only what you need. Collect only the Personal Information that you really need. Review the forms that you use to collect Personal Information, and revise them to remove fields for information you do not need. Less is more. For example, don’t collect a credit or debit card number unless your customer actually makes a purchase and you need to collect such information. Most scenarios will never necessitate exchanging such Personal Information.
- Give the customer control. Give customers a choice about how you communicate with them. For instance, find out if a customer wants to receive promotions and other marketing messages from you and, if so, whether he or she would prefer to receive them by email, phone or another method of communication. Respect the customer’s wishes. If, for example, a customer tells you that he or she doesn’t want to receive emails, then find another way to communicate with him or her.
- Stay Up to Date. Keep the customers’ Personal Information up to date. Remind them to let you know if their Personal Information changes. Keeping your contacts current helps you to stay in touch with them.
- Your Back-Office. Your back office may have information relating to your Customers’ confidential information. You must not show this information to anyone, nor may you share your back office access with anyone.
- Share only if necessary. Don’t share a customer’s Personal Information unless you have a real business reason to do so, and then share only what information is necessary and with that customer’s consent. Make sure that the other person agrees to use the Personal Information only in the ways you have agreed.
- Be careful. A customer’s information is a valuable asset. Don’t communicate it to the general public or to anyone who doesn’t have a legitimate need for it. Protect it from unauthorized access or disclosure. Artists must take all reasonable means to protect individual’s Personal Information.
- Dispose of Personal Information responsibly. When you no longer need a customer’s Personal Information, stop using it. Dispose of it in a way that makes it unreadable, such as by shredding paper documents.
- Follow the laws. All advertisements sent via e-mail, telephone, or text must comply with all anti-spamming and related laws for the state/province or country where the intended recipient resides. The Artist is under obligation to research and comply with all laws and regulations concerning unsolicited commercial messaging and other mass communications.
- Confidential Information. SEINT may disclose confidential or proprietary information and trade secrets to Artists from time to time (collectively, “Confidential Information”). SEINT Confidential Information includes, without limitation, all non-public or proprietary information and SEINT Intellectual Property (as defined below), including, but not limited to specifications, ingredients and other proprietary information relating to the Products, sales figures, software passwords, customers, names and contact information, event format, presentation content, inventions, financial information, business plans, business processes, marketing plans, marketing strategies, marketing copy, financial projections, personal information of employees and agents, sponsorship strategies, relationships with vendors, technical data, software designs, drawings, specifications, models, source code, object code, documentation, diagrams, flow charts, inventions, techniques, chemical compounds, formulas, marketing and other future plans, or any other information or know how related to the items enumerated herein. You agree to hold all Confidential Information in the strictest confidence and not to disclose the Confidential Information to any third party, except as required by law or court order, and to provide SEINT with prompt notice of such required disclosure where possible and before disclosure. You agree that SEINT is (and will remain) the sole and exclusive owner of all rights, title and interest in and to the Confidential Information, and all SEINT Intellectual Property. You further agree that you will not, and will cause any employees and other agents to not, use SEINT Confidential Information for the benefit of anyone other than SEINT. You agree not to use SEINT Confidential Information for any purpose except in the performance of your obligations under this Agreement.
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Intellectual Property. All SEINT trade names, trademarks, logos, slogans,
domain names, trade dress, coupons, hypertext links, promotional codes, designs, works of authorship, and
other advertising and marketing material (collectively, the “Intellectual Property”) is the property of
SEINT, and you agree not to use such SEINT Intellectual Property except in the form provided to you through
the Program, and solely for the purpose and in the manner specifically authorized by SEINT. SEINT hereby
grants you a limited, revocable, and non-exclusive license to use the Intellectual Property solely in
connection with the Promotional Activities. Should SEINT reasonably object to any use by you of any
Intellectual Property, SEINT may revoke your license thereto and you will promptly cease using the
Intellectual Property as identified by SEINT. Unless and only to the extent explicitly authorized by SEINT,
you agree not to modify any Intellectual Property or use any modified or derivative version of any
Intellectual Property. Unless and only to the extent explicitly authorized by SEINT, you agree not to
purchase, use or register any domain name, or any social media profile name, handle, or moniker, that
comprises or incorporates any Intellectual Property or any variations, derivatives or misspellings thereof
or any variations or derivatives that could be confused or interpreted as being that of SEINT. You agree not
to publish, host, or promote any SEINT Intellectual Property or other material that misrepresents your
relationship with SEINT or implies that you are an official site, authorized dealer, or otherwise specially
connected with or sponsored by SEINT.
Official SEINT marks include but are not limited to:
Seint®
Get out there, Gorgeous™
IIID Foundation™
DEMI COLOR™
DEMI COLOUR™
You agree that any and all Content created under this Agreement shall be the sole and exclusive property of SEINT, and you irrevocably assign to SEINT all right, title and interest in any Content that you create, or to which you contribute, including all intellectual property rights contained therein. You acknowledge and agree that all Content is deemed specially requested by SEINT (whether or not actually requested), and further agree that it shall be considered a work made for hire within the meaning of the copyright laws of the United States (together with any modifications, improvements or enhancements. You acknowledge and agree that SEINT is expressly authorized and licensed to use your name, likeness, voice, signature, photograph, image, distinctive appearance, biographical details, indicia of identity, gestures or mannerisms, and any trademarks, service marks, publicity rights, and logos as part of any Content, such use will not constitute an infringement of any of your rights, and all your rights relating to or embodied in any Content created under this Agreement are hereby waived.
SEINT reserves the right to interpret this provision liberally so as to fully enforce its rights in all scenarios in accordance with the particular scenario in question.
- Non-SEINT Businesses. SEINT recognizes that, as an independent contractor, you are free to perform services for entities other than SEINT. You warrant and represent that no conflict or potential conflict of interest exists between your performance of Promotional Activities and your obligations in the Program under this Agreement, and your performance of services for other entities or contracts. Additionally, this includes any products you develop or plan to develop for commercial use or sale, alone or with others. You agree to ensure that no such conflict arises.
- Indemnity. You will at all times defend, indemnify and hold harmless SEINT (including, without limitation, their directors, officers, shareholders, agents, affiliates, and representatives) from and against any and all claims of whatever nature, including without limitation: (i) any violation of law committed by you or your agents; and/ or (ii) your participation in the Program, and/ or your breach of any obligation, representation or warranty set forth herein. Your obligation to indemnify and defend SEINT as set forth herein shall include reimbursement of any and all legal fees and related costs and expenses incurred by SEINT in connection with any such claim.
- Limitation of Liability. SEINT WILL NOT BE LIABLE TO YOU UNDER ANY LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF SEINT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL SEINT’S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO YOUR PARTICIPATION IN THE PROGRAM, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL AMOUNTS PAID TO YOU BY SEINT IN THE SIX (6) MONTHS PRECEDING THE EVENT WHICH GIVES RISE TO THE CLAIM.
- Liquidated Damages. In the event it shall be determined that SEINT wrongfully terminated this Agreement, this liquidated damages provision shall cover the damages as both parties agree and understand that actual damages will be difficult to calculate. The liquidated damages shall be calculated based on the average monthly compensation received by the Artist under this Agreement over the preceding twelve (12) months. The payment of liquidated damages shall not preclude the non-breaching party from seeking any other remedies available under law or equity
- Disciplinary Sanctions. SEINT reserves the right to impost disciplinary sanctions upon you in the event you breach this Agreement or conduct yourself in a way that is illegal, fraudulent, deceptive, unethical business conduct, or any act or omission the SEINT reasonably determines in its discretion may damage its reputation or goodwill. Such disciplinary sanctions may include but are not limited to: (i) the monitoring of your conduct over a specific period of time under a probationary period to assure compliance; (ii) issuance of a written warning or requiring that you take immediate corrective action; (iii) the imposition of a fine (which may be imposed immediately or withheld from future commission payments) or the withholding of commission payments outright (“Commission Hold”) until the matter causing the Commission Hold is resolved or until SEINT receives adequate assurances from you of future compliance; (iv) suspension of your SEINT business and from SEINT events, rewards, and recognitions; (v) termination of your SEINT business; or (vi) any other disciplinary measure that SEINT deems appropriate to address the conduct in question. SEINT furthermore reserves the right to pursue all available remedies provided at law and equity. SEINT also reserves the right to determine on a case-by-case basis how to reinstate or otherwise any Artist who has been under disciplinary sanction. This determination may be based upon the assurances given, severity of conduct, and other relevant facts.
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Term; Termination. The term of this Agreement shall begin upon SEINT’s
acceptance of your application and shall continue unless terminated by you are SEINT. SEINT reserves the
right to terminate all Artist positions upon thirty (30) days written notice in the event SEINT (1) ceases
business operations; (2) dissolves as a business entity; or (3) terminates distribution of its Products via
affiliate channels. SEINT may also terminate this Agreement as an appropriate disciplinary sanction in the
event you violate this Agreement. You may terminate this Agreement at any time upon written notice to SEINT
compliance stating your name or entity name, your Account information and number, and the reasoning for your
termination.
Such termination constitutes your termination from the Program; you will be disqualified from receiving any further commission, recognition, communication or compensation from SEINT; you must discontinue posting about or publicizing your use of SEINT Products, and stop making any representations publicly or privately, in which you could be construed as representing SEINT or SEINT Products. The obligations related to Confidential Information will continue perpetually after the termination of this Agreement.
- Governing Law. Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in Washington County, State of Utah. The Federal Arbitration Act shall govern all matters relating to arbitration. The law of the State of Utah, without regard to principles of conflicts of laws, shall govern all other matters relating to or arising from this Agreement.
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Dispute Resolution. All claims shall include an initial implied good faith
negotiation phase whereby the parties seek to mutually agree to terms befor escalating to the Dispute
Resolution privisons herein. For claims seeking ten thousand dollars ($10,000.00 USD) or more that arise
from or relate to this Agreement, prior to filing as set forth below, the parties shall seek to negotiate
and meet in good faith and attempt to resolve such dispute through confidential non-binding mediation. One
individual who is mutually acceptable to the parties shall be appointed as mediator. If the parties cannot
agree on a mediator, the complaining party shall request a mediator be appointed by the American Arbitration
Association (“AAA”). The mediation shall occur within sixty (60) days from the date on which the mediator is
appointed. The mediator’s fees and costs, as well as the costs of holding and conducting the mediation,
shall be divided equally between the parties. Each party shall pay its portion of the anticipated shared
fees and costs at least ten (10) days in advance of the mediation. Each party shall pay its own attorneys’
fees, costs, and individual expenses associated with conducting and attending the mediation. Mediation shall
be held in St. George, Utah and shall last no more than two (2) business days.
Waiver of Class Action and Jury Trial. THE NEGOTIATION, MEDIATION OR ARBITRATION OF ANY DISPUTE SHALL BE LIMITED TO INDIVIDUAL RELIEF ONLY AND SHALL NOT INCLUDE CLASS, COLLECTIVE OR REPRESENTATIVE RELIEF. IN ANY ARBITRATION OF A DISPUTE, THE ARBITRATOR OR ARBITRAL PANEL SHALL ONLY HAVE THE POWER TO AWARD INDIVIDUAL RELIEF AND SHALL NOT HAVE THE POWER TO AWARD ANY CLASS, COLLECTIVE OR REPRESENTATIVE RELIEF. THE PARTIES UNDERSTAND AND AGREE THAT EACH IS WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS, COLLECTIVE OR OTHER REPRESENTATIVE ACTION.
Except as otherwise provided in this Agreement, any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled through confidential, binding arbitration. This arbitration provision applies to claims that were not successfully resolved through the foregoing mediation process as well as claims for less than $10,000.00 not subject to the mediation requirement. The arbitration shall be filed with, and administered by, the American Arbitration Association in accordance with the AAA’s Commercial Arbitration Rules and Mediation Procedures, which are available on the AAA’s website at www.adr.org. Copies of the AAA’s Commercial Arbitration Rules and Mediation Procedures will also be emailed to Artists upon request to SEINT’s compliance. Notwithstanding the rules of the AAA, unless otherwise stipulated by the parties, the following shall apply to all Arbitration actions:
- The Federal Rules of Evidence shall apply in all cases;
- The Parties shall be entitled to all discovery rights permitted by the Federal Rules of Civil Procedure;
- The Parties shall be entitled to bring motions under Rules 12 and/or 56 of the Federal Rules of Civil Procedure;
- The Federal Arbitration Act shall govern all matters relating to arbitration. The law of the State of Utah, without regard to principles of conflicts of laws, shall govern all other matters relating to or arising from the Agreement,
- The arbitration hearing shall commence no later than 365 days from the date on which the arbitrator is appointed, and shall last no more than five business days;
- The Parties shall be allotted equal time to present their respective cases;
- The arbitration shall be brought on an individual basis and not as part of a class, representative, or consolidated action.
All arbitration proceedings shall be held in St. George, Utah. There shall be one arbitrator selected from the panel that the AAA provides. Each party to the arbitration shall be responsible for its own costs and expenses of arbitration, including legal, filing, and expert and witness fees. The decision of the arbitrator shall be final and binding on the parties and may, if necessary, be reduced to a judgment in any court to which the parties have consented to jurisdiction as set forth in the Agreement. This agreement to arbitrate shall survive the cancellation or termination of the Agreement.
The parties, their respective agents and attorneys, and the arbitrator shall maintain the confidentiality of the arbitration proceedings and shall not disclose to any third party:
- The substance of, facts underlying, or basis for, the controversy, dispute, or claim;
- The substance or content of any settlement offer or settlement discussions or offers associated with the dispute;
- The pleadings, the content of any pleadings, and exhibits to the pleadings, filed in any arbitration proceeding;
- The content of any testimony or other evidence presented at an arbitration hearing or obtained through discovery in arbitration;
- The terms or amount of any arbitration award;
- The rulings of the arbitrator on the procedural and/or substantive issues involved in the case.
If a party violates its confidentiality obligations under this arbitration policy, the nonbreaching party shall incur significant damages to its reputation and goodwill that shall not be readily calculable. Therefore, if a party, its attorneys or agents breach the confidentiality provisions of this policy, the nonbreaching party shall be entitled to liquidated damages in the amount of twenty five thousand dollars ($25,000.00 USD) per violation. Every disclosure of each allegation, pleading, claim or other prohibited disclosure shall constitute a separate violation. The parties agree that this liquidated damage amount is reasonable and waive all claims and defenses that it constitutes a penalty.
Nothing in this Agreement shall prevent either party from applying to and obtaining from any court to which the parties have consented to jurisdiction as set forth in this Agreement a temporary restraining order, preliminary or permanent injunction, or other equitable relief. SEINT reserves the right to explore all relief at its disposal to uncover the identities of sellers who are wrongfully selling SEINT Products or are selling SEINT Products through unofficial channels.
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Website Terms of Use.
ALL CONTENT INCLUDED IN OR AVAILABLE THROUGH THIS SITE (THE “CONTENT”) IS PROVIDED “AS IS” AND “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, AVAILABILITY, SECURITY, COMPATIBILITY, AND NONINFRINGEMENT. SEINT DOES NOT WARRANT THAT THE CONTENT IS ACCURATE, ERROR FREE, RELIABLE OR CORRECT, THAT THE SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKE SUCH CONTENT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THIS SITE MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF ANY CONTENT. YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST THE COMPANY WITH RESPECT TO CONTENT AND ANY CONTENT YOU PROVIDE TO THIRD PARTY SITES (INCLUDING CREDIT CARD AND OTHER PERSONAL INFORMATION). THE COMPANY MAY IMPROVE OR CHANGE THE PRODUCTS AND SERVICES DESCRIBED IN THIS SITE AT ANY TIME WITHOUT NOTICE. SEINT ASSUMES NO RESPONSIBILITY AND DISCLAIM ALL LIABILITY, FOR ANY ERRORS OR OMISSIONS IN THIS SITE OR IN OTHER DOCUMENTS WHICH ARE REFERRED TO WITHIN OR LINKED TO THE SITE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN ANY EVENT, THIS PROVISION SHALL APPLY IN ALL JURISDICTIONS TO THE GREATEST AMOUNT PERMITTED UNDER APPLICABLE LAW
- Amendment. SEINT reserves the absolute right to amend this Agreement from time to time at its sole discretion upon thirty (30) days’ written notice to the Artist through ordinary communication channels including, but not limited to, email, official company correspondence, or back office notification. Your continued conduct as an Artist shall constitute acceptance of any and all changes. You must ensure that your contact information remains accurate at all times as that is the method by which SEINT shall contact you and notify you of any and all changes. This amendment procedure shall not govern the Dispute Resolution section herein as that section may only be modified through mutual agreement between SEINT and you in a signed writing either handwritten or electronic.
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Entire Agreement and Severability. This Agreement constitutes the entire
agreement between you and SEINT with respect to the subject matter hereof and supersedes all prior
agreements, understandings, negotiations, and discussions, whether oral or written, between the parties.
If any provision of this Agreement, in its current form or as amended, is held void or unenforceable, only the void or unenforceable portion(s) of the provision shall be severed from the Agreement and the remaining provisions shall remain in effect. In the event of any severed provision, the reviewing court or otherwise shall modify the provision so that it is in compliance with applicable law and reflects the purpose of the original provision as closely as possible.