E.P.I.C. Representative Agreement
- General Acknowledgment. I understand and agree that as an independent Representative of EPIC Assets LLC (“EPIC” or the “Company”): (a) I have the opportunity to purchase products and services from EPIC or its partners; (b) I have the right to offer for sale EPIC products and services, without the individual approval of each sale by EPIC, but in accordance with this Agreement, the EPIC Policies & Procedures and all appendices thereto, including without limitation, the EPIC Marketing and Compensation Plan (all of which are collectively referred to herein as the “Agreement”); (c) I have the opportunity to enroll persons as Representatives of EPIC; (d) I will assist, train, and motivate the Representatives in my downline marketing organization; (e) I will comply with all federal, state, county, and municipal laws, ordinances, rules, and regulations, and shall make all reports and remit all withholdings or other deductions as may be required by any federal, state, county, or municipal law, ordinance, rule or regulation; (f) I will perform my obligations as a Representative with honesty and integrity; (g) I will only use the sales contracts and order forms which are provided by EPIC for the sales of its products and services; and (h) I will procure leads for both customers and other Representatives on my own without the assistance of the Company and I understand that the Company does not provide leads to me.
- Compliance with E.P.I.C. Materials. I agree to accurately present: (a) the EPIC Marketing and Compensation Plan to current and prospective Representatives in my downline organization; and (b) EPIC products and services to current and prospective customers in a manner consistent with, and in accordance with, the Agreement and any terms of sale provided by EPIC. As part of the foregoing, I will make no claims regarding potential income, earnings, health benefits, or the features of products or services beyond what is stated in official EPIC literature. Except as allowed in the EPIC Policies & Procedures, unless I have received express written permission from EPIC, I will not: (a) use, produce, create, publish, distribute, or obtain from any source other than EPIC, any literature, recordings (audio, video, or otherwise), sales or enrollment aids relating to EPIC products, services, or the EPIC Marketing and Compensation Plan; (b) use or display any EPIC or EPIC partner trademarks, trade names, service marks, logos, designs or symbols; or (c) advertise EPIC products, services, or the opportunity to become an EPIC Representative.
- Independent Contractor Relationship. I agree that as an EPIC Representative I am an independent contractor (direct seller) and not an employee, agent, partner, legal representative, or franchisee of EPIC. As a result, I understand and agree that: (a) I am not authorized to and will not incur any debt, expense, obligation, or open any checking account on behalf of, for, or in the name of EPIC; (b) I control the manner and means by which I conduct sales as an independent EPIC Representative, subject to my obligations to comply with the Agreement; (c) I will not be compensated based on hours worked, but on a commission basis for products and services sold as set forth in the EPIC Marketing and Compensation Plan; (d) I will be solely responsible for paying all expenses I incur, including but not limited to travel, food, lodging, secretarial, office, long distance telephone, and other expenses; (e) I shall not be treated as an employee of EPIC for federal or state tax purposes; (f) EPIC is not responsible for withholding, and shall not withhold or deduct from my bonuses and commissions, if any, FICA, FUTA, or taxes of any kind, unless such withholding becomes legally required; (g) I shall be bound by all sales tax collection agreements between EPIC and all appropriate taxing jurisdictions, and all related rules and procedures; and (h) I am not eligible for unemployment compensation, medical benefits, sick pay, vacation pay nor any type of pension plan.
- Representative Has Read and Understands the Agreement. I have carefully read and agree to comply with the Agreement, including without limitation, the EPIC Policies & Procedures and the EPIC Marketing and Compensation Plan. I understand that I must be in good standing, and not in violation of any of the terms of any of the Agreement in order to be eligible to receive any bonuses or commissions from EPIC. I understand that the Agreement may be amended from time to time by EPIC, and I agree that any such amendments will apply to me as set forth in the EPIC Policies & Procedures.
- Terms of Relationship. The initial term of EPIC’s appointment of me to act as an independent EPIC Representative shall commence on the date that this Agreement as signed by me is accepted by EPIC to the same date of the following year. Thereafter, the term shall be governed by the provisions of the EPIC Policies & Procedures.
- No Assignment Permitted. Except as provided in the EPIC Policies & Procedures, I understand and agree that I may not assign any rights or delegate my duties under this Agreement nor under the Agreement without the prior written consent of EPIC.
- Failure to Comply with Agreement, Cancellation, Termination, Non-Renewal. I understand that if I fail to comply with the terms of any of the Agreement, EPIC may, at its discretion, terminate my right to continue as an EPIC independent Representative or impose upon me other disciplinary action, as provided in the EPIC Policies & Procedures, the terms of which are incorporated as part of this Agreement. If I am in breach, default, or violation of the Agreement at termination, I shall not be entitled to receive any further bonuses or commissions, whether or not the sales for such bonuses or commissions have been completed. If my rights as an EPIC independent Representative are cancelled, terminated, or not renewed for any reason, I will forever lose my rights as an EPIC independent Representative, including, without limitation, all rights to my downline marketing organization, and all rights to compensation pursuant to the EPIC Marketing and Compensation Plan. If I fail to pay for products and services when payment is due, I authorize EPIC to withhold the appropriate amounts from my bonus or commission checks, to charge my credit cards, or debit my checking accounts, if any, which I have authorized EPIC to charge.
- Waiver of Liability. To the maximum extent permitted by law, EPIC, its directors, officers, shareholders, employees, assigns, successors, and agents (collectively referred to as “affiliates”), shall not be liable for, and I release EPIC and its affiliates from, and waive all claims for any loss of profits, indirect, direct, special, or consequential damages or any other loss incurred or suffered by me as a result of any of the following: (a) my breach or failure to comply with any portion of the Agreement; (b) any promotion, operation, or other actions by me that violate any of the terms the Agreement; (c) any incorrect or wrong data or information provided by me; and (d) my failure to provide any information or data necessary for EPIC to operate its business, including without limitation, my enrollment and acceptance into the Marketing and Compensation Plan or the payment of bonuses or commissions. I agree that the entire liability of EPIC and its affiliates for any claim whatsoever related to my relationship with EPIC, including but not limited to, any cause of action sounding in contract, tort, or equity shall not exceed, and shall be limited to, the sale price of the products and services I have purchased from EPIC under the Agreement within the past twelve (12) month period.
- Indemnification. I agree to indemnify, hold harmless, and for any third party claims, defend at my expense EPIC, its parents, subsidiaries, and affiliates, predecessor and successor companies, and their respective directors, officers, managers, members, owners, employees, contractors, agents, and attorneys from and against any and all claims, losses, demands, liabilities causes of action, judgments, attorney’s fees, expert fees, and all other expenses arising or alleged to arise in connection with my activities as an EPIC independent Representative or any breach or failure by me to comply with any portion of the Agreement (including the EPIC Policies and Procedures). For purposes of this Indemnification, “affiliate” shall mean 5Linx Holdings, Inc., Five L Holdings, LLC, 5 Linx Enterprises, Inc., OXZGEN, Inc., Telephone Services, Inc., IPTV Plus, Inc., 5LINX, LLC, and any company now or formerly under common control with any of them, EPIC, or any predecessor or successor companies of any of them, or any company that may come common control with any of them, EPIC, or any predecessor or successor companies of any of them. For purposes of this Indemnification “common control” shall mean at least 50% common ownership of an entity or, if less than 50% common ownership of an entity, under the management control of Nelson Gerard.
- Entire Agreement. This Agreement, along with all the portions of the Agreement, constitutes the entire contract between EPIC and me. Any promises, representations, offers, or other communications not expressly set forth in the Agreement are of no force or effect.
- Conflicts. To the extent of any conflict or inconsistency between this Agreement and the EPIC Policies & Procedures and the appendices thereto, the terms of the EPIC Policies & Procedures and the appendices thereto shall in all instances supersede and prevail.
- No Waivers. Any waiver by EPIC of any breach or failure by me must be in writing and signed by an authorized officer of EPIC. Any written waiver by EPIC of any breach or failure by me shall not operate or be construed as a waiver of any subsequent breach or failure.
- Enforceability. In the event that any provision of the Agreement is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable, and the Agreement will remain in full force and effect.
- Governing Law; Venue, and Arbitration. This Agreement will be governed by and construed in accordance with the laws of the State of Florida without regard to conflict of laws and principles. The parties agree to submit all disputes arising under or related to this Agreement to binding arbitration before a single arbitrator venued in Palm Beach County, Florida in conformity with the Commercial Arbitration Rules of the American Arbitration Association then in effect. I agree I have reviewed Sections 13.3 and 13.4 of the EPIC Policies & Procedures and will comply with its requirements. Any conflict between this Agreement and the EPIC Policies and Procedures shall be resolved in favor of this Agreement.
- Waiver of Class Actions. I hereby waive any right I might have to commence or participate in a class action against any of the parties identified in Paragraph 13 to whom I owe an obligation of indemnity. I hereby agree that I will submit any claim or counterclaim that I might have which could be the subject of a class action lawsuit to arbitration and solely on an individual basis, and not as a representative or participant in a class action.
- Consent to Use of Personal Information. I consent to EPIC’s collection and use of my personal information in connection with EPIC’s business operations. My personal information may be used by EPIC to consider and approve or reject my application. If approved, EPIC may use my personal information for the processing of orders submitted by me, including payments due to me. My personal information may also be used to conduct analysis and review to assist EPIC in assessing and revising its product and service offerings as well as its methods of distribution. I agree that my personal information will be shared with EPIC affiliates some of which are located in jurisdictions other than the United States and, as a result, my personal information may become subject to the laws of those jurisdictions.
- Consent to Receipt of Email Communications. I specifically consent to the receipt of email and other forms of electronic communications from EPIC and agree to execute and deliver to EPIC, upon request, any further waivers, agreements, consents, and agreements as may be required or requested by EPIC You may opt out in your virtual office.
- Consent to Receipt of SMS Text Communications. By providing your wireless telephone number to EPIC you are expressly consenting and authorizing EPIC to deliver or cause to be delivered to you advertising or telemarketing text messages, SMS messages, and other similar electronic messages using an automatic telephone dialing system or an artificial or prerecorded voice to the mobile number provided in this agreement or in any other subsequent communications with EPIC or its representatives. You are not required to consent and authorize EPIC (whether directly or indirectly) to provide you with these electronic telemarking messages as a condition of purchasing any property, goods, or services. Based upon current business practices, it is anticipated that you will receive approximately 15 text messages from EPIC per month about promotions, products, events, and the latest news. Message and data rates may apply. You can opt out of these messages at any time by replying to one of the messages received with the response STOP.
- Agreement to Refrain from Discrimination. I agree that I shall not engage in any discriminatory practices, including sexual harassment and harassment based upon race, sex, national origin, religion, disability, age or any other protected characteristic. I understand that harassment of employees, representatives, customers, including harassment because of race, color, religion, creed, national origin, ancestry, citizenship, age, sex, pregnancy, marital status, disability, sexual orientation, military or veteran status or any other status protected under applicable federal, state, or local laws, is unacceptable and will not be tolerated. In keeping with this commitment, I will not tolerate, and understand that EPIC will not tolerate, the harassment of representatives by anyone, including any representative, employee, vendor, client, contractor, or customer.
- Confidentiality Obligations. I understand and agree that the EPIC Policies & Procedures obligate me to keep all confidential information of the Company in the strictest of confidence and I agree to comply with those obligations.
*EPIC Policies & Procedures can be found here – https://myepiccompany.com/EPIC-Policies-Procedures
Effective February 1, 2023