[vc_row][vc_column][vc_column_text]THIS AGREEMENT, by and between GlobalTmail USA, LLC of 772 North Main #223, Tooele, UT  84074, a limited liability company organized under the laws of the State of Utah, hereafter “GlobalTmail”, “Company” or “the Company”  and  (the PRG Member) hereafter referred to as “Member”.

W I T N E S S E T H

WHEREAS, the Company has developed “GroupCaller™”, Voifone™, VoifoneSMS™ , the Income Tool, and other proprietary software systems designed to provide a communications and sales management platform for individuals, companies and organizations to enhance their personal communications, direct sales activities, including but not limited to voice, SMS, voice broadcast, bulk email and systems, Customer Relationship Management (“CRM”), as well as additional services to be deployed in the future, and WHEREAS, the Company has created a private club known as the Port Referral Group for the purpose of providing incentives which are in addition to the Compensation Plan for Associates, to give its Members additional benefits for referring and recruiting more people to use the Company’s services and/or promote the Company, and WHEREAS, the Member wishes to become a PRG Member, NOW THEREFORE, in consideration of the payment(s) and mutual covenants below, the Parties hereto agree as follows:
  1. Membership Qualification:  To qualify for Membership in the Port Referral Group (“PRG”) the Member must do the following:
    1. Certify that you are 18 years of age or older. By executing this Agreement you certify that you meet the age requirement.
    2. Complete and submit the PRG Membership Application on the Company’s website.
    3. Register as an Associate and a Customer on the Company’s website.
    4. Pay your Membership Dues or pay your Membership Fee in full pursuant to your selection in Paragraph Three (3) below.Upon qualification of the terms above, payment of the Dues or Fee as selected below, Membership is hereby granted subject to the following Terms of Service.
  2. Summary of Benefits: The following table shows a summary of the benefits of Membership in the PRG.  Additional details regarding each Benefit is described in detail below in this Agreement: newPRG-Blue07072014*Voifone load benefits apply only to paid-in-full PRG Memberships.  Restrictions apply. See details below.PLEASE NOTE:  INITIAL ONLY “ONE” OF THE RANKS BELOW:
  3. Membership Purchase: The Member hereby indicates the rank, payment(s) arrangements and term of the PRG Membership which he/she is buying as of the date of this Agreement by placing initials where indicated next to the Membership purchased under the terms of this Agreement (for online purchases, the paragraph shall also be considered “initialed” based on the amount and item paid through the Company’s website):
    1. _______________ Starter PRG Membership: $500.00 Paid-In-Full Enter initials here “ONLY” if you are buying the Standard PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    2. _______________ Starter PRG Membership: 2-Pay ($500 paid in 2 equal monthly installments of $250 each) Enter initials here “ONLY” if you are buying the Standard PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.  .
    3. _______________ Starter PRG Membership: 6-Pay ($750 paid in 6 equal monthly installments of $125 each) Enter initials here “ONLY” if you are buying the Standard PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    4. _______________ Standard PRG Membership: $27.00 Monthly Dues, Term 54 Months. Enter initials here “ONLY” if you are buying the Standard PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    5. _______________ Standard PRG Membership: $1,000.00 Paid-In-Full Enter initials here “ONLY” if you are buying the Standard PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    6. _______________ Silver PRG Membership: $65 Monthly Dues, Term 48 Months. Enter initials here “ONLY” if you are buying the Silver PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    7. _______________ Silver PRG Membership: $2,500.00 Paid-In-Full Enter initials here “ONLY” if you are buying the Silver PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    8. _______________ Silver PRG Membership *LIMITED 40% OFF* PROMOTION By Invitation Only $1,500 Paid-In-Full. Enter initials here “ONLY” if you are buying the Silver PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    9. _______________ Gold PRG Membership: $110 Monthly, 48 Month Term. Enter initials here “ONLY” if you are buying the Gold PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    10. _______________ Gold PRG Membership: $4,000.00 Paid-In-Full Enter initials here “ONLY” if you are buying the Gold PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    11. _______________ Platinum PRG Membership: $6,000 Enter initials here “ONLY” if you are buying the Platinum PRG Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below.
    12. _______________ Platinum PRG Membership TIME-LIMITED OFFER By Invitation Only: $3,600 Paid in Full. Enter initials here “ONLY” if you are buying the Platinum PRG Membership under this special offer. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below (Call benefit load is discounted by 40% – $144.00).
    13. _______________ Platinum Advisor PRG Membership: $10,000 Enter initials here “ONLY” if you are buying the Platinum Advisor Membership. Membership includes all benefits shown in the Paragraph Two (2) above for this selection as more fully described below. _______________ PRG Standard, Silver, Gold, Platinum or Platinum Advisor “OTHER”. Enter initials here “ONLY” if you are negotiating special terms which are executed in writing elsewhere. The company is willing to negotiate different terms for payment if none of the above fit the Member’s budget or other needs.  Any separate agreement requires a written addendum attached to this signed Agreement.
    14. Limited Optional PRG Membership Financing: In the event the Member wishes to purchase a higher rank than the Member can pay in full at the time of execution of this Agreement, the Member may select one of the financing options below.  This financing option is only available on the date of execution of this Agreement. The PRG benefits available to the Member shall be those benefits available for the PRG Membership equal to or below the sum of Membership Fees plus Dues paid as compared to the full purchase price of Membership Ranks.  To qualify for financing under this paragraph, the Down Payment must be delivered to the Company as indicated by the Member’s initials below via the payment method indicated in Paragraph Five (5) below. To qualify for full benefits of the higher Rank which the Member has financed below, the total amount of all Fees and Dues must be received by the Company on or before such benefits are made available to the Member.  The following special financing terms are available:
      1. Financed PRG Platinum Advisor:   The Member agrees to the financing option below:
        1. _______________ (Initial above to use this finance method) $6,000 Down Payment plus $110 per month Gold PRG Membership Dues.
        2. _______________ (Initial above to use this finance method) $7,500 Down Payment plus $65 per month (Silver Dues Terms)
      2. Financed PRG Platinum Membership:  The Member agrees to the financing option below:
        1. _______________ (Initial above to use this finance method) $2,000 Down Payment plus $110 per month (Gold Dues Terms)
        2. _______________ (Initial above to use this finance method) $1,500 Down Payment plus $65 per month (Silver Dues Terms)
  • Financed PRG Gold Membership: The Member agrees to the financing option below:
    1. _______________ (Initial above to use this finance method) $1,500 Down Payment plus $65 per month (Silver Dues terms)
    2. _______________ (Initial above to use this finance method) $3,000 Down Payment plus $27 per month (Standard Dues terms)
  1. Financed PRG Silver Membership: The Member agrees to the financing option below:
    1. _______________ (Initial above to use this finance method) $1,500 Down Payment plus $27 per month (Standard Dues terms)Initial “ALL” payment methods that apply below:
  2. Payment Method: The Member hereby agrees to deliver payment to the company within 72 hours of execution of this Agreement using the following methods to deliver payment. Payment must be in USD. Please initial all that apply below:
    1. Down Payment and/or Membership Fee: Payments can be delivered to the Company through the following services:
      1. ____________ (Initial above if you intend to use this as a payment method.) Western Union: Instructions are delivered via email for Western Union payments.  Company must receive funds in USD in the full amount.  Member pays delivery fees directly to Western Union.
      2. ____________ (Initial above if you intend to use this as a payment method.) Credit or Debit Card: Payment may be made directly through the Company’s website using a Visa or MasterCard credit or debit card or other bank card as designated on the website.  Credit or Debit cards may also be used to pay by phone when paid directly to a Company officer or other Authorized Representative of the Company.
  • ______________ (Initial above if you intend to use this as a payment method.) Paypal: The Paypal payment email is rich@globaltmail-usa.com.  If you wish to have the company issue an invoice for the Paypal payment, please contact us and we’ll be happy to issue a Paypal invoice which can be paid online.
  1. _______________ (Initial above if you intend to use this as a payment method.) Bank Wire: Domestic & International bank wires are accepted as a form of payment.  International wires may require up to 1 week or more for processing before receipt by the Company’s bank. Domestic bank wires are usually processed the same day.  The Member is responsible to pay their own bank wire fees, foreign exchange fees or any other fees required for delivery of funds to the Company in USD.
  2. _______________ (Initial above if you intend to use this as a payment method.) Personal or Company Check: The Company accepts all forms of checks drawn on a USA bank account.  The Company does not accept checks drawn on non-USA bank accounts.  A hold will be placed on any check received until after the check has cleared the Member’s bank account.
  3. _______________ (Initial above if you intend to use this as a payment method.) Cash:  When delivering cash, the Member agrees to make advance arrangements to deliver a cash payment directly to an Authorized Representative of the Company by contacting the Company in advance.  The Company shall deliver a cash receipt to the Member at the time of payment.
  1. Monthly Dues:
    1. _______________ (Initial above if you intend to use this as a payment method.) Credit or Debit Card: Monthly dues may only be paid using a Visa or MasterCard debit or credit card.  Payment must be made through the Company’s website.
  2. _______________ (All Members are required to place their initials on the line above.) Agreement With Company Policy: The Member hereby acknowledges its agreement to all Policies and Procedures, Terms of Service and Refund Policy that are posted on the Company’s website (hereafter “Internet Agreements”) and agrees to be bound by such Web Agreements as currently stated and as may be amended from time to time.  Such amendments include this Agreement and any modifications which may be made from time to time.  In the event of a conflict in terms between this signed agreement and the Agreement posted on the Company’s website, the Member agrees that the most recently updated agreement posted on the Company’s website shall govern the relationship between the Parties.  The Member agrees it is the Member’s responsibility to check the Company’s website from time to time to know the current state of such Web Agreements and to abide by such agreements as amended.  In the event the Member does not agree with any amended Web Agreement, the Member’s sole remedy is to terminate this Agreement and/or the Member’s affected role with the Company. The Member specifically agrees and understands to the Company’s Refund Policy as follows:  All funds paid to GlobalTmail™ (“Company”) regardless of the service or product purchased are considered fully earned when paid and become the property of the Company at the time funds are submitted through a Company website or otherwise delivered to the Company. For a more detailed explanation of the “fully earned policy” please see the Terms of Service under the “Funds Earned When Paid Policy” heading. Accordingly, all payments made to the Company by Clients are non-refundable.  The Member specifically agrees that upon payment of any and all PRG Membership Dues and PRG Membership Fees, the Company has fully earned such fees upon payment and the Member is not entitled to any refund of such Dues and Fees. The Company may, if it deems necessary in its sole and absolute discretion, issue credit to Clients, customers and/or others as the sole means of compensation in lieu of refund for the following: Service failure or error, equipment failure or error, billing errors, undelivered pre-paid minutes, undelivered Caller ID Phone Number subscriptions, any other type of subscription that was not delivered as agreed, license fees that result in non-operational software, or any other product or service from the Company that was not delivered as agreed. The Client or customer hereby agrees that credit for the same or other services shall serve as full and complete restitution in the event of any service interruption, non-performance or other failure to deliver as agreed by the Company. The Client agrees to accept the amount of credit, if any, as determined in the sole and absolute discretion of the Company, as issued by the Company to the Client as full and complete compensation in lieu of refund on any amount paid to the company under dispute. The Client hereby releases the Company from any liability or obligation whatsoever to the Client, relative to the service and/or product that was not delivered as agreed by the Company for which credit(s) was issued in lieu of refund. The Client further agrees that no credit in lieu of refund, nor refund shall be due when the Company has delivered the subscription, product, and/or service which was ordered by the Client. Any such credits issued shall be limited to a maximum of the total paid by the Client or Customer for any product or service delivered.
  3. Disclosures, Acknowledgments and Disclaimer: This Membership requires the Member’s time and effort in exchange for the benefits to be received.  The Member specifically acknowledges that Membership does not constitute an investment in the Company nor is the purchase of a Membership considered to be a security.   The Company does not guarantee the payment of any specific amount of money. However, the PRG Membership does guarantee payment of the pro-rata share of the Bonus Pool earned by the Member in exchange for Member’s sponsorship of Associates and/or Customers through the company’s Back Office.  The Associate also agrees use the Member’s best efforts to perform beta testing and provide feedback when and if possible and when requested by the Company.  The Parties agree that participation with beta testing is voluntary on the part of the Member and is not a requirement to participate in the Bonus Pool and that the sole qualification required to receive the Member’s pro-rata share of the Bonus Pool is to meet the required referral quota for the Member’s rank.  The amount paid to the Member is wholly dependent upon the sales performance of the Company as calculated based on a formula stated in these PRG Terms of Service and elsewhere on the Company’s website. The earnings formula provides that a pro-rated percentage of the company’s gross sales volume from its services will be paid to the Member.
  4. Bonus Pool Qualification Requirements. To qualify for receipt of payments from the Bonus Pool benefit of this Membership, the Member acknowledges that he/she must recruit one or more people who register for a Voifone™ account to use for calls, messages or other communication between the Member and their Contact(s), plus register the each of the Member’s Voifone Contacts to use the Company’s Back Office.  These people are hereafter referred to as the Member’s “Contact” or “Contacts”.  As of the date of this Agreement, the Member’s Contact(s) must register by completing a specified page on the Company’s website at no cost to the Member’s Contact(s).  As of the date of this Agreement, the registration page for the Member’s Contact(s) is:http://myincometool.net/voifone/registration/registration.jsfThis page may change at any time with or without notice to the Member.  Additionally, to receive distributions from the PRG Bonus Pool, the Member must comply with any and all additional requirements specified in Paragraph Two (2) above.
    1. Member’s Contacts: The number of Contacts required for the Member to qualify to receive a pro-rated percentage of the Bonus Pool depends on the Member’s rank and such number is specified in the Rank descriptions in Paragraph Two (2) above. The Member’s Contact(s) must appear in the Member’s Associate downline in the Company’s Back Office application to be counted for purposes of calculating the Member’s assigned Ports. The Member acknowledges and agrees that receipt of distributions from the Bonus Pool described below is dependent upon the Member’s performance in adding people to their Voifone™ Contact List together with the Member’s rank benefits.  The Member fully understands that the Member’s pro-rata share of the Bonus Pool is directly related to the number of ports assigned, and that assigned ports are based on the Member’s number of Voifone Contacts plus the genealogy of Contacts acquired by each generation of the Member’s direct Contacts down through the generations reflected in the Member’s Back Office account.  The Member further understands and agrees that the Member’s pro-rata position for receipt of Bonus Pool distributions is directly related to the number of Voifone Contacts/Associates the Member provides to the Company as reflected in their Back Office Downline, as adjusted by the Member’s Rank Multiplier shown Paragraph Two (2) above.  The Member acknowledges that it is the Member’s sole responsibility to devote sufficient time, effort and expense to acquiring new Voifone™ Contacts and to help those Contacts acquire their own Contacts with whom to use Voifone through all the generations below the Member shown in the Member’s Back Office for the purpose of increasing the Member’s pro-rated position in the Bonus Pool.
    2. Beta Testing: The Associate additionally agrees to use his/her best efforts to evaluate the Company’s products from time to time when requested to do so, but the Parties acknowledge that use and evaluation of beta versions of the Company’s products is not a qualification requirement for participation in the Bonus Pool and that the only qualification requirement is the Contact recruitment quota for the Member’s current Rank at the time Bonus Pool distributions begin.  The minimum number of direct Voifone Contacts needed to qualify for Bonus Pool distributions are as follows: Standard PRG = 4. Silver PRG = 4. Gold PRG = 2. Platinum PRG = 1. Platinum Advisor = 1. No payment is required by the Member’s Contact(s) to qualify the PRG Member for receipt of Ports and/or qualify the Member to receive Bonus Pool distributions.
    3. Company Assistance: In the event the Member has difficulty recruiting the required number of Voifone™ Contacts to qualify for the Member’s portion of the Bonus Pool, the Company shall, upon request by the Member, provide assistance and/or additional leads for the Member to assist the Member in meeting the recruitment/referral qualification to help ensure that the Member meets the Recruitment quota for Bonus Pool participation.  Both Parties agree to use their best efforts to ensure the Member meets his/her referral/recruitment qualification.  No payment or purchase of Company services beyond the Membership Fee or Dues is required of the Member to receive the Bonus Pool benefits. The Member acknowledges that a number of free services, including but not limited to Voifone™ calls and access to the founder’s private blog are provided with the Member’s registration as an Associate, Customer, Member or free Voifone™ user with the Company.
  5. Acknowledgments of Member Responsibility and Duties. By paying the full fee or the monthly dues, the Member acknowledges that the Member has purchased Membership to a private club which conveys certain benefits, rights and privileges but also requires active participation to benefit from the Membership. In the event the Member fails to use add Contacts to their Voifone™ account, take advantage of other rights or privileges bestowed by this Membership, visit and read the private blog, access and/or use any other benefits that may require action on the part of the Member, and as a result receives little or no benefit from the Membership, the Company shall not be liable in any manner whatsoever to the Member for the Member’s failure to use or access those benefits to which the Member is entitled.  The Company also shall not be liable to pay any request for refund of any Dues Paid under the agreed-upon Refund Policy.  The Member acknowledges that the Company has earned in full any and all fees and dues received from the Member upon payment of such fees or dues by the Member.  The name of this club is the “Port Referral Group.”  The Member acknowledges the purpose of this Club is to recruit Contacts who register with GlobalTmail™ as a Voifone™ user, Income Tool user, Back Office user, Customer and Associate by using the form cited in Paragraph Seven (7) above.   No purchase is required of the recruits to qualify the Member for benefits under the Membership.  New Contacts must register and activate their GlobalTmail™ Associate and/or Customer Membership with the Company for the purpose of using the Voifone™ and Back Office services plus additional services which are available currently or which will be deployed in the future by the Company.  The Member’s Contacts who fail to activate their GlobalTmail™ Membership and/or Associate registration will not be included for purposes of receiving credit for Bonus Ports or additional earned Ports. The Member agrees and acknowledges that the Company has not made any representation regarding the amount the Member may or may not be paid in the future, other than describing the formula for calculating the amount of the Bonus Pool paid to each PRG Member together with providing an online calculator that demonstrates examples of how the formula is calculated. The Member agrees and acknowledges that the Company makes no promise or estimate with regard to any specific or estimated date upon which all of its services may be deployed or made available to Users and therefore, there is no projected date regarding when a pro-rata share of earnings start being distributed to PRG Members.  The Member agrees and acknowledges the possibility exists that this time frame may be multiple years, not just months or weeks. Therefore, the Member further acknowledges that there is no estimated or specific time frame in which the Company is required to deploy the applications which must be in service before the Member starts to receive his or her pro-rated share of specified sales revenue of the Company.  The PRG Member acknowledges that he/she has a responsibility to recruit one or more additional Voifone™ users, Associates and/or Customers as just one part of his or her role in helping the Company achieve its goals to deploy all applications that have been announced.  The Member specifically acknowledges and agrees that he/she, together with all other PRG Members and Associates of the Company, bear the primary responsibility for recruiting users, Voifone™ customers, PRG Members and other general and business customers of the Company who buy the Company’s services and provide the sales volume on which the Company and the PRG Members rely to derive benefits from the Bonus Pool.
  6. Bonus Pool Definition and Timing of Payments To Members: The Member is entitled to receive a pro-rated share of 5% of the Company’s total Voifone™ and GroupCaller™ services revenue.  This 5% shall be known as the “Bonus Pool.”   Bonus Pool payments will begin after the Company has deployed all 11 of its planned applications or such other date if such date is prior to full deployment in the sole discretion of the Company.  Payments are scheduled to be distributed each Friday for revenue received the previous week, ending Saturday 11:59 pm.  The Company may modify the timing with which payments are distributed in its sole and absolute discretion by making an announcement in the Policies section of its website, by announcing it in the founder’s private blog or by otherwise notifying PRG Members.  The Company may, in its sole discretion, set a minimum amount to be distributed and/or paid to the Member and charge a fee to cover the cost of delivering funds incurred when sending cash distributions the Member. The amount to be received by the Member is calculated based on the formula in Paragraph Four (4) below.
  7. How Port Assignments Are Calculated: One or more Ports is assigned based on the Member’s Rank for each Associate and/or Customer in the Member’s Associate downline as tracked in the Company’s Compensation Plan Back Office.  After enrollment of PRG Members is closed, the Company will calculate the Member’s pro-rata share of Ports by dividing the Member’s total number of Ports by the total number of Ports assigned to all PRG Members.  This pro-rata percentage shall be applied to the Bonus Pool each payment period to determine the amount of cash to be distributed to the PRG Member.
  8. Membership Pricing, Benefits, Term and Membership Activity Requirements:  The PRG Membership fees are noted in the Table in Paragraph Two (2) above, entitled “Summary of Benefits.”  When paying monthly Dues as a subscription, the Member must complete payment of all consecutive monthly Dues required for payment-in-full or otherwise pay their Membership fee in full before Company begins distributing the Member’s pro-rata share of the Bonus Pool.  If the Member is paying monthly dues for any of the selections under Paragraph Three (3) above, the Member may elect at any time to pay off the balance due on the Member’s selected Membership Rank.  The early pay-off Balance Due shall be calculated by subtracting all payments made prior to the pay-off date, including Down Payment if any, with a minimum payment due of $600 if such balance due is less than $600.  The Company reserves the right to modify the amount it charges for Membership fees and dues at any time, in its sole and absolute discretion, and without notice to PRG Members or others by changing the rates on its official website and/or by providing limited term offers, sales and promotions related to the pricing and terms of Membership fees.
    1. Calling Benefit: One benefit of the Port Referral Group the pre-payment of a prescribed amount of money (a “load”) in to the Member’s Voifone account.  The load shall be as stated in Paragraph Two (2) above.  The amount loaded shall be reduced by the calls made under the then-current pricing for toll calls made by the Member. Upon usage of the entire load placed by the Company the Member may, at the Member’s sole discretion, add more funds to the Member’s Voifone account in such amounts and at such times as the Member may determine is needed for the Member’s use of Voifone.  In the event the Member receives a discounted price on his/her PRG Membership, the same discount shall be applied to the load placed in his/her Voifone account for this Calling Benefit.  (Example:  If the Member buys a PRG Silver Membership for half price, the $100 calling benefit shall be reduced by 50% to $50.) The Member further agrees that this Calling Benefit is subject to the limitations cited in the Prototype Policy in Paragraph 11(b)(i)(1) below.
    2. Unlimited Calling Benefit: One benefit of the PRG Membership which was made available between April 2014 and April 2015 was known as “Unlimited Calling”.   This benefit was made available on a temporary basis during the time sales of the PRG Membership have been conducted.  This benefit was canceled on April 30, 2015 and was replaced by the Calling Benefit specified in Paragraph 11(a) above.  Those who received the Unlimited Calling Benefit are subject to the following terms, conditions and restrictions:
      1. Limitations on Unlimited Calling Benefit: This benefit applies only to PRG Memberships that are paid in full at the time the PRG Member joins.  It does not apply if the Member chooses to pay monthly dues and later upgrades with a paid-in-full plan or pays off the monthly dues early. The Member acknowledges that all cell phone and VoIP carriers and companies who offer “unlimited calling plans” define an upper limit to the number of minutes allowed in a calling period, which is normally a calendar month.  The Member further acknowledges and agrees that the Company’s restrictions and limitations are consistent with such industry standards.  The Company places a restriction on the maximum amount of minutes and/or amount of load placed in the Members account for each unlimited call plan.  The Unlimited Calling benefit provided to the Member requires that calls cannot be made with any type of automated dialing equipment or software, voice broadcast system (except our own GroupCaller™ Voice Broadcast system), predictive dialing, call center, commercial dialing system, or for a strictly commercial purpose. This type of usage is considered an abuse of the unlimited calling privilege and may lead to either suspension or cancellation of the privilege at the discretion of the Company.  The Member acknowledges the intent of the PRG Membership Unlimited Free Calling benefit is to provide a personal benefit to the Member, not a commercial calling benefit for a business purpose.  Calls to promote the Member’s Associate activity are an exception to the non-business use rule and are allowed under this paragraph.  The Company calculates “unlimited calls” based on a formula that includes up to a maximum of 5,000 minutes or less at a variable per-minute rate, which is determined by the PRG Member’s rank.  This results in a dollar amount added to the Member’s Voifone™ account each month.  In the event the Member uses the amount added by the Company the Member must add funds to their account to place additional toll calls from the Member’s account.  If the Member received a discount on their fee, the dollar amount of their benefit is reduced to a pro-rated amount equal to the amount stated below.  (Example, if the Member received a Fifty Percent (50%) discount on their membership fee, the amount added to their account is 50% less than the stated amount below.)  All calling benefits below are subject to the Company’s ability to add funds to the Member’s account based on the Company’s current sales and profitability.
        1. Agreement to Prototype Policy: The Member acknowledges and agrees that the years PRG Memberships are available for sale, the Company is a “prototype company”, which means it has not yet fully developed its products and/or its internal services. As such, the Company is subject to fluctuations in revenue and may go through periods of time in which the Company has insufficient revenue or no revenue from which to pay its expenses including the Calling Benefit. During such periods, the Member understands and agrees the Company is under no obligation to load funds or top up the funds committed for the Member’s free calling benefit. In the event the Company must discontinue the calling benefit for a period of time, the Company shall restore such calling benefit and continue topping up (or replace the previous load to) the Member’s account after it has restored its ability to pay all its expenses each month, including the expense of providing and topping up Voifone accounts for the purpose of providing this calling benefit.  In such an event where the Company is unable to load or top up the Member’s Voifone account for a period of time, the Company is under no obligation whatsoever to load or top up the Member’s account for any monthly period(s) which have been missed due to insufficient cash resources to load funds.  The Member understands and agrees that the Member has no right to audit the Company’s books and records to determine whether or not the Company had sufficient funds for such loads or top ups and hereby accepts the Company’s assessment of whether it has sufficient funds at any specific period for such loads. The benefit provided for each PRG Rank is calculated as follows:
          1. Platinum Advisor Member Calling Benefit: Unlimited World Calls, 2 Years.  This benefit applies to the USA-International Call Plan.  The Member shall receive a calling benefit at the beginning of each calendar month for 24 consecutive months equal to 5,000 minutes at the rate of $0.03 per minute. The Company shall add $150 each month if the previous month’s amount was fully used the previous month, or top up the amount to $150 if the Member did not use the full amount from the previous month.  The first and last month are pro-rated for the number of days remaining in that month until the next month begins or the end of the unlimited calling benefit period ends.
          2. Platinum Member Calling Benefit: Unlimited World Calls, 1 Year.  This benefit applies to the USA-International Call Plan.  The Member shall receive a calling benefit at the beginning of each calendar month for 12 consecutive months equal to 5,000 minutes at the rate of $0.03 per minute. The Company shall add $150 each month if the previous month’s amount was fully used the previous month, or top up the amount to $150 if the Member did not use the full amount from the previous month.  The first and last month are pro-rated for the number of days remaining in that month until the next month begins or the end of the unlimited calling benefit period ends.
          3. Gold PRG Member Calling Benefit: Unlimited North America + 1 Country, 24 months.  This benefit applies to the USA-International Call Plan.  The Member may choose any country as their additional country.  It is the Member’s sole responsibility to restrict his or her calls to North America as the overall lowest-cost area, plus one additional country of the Member’s choosing, to obtain the maximum amount of calling time from this benefit.  The Company does not restrict the Member from using the funds added by the Company with the assigned call plan to call any other area, and the benefit added each month will be applied to any call anywhere in the Call Plan’s area at the then-current price. The Member shall receive a calling benefit at the beginning of each calendar month for 24 months equal to 5,000 minutes at the rate of $0.015 per minute. The Company shall add $75.00 each month to the Member’s account if the previous month’s amount was fully used the previous month, or top up the amount to $75.00 if the Member did not use the full amount from the previous month.  The first and last month are pro-rated for the number of days remaining in that month until the next month begins or the end of the unlimited calling benefit period ends.
          4. Silver PRG Member Calling Benefit: Unlimited North America, 18 Months.   This benefit applies to the USA-International Call Plan.  It is the Member’s sole responsibility to restrict his or her calls to North America as the overall lowest-cost area in the USA-International Call Plan to obtain the maximum amount of calling time from this benefit.  The Member is charged the then-current rates for all calls made, whether within North America or outside of North America.  The Member shall receive a calling benefit at the beginning of each calendar month for 18 consecutive months equal to 5,000 minutes at the rate of $0.01 per minute. The Company shall add $50.00 each month to the Member’s account if the previous month’s amount was fully used the previous month, or top up the amount to $50.00 if the Member did not use the full amount from the previous month.  The first and last month are pro-rated for the number of days remaining in that month until the next month begins or the end of the unlimited calling benefit period ends.
          5. Standard PRG Member Calling Benefit: Unlimited North America, 12 Months.  This benefit applies to the USA-International Call Plan.  It is the Member’s responsibility to restrict his or her calls to North America as the overall lowest-cost area in the USA-International Call Plan to obtain the maximum amount of calling time from this benefit.  The Member is charged the then-current rates for all calls made, whether within North America or outside of North America.  The Member shall receive a calling benefit at the beginning of each calendar month for 18 consecutive months equal to 5,000 minutes at the rate of $0.01 per minute. The Company shall add $50.00 each month to the Member’s account if the previous month’s amount was fully used the previous month, or top up the amount to $75.00 if the Member did not use the full amount from the previous month.  The first and last month are pro-rated for the number of days remaining in that month until the next month begins or the end of the unlimited calling benefit period ends.
        2. Membership Rank Pricing.There are 6 Ranks to the PRG Membership as described above. The Membership Fee for each Rank is as follows: Starter = $500. Standard = $1,000. Silver = $2,500. Gold = $4,000. Platinum = $6,000. Platinum Advisor = $10,000. The number of payments required when paying Dues or when special upgrade financing is selected under Paragraph Three, Sub-Paragraph M (3(m)) above, are cited in the Table in Paragraph Two (2) above.
        3. Upgrading Membership Rank. Any PRG Member may upgrade to a higher rank by paying the difference between the amount paid (or paid-to-date in the case of a Member who pays a monthly Dues Subscription) and the higher rank desired. The Member understands and agrees that to upgrade his or her PRG Membership, the Member must contact the Company and make separate arrangements for payment in full of the upgrade fee.
        4. Non-USA Currency Payments.The Company accepts only USD as its currency. The amount due for any non-USA currency is the amount as calculated by applying the then-current exchange rate to the prices stated above in USD. The Member is responsible for any and all exchange fees unless special authorization is obtained from the Company for the Company to pay all or a portion of such fees.  The exchange rate shall be that rate as calculated pursuant to the method the Member chooses to send payment to the Company.
        5. Term and Other Benefits of PRG Membership. The amount of time Members will receive payments from the Bonus Pool depends on the date of enrollment, the trigger event that starts the Bonus Pool distributions and the Rank of the Member. All PRG Members receive some benefits immediately at the time of enrollment, including a Voifone™ calling benefit if applicable at the time of enrollment and access to the private blog. Each Rank receives distributions from the Bonus Pool beginning at the trigger event and continuing for a term of 48 to 72 months depending on the Rank of the Member. The Table in Paragraph Two (2) above shows the term of payments to be made to the PRG Member from the Bonus Pool.  The description page for the Port Referral Group on this website is hereby included in this Agreement and become an integral part of this Agreement by reference thereto.  The Member specifically agrees to the following Disclaimer from this web page:
          1. DISCLAIMER: Please note, purchase of the PRG membership does NOT constitute an investment, is NOT a security, and active participation plus the effort of each member is required to gain benefit from it.  Receiving benefit from this membership is similar to receiving benefit from a health spa membership.   The spa provides the facilities, you provide the effort. The same is true here. The Company provides the platform but YOU provide the time, effort and expense from which benefits are derived.  You cannot expect to benefit without effort from a PRG membership.  The amount paid from the Bonus Pool in the future to any PRG member is affected greatly by the time, effort and expense provided by the member.  The company specifically makes no claim regarding “when” the 11 applications cited below will be completed (it could be measured in terms of months, or possibly even many years), therefore we make no claim regarding “when” the Bonus Pool will be available for distribution. Completion of these 11 application constitutes the “trigger” that will end the sale of PRG memberships and begin the payment of the bonus pool to members.   NO FUNDS ARE DISTRIBUTED UNTIL ALL APPLICATIONS ARE DEPLOYED.  The company further makes no projection, comment or representation regarding the amount any PRG member(s) may or may not earn as a result of paying their membership fees or dues and exerting the effort required to earn ports.  By joining the PRG you consent to the PRG Terms of Service.
        6. Failure To Pay All Dues Required For Rank:  In the event the Member fails to deliver all payments required to receive distributions from the Bonus Pool for the Member’s Rank, either before or after the deployment of all applications (the “trigger event”), or if the Member misses one or more payments and fails to make up the missed payment(s) within thirty (30) days of the date the payment was missed, the number of Ports assigned to that Member shall be calculated as follows until the Member brings all payments up to date and/or pays all payments due for that Member’s Rank:
          1. The Total of Payments Received by the Company divided by the Total Payments Required, times the Number of Ports Assigned as of the date of the last consecutive payment.
          2. The Result shall be the percentage of the Total Number of Ports assigned that shall be made available as of the date of the calculation. In such cases of failure to remit all payments, the Member’s pro-rata share of the Bonus Pool shall be re-calculated using the formula in this paragraph for purposes of Bonus Pool disbursements.
        7. Pro-Rata Share Subject To Change: The Member understands and agrees that the Member’s pro-rata share of the Bonus Pool is subject to change after the trigger event by factors beyond the Member’s or the Company’s control.  Such factors include but are not limited to the following:
          1. When Dues-paying or partial-paid Members pay off their Memberships subsequent to the trigger event and the initiation of Bonus Pool payments, those Members will enter the Bonus Pool. Their entry in the Bonus Pool will affect the pro-rata share of all PRG Members.
          2. The different PRG Ranks receive Bonus Pool distributions for different amounts of time. For example, when the Standard and Silver PRG Members discontinue receiving a share of the Bonus Pool at 48 months after the start of payments, the higher Ranked Members will have their pro-rata share recalculated and begin receiving a higher percentage due to the absence of the two lower Ranks.  Likewise, when the Gold PRG Members expire, the Platinum and Platinum Advisor Ranks shall have their pro-rata share increased.  When the Platinum Members expire at 60 months, the Platinum Advisors shall be the only remaining Rank to receive a share of the Bonus Pool for the final year of Bonus Pool pay-outs.
          3. The Member agrees to all such modifications due to events such as this and other events that may affect the Member’s pro-rata share of the Bonus Pool.
        8. Suitability Standards: The Company makes no guarantee or warrantee with regard to the suitability of the Company’s services to the Member’s application.  The Company’s responsibility hereunder is limited to the delivery of its services as described herein.
        9. Limitation on Liability: In no event shall the Company’s liability to the Member exceed any amounts paid by the Member to the Company for its services.  The Member specifically agrees to the Company’s no refund policy as stated in its Policies and Procedures and elsewhere on the Company’s official website.
        10. Assignment: Neither party to this Agreement may assign his/her/its rights, duties or obligations under this Agreement unless the other party so consents to the assignment in writing.  Any attempt by the Member to make such an assignment that shall constitute grounds for immediate termination.
        11. Member’s Representations and Claims Regarding Company Services: All Member’s verbal and written claims relative to the Company’s services must be consistent with only those claims made by the Company in the Company’s written form or published in Company official Policies and Procedures, Blog, the Terms of Service, this Agreement or elsewhere on the Company’s official website as amended or in official Company training, advertising or other materials.
        12. Policies and Procedures: The Company shall provide its written policies and procedures on its website and the Member shall abide by any and all written policies and procedures, as amended, as applicable to the Member during the term of this Agreement and/or the term of any and all other agreements executed between the Pa
        13. Relationship of the Parties: The Member and the Company may each, at their own expense, employ such assistants, independent contractors, employees, and/or entities (collectively “employees” herein) as each party deems necessary to perform the services required of each party by this Agreement, and the other party shall not control, direct or supervise, or attempt to control, direct or supervise, the employees of other party in the performance of their duties, with the exception that the Member shall not allow any other party to perform his/her calling duties under which the Member is expected to perform personally.
          1. Independent Status: Neither the Member nor the Company is or shall be deemed to be an employee, partner, principal, Member, or joint venture partner of the othe
          2. Neither Party Shall Withhold for the Other: Consistent with the foregoing, neither U.S. or any other country’s Federal, State, Provincial nor local income tax, VAT tax, nor payroll tax, nor any tax of any kind or nature shall be withheld or paid by either party on behalf of the other party or on behalf of the employees of the other party, unless the parties enter into an explicit, written contract requiring the withholding of payroll taxes on behalf of the other party or on behalf of the employees of the other party.  The parties do not contemplate entering into any such contrac
          3. Neither Party the Employee of the Other: Neither the Member nor the Company shall for S., another country, Federal, State or local tax purposes be treated as an employee of the other party for any purpose whatsoever, unless the parties enter into an explicit, written, employment contract requiring such treatment.  The parties do not contemplate entering into any such contract.
        14. No Authority to Bind the Other Par This Agreement is between the Company and the Member.  The Company will not be liable to Member, or to anyone who may claim any right due to a relationship with the Member, for any acts or omissions in the performance of services under the terms of this Agreement or on the part of the employees or Members of Member.
        15. Company’s Trade Secrets Shall Be Protected by Member: It is contemplated that the Company and/or one or more of the Company’s Employees may in the operation of this Agreement, be told, observe or derive (“disclosure” herein) one or more of the Company’s internal, confidential, proprietary and/or valuable trade secrets involving Member’s operations unrelated to the operation of this Agree  Since the Member may not be aware of the confidential, proprietary and/or valuable nature of such disclosures, the Company shall promptly notify Member in writing or by email of all such disclosures and the confidential, proprietary nature of each such disclosure.  The Member shall thereafter protect such internal, confidential, proprietary and/or valuable trade secrets for the Company’s exclusive benefit and shall neither publish nor otherwise disclose any of such Company’s confidential, proprietary and/or valuable trade secrets to others other than as may be required in the operation of this Agreement.  It is the Member’s responsibility to ensure that the Company has their up-to-date email and/or other contact information for such notices. In the event the Company sends any notice to the Member at an address or phone or other contact method no longer used by the Member, and the Member has not updated their profile on the company’s website, the notification shall be considered to have been made pursuant to this paragraph and any and all other notifications under this or other agreements between the Member and the Company.
        16. Company Shall Disclose Confidential Information to Member: Pursuant to the terms of this Agreement, Company is required, on an ongoing basis, to disclose to Member certain knowledge and information which GroupCaller holds as valuable, confidential, proprietary and/or privilege
        17. Company’s Confidential Information Shall Remain the Property of Company: All knowledge and information that Member may receive from the Company, individuals or entities associated with the Company and/or the Company’s other Members, which in any manner whatsoever relates or may relate to the subject matter of this Agreement, including without limitation Clients, Members, Associates, Investors, marketing methods and plans, policies and procedures, marketing ideas, materials and methods, customer and/or prospect lists, inventions, computer program language, processes, machinery, apparatus, prices, discounts, costs, business practices and affairs, future plans and/or technical data related to the Company’s business, etc., are and shall remain the sole and exclusive property of the Company, except as may be limited by operation of law.
        18. Restrictions on the Use of Knowledge Acquired Under This Agreement: The Member shall not use any knowledge and/or information which the Member acquired in the performance of this Agreement in any manner whatsoever other than as specified herein, either during the term of this Agreement (“extra-Agreement” use) or thereafter (“post- Agreement” use) except as may be expressly permitted by operation of la
          1. Where time restrictions on Member’s post-Agreement and/or extra-Agreement use of knowledge acquired in the performance of this Agreement are required, the time restrictions(s) shall be the greater of;
        19. Five (5) years after some other date permitted by law, regulation or the cou
        20. Five (5) years after termination of this Agreement;
  • Such other maximum allowable time after termination of this Agreement permitted by law, regulation or the c
  1. Such other maximum allowable time after some other date permitted by law, regulation or the cou
  2. Such other maximum allowable time permitted by law, regulation or the c
 
  1. Geographical Restrictions: Where geographical restrictions on Member’s post-Agreement and/or extra-Agreement use of knowledge acquired in the performance of this Agreement are required, the geographical restrictions shall be the greater of:  Anywhere within the geographical boundaries of the United States of America or such other country which the parties agree is the Company’s area of operati Where the term “miles” is used herein, it shall also mean the equivalent distance when converted to Kilometers in such countries where Kilometers is the standard of measurement.  The following conditions apply:
 
  1. Within one hundred (100) miles of one or more area(s) defined as within one hundred (100) miles from each and every location where the Company and/or any of Company’s other Member(s), Associate(s), Member(s) or Client(s) are then operating under the terms of a Consulting, Associate, Membership and/or Client agreement with Company or some successor of Company, plus within one hundred (100) miles from each and every of Member’s business locations and residence(s) occupied and/or used by Member during any portion of the term of this Agree
  2. Within one hundred (100) miles of one or more area(s) defined as within one hundred (100) miles from each and every location where Company and/or any of Company’s other Member(s) are then operating business(es) of introduction services identical or similar to Member’s services hereunde
  3. Within one hundred (100) miles of one or more area(s) defined as within one hundred (100) miles from each and every of Member’s business locations and residence(s) occupied and/or used by Member during any portion of the term of this Agreement;
  4. Within one hundred (100) miles of one or more area(s) defined as within one hundred (100) miles from such other location(s) permitted by law, regulation or the courts;
  5. Such other maximum allowable area defined as within some other distance from each and every location where Company and/or any of Company’s other Member(s) are then operating business(es) offering the introduction services or some successor to the introduction service(s), plus within the same other distance from each and every of Member’s business locations and residence(s) occupied and/or used by Member during any portion of the term of this Agreement;
  6. Such other maximum allowable distance from each and every location where the Company and/or any of the Company’s other Member(s) are then operating business(es) offering the Company’s services or some successor to the introduction service(s);
  7. Such other maximum allowable distance from each and every of Member’s business locations and residence(s) occupied and/or used by Member during any portion of the term of this Agreement; or
  8. Such other maximum allowable distance from such other location(s) permitted by law, regulation or the courts;
 
  1. Information/Data Collected Pursuant to This Agreement: All information and/or data provided by the Company to the Member and/or acquired as a direct or indirect result of the operation of this Agreement remains the property of the Company and shall be treated by Member as strictly confidential and shall be held by Member in confidence.
 
  1. Protecting Such Information/Data: Such knowledge and information shall not be used by Member for any purpose other than as contemplated by this Agreement, nor shall it be disclosed by Member to any other party whatsoever without the Company’s prior written authorizati
 
  1. Appropriate Use of Such Information/Data Collected: Member shall not engage in any promotional activity with regard to such data shared or collected pursuant to this Agreement to Company’s detriment without the express prior written authorization of the Company.
 
  1. Effective Date: The Effective Date of this Agreement is the date the last party executes this Agree
 
  1. Indemnity:
 
  1. Member and Company shall defend, hold harmless and indemnify the other for any and all claims arising out of any injury, disability or death of any of their own customers, employees or Members arising from their operati
  2. Complaints, Disputes, Claims, Injuries and/or Damages: Member shall defend, hold harmless and indemnify the Company from any cost, expense or damages arising from any complaint, dispute, claim, injury and/or damages involving Member, Member’s prospects, customers, contacts, Members, e and/or Company.
  3. Other Actions: Member shall defend, indemnify and hold Company free and harmless from any obligations, debts, suits, costs, claims, judgments, liabilities, attorneys’ fees, liens and attachments arising from, growing out of, or in any way connected with the services rendered under the terms of this Agreeme
 
  1. Non-Competition: During the term of this Agreement and for a period of Five (5) Years after this Agreement has been terminated for any reason, Member will not directly or indirectly solicit any current, past or prospective Member, Associate, User, Client, Vendor, Creditor, Third Party Account Owner or Debtor for any business transaction of any kind other than as outlined in this Agreement, nor will Member solicit any previous, current or prospective business contact of Company to provide them with services related to this Agreement unless done on behalf of and for Company anywhere within the geographical boundaries set forth
  2. Non-Circumvention: Member shall not circumvent the Company in any manne   If Member circumvents the Company by using information gained from the Company or gained as a result of the Company introducing Member to its services, Member shall pay Company the greater of what the Company would have earned had no circumvention occurred or fifty percent (50%) of the total direct and/or indirect earnings Member received as a result of such circumvention.
  3. Termination: The following terms and conditions apply:
    1. Either party may terminate this Agreement at any time with or without cause by giving the other party at least thirty (30) days written notice of said party’s intent to termina This Agreement shall then terminate on the later of the termination date specified in the notice or thirty (30) days after such notice was received by the other party. The parties shall deal with each other in good faith during the notice period.
    2. For Cause Termination: With reasonable cause, either party may terminate this Agreement effective immediately upon the delivery of a written notice of termination for ca Reasonable cause shall include, but not be limited to, the following:
  4. Breach:  Breach of a substantial nature or material violation of any provision of this Agree
  5. Exposure to Undue Risk: Any act exposing the other party to liability to others for personal injury, property damage or other liability.
  • Bankruptcy or Insolvency of Either Party.
  1. Death of Dissolution of Either Par
 
  1. Fees and Protective Provisions Survive Termination: Any amounts due from one party to the other party shall survive such termination until fully satisfie  Likewise, all protective provisions of this Agreement and other provisions that contemplate post-termination operation shall survive termination.
 
  1. Withholding Authorization: Member hereby authorizes Company to withhold amounts due to it by Member from any payment(s) otherwise due or to become due to Member thereafter, prior to issuing any payment to Member.
 
  1. All Remedies Are Cumulative: Any breach of this Agreement will entitle the aggrieved party to seek any appropriate legal and/or equitable relief, the parties having agreed that all remedies are cumulative.
 
  1. Restrictive Covenants: Member acknowledges that compliance with the restrictive covenants contained in the foregoing Sections are necessary to protect the business and good will of the Company and that any breach of any of such restrictive covenants will result in irreparable and continuing damage to GroupCaller for which money damages alone may not provide adequate relie
 
  1. Injunctive Relief, Money Damages and Other Available Remedies: Consequently, in the event that Member breaches or threatens to breach any restrictive covenant or other material provision of this Agreement, the Company shall be entitled to both injunctive relief from a court of competent jurisdiction to prevent the continuation of such harm, and money damages insofar as they can be determined, and where specified herein, liquidated damage Nothing in this Agreement shall be construed to prohibit GroupCaller from also pursuing any other remedy available at law or in equity.
 
  1. Company’s Remedies for Material Breach: Upon Company discovering any such material breach:
    1. Terminate this Agreement: Company may immediately terminate this Agreement, and/or
    2. Liquidated Damages: As liquidated damages for any such material breach Company shall be entitled to double all of Member’s fees from the inception of this Agreement through its terminatio
  2. Non-Waiver: The failure of either party to exercise any of its rights under this Agreement for breach thereof shall not be deemed to be a waiver of such rights or a waiver of the right to enforce such rights upon any subsequent breac
 
  1. Effect of Partial Invalidity: The invalidity of any portion of this Agreement shall not affect the validity of any other p  In the event that any provision of this Agreement is held to be invalid, the parties agree that the remaining provisions shall remain in full force and effect.
 
  1. Headings: The titles to the paragraphs of this Agreement are solely for the convenience of the parties and shall not affect in any way the meaning or interpretation of this Agree
  2. Entire Agreement: This Agreement contains the complete agreement between the parties and shall supersede all prior agreements concerning the subject matter of this Agreement, either oral or written, between the part The parties represent and stipulate that neither of them has made any representations except as are specifically set forth in this Agreement and each of the parties acknowledges that they have relied upon their own judgment and independent investigation in entering into this Agreement.
  3. Amendments: Any modification, amendment or change of this Agreement will be effective only if it is in a writing signed by the party(ies) affected by such modification, amendment or change, with the exception of modifications made to the online form of this Agreement as posted on the Company’s official website.  The Member agrees that this Agreement is subject to change from time to time based on the changing circumstances of the market place and the extreme competition in the Company’s industry.  Any changes, modifications or amendments to this Agreement shall be made by the Company posting such modifications to the online form of the Agreement on its official website.  The Company further agrees to post the amendment or modification date on the agreement and/or the menu link to the Agreement as an alert to the Member that changes have been made to such Agreement.  The Member agrees that it is the Member’s sole responsibility to monitor the online Agreement and stay up to date regarding any modifications or amendments.  The Member hereby agrees to any such amendments, agrees that posting such amendments constitutes adequate notice to the Member of such amendments and agrees that the Member’s sole remember in the event the Member does not agree with the amendment(s) is to terminate the Agreement by serving written notice on the Company and waives the right to pursue any monetary damages or refund from the Company.
 
  1. Notices: All notices, request, demands, and other communications shall be in writing and shall be delivered either by hand to the other party or by registered or certified mail, postage prepaid, to the other party at that party’s address stated herein or at the last known address for that party.  Any party may change its address stated herein by giving written notice of the change.
 
  1. Governing Law, Venue and Attorney’s Fees: This Agreement, and all transactions contemplated by this Agreement, shall be governed by, construed, and enforced in accordance with the laws of the State of Utah, USA.  Upon the entering of judgment of one party against the other, the prevailing party shall be entitled to recover all court costs, attorneys’ fees and other expenses of litigati
SIGNATURE PAGE       IN WITNESS WHEREOF, the Parties hereto agree on the date payment is received by the Company.     PRG Member Signature: The agreement is considered signed and agreed to by Member upon payment of Membership fees and/or dues.                         By Company: The agreement is considered signed and agreed to by Company upon acceptance of Membership fees and/or dues.               GlobalTmail USA, LLC A Utah Limited Liability Company[/vc_column_text][/vc_column][/vc_row]
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