Last Modified March 27, 2017 2:23 PM 

 

 

This Social Club Agreement is a legal agreement between you and BRS United("BRS"). BRS is willing to extend to you the rights and benefits outlined in the agreement only upon the condition that you accept all of the terms and conditions contained in this agreement. In order to complete the application process, you must indicate that you have read, understand and agree to abide by these documents. 

1. I understand that this Application is subject to acceptance by BRS. Upon acceptance by BRS, this Application, as amended from time to time, shall constitute the entire agreement (the “Agreement”) between BRS and me. I acknowledge that all of my rights and responsibilities as a Social Club Member (‘CM”) are governed by the Agreement. 2. I certify that I have received and carefully reviewed all of the aforementioned documents comprising the Agreement. I agree to be bound by any changes to the Agreement that BRS Social Club, in its sole discretion, may announce from time to time. Notification of amendments shall be posted in the Currents newsletter or on the BRS website and become effective 30 days after publication (“Effective Date”). The continuation of my membership or any compensation after the Effective Date shall constitute my acceptance of any and all amendments. 3. Subject to the right of the parties to terminate, the CM Agreement shall have a term beginning on the date of acceptance by BRS and ending on one year from the date thereof (the “Anniversary Date”) and shall be renewed on an annual basis on each Anniversary Date subject to acceptance by BRS, which can be withheld in its sole discretion, upon payment of the then current renewal fee and in accordance with the then current renewal policy of BRS. 4. I understand that I have the right to terminate this Agreement at any time by submitting a request form or discontinuing payment of membership dues. I further understand that I must be in good standing and not in violation of any of the terms of the Agreement to be eligible to receive compensation from BRS. I acknowledge that BRS may terminate this Agreement or impose disciplinary action in the event of any breach, default, or violation by me of the Agreement. In the event of any termination or non-renewal of the Agreement, I understand and agree that I will permanently lose all rights as a CM including the right to receive any and all compensation from BRS. 5. As more fully set forth in the Policies & Procedures, I am eligible to receive a refund for investments or membership fee's paid by me, less a ten (10%) handling fee, if I choose to terminate the Agreement within 24 hrs of payment. 6. I agree that as an CM, I am not an employee, agent, partner or franchisee of BRS.

 

I UNDERSTAND THAT I SHALL NOT BE TREATED AS AN EMPLOYEE FOR FEDERAL OR STATE TAX PURPOSES. I further understand that I am not an agent of BRS for any purpose and I will not do any act that would cause anyone to believe otherwise. 7. I understand that CMs are eligible to earn compensation from BRS based upon their successful referrals or financial benefits offered to members of BRS. I certify that neither BRS nor our sponsors have made any promises or guarantees of profits related to my efforts as a CM. 8. I acknowledge that BRSUnited's Social Club trademarks, service marks, tradenames, patents and copyrighted materials are owned solely by BRS, and that use of such marks and materials by me must be in compliance with BRSUnited’s written policies, as such may be amended by BRS from time-to-time.  I agree to use only written, recorded or other promotional or advertising materials which have been produced by BRS and/or approved in writing by BRS prior to use and bear its approval designation.  I agree that BRS has exclusive proprietary interest in its member lists, information and in all operating, financial and marketing; and that all such information is confidential.  I shall not use or disclose such information to any third party except in strict accordance with the Agreement.  I agree to use my best efforts to keep such information confidential and shall not use such information in connection with any other business during the term of and after termination of the Agreement.  Upon termination or non-renewal of the Agreement, I immediately shall cease all use of the BRSUnited's trademarks, service marks and proprietary and confidential information. 9. I agree to indemnify and hold harmless BRS United, its subsidiaries, affiliates, and their shareholders, officers, agents, employees, and directors, from and against any claim, demand, liability, loss, cost or expense, including, but not limited to, court costs or attorneys' fees, asserted against or suffered or incurred by any of them by reason of, directly or indirectly, arising out of or in any way related to or connected with, allegedly or otherwise, my: (a) activities as an CM; (b) breach of the terms of the Agreement; or (c) violation of or failure to comply with any applicable federal, state or local law or regulation. 11. I understand that this Agreement is non-transferable except as expressly set forth in the Policies & Procedures. Any attempt to transfer or assign this Agreement without the express written consent of BRS renders this Agreement null and void at the option of BRS and may result in termination of this Agreement and my CM position. 12. As part of the consideration exchanged for the opportunity to become an CM, I expressly waive and disclaim any right to bring any claim in any and all forums as a class action or as a private Attorney General. I further agree to not serve as a class representative or a member of a class in litigation adverse to BRS. 13. The Agreement as modified from time to time constitutes the entire agreement between the parties and supersedes all prior or existing oral or written agreements between the parties. Any promises, representations, guarantees, offers or other communications not expressly set forth in this Agreement are of no force or effect. 14. I understand that all financial resources are based on membership levels, when full membership falls below 500 members any and all financial obligations will be paused until full membership reaches or exceeds 500 members.15. I acknowledge termination of membership at anytime, either before or after dues have been paid will forfeit any monies on hold for future payouts.

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EXCEPT AS OTHERWISE PROHIBITED BY LAW AND AS SET FORTH IN THE POLICIES & PROCEDURES, IN THE EVENT OF A DISPUTE BETWEEN ME AND BRS UNITED OR ITS PARENTS, SUBSIDIARIES OR AFFILIATED COMPANIES, INCLUDING A DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE PARTIES AGREE THAT SUCH DISPUTES, FOLLOWING EXHAUSTION OF INTERNAL BRS UNITED DISPUTE PROCEDURES, SHALL BE EXCLUSIVELY RESOLVED BY BINDING ARBITRATION AS DETAILED IN THE POLICIES & PROCEDURES IN SAINT LOUIS COUNTY, MISSOURI PURSUANT TO THE COMMERCIAL RULES OF THE AMERICAN ARBITRATION ASSOCIATION, WITH EACH PARTY BEARING ITS OWN ATTORNEYS’ FEES AND COSTS. The parties further agree that this Agreement shall be governed by and construed in accordance with the laws of Missouri without regard to conflicts of law principles. This provision shall not restrict BRS from seeking preliminary or permanent injunctive relief in a court of competent jurisdiction. Amendments made to this section shall not be applicable to disputes arising prior to the effective date of such amendment. The prevailing party in any such action shall be entitled to recover its reasonable attorneys’ fees and costs.

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