The e-Resellers Club membership rules
Effective date: August 27, 2017
Please carefully read these Standard Membership Rules which apply to all members of the e-Resellers Club. If you do not wish to comply with these Rules, you should immediately cancel your membership, in accordance with Section 4 below:
- Membership. Subject to your compliance with these rules and payment of the membership fees, you agreed to when joining the e-Resellers Club, you will have a lifetime membership with the e-Resellers Club, including the right to purchase products and services announced and advertised in our catalogs, or our official website at http://eresellers.club and http://thehoustonmall.com .
- Renewal Fees. For an annual renewal fee, (which is currently $45), you will receive an updated catalog, price lists, and other information available only to e-Resellers Club members. The e-Resellers Club may change prices, or institute new fees at any time. The renewal fee o prorated amount will be automatically charged on every December 15th. of every year, or the next business day thereafter, to the credit card or bank account you have provided us, unless you have paid the regular $5 per month monthly fee, or inactivate or cancel your membership, in accordance with Section 4 below.
- Cancellation. If you cancel and return your membership materials undamaged and with the original packaging materials within 30 days of joining the e-Resellers Club, you are eligible for a full refund of your membership fees, (excluding shipping and handling charges). Call us on the phone for easy cancellation instructions. If you cancel after 30 days, you will remain responsible for any remaining membership fees until paid in full. Similarly, if you cancel your membership after the 30 day trial period, your membership will be terminated as requested and you will not receive any refunds whatsoever. In such a case, you are still responsible for any monies due in your account.
- Fees and Credits. You are responsible for all charges incurred, including your initial membership fee in accordance with the payment plan you agreed to when joining, your annual renewal fee, and all payments for any products and services or materials you order from the e-Resellers Club. Payments made by electronic funds transfer (EFT) will result in a hold on shipment or account status of approximately seven to nine business days. Except as specifically provided in Section 4 above, all amounts paid to the e-Resellers Club are nonrefundable. Upon suspension, cancellation, or termination of your membership, any unused credits remaining in your account, remain the property of the e-Resellers Club. Special Account Credits may be used for products, services, supplies and recurring fees and other charges, but are non-refundable as cash, it may not be used to purchase gift cards or additional credits. Gift cards expire one year from the date of issuance.
- Suspension. If you fail to pay for any purchases or shipping charges invoiced from the e-Resellers Club, if any fees or charges are due but unpaid to the e-Resellers Club or its affiliates, or if your account is delinquent, the e-Resellers Club may automatically apply any credits in your account to pay the balance due, or your membership may be suspended or canceled at the e-Resellers Club’s discretion. Your account may be suspended if you become inactive or do not place an order of at least one product and/or service per year. If your account is suspended do to inactivity during 12 consecutive months, you may reactivate your account at any time by paying a reactivation fee which is currently $99.
- Termination. The e-Resellers Club may immediately terminate your membership if you breach any provision of these rules, engage in any prohibited activities or aid and abet anyone listed in a Fraud Alert or if you fail to pay any fees or charges when due. The e-Resellers Club also reserves the right to terminate any membership upon refund of the most recent annual fee. If your membership is terminated for any reason, other than non-payment, you may not rejoin the e-Resellers Club, either directly or through another person. The provisions of Sections 8 through 21 will survive suspension, termination or cancellation.
- Communication. Throughout the course of your membership, the e-Resellers Club may contact you for administrative and promotional reasons by mail, email or by telephone, fax, including pre-recorded messages. You may be able to opt out of some of these communication channels by calling Member Support, or in the case of email, by using the “opt out” function provided with each email.
- Prohibited Activities. You may not directly or indirectly (a) use the names eresellers club, the e-Resellers Club, our Products names and Services, in the conduct of your business, (b) infringe on any e-Resellers Club’s trade names, trademarks or copyrights, (c) contact or solicit other e-Resellers Club members, (d) use your e-Resellers Club membership in any manner or for any purpose other than selling e-Resellers Club products, (e) distribute e-Resellers Club products outside authorized sale channels, (f) engage in any unlawful, unfair or deceptive business practice, (g) fail to conduct your business in an honest and ethical manner, (h) engage in any abusive, tortuous or unprofessional language or conduct, (i) violate any applicable law or regulation, (j) compete against the e-Resellers Club or its affiliates, (k) do anything to harm the e-Resellers Club, its affiliates or other members, or degrade the e-Resellers Club’s goodwill or reputation, or (l) do business with any person who does any of the foregoing or is listed in a Fraud Alert.
- Compliance. You are solely responsible for all aspects of operating your business. You agree to comply with all applicable federal, state and local laws, ordinances and regulations in connection with the operation of your business and the sale and marketing of our products. You agree to comply with any manufacturer’s restrictions on the sale of their products. You agree to indemnify and defend the e-Resellers Club from any claims or demands in connection with your negligence, misconduct or violation of any laws.
- Taxes. You are solely responsible for calculating, collecting, withholding, reporting and paying any and all applicable taxes, duties and levies, including without limitation states and local sales and use taxes, and federal and state income taxes.
- Trademarks and Copyrights. You may not use the name e-Resellers Club, the e-Resellers Club logo, or any other trademarks or trade names of the e-Resellers Club, or its affiliate’s names or logos, or any confusingly similar names in any manner. You may not use the name or likeness of any e-Resellers Club spokesperson, employee or other member. You may not copy or link to the e-Resellers Club or any other website of the e-Resellers Club or its affiliates. You may not copy or use any copyrighted text, graphics, CD-ROMs or online content of the e-Resellers Club or its affiliates. You may only copy or use designated e-Resellers Club product descriptions, product photographs, and .jpg files on your website to advertise products you purchased from the e-Resellers Club for sale to your customers, and not in any other manner or for any other purpose. You may not delegate or authorize any other person do so, whether on your behalf or otherwise.
- Warranty Exclusion. The e-Resellers Club IS NOT LIABLE FOR ANY LOSSES, COSTS OR DAMAGES ARISING DIRECTLY OR INDIRECTLY FROM YOUR MEMBERSHIP, THE SERVICES WE PROVIDE OR THE SALE OF OUR PRODUCTS. NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, AS TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE IS GIVEN OR ASSUMED BY the e-Resellers Club OR ITS AFFILIATES, AND ALL SUCH WARRANTIES, REPRESENTATIONS AND TERMS ARE HEREBY DISCLAIMED AND EXPRESSLY EXCLUDED. NO ADVICE OR INFORMATION GIVEN BY the e-Resellers Club OR ANY OF OUR REPRESENTATIVES SHALL CREATE ANY WARRANTY.
- Damage Limitation. OUR CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF YOUR MEMBERSHIP SHALL NOT EXCEED THE TOTAL AMOUNT OF THE MEMBERSHIP FEES YOU HAVE PAID TO US WITHIN THE PRIOR YEAR. The e-Resellers Club AND ITS AFFILIATES SHALL IN NO EVENT BE LIABLE FOR ANY PUNITIVE OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF ANY EXCLUSIVE REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.
- Notice of Claims. You will promptly notify us in writing if any third party makes any claim of infringement of any copyright, trademark or patent. If in our judgment the sale or use of any the e-Resellers Club products may be found to infringe the property rights of a third party or presents a consumer safety hazard, we may, at our option, require you to return the infringing products for a products and services credit or exchange.
- No Agency. You agree and acknowledge that you and the e-Resellers Club have an independent business relationship. Nothing about your membership or provided for in these Rules shall be deemed to create a partnership, seller, joint venture or agency, and neither party is the other’s partner, Reseller, employee, agent or representative. You will not state, imply or hold yourself out to anyone as being associated, affiliated with or endorsed by the e-Resellers Club, and have no right to obligate or bind the e-Resellers Club in any manner whatsoever.
- Third-Parties. These Rules are intended and agreed to be solely for the benefit of you and the e-Resellers Club and its affiliates, and no other party shall accrue any benefit, claim or right of any kind whatsoever hereunder.
- Arbitration. Any controversy, dispute or claim of any nature whatsoever arising out of, in connection with or in relation to your the e-Resellers Club membership or these Rules, or involving you and the e-Resellers Club, including the issue or arbitrability of any such claims, will be resolved by binding arbitration before a mediator in Houston, Texas. If you are not a resident of the United States, the UNCITRAL Arbitration Rules shall apply. The prevailing party will be awarded all costs and expenses, including without limitation all arbitration, expert witness and attorney fees, costs and expenses.
- Texas Law. Your membership is deemed to be entered into and performed in Houston, Texas, USA. These Rules shall be governed by and construed in accordance with the laws of the State of Texas without regard to conflicts of law provisions. You consent to exclusive personal jurisdiction and venue in Harris County, Texas, and agree that it shall be the sole forum and venue for any and all disputes involving the e-Resellers Club.
- Miscellaneous. If one or more provisions of these Rules shall be held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be construed as a waiver. Neither your membership, these rules, nor any of your rights or obligations thereunder may be assigned, transferred or delegated to any third party without the e-Resellers Club’s prior written consent.
- Amendments. These Rules may be revised or amended by the e-Resellers Club at any time in its sole discretion by posting the revised rules at www.eResellers.Club and the amended Rules will become effective 10 days after posting. No representative or agent from the e-Resellers Club may modify or waive any of these rules, except in writing, signed by the President or the acting President of the e-Resellers Club.