Stylist Program Agreement – Revised March 24, 2017

The Independent Distributor Agreement: When She’s Got Leggz refers to the Independent Distributor Agreement, Distributor Agreement or Agreement it refers to all components as described in this document. It is your responsibility to read, understand, and adhere to the most recent version of the agreement.

Why do we need an agreement?

The Agreement is designed to define the relationship that exists between you (Independent Distributor/Stylist) other Distributors, and She’s Got Leggz and to clearly articulate a standard for acceptable business conduct. By signing the agreement, you are required to comply with all of its Terms and Conditions and with all federal, provincial, and local laws in all countries and jurisdictions where you reside or do business that govern your She’s Got Leggz business and conduct.

If you have any question regarding any policy or rule, do not hesitate to seek an answer from She’s Got Leggz by emailing info@shesgotleggz.ca

How are changes handled?

She’s Got Leggz reserves the right to update or change the Agreement/and or it’s pricing. However if we make changes or revisions, you will be notified via your email that is registered with She’s Got Leggz. By electronically accepting this Agreement, continuing as a She’s Got Leggz distributor/stylist you signal your acceptance of any changes that are made.

Becoming a Distributor/Stylist

To become a distributor/stylist you must:

  1. Be of age of majority in your province of residence & must be a legal resident of Canada;
  2. Reside in a province in Canada which She’s Got Leggz is operating:
  3. Read and agree to abide by the Company’s Distributor/Stylist Agreement; and
  4. Submit a properly completed Distributor Application and Agreement to She’s Got Leggz

Approval Process

After you have been accepted She’s Got Leggz will assign you a login to be used by you to place orders via the She’s Got Leggz website. This account information should not be shared with others. You will receive notification of your approval and details via the email address you applied with.

Distributor/Stylist Benefits

When your application and signed agreement has been accepted by She’s Got Leggz, you have the right to:

  1. Buy She’s Got Leggz product at a discounted price
  2. Sell She’s Got Leggz products;
  3. Receive She’s Got Leggz communications;
  4. Receive access to the distributor portion of the website.
  5. Gain access to the She’s Got Leggz Stylist Facebook group.

Renewal of your She’s Got Leggz account

No renewal is necessary, however accounts inactive for a period of 6 months (meaning you have not ordered from the website) will be automatically cancelled and you will need to re-apply to have access to the distributor/stylist program again.

Reporting Policy Violations

If you witness or observe a Policy violation by another Distributor/Stylist, you are obligated to report the violation to Info@shesgotleggz.ca. Please provide sufficient detail (situation, violation, dates, location, persons involved etc.) for She’s Got Leggz to act. She’s Got Leggz will make every effort to ensure that your identity, and information you share that may reveal your identity, remains confidential.

Marketing your She’s Got Leggz Business

  1. You shall not create, publish, distribute, or print any written material that makes reference to our Program without first submitting that material to us and receiving our prior written consent.

SOCIAL MEDIA

Promotion on Facebook, Instagram, and other social media platforms is permitted following these general guidelines:

  1. You must use the words “She’s Got Leggz” along with your associated distribution area (i.e.: Burlington, Hamilton, Oakville) in the title of your social media page/name. You may also use your name in the Page Title; however, a distribution area must be stated first.
  1. You are allowed to utilize any pictures from the main She’s Got Leggz Facebook & Instagram pages for your own social media platforms.
  1. You are allowed to run any “giveaway” contests as you would like, as the leggings that you are giving away would be coming from your own inventory that you’ve already purchased from us. Please check out our main She’s Got Leggz Facebook & Instagram for ideas on such contests.
  1. You agree not to:

Post, transmit, or otherwise make available through or in connection with any social media:

- Any information or materials that are or may be, or the posting, transmission or use of which is or may be: (a) threatening, harassing, degrading, hateful or intimidating; (b) defamatory or libelous; (c) fraudulent or tortious; (d) obscene, indecent, pornographic or otherwise objectionable; or (e) protected by copyright, trademark, trade secret, right of publicity or privacy or any other proprietary right.

- Any material that would give rise to criminal or civil liability; that encourages conduct that constitutes a criminal offense; or that encourages or provides instructional information about illegal activities or activities such as "hacking," "cracking," or "phreaking."

- Any personally identifiable information of another individual, without the prior consent of such individual.

- Any material, non-public information about a company, without the proper authorization to do so.

DISTRIBUTION

  1. The minimum retail prices of She’s Got Leggz current product are as follows and you are not allowed to charge anything less (other than the “giveaway” contests or the hostess gifts, both of which must be free product to the customer):
  1. She’s Got Leggz reserves the right from time to time in its absolute discretion without incurring any liability to you, with respect to any order placed by you, or otherwise, to discontinue or to limit the availability of any Products, to terminate or limit deliveries of any Products, to alter the design of any Products, and to add new and additional Products to its lines.
  2. If a new product is introduced, the associated minimum retail price that you must charge will be indicated on the Price List document which is available in the “She’s Got Leggz Admin & Rep Communication” closed group on Facebook.

ORDERS

  1. Orders received by She’s Got Leggz from you for the purchase of any Products shall not bind She’s Got Leggz until She’s Got Leggz accepts and approves the order. She’s Got Leggz reserves the right at its sole discretion to accept or reject any order for the purchase of any Products.
  2. The price to be charged to you for the Products shall be set from time to time by She’s Got Leggz at its sole discretion. You shall pay the price for the Products at the time of the placement of your order. Notwithstanding any provision of this Agreement, or any statute, regulation or industry practice to the contrary, you shall be responsible for all costs associated with shipping the Products from She’s Got Leggz to you. All risks for the Products during shipping and/or delivery shall lie with you. She’s Got Leggz liability for the Products shall cease at the moment that the Products are delivered to a common carrier for shipping to you or are delivered directly to you.
  3. All claims by you for shortages or damaged or defective Products shall be made in writing (e-mail) within 3 days after the date of delivery of the Products to your place of business. She’s Got Leggz shall be the sole judge to determine whether the Products are damaged or defective. You agree that you will not return any Products to She’s Got Leggz without first obtaining the written consent of She’s Got Leggz. You further agree that you will be responsible for and prepay all shipping charges for any of the Products returned to She’s Got Leggz in accordance with this paragraph.

Shipping Costs

Distributors are responsible for all shipping costs and will be billed accordingly via checkout on the website or upon shipment.

  1. a) Shipping Times and Backorders

She’s Got Leggz will make every effort to ship products within three (3) business days from the date an order is received. If items are not in stock, they will be unavailable for purchase as stock and patterns update continuously, with some patterns not returning.

  1. b) – What Should You Do When a She’s Got Leggz Shipment Arrives?

When you receive a shipment from She’s Got Leggz, it is your obligation to conduct an inventory and confirm that the product received matches the product listed on the shipping invoice and is free of damage. Failure to notify She’s Got Leggz of any shipping discrepancy or damage within three (3) business days of confirmed delivery of shipment will cancel your right to request a correction.

Returning / Exchanging Unsold Inventory

  1. She’s Got Leggz will not accept returns or exchanges for specific patterns that may not sell well, or for any other reason. She’s Got Leggz is not responsible for any excess or unsold items. She’s Got Leggz does not buy back items as each sale is final. Each distributor/stylist is responsible for adhering to all policies outlined in this agreement until all of their stock is sold.  

INDEPENDENT CONTRACTOR STATUS:

  1. Nothing in this Agreement is intended to create an employer-employee, joint venture or partnership relationship between She’s Got Leggz and you. She’s Got Leggz and you specifically agree that they shall not take a position contrary to your status as an independent contractor.
  1. You shall determine when and where, as well as the manner and means by which you will conduct your business activities. She’s Got Leggz shall have no right to control the means or methods used by you (i.e.: markets, fairs, open houses, home parties, etc.) within your territory. You shall be responsible for and shall pay all expenses and fees incurred by you in hiring or employing persons to assist in your business, including but not limited to, payment of all taxes, withholding payments, penalties, fringe benefits, and contributions to insurance and pension or other deferred compensation plans (including without limitation Worker’s Compensation, Employment Insurance, Canada Pension Plan, etc.) with respect to said persons or in respect of you yourself. You shall not bring any claim against and shall hold She’s Got Leggz harmless and provide She’s Got Leggz with a defence against any claim that She’s Got Leggz is responsible for the payment or filing of any of the foregoing payments, withholdings, contributions, taxes, and documents or returns, and in the event of any such claim will pay She’s Got Leggz reasonable costs including legal fees on a solicitor-client full indemnity basis.
  2. You shall be solely responsible to obtain and maintain all licenses, permits, provincial and federal taxes and any authorizations that may be required by any governmental authority in connection with the sale and distribution of the Products in the Territory, including but not limited to any authorizations required for the direct sales of the Products.
  1. You may wish to secure insurance for your business. Homeowner policies and/or automobile policies may not cover business related injuries or the theft of or damage to inventory or business equipment. Contact your insurance agent to make certain that your property is protected. This can often be accomplished with a Business Pursuit endorsement attached to your present homeowner and automobile policies. Any business insurance you choose to obtain is solely at your own expense.

TERMINATION

  1. In order to maintain an active She’s Got Leggz Representation status, you are required to order a minimum of $450 (which works out to about 15 pairs of leggings a month) order per quarter. This total is achieved by hosting one party a month.
  2. You may terminate this Agreement at any time, and for any reason whatsoever, upon 30 days’ written notice to She’s Got Leggz (e-mail preferred) of your intention to terminate this Agreement.
  3. A non-compete clause immediately comes into effect once the written notice is sent to She’s Got Leggz, by which you are not allowed to sell any similar product for 60 days from the date written notice was received by She’s Got Leggz. You are not allowed to become a “rep” or “distributor” for another clothing company for 60 days. You are not allowed to create your own company and sell similar product for 60 days.

    20. She’s Got Leggz may terminate this Agreement at any time and for any reason whatsoever, with written notice (e-mail) of She’s Got Leggz intention to terminate this Agreement. 

  4. Upon written notice of termination (from either party) your associated She’s Got Leggz social media Page(s) and Account(s) must be immediately removed/disabled. 

  5. 22. Notwithstanding the provisions of the paragraph above, She’s Got Leggz shall have the right to terminate this Agreement immediately in the event that you:

(a) become bankrupt, insolvent or in any way enter into a compromise or agreement for the benefit of creditors;

(b) Fail to obtain or maintain all licenses, permits and authorizations required by any governmental authority in connection with the your sale of the Products in the Territory;

Inactive Account Cancellation

Accounts inactive for a period of 60 days (meaning you have not ordered from the website) risk being deactivated and cancelled, and may receive a warning notice. You will have 10 days, upon receipt of your notice, to place a stock order. Failure to order may result in your account being deactivated and cancelled. Accounts inactive for a period of 90 days, and beyond (meaning you have not ordered from the website) will be automatically cancelled and you will need to reapply to have access to the distributor/stylist program again. It will be assumed that you have sold your entire product and no longer wish to continue selling She’s Got Leggz Products. If you feel your account was cancelled in error please contact us at info@shesgotleggz.ca

(c) change or in any way are affected by a change in the majority ownership of your business, if you are a corporate body;

(d) Fail to follow the She’s Got Leggz Program Agreement.

  1. If upon the termination of this Agreement, She’s Got Leggz has not filled existing or pending orders for you, all of She’s Got Leggz obligations to fill the orders shall cease and any payment that was made to She’s Got Leggz for product that you have not received will be refunded to you.
  2. She’s Got Leggz shall not, by reason of the termination of this Agreement, be liable to you for compensation, reimbursement or damages on account of the loss of prospective profits on anticipated sales or on account of expenditures or commitments in connection with the business or goodwill of you or otherwise.

 ASSIGNMENT 

  1. This Agreement shall be binding upon and ensure to the benefit of the parties hereto, their heirs or legal representatives, successors and permitted assigns. Notwithstanding the foregoing, you may not assign the whole or any part of this Agreement without the prior written consent of She’s Got Leggz, which consent may be arbitrarily and unreasonably withheld. She’s Got Leggz may assign this Agreement without your consent.

MISCELLANEOUS

By signing this agreement, you agree to the terms & conditions of this agreement, agree to be bound by this agreement, acknowledge and agree that you have independently evaluated the desirability of participating in the program and are not relying on any representation, guarantee, or statement other than as expressly set forth in this operating agreement, and hereby represent and warrant that you are lawfully able to enter into contracts and that you will remain in compliance with this agreement.