MEMBERSHIP AGREEMENT

 

TEN99 (the "Association") is a Delaware non-profit corporation having a business address of 1209 Orange Street, Wilmington, Delaware, 19801. The Association was formed to promote the social welfare of its members by providing information, education, discounts on consumer goods and services and to consider and deal with common problems of all independent contractors. Any reference in this Membership Agreement to the "Website" shall mean the Association's website located at www.ten99alliance.com.

 

This Membership Agreement governs the process for becoming a member of the Association and sets forth the rights and obligations of those persons and/or entities who become members of the Association.

  1. User Registration and Information.
  • In order to become a member of the Association, you must complete the registration process described in this Section 1 and on the Website (which process includes, but is not limited to, completion of a membership application) and confirm your agreement to the terms of this Membership Agreement, as evidenced by your selecting "Agree" during the registration process. Your selection of "Agree" during the registration process also evidences your agreement to the Terms and Conditions of Use applicable to the Website (the "Website Terms of Use"), a link to which is set forth on the Website.
  • As part of the registration process, you must select a username and password. You agree to register only once using a single username.  The information that you supply during the registration process must be accurate and complete and you agree you will not (i) register on behalf of another person; (ii) register under the name of another person or under a fictional name or alias; (iii) choose a username that constitutes or suggests an impersonation of any other person (real or fictitious) or entity or that you are a representative of an entity when you are not, or that is offensive; (iv) choose a username for the purposes of deceiving or misleading our visitors as to your true identity; or (v) choose a username that incorporates a solicitation (e.g., yoursitedotcom, dealershipname, isellporsches). You will be responsible for: (A) all use of the Website made via the use of your username and password, and (B) maintaining the confidentiality of your username and password.

 

  1. Member Benefits Advertisements and Communications

You understand and agree that the member benefits identified on the Website ("Member Benefits"), and the pages of the Website on which Member Benefits are described may include advertisements and that these advertisements are necessary for the Association to provide the Member Benefits. You also understand and agree that the Association may send you certain communications in connection with the Member Benefits, such as service announcements and administrative messages, and that you will not be able to opt out of receiving those communications, and that the Association may send you copies of any periodic newsletters or similar informative communications sent to Members generally (but you will have the opportunity to opt out of receiving future issues at any time). Any communications sent to you personally concerning your participation in Member Benefits or related matters are not intended to be made public, and you agree not to post those communications in any form or media.

 

  1. Availability of Member Benefits

While the Association makes reasonable efforts to ensure that Member Benefits are available at all times, it does not guarantee that Member Benefits will be uninterrupted or error-free or that members will be able to access or use all Member Benefits or all of their features at all times. The Association may change, suspend or discontinue any Member Benefits, or any of their features, at any time. The Association may also impose limits on the use of or access to certain features or portions of Member Benefits, or restrict your access to any part or all of the Member Benefits, in all cases without notice to you or liability to the Association.

 

  1. Modification

The Association reserves the right, in its sole discretion and at any time, to make changes to this Membership Agreement and its other policies concerning Member Benefits. The Association also reserves the right, in its sole discretion and at any time, to waive or modify any of the terms of this Membership Agreement as they apply to a specific item or as they apply to a specific member, without affecting the application of these terms to any other member. Changes will be effective when made and the updated Membership Agreement (or applicable policy) is posted on the Website; provided, however, that no such change shall be applicable to any dispute between you and the Association that arises prior to the time such change is effective. Accordingly, you should visit the Website periodically to review the Membership Agreement provisions.

 

  1. Dues

Membership dues are as follows: $131.88 per year. Membership dues must be paid in monthly installments of $10.99 each, with each payment being due no later than the 5th day of the month. Membership dues are subject to adjustment from time to time by the Association.

 

  1. Term of Membership; Termination
  • Your membership in the Association will commence on the first day of the month following the date on which the Association notifies to you of its acceptance of your registration application, and will continue thereafter for a period of one year, unless earlier terminated pursuant to Section 6b or 6c below.
  • You may voluntarily terminate your membership in the Association by notifying the Association in writing of such termination. Notification of termination pursuant to this Section must be given via the "Contact Us" section of the Website.  
  • The Association may terminate your membership immediately in the event of your breach of this Membership Agreement, which includes, but is not limited to, nonpayment of dues and/or failure to comply with the Website Terms of Use.
  • Upon expiration or termination of your membership, (i) all Member Benefits, including, but not limited to, healthcare coverage, will automatically terminate, and (ii) any dues that are then due and owing shall remain payable, but no refund will be made of any dues then paid. The following provisions of this Membership Agreement will survive expiration or termination of your membership: Sections 6d, 7, 9, 11 and 13. Termination by the Association of your membership pursuant to Section 6c will be in addition to any other rights or remedies available to the Association.

 

  1. Reinstatement

Memberships terminated in mid-term cannot be reinstated for 12 months.

 

  1. Representations and Warranties

You represent and warrant to the Association that (a) all information provided by you to the Association will be truthful and accurate at the time furnished and (b) you have all requisite right, power and authority to enter into this Membership Agreement and to perform your obligations hereunder.

 

  1. Severability

If any provision of this Membership Agreement is held by a court to be invalid or unenforceable for any reason, the parties acknowledge and agree that (a) such invalidity or unenforceability shall not affect any other provision of this Membership Agreement, (b) the remaining terms, covenants and conditions hereof shall remain in full force and effect, and (c) any court of competent jurisdiction may so modify the objectionable provision as to make it valid and enforceable.

 

  1. Privacy

The Association will not sell or rent any personal information of a member to a third party without the member's express consent. The Association will use commercially reasonable efforts to prevent unauthorized access to information furnished by members.

 

  1. Indemnity

You agree to indemnify, defend and save the Association and the Association's officers, directors, agents, representatives, employees, successors and assigns harmless from and against all liabilities, losses, damages, costs, expenses (including, without limitation, reasonable attorney's fees), fines and penalties arising out of or resulting from any of the following: (a) your breach of this Membership Agreement (including, but not limited to, the Website Terms of Use); (b) your negligence, willful misconduct and/or fraud in connection with your participation in or use of any Member Benefits; and (c) your use of the Website for any purpose or in any manner that does not comply with applicable laws.

 

  1. No Agency 

No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Membership Agreement.

 

  1. Limitation of Liability
  1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE ASSOCIATION OR ITS SUCCESSORS OR ASSIGNS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, PERSONAL INJURY, LOSS OF PRIVACY, FAILURE TO MEET ANY DUTY (INCLUDING OF GOOD FAITH OR OF REASONABLE CARE), OR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER, ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OF THE MEMBER BENEFITS, YOUR PARTICIPATION IN OR INABILITY TO PARTICIPATE IN OR USE ANY MEMBER BENEFITS, THE PROVISION OF OR FAILURE TO PROVIDE ANY MEMBER BENEFITS, OR OTHERWISE UNDER OR IN CONNECTION WITH THIS MEMBERSHIP AGREEMENT, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF THE ASSOCIATION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
  2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE), THE ENTIRE LIABILITY OF THE ASSOCIATION AND ITS SUCCESSORS AND ASSIGNS UNDER THIS MEMBERSHIP AGREEMENT SHALL BE LIMITED TO ACTUAL DAMAGES INCURRED BY YOU UP TO TEN DOLLARS (USD $10.00).
  3. YOU AGREE THAT THE ASSOCIATION WILL NOT BE RESPONSIBLE FOR INFORMATION FURNISHED BY, OR THE ACTIONS OF, OTHER MEMBERS.
  4. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS (INCLUDING SECTIONS 13A, 13B AND 13C ABOVE) SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.
  5. No Warranties

 

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE MEMBER BENEFITS ARE BEING FURNISHED "AS IS" AND WITH ALL FAULTS, AND THE ASSOCIATION HEREBY DISCLAIMS WITH RESPECT TO THE MEMBER BENEFITS ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY (IF ANY) WARRANTIES, DUTIES OR CONDITIONS OF OR RELATED TO: MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF VIRUSES, ACCURACY OR COMPLETENESS OR RESPONSES, RESULTS, WORKMANLIKE EFFORT AND LACK OF NEGLIGENCE. ALSO, THERE IS NO WARRANTY, DUTY OR CONDITION OF TITLE OR NON-INFRINGEMENT CONCERNING ANY USE OF THE MEMBER BENEFITS. ALL RISK ARISING OUT OF YOUR PARTICIPATION IN OR THE USE OF THE MEMBER BENEFITS REMAINS WITH YOU.  

 

  1. Optional Healthcare Plans

You understand that while the plans provide preventative care with limited yet meaningful benefits for specific medical services and care they ARE NOT insurance and ARE NOT major medical coverage and to that extent are not for everyone. If you have a chronic illness or disease or other medical conditions that require ongoing and/or specialized treatment do not enroll in these plans.

 

  1. Governing Law

This Agreement shall be construed under and governed in accordance with the laws of the state of Nevada, without regard to conflicts of law principles.

 

TEN99

www.ten99alliance.com

Call us 844-588-6250