RepSearch Terms and Conditions

These "Terms and Conditions" govern your use of RepSearch ("Web Site"). They also provide notice of some of RepSearch policies. Please read these carefully. If you do not accept the Terms and Conditions stated here, do not use this Web Site and service. By using this Web Site, you are indicating your acceptance to be bound by these Terms and Conditions. RepSearch may revise these Terms and Conditions at any time at its sole discretion by updating this posting. You should visit this page periodically to review the Terms and Conditions, because they are binding on you. The term "Web Site" as used herein refers to the RepSearch web site. The terms "You" and "User" as used herein refer to all individuals and/or entities accessing the Web Site for any reason.

Failure to Abide By These Terms

Your failure to abide by these terms may result in removal from the RepSearch database. 

 

Use of Material

 

RepSearch authorizes you to view and download a single copy of the material on the Web Site solely for your personal, noncommercial use. The contents of this Web Site, such as the "look" and "feel" of the Web Site, text, graphics, images, logos, button icons, software and other "Material", are protected under both United States and foreign copyright, trademark and other laws. All Material is the property of RepSearch or its content suppliers or customers. The compilation (meaning the collection, arrangement and assembly) of all content on this Web Site is the exclusive property of RepSearch and protected by U.S. and international copyright laws. Unauthorized use of the Material may violate copyright, trademark, patent and other laws. You must retain all copyright, trademark, service mark and other proprietary notices contained in the original Material on any copy you make of the Material. You may not sell or modify the Material or reproduce, display, publicly perform, distribute, or otherwise use the Material in any way for any public or commercial purpose. The use of the Material on any other web site or in a networked computer environment for any purpose is prohibited.

You shall not copy or adapt the HTML or other code that RepSearch creates to generate its pages. It is also protected by the RepSearch copyright.

Acceptable Site Use

 

General Rules: Users may not use the Web Site in order to transmit, distribute, store or destroy material (a) in violation of any applicable law or regulation, (b) in a manner that will infringe the patent, copyright, trademark, trade secret or other intellectual property rights of others or violate the privacy, publicity or other personal rights of others, or (c) that is harmful, defamatory, libelous, vulgar, obscene, threatening, abusive, harassing, tortuous, hateful or otherwise objectionable.

Standards for Internet Conduct

 

In connection with your use of the Web Site, you will not:

Post, transmit, distribute, store, upload, or destroy material (i) in violation of any applicable local, state, national, or international law or regulation, or (ii) in a manner that will infringe the copyright, trademark, trade secret, patent or other intellectual property rights of others or violate the privacy, publicity or other personal rights of others.

Post or transmit any message, information, data, text, software or images, or other materials ("Content") that is unlawful, harmful, threatening, abusive, harassing, defamatory, libelous, vulgar, obscene, tortuous otherwise objectionable or that may invade another's right of privacy or publicity.

Impersonate any person or entity, including without limitation a RepSearch employee or agent, an authorized user of RepSearch services, manufacturer, distributor, or independent sales representatives or agencies, or otherwise misrepresent your affiliation with any person or entity.

Post or transmit any Content that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as nondisclosure agreements or the personal information of an individual other than yourself).

Delete or modify any material posted by any other person or entity not related to you.

Print out or otherwise copy or use any personally identifiable information about independent sales representatives or agencies for purposes other than consideration of the independent sales representatives or agencies for potential contractual engagement by your company.

Communicate, send, or place unsolicited e-mail, telephone calls, mailings or other contacts to posting individuals and entities.

Register an e-mail address that you do not own or for which you do not have the express permission of the owner to register.

Violate or attempt to violate the security of the Web Site, including, without limitation:

accessing data not intended for such user or logging into a server, account, or profile that the user is not authorized to access;

attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;

attempting to interfere with service to any user, host or network, including, without limitation, submitting a virus or corrupted data to the Web Site, overloading, continuous posting of repetitive text, "flooding", "spamming", "mailbombing" or "crashing";

sending unsolicited advertising, promotional materials, e-mail, "junk mail", "chain letters", or any other form of solicitation;

or forging any TCP/IP packet header or any part of the header information in any e-mail or posting.

Violations of system or network security may result in civil or criminal liability. RepSearch will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.

Specific Prohibited Uses

 

The Web Site may be used only for lawful purposes by independent sales representatives and agencies seeking representation opportunities and RepSearch member companies seeking to engage the services of independent sales representatives and agencies. RepSearch specifically prohibits any use of the Web Site, and all users agree not to use the Web Site, for any of the following:

Posting or transmitting any unsolicited advertising, promotional materials, junk mail, "spam," chain letters or any other form of solicitation or any non-profile information such as opinions or notices, commercial or otherwise. YOU MAY NOT SPAM OUR MEMBER COMPANIES OR INDEPENDENT SALES REPRESENTATIVES OR AGENCIES WHOSE PROFILES APPEAR ON THE WEB SITE. YOU MAY NOT RESPOND TO A SALES OPPORTUNITY PROFILE OTHER THAN IF YOU ARE APPLYING FOR THAT SALES OPPORTUNITY ON BEHALF OF YOURSELF. RECRUITERS AT A MEMBER COMPANY MAY NOT USE ALLOCATED SALES OPPORTUNITY PROFILES OTHER THAN TO LIST AVAILABLE JOBS AT THE MEMBER COMPANY.

Posting any incomplete, false or inaccurate biographical information or information which is not your own accurate profile information that you have posted for the purpose of seeking representation opportunities for yourself (living individual seeking sales representation opportunities on his or her own behalf) or agencies or groups consisting of such individuals.

Posting any franchise or other business opportunity which requires an up-front or periodic payment, unless such franchise or business opportunity is specifically described in your Sales Opportunity Text.

Posting any pyramid scheme, "club membership," or other business opportunity not permitted by the preceding sentence which requires an up-front or periodic payment, or requires recruitment of others including, but not limited to, members, sub-distributors or sub-agents.

Deleting or revising any material posted by any other person or entity.

Using any device, software or routine to interfere or attempt to interfere with the proper working of this Web Site or any activity being conducted on this site.

Taking any action that imposes an unreasonable or disproportionately large load on this Web Site's infrastructure.

Notwithstanding anything to the contrary contained herein, using or attempting to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search this Web Site other than the search engine and search agents available from RepSearch on this Web Site and other than generally available third party web browsers (e.g., Netscape Navigator, Microsoft Internet Explorer).

Aggregating, copying or duplicating in any manner any of the materials or information available from the Web Site.

Framing of or linking to any of the materials or information available from the Web Site without the prior written consent of RepSearch.

Use of Secure Area

 

Use of any password-protected area of the Web Site is restricted to the registered user who has been given permission and a password to enter such area. This password cannot be distributed to others, and the registered user is responsible for any and all damages to RepSearch resulting from the distribution of his or her password. You are responsible for maintaining the confidentiality of your information and password. If you share your password with non-registered users, RepSearch may revoke all passwords without refund. You agree to notify RepSearch promptly after the departure of any person to whom you provided a password, and RepSearch reserves the right to cancel such password and issue a new password in lieu thereof. RepSearch reserves the right to periodically issue changed passwords.

You shall be responsible for all uses of your registration, whether or not authorized by you. You agree to immediately notify RepSearch of any unauthorized use of your registration or password.

Opt-in Email

 

When you create a profile or submit your email address to RepSearch to request information on our pricing, you are "opting-in" to receive email from RepSearch from time to time. Such email is therefore not "unsolicited commercial electronic mail" within the definition of the CAN-SPAM act of 2003.

Communication with RepSearch and Other RepSearch Members

 

Your use of the RepSearch web site requires that you keep your profile information correct and up-to-date. RepSearch's communications with you and communications between RepSearch members may have financial consequences to you. When we attempt to deliver such communications, we will use the email address or voice telephone number that you have provided in your profile. It is your responsibility to see that these methods of contact are not prevented by out-of-date information or by blocking by technical means, including but not limited to spam blocking.

User Information

 

In addition to the terms and conditions that may be set forth in any privacy policy on this Web Site, you understand and agree that RepSearch may disclose to third parties, on an

anonymous basis, certain aggregate information resulting from information that you place on the Web Site. RepSearch reserves the right to offer third party services and products to you based on the preferences that you identify; such offers may be made by RepSearch or by third parties. Please see the RepSearch Privacy Policy for further details regarding your information. Notwithstanding the foregoing, RepSearch does not now nor plan to in the foreseeable future offer such third party services and products.

User Submissions

 

As a user, you are responsible for your own communications and are responsible for the consequences of their posting. You must not, and by using this Web Site you agree not to, do the following things: post the profile of anyone other than yourself, post material that is copyrighted, unless you are the copyright owner or have the permission of the copyright owner to post it; delete any author attributions, legal notices or proprietary designation or labels that you upload; post material that reveals trade secrets, unless you own them or have the permission of the owner or otherwise post or transmit any material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as material protected by a nondisclosure agreement); post material that infringes on any other intellectual property rights of others or on the privacy or publicity rights of others; post material that is obscene, defamatory, threatening, harassing, abusive, hateful, or embarrassing to another user or any other person or entity; post a sexually-explicit image or

statement; post advertisements or solicitations of business, post chain letters or pyramid schemes; impersonate another person; or post material that contains viruses, corrupted data, Trojan horses, worms, time bombs, cancelbots or other computer programming routines or engines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information.

RepSearch does not represent or guarantee the truthfulness, accuracy, or reliability of communications posted by users or endorse any opinions expressed by users. You acknowledge that any reliance on material posted by other users will be at your own risk.

RepSearch acts as a passive conduit for the online distribution and publication of user-submitted information and has no obligation to screen communications or information in advance and is not responsible for screening or monitoring material posted by users. If notified by a user of communications which allegedly do not conform to these Terms and Conditions, RepSearch may investigate the allegation and determine in good faith and its sole discretion whether to remove or request the removal of the communication. RepSearch has no liability or responsibility to users for performance or nonperformance of such activities. RepSearch reserves the right to expel users and prevent their further access to the Web Site for violating the Terms and Conditions or the law and the right to remove communications which are abusive, illegal, or disruptive. RepSearch may take any action with respect to user-submitted information that it deems necessary or appropriate in its sole discretion if it believes it may create liability for RepSearch or may cause RepSearch to lose (in whole or in part) the services of its ISPs or other suppliers.

By submitting content to any public or non-public area of the Web Site, including message boards, forums, contests and chat rooms, you grant RepSearch and its affiliates the royalty-free, perpetual, irrevocable, sublicenseable (through multiple tiers), non-exclusive right (including any moral rights) and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, communicate to the public, perform and display the content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any rights that may exist in such content. You also warrant that the holder of any rights, including moral rights in such content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You also permit any subscriber to access, display, view, store and reproduce such content for personal use. Subject to the Foregoing, the owner of such content placed on the Web Site retains any and all rights that may exist in such content.

RepSearch DOES NOT WARRANT THAT THE WEB SITE WILL OPERATE ERROR-FREE OR THAT THE WEB SITE AND ITS SERVER ARE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL MECHANISMS. IF YOUR USE OF THE WEB SITE OR THE MATERIAL RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, RepSearch IS NOT RESPONSIBLE FOR THOSE COSTS.

THE WEB SITE AND MATERIAL ARE PROVIDED ON AN "AS IS" BASIS WITHOUT ANY WARRANTIES OF ANY KIND. RepSearch, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTY OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. RepSearch MAKES NO WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE MATERIAL, SERVICES, SOFTWARE, TEXT, GRAPHICS, AND LINKS.

Feedback

 

RepSearch may provide you with a mechanism to provide feedback, suggestions and ideas, if you choose, about its web site and services ("Feedback"). You agree that RepSearch may, in its sole discretion, use the Feedback you provide to RepSearch in any way, including in future modifications of the web site and services, multimedia works and/or advertising and promotional materials relating thereto. You hereby grant RepSearch a perpetual, worldwide, fully-transferable, non-revocable, royalty-free license to use, modify, create derivative works from, distribute and display any information you provide to RepSearch in the Feedback.

Disclaimer of Consequential Damages

 

IN NO EVENT SHALL RepSearch, ITS SUPPLIERS, OR ANY THIRD PARTIES MENTIONED ON THE WEB SITE BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE WEB SITE AND THE MATERIAL, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT RepSearch IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

No Resale or Unauthorized Use

 

You agree not to resell or assign your rights or obligations under these Term and Conditions. You also agree not to make any unauthorized commercial use of the Web Site.

Liability

 

The Web Site is only a venue. The Web Site acts as a venue for (i) member companies to post profiles of their independent sales opportunities and (ii) for independent sales representatives to post profiles of their own industry expertise for the purpose of evaluating independent sales opportunities for themselves. Because user authentication on the Internet is difficult,

RepSearch cannot and does not confirm that each user is who they claim to be. RepSearch expects that you will use caution and common sense when using the Web Site.

RepSearch is not involved in the actual transaction between member companies and independent sales representatives. As a result, RepSearch has no control over the quality, safety or legality of the sales opportunities or profiles posted, the truth or accuracy of the listings, the ability of member companies to offer sales opportunities to independent sales representatives or the ability of independent sales representatives to perform. In addition, note that there are risks, including but not limited to the risk of physical harm, of dealing with strangers, foreign nationals, underage persons or people acting under false pretenses. You assume all risks associated with dealing with other users with whom you come in contact through the Web Site.

You acknowledge and agree that you are solely responsible for the form, content and accuracy of any profile or material contained therein placed by you on the Web Site. Member companies are solely responsible for their postings on the Web Site.

RepSearch does not warrant or guarantee that an independent sales representative's profile will be viewed by any specific number of member companies, or that it will be viewed by any member company.

RepSearch is not to be considered as an employer or be a party to a contract seeking independent sales representation with respect to your use of the Web Site, and RepSearch shall not be responsible for any decisions to enter into a sales representation agreement, for whatever reason, made by any entity posting sales opportunities on the Web Site.

Limitation of Liability

 

The aggregate liability for RepSearch to you for all claims arising from the use of the Materials is limited to $100.

Termination

 

RepSearch reserves the right, at its sole discretion, to pursue all of its legal remedies, including but not limited to deletion of your information from this Web Site and immediate termination of your registration with or ability to access the Web Site and/or any other service provided to you by RepSearch, upon any breach by you of these Terms and Conditions or if RepSearch is unable to verify or authenticate any information you submit to RepSearch.

Indemnity

 

You agree to defend, indemnify, and hold harmless RepSearch, its officers, directors, employees and agents, from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of the Material or your breach of the terms of these Terms and Conditions. RepSearch shall provide notice to you promptly of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit or proceeding.

General

 

RepSearch makes no claims that the Materials may be lawfully viewed or downloaded outside of the United States . Access to the Materials may not be legal by certain persons or in certain countries. If you access the Web Site from outside of the United States , you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. These Terms and Conditions are governed by the internal substantive laws of the State of Florida , without respect to its conflict of laws principles. Jurisdiction for any claims arising under this agreement shall lie exclusively with the state or federal courts within Hillsborough County , Florida . If any provision of these Terms and Conditions are found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms and Conditions, which shall remain in full force and effect. No waiver of any term of these Terms and Conditions shall be deemed a further or continuing waiver of such term or any other term. Except as expressly provided in the Additional Terms of Use section of these Terms and Conditions or in material on the pages of the RepSearch Web Site, these Terms and Conditions constitute the entire agreement between you and RepSearch with respect to the use of the Web Site. No changes to these Terms and Conditions shall be made except by a revised posting on this page.

Additional Terms of Use

 

Certain areas of this Web Site are subject to additional terms of use. By using such areas, or any part thereof, you agree to be bound by the additional terms of use applicable to such areas.

Additional Terms of Use for Manufacturers

 

Guaranteed Targeted Contacts.

You select reps for contact that appear to meet your requirements. If the rep has invalid contact information, does not respond, is out-of-business, is seeking employment, a salary, a draw, or up-front fees, you may request a Rep Credit, which allows you to contact another rep.

Contact Allotments "Roll Over."

You will be able to use your remaining contact allotment any time in the future after resubscribing.

Telephone Support.

RepSearch offers telephone support to Manufacturers, Suppliers, or Distributors using our website. The following conditions govern your access to telephone support:

1. Manufacturers, Suppliers, or Distributors who have an unexpired subscription to RepSearch are entitled to unlimited telephone support of their use of our service during our normal Customer Support hours. RepSearch reserves the right to limit this service specifically to matters pertaining to the use of our web site, and does not include general support for information technology, the Internet, or computer systems not specifically related to the use of our web site.
2. Manufacturers, Suppliers, or Distributors who do not have an unexpired subscription to RepSearch are not entitled to unlimited telephone technical support. Rather such support is at the discretion of RepSearch.

No Refunds.

You must contact RepSearch in writing (email preferred) before your subscription renewal date to cancel your subscription. If you do not, RepSearch does not provide refunds.

Additional Terms of Use for Subscribing Manufacturers on Standard Plans with

 

Monthly Payments

 

If you have subscribed to RepSearch on one of our Standard Plans with Monthly Payments, you agree that:

1. By selecting such a plan you are accepting a reduced up-front payment, a reduced monthly payment, and a greater rep contact allotment in exchange for your agreement to continue to pay RepSearch on a monthly basis for the entire plan.
2. You will use a credit card with an expiration date beyond the final month of your subscription. If the expiration date on your credit card comes before the final month of this subscription, you agree to provide a new credit card or new expiration date.
3. Should payment of any monthly amount due under your subscription plan be denied for any reason including your credit card being declined, RepSearch reserves the right to immediately terminate the services provided under your subscription plan. However, we will continue to attempt to process your payment. If on a later date your credit card is successfully charged, we will automatically re-instate your subscription as a new maintenance plan as of that date.
4. When you have submitted your credit card information via our secure web page or via telephone or email, you have signified your agreement to these Additional Terms of User for Subscribing Manufacturers on Standard Plans with Monthly Payments.

If you have submitted copy and graphics for a display ad for our Hot Sales Opps page, you agree that:

1. You will submit materials according to the specifications provided by RepSearch at the time of your subscription.
2. You will be presented privately the rendered ad for your approval prior to its publication. However, if you do not respond to such a request for your approval in a timely manner, you agree that that constitutes your implicit approval for publication on the RepSearch web site.
3. RepSearch will accept only final copy. While we will work with you on the look of the ad, before submitting your materials, you should have all of your team members approve the ad layout and copy.
4. During the time your ad is running, we will allow you to revise the ad one time at no charge. Thereafter, revisions will be charged at the base rate of $125 per revision.
5. RepSearch will make its best efforts to render your ad according to your instructions, for display in recent versions of Internet Explorer and Firefox.

Additional Terms of Use for Independent Sales Representatives and Agencies

 

As an independent sales representative or agency, you agree that:

Immediate communication is the backbone of RepSearch.

1. You will return to www.RepSearch.com and confirm your status AT LEAST every 30 days.
   1. Your profile has a status of Featured, Active, Inactive, or Removed. You control the status of your profile.
   2. You must ACTIVELY be seeking new commission-only lines if your profile is Featured or Active.
   3. You will keep your profile up-to-date with a valid phone number and email address that you actively monitor.
2. You will respond immediately to all contact requests.
   1. You are required to respond to all contact requests, whether you are interested or not.
   2. A contact request means that a company has paid RepSearch for your contact information.
   3. In addition to responding directly to the Principal, you must also indicate your response via your Track Contacts page.
3. RepSearch sales opportunities are commission-only.
   1. There are no jobs, salaries, or draws available through RepSearch.
   2. If you require an advance or an up-front fee, you must indicate that in your profile.
   3. If you appear to be seeking employment, your profile will be inactivated.
4. You will receive email from RepSearch.
   1. RepSearch uses Opt-In email. Emails from RepSearch are solely for the purpose of helping your sales representation business and are not spam.
   2. You will receive emails from companies seeking sales representation and from RepSearch.
   3. You will make sure that your computer does not block emails from RepSearch.
   4. You will assure that your actively monitored mail box is not full for unreasonable lengths of time.
5. You are obligated to return Principal's Samples.
   1. You will either pay for or return any samples sent to you by a principal upon request by the principal.
   2. Your failure to return samples will result in a permanent ban from using RepSearch.
6. You will create only one RepSearch profile
   1. Principals are allotted a limited number of Contact Requests.
   2. When a Principal requests contact with two Reps and then discovers that they are the same entity, they justifiably consider that the Rep has "spammed" them.
   3. RepSearch may remove without notice any additional profiles that you have created.