Voltage Idea Partners Agreement Terms and Conditions

1. General.

I am legally competent to enter into this Voltage Idea Partner Agreement (“Agreement”) in the jurisdiction in which I reside. I further understand that I am contracting with Voltage Partners, Inc. (“VP”) to 1) retain VP for certain services, and 2) to provide certain services to VP as described herein. Hereinafter, VP may be referred to as the “Company.” Unless otherwise defined herein, all capitalized terms shall have the same meaning assigned to such terms in VP’s Voltage Idea Partner Policies and Procedures or the VP Ideation Compensation Plan, as applicable. The term “Contract” shall mean the Voltage Idea Partner Agreement, these Agreement Terms and Conditions, the VP Ideation Compensation Plan, the Voltage Idea Partners Policies and Procedures, and any specific changes, modifications and/or addendums thereto, and any other written agreement(s) between me and VP. I hereby agree to be bound by the Contract which may be amended by VP in its sole discretion from time to time. 


2. Voltage Idea Partner Status.

I understand that I will become a Voltage Idea Partner upon VP’s acceptance of this Agreement by VP which shall be signified by the assignment of a Voltage Idea Partner ID Number, at which time I will have the right, pending applicable training and as may be applicable, to perform Ideation services for VP. 


3. Independent Contractor Status.

I understand that, if accepted as a Voltage Idea Partner, I am an independent contractor of Company (and also a statutory nonemployee). Notwithstanding Voltage Idea Partner’s right to compensation as set forth in the Voltage Partners Ideation Compensation Plan (e.g., retail income, affiliate income, organization income, etc.), nothing contained in this Agreement shall be construed as or interpreted in such a way as to create any relationship of employer and employee, principal and agent, joint venture partner, or any other fiduciary or legal relationship other than that of an independent contractor. 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. Voltage Partners will not provide you with a place of business. If you desire a place of business other than your own residence, you will be responsible for procuring, furnishing, and paying the rental for such place of business. As a self-employed independent contractor, you are responsible for all direct and indirect costs and expenses of every type and nature relating to the conduct of any activity under this Agreement including, but not limited to, the Monthly Retainer. At no time, shall Company be liable or responsible for any direct or indirect cost, expense or fee authorized or incurred by Voltage Idea Partner for any reason. You are also responsible for complying with any state or local business licensing requirements. With respect to services performed by you under your Voltage Partner contract, you will not be treated as an employee for federal or state tax purposes, and you will be responsible for payment of any self-employment and other income taxes. You will receive IRS Form 1099-MISC (or other applicable form) reflecting the amount of income paid to you during the calendar year by Voltage Partners. It will be your sole responsibility to account for such income on your individual income tax returns.


4. Term.

The term of this Agreement and Voltage Idea Partner’s appointment shall commence on the Effective Date (i.e., the anniversary) set forth below and shall continue each month, indefinitely from month to month, unless sooner terminated as provided below. Said agreement and appointment will automatically renew each month (“subsequent term”) on the anniversary unless sooner terminated as provided below.


5. Termination.

Either Party can terminate this Agreement at any time, with or without cause, by giving the other Party thirty (30) days’ prior written notice. On termination the Voltage Idea Partner shall return all sales material and discontinue all activity and any representation of the Company. The Company will submit to Voltage Idea Partner, within thirty (30) days of termination, a final accounting of the amount owed Voltage Idea Partner or due Company, if any.  Voltage Idea Partner hereby agrees that it shall not be entitled to any compensation, including but not limited to any retail income or commissions of any kind, for the performance of any services or the sale of any products or services provided after the effective date of termination, notwithstanding that the order was transmitted prior to such date. Your Voltage Idea Partner status shall remain in effect until (i) terminated by you by sending, in writing, notice of cancellation of your Voltage Idea Partner status to Voltage Partners, by certified mail, to PO Box 1530, Richland, WA 99352 or by email to [email protected] or (ii) terminated by Voltage Partners by sending in writing, notice of cancellation of your Voltage Idea Partner status to you by certified mail at the address held on file by Voltage Partners for you, or by email to the email address held on file for you at the date of the notice. (Notice to Voltage Partners must include your signature, printed name, address, and Voltage Idea Partner Identification Number).  Your Voltage Idea Partner status will also be terminated with immediate effect if you stop payment of the Monthly Retainer or if any of the information provided by you on your Application is found to be false, inaccurate or fraudulent. Notice of cancellation must be received by Voltage Partners at least five (5) business days prior to the scheduled charging date of your payment account. If a cancellation notice is received fewer than five (5) business days prior to the scheduled charging date, cancellation will become effective in the month following the month in which the notice of cancellation is received by Voltage Partners. Termination by either party shall terminate your use of the Benefits of Voltage Idea Partner status and access to the Web Site with effect from the next scheduled payment charging date. You may cancel your Voltage Idea Partner status without penalty or obligation, within three (3) business days from the date of your application to become a Voltage Idea Partner. Alaska Residents: If you are resident in Alaska you may cancel your Voltage Idea Partner status without penalty or obligation within five (5) business days of the date of acceptance of your application and receive a full refund.  Kentucky Residents: If you are resident in Kentucky you may cancel your Voltage Idea Partner status without penalty or obligation within thirty (30) days of the date of acceptance of your application and receive a full refund. If you cancel after thirty (30) days, you will be entitled to receive a pro rata refund without deduction for benefits received. Missouri Residents, you have the right to rescind this transaction for a period of three (3) business days after the date of this agreement. To exercise the right of rescission, you must deliver to Voltage Partners, either in person or by first class mail postmarked within the three-business- day period, at the address referenced in this contract, a written statement of your desire to rescind this transaction, and all materials of value that were provided and given to you upon joining, if any. New Hampshire Residents: If you are resident in New Hampshire and cancel your Voltage Idea Partner status more than three (3) business days after its execution you are entitled to a pro rata refund of the Initial Joining Fee without deduction for benefits received. Virginia Residents: If you are a resident of Virginia you may cancel your status until midnight of the seventh (7th) calendar day after execution of this contract. If the seventh calendar day falls on a Sunday or legal holiday, then the right to cancel your status shall expire on the day immediately following that Sunday or legal holiday. Within forty-five days after notice of cancellation is received, Voltage Partners shall refund to you any payments made by you pursuant to this agreement. However, Voltage Partners may retain payments made for any services utilized. The refund may be made by crediting your credit card account if a credit card was used to make a payment and if Voltage Partners informs you in writing that the credit card account has been credited. Wisconsin Residents: If you are resident in Wisconsin you may cancel your Voltage Idea Partner status within three (3) months or within three (3) days of your retain Voltage Partner for services or purchase any goods or services from us, whichever occurs first. If you are resident in Wisconsin and cancel within the first fifteen (15) days of acceptance of application you receive a full refund of your initial joining fee and Monthly Retainer or if you cancel within three (3) months of acceptance of application or within three (3) days of you first purchase (whichever occurs first), you will be entitled to a pro rata refund of your initial joining fee and Monthly Retainer, without deduction for benefits or services received. After the cancellation period set out above you may still cancel your Voltage Idea Partner status providing it is within fourteen (14) days of your application to become a Voltage Idea Partner and receive a full refund of the amount paid to Voltage Partners in connection with your Voltage Idea Partner status in accordance with Voltage Partners refund policy. Regardless of your location, if you cancel your Voltage Idea Partner status after receiving any compensation from Voltage Partners, said refund will be less any compensation paid up through the cancellation date. If Voltage Partners chooses to make a refund to you it shall not be responsible for any other costs or expenses directly or indirectly incurred by you in connection with the cancellation of Voltage Idea Partner status. If I wish to terminate the Contract, I will submit to VP written notification of my intent to terminate. Such notice will automatically terminate my Contract(s) and/or appointments with any authorized product providers, effective as of the date such notice is accepted by VP. I understand that as a Voltage Idea Partner, I may terminate my Voltage Idea Partner status at any time and for any reason.


6. No Benefits.

As an independent contractor and statutory nonemployee, Voltage Idea Partner understands, acknowledges, and agrees that Voltage Idea Partner is not and will not be entitled to any benefits or employee benefits including, but not limited to, insurance of any kind, retirement programs or plans of any kind, worker’s compensation or any other benefit, which may be afforded to employees of Company.


7. Initial Costs.

I understand that the only initial costs required to become a Voltage Idea Partner includes an initial training fee and one of three recurring monthly retainers. I further understand that the first and last months’ retainer, as selected and indicated during the Voltage Idea Partners enrollment process, is due with the initial training fee, and the indicated monthly retainer shall be due thereafter each month on the anniversary of the initial joining date. 


8. Annual Renewal.

I understand that I am responsible for and must pay an annual Voltage Idea Partner renewal fee of $49.95, which is subject to change at any time by VP in its sole discretion. The annual renewal fee is in addition to any other personal sales and/or organizational activity requirements that may be required as part of the compensation plan or the Contract. I expressly authorize VP to charge and/or debit my credit card or billing information on file at the scheduled time of renewal, and/or deduct the fee from any compensation that may be due under any VP compensation plan. Renewal fees are non-refundable.


9. Statutory Compliance.

Although VP may assist me from time to time in becoming aware of applicable laws, rules, regulations and other requirements, the sole responsibility for my VP business and associated activities rests with me. Therefore, I expressly release VP and agree to indemnify, defend, and hold VP, its officers, directors, agents, advisors, employees, and contractors harmless from and for my conduct, actions and/or omissions (or that of others acting on my behalf). I also waive any claims or causes of action which I (or others acting in my interest or on my behalf) may have occasion to assert respecting my status or conduct as an Idea Partner, arising out of any of my acts or omissions.  


10. Acceptance.

I understand that VP, in its sole discretion, may reject this or any Agreement without disclosing any reason therefore. If this or any Agreement is not accepted and/or approved by VP, I expressly release VP and any affiliated entity and their officers, directors, agents, advisors, employees, and contractors from any and all liability incurred by me or by any other person. I hereby waive any associated claim(s) that might be asserted in my interest.


11. Obligations.

In accordance with applicable training requirements, policies, procedures and guidelines established by Company, Voltage Idea Partner shall use its best efforts to perform Ideation Interviews and identify potential ideas from its contacts in accordance the terms, conditions and provisions of this Agreement. Additional primary obligations shall include, but not necessarily be limited to, providing support, feedback, and communication to Company relative to any submitted ideas or associated process and activities.  

12. Opportunity Presentations.

As a Voltage Idea Partner, you may only present the Voltage Partner business opportunity in its entirety in accordance, emphasizing that potential compensation, which may be earned in the form of retail and organizational income, is not guaranteed at any level. In presenting the opportunity to any prospects, you agree not to utilize any literature, materials, media, or aids not produced or specifically authorized in writing by Company.

13. Compensation.

I understand that Commissions from VP, if any, are earned through my participation in the VP Ideation Compensation Plan (provided under separate cover). As a Voltage Idea Partner, I am entitled to receive certain benefits and opportunities offered to Voltage Idea Partners through the VP Ideation Compensation Plan, provided I maintain my Voltage Idea Partner status and operate in compliance with the Contract and the VP Ideation Compensation Plan. I hereby acknowledge that I have access to all documents comprising the Contract, the contents of which are incorporated herein by reference. The VP Ideation Compensation Plan and its commissions, overrides, bonuses and/or other incentives which may, from time to time, be offered by VP, relating to the sale or other output derived from retail sales of published solutions and other earned income, are privileges of my status as an active Voltage Idea Partner in good standing. I agree to abide by the Contract, as modified from time to time in the sole discretion of VP.


14. Authorized Activity.

I understand that I am authorized to sell only those products and services, or perform services, as authorized by VP. I agree that I may not alter, repackage, re-label or otherwise change any product or service in any capacity, nor will I sell any such product or service under any other name or through any other company or opportunity.


15. Other VP Business.

I agree that I may not create or hold a Beneficial Interest in additional Voltage Partner businesses or business centers, beyond the indirect benefits that are derived from personally enrolling or sponsoring other Voltage Idea Partners and benefiting from the downline volume.


16. Signature of File.

In the event I choose to purchase any products or services on my credit card, banking debit card, or through any other account, my signature on this Agreement hereby constitutes my authorization to process any orders that I may place to those accounts, and may further be used as my “signature on file.” I understand that the cancellation of any orders that I place must be made within three (3) business days of the placement of a particular order. I understand that I must contact VP’s customer service or support teams and obtain a return merchandise authorization (RMA) number prior to shipment. Products shipped without an RMA, if any, will be returned to the sender. All shipping and handling charges incurred, if any, will be billed to my account. I agree that any invoices or statements may be sent or provided to me electronically.


17. English Language.

The English language version of the Contract shall govern.


18. Accuracy of Information.

I certify the accuracy of all information provided by me in this Agreement and the Contract, and further agree that the providing of false or misleading information authorizes VP, at its election, to declare this Agreement and the Contract null and void from its inception.


19. Notices.

All written notices to VP should be delivered to: Voltage Partners, Inc., P.O. Box 1530, Richland, Washington 99354. Notices to Voltage Idea Partner shall be sent to the current 20. Provision of Products and Services. VP agrees to provide its products and services, so long as I comply with the Contract. VP reserves the right to terminate the relationship should I, the Voltage Idea Partner, breach the terms of the Contract.


21. Sales and Other Taxes.

Orders may be subject to applicable taxes which, as required, will be added to the total order or recurring payment. Shipping and handling charges may also be added.  The credit card or bank draft information listed on or provided with my application will automatically be charged for this order. Orders with declined bank drafts or orders with declined or expired credit cards may not be processed. Attempts may be made by VP to reprocess the order should a credit or debit card be declined; however, VP makes no assurances that these attempts will be made or, if made, will be successful. If a credit card is due to expire a notice may be provided prior to expiration, but such notice is neither required nor guaranteed. I understand that I am responsible for providing current payment information to VP and solely responsible for any missed payments. I understand that if any order cannot be processed due to payment difficulties or declinations of any nature, VP will not be held responsible for shortfalls in any personal activity requirements or Group Interview Volume requirements, compensation in any form, or any promotions or other incentives.


22. Indemnification.

Voltage Idea Partner agrees to indemnify Company and its directors, officers, managers, employees, contractors, and agents (including the marital communities thereof), from and against all claims, liabilities, losses, costs, damages of every nature, judgments, penalties, fines, attorneys’ fees, court costs and other legal expenses, insurance deductibles and all other expenses arising out of or relating directly or indirectly to: (a) Negligent, grossly negligent, or intentional acts or omissions of Idea Partner or its directors, officers, employees, agents or contractors; (b) Voltage Idea Partner’s failure to perform any of its obligations under this Agreement; and (c) Acts or omissions of Voltage Idea Partner in connection with its work and performance of any obligation.


23. Amendments.

This Agreement may be amended, changed, modified, or supplemented at the sole discretion of Company.


24. Severability.

The invalidity or unenforceability of any provision in this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, which shall remain in full force and effect.


25. Force Majeure.

A Party shall not be deemed in default of this Agreement, nor shall it hold the other Party responsible for, any cessation, interruption or delay in the performance of its obligations (excluding payment obligations) due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, boycott or other similar events beyond the reasonable control of the Party, provided that the Party relying upon this provision: (1) gives prompt written notice thereof, and (2) takes all steps reasonably necessary to mitigate the effects of the force majeure event. If a force majeure event extends for a period in excess of thirty (30) days in the aggregate, either Party may immediately terminate this Agreement upon written notice.


26. Waiver.

The failure of any Party at any time to require performance of any provision or to resort to any remedy provided under this Agreement shall in no way affect the right of that Party to require performance or to resort to a remedy at any time thereafter, nor shall the waiver by any Party of a breach be deemed to be a waiver of any subsequent breach. A waiver shall not be effective unless it is in writing and signed by the Party against whom the waiver is being


27. Assignment.

Voltage Idea Partner may not assign this Agreement or any right or obligation of this Agreement, by operation of law or otherwise, without prior written consent of VP, which shall not be unreasonably withheld.


28. Governing Law.

This Agreement shall be governed by and construed pursuant to the laws of the State of Washington.