Fantastic Hairdresser Products Ltd (FHP) ‘Host Salon’ Terms and Conditions


SECTION 1 - TERMS AND CONDITIONS INTRODUCTION

The Terms and Conditions Agreement set forth here (and as they may be updated

from time to time) apply to all FHP Host Salons.


1.1 AMENDMENTS TO TERM AND CONDITIONS

No FHP Host Salon or host of any status may alter, amend or waive

any of these Terms and Conditions or any other agreements, and any representation or statement to the contrary, or which is inconsistent with the foregoing, should not be relied upon and will not be binding on FHP. FHP Host Salons agree that they will be bound by any changes to the FHP Salon Benefit System, and/or the Terms and Conditions 30 days after notice of the amendment is published in commercially reasonable fashion, which includes, but is not limited to, posting online at fantastichairdresser.com, and that they have a duty to keep apprised of any such changes by either reviewing these materials online or by requesting a copy in the post prior to making any additional purchases. If an FHP Host Salon does not agree to any amendment, he or she shall cancel their FHP Host Salon status no later than the effective date of the amendment. FHP reserves the right to periodically amend or modify their Policies & Procedures, the Salon Benefit System and the FHP Host Salon Terms & Conditions at its sole discretion. Each FHP Host Salon agrees to abide by these Terms & Conditions, and all other agreements and all amendments and modifications.


1.2 SEVERANCE OF INVALID PROVISIONS

If any provision of the Agreement, in its current form or as may be amended, is found to be invalid, or unenforceable for any reason, only the invalid portion(s) of the provision shall be severed and the remaining terms and provisions shall remain in full force and effect and shall be construed as if such invalid or unenforceable provision never comprised a part of the Agreement.


1.3 INDEPENDENT CONTRACTOR STATUS

Every FHP Host Salon is an independent contractor, not an agent or employee of FHP. Each FHP Host Salon is an independent business who conducts this business under agreement with FHP. FHP Host Salons are not purchasers of an intangible franchise or a distributorship. The Agreement between FHP and the FHP Host Salon does not create an employer/employee relationship, partnership, or joint venture between FHP and the FHP Host Salon. The Agreement authorises each FHP Host Salon to use the Salon Gateway provided by FHP to sell Fantastic Hairdresser products to their clients. Each FHP Host Salon is solely responsible for his or her own activities, commitments and contracts, and all liabilities, obligations and expenses which you incur. Each FHP Host Salon is solely responsible for complying with all laws applicable to his or her own business.


1.4 LIMITED LIABILITY

Except as otherwise stated herein, each FHP Host Salon agrees that FHP, its affiliates, agents, independent consultants, and their respective officers, directors, employees and agents will not be liable for any claim, loss, damages, expenses or costs, whether direct or indirect, including consequential or special damages, lost profits or otherwise, arising out of or relating in any way to this agreement, the use or inability to use this service or information, participation as a FHP Host Salon, or from unauthorised access to or alteration of transmissions or data. Each FHP Host Salon hereby waives any claims with respect thereto, whether based on contractual, tort or other grounds, even if we have been advised of the possibility of such damages. Some jurisdictions do not allow for limited liability or exclusion of implied warranties, so not all of the above limitations may apply.


1.6.1. INDEMNITY AND HOLD HARMLESS AGREEMENT

In the conduct of his or her FHP Host Salon business, each FHP Host Salon agrees to refrain from all conduct that might be harmful to the reputation of FHP or its products, including but not limited to, conduct inconsistent with the public interest or conduct that is deceptive, misleading, unethical or immoral. Each FHP Host Salon agrees to hold harmless and indemnify FHP, its affiliates, agents, Host Salons, and their respective officers, directors, employees and agents for any claims, damages or liabilities (including reasonable legal’ fees and costs) arising out of his or her Host Salon business practises, including breach of any of FHP’s policies & procedures, the Host Salon agreement or other agreements. Each FHP Host Salon also specifically authorises FHP to offset any such claims, costs, expenses, damages or liabilities against any and all commissions or/and royalties payable to him or her. Each FHP Host Salon also agrees to indemnify and hold harmless FHP, its affiliates, agents, Host Salons, and their respective officers, directors, employees and agents from any and all liabilities, claims, expenses and damages, including reasonable legal’ fees and costs, arising out of or in any way related to the use of this service, purchase, sale or information regarding FHP products, or in connection with his or her account or any other person’s use or access to this service by or through his or her account, with or without his or her permission, including without limitation any claims of libel, defamation, violation of rights of privacy or publicity, trespass, and infringement of intellectual or other proprietary rights



SECTION 2 - FHP HOST SALON REQUIREMENTS

2.1 An FHP Host Salon must be a professional hairdressing and/or beauty salon being

run as a commercial business within static premises.


2.2 The FHP Host Salon is responsible for declaring any income or benefits

generated from their association with FHP or as an FHP Host Salon to the relevant tax authorities in the country they reside.


SECTION 3 - ADVERTISING

3.1 Indemnification. Each FHP Host Salon is fully responsible for all of his or her verbal and written statements made regarding FHP products, services and the Salon Benefit System that are not expressly produced and distributed by FHP. Each FHP Host Salon agrees to indemnify FHP and FHP’s directors, officers, employees and agents, and hold them harmless from any and all liability including judgments, civil penalties, refunds, attorneys’ fees, court costs or lost business incurred by FHP as a result of the FHP Host Salon’s unauthorised actions or representations regarding FHP. This provision shall survive the termination or expiration of this FHP Host Salon Agreement.


3.2 GENERAL ADVERTISING POLICIES An FHP Host Salon may only advertise or promote his or her FHP business using approved ad templates or images acquired from FHP. No further approval is necessary to use the ad templates created and provided by FHP so long as they are used by the FHP Host Salon in compliance with these Policies & Procedures. No one is authorised to revise, edit or otherwise alter any ad templates provided by FHP or any FHP Host Salon advertising materials that have been approved by FHP. Because FHP periodically reviews and revises its Policies & Procedures, FHP reserves the right to rescind any previous authorisation that was given in connection with advertising materials or practises, consistent with FHP’s current Policies & Procedures. Upon notice of such rescission, each Host Salon agrees to immediately cease using such advertising materials and/or practises.


3.3 USE OF THE FHP AND ANY ASSOCIATED, NAME, TRADEMARKS, SERVICE MARKS AND LOGOS The name FHP is a registered trademark, is of great value to FHP, and is licensed to FHP Host Salons for use only in an authorised manner. To that end, the FHP name and FHP’s other various trademarks, service marks and logos have been registered or have pending applications for registration in multiple international jurisdictions. It is not permitted for any FHP Host Salons to use or apply the FHP name or any of FHP’s other various trademarks, service marks or logos on or in connection with any item, product, service, tool or other material not produced or authorised in writing by FHP.


3.4. RIGHT OF PUBLICITY AUTHORISED AND USE OF SUBMISSIONS AUTHORISED Each FHP Host Salon authorises FHP to use his or her name, photo, personal story, in print, audio, video and other media, including on the Internet, to promote FHP products or the FHP opportunity. FHP Host Salons waive all claims to remuneration for such use.


3.5. MEDIA ENQUIRIES

Any inquiries by the media or press (including blogs) should be referred immediately to FHP’s corporate offices by calling 0044 (0) 208 827 1659. To preserve a consistent public image for the benefit of FHP, FHP Host Salons are not permitted to speak to the media on behalf of FHP or represent to the media that they are authorised to speak on behalf of FHP. If an FHP Host Salon responds to such inquiry or contact, FHP may consider him or her to be in breach of the Agreement and FHP may enforce its rights under the Agreement against such FHP Host Salon. Additionally, FHP Host Salons shall not proactively contact the media or distribute any form of press release that includes information about FHP, its products or the FHP Opportunity without prior written approval from FHP.


3.6. USE OF SUBMISSIONS AUTHORISED

FHP shall have the right to use any ideas, suggestions, photos, videos or testimonials submitted to FHP by an FHP Host Salon in any manner that FHP deems appropriate, including posting on the Internet. Any such submissions, including any quotes, testimonials, stories, conversations on social networking media and/or the FHP.com forum or blog, become the property of FHP. Each FHP Host Salon waives all claims for any compensation in the event FHP elects to use any submissions. An FHP Host Salon may only submit ideas and/or material to FHP if he or she has obtained appropriate copyright and other permission to submit such materials and permit FHP to use such material without restriction. Each FHP Host Salon agrees that he or she will not violate or infringe the rights of third parties, including privacy, publicity and intellectual and proprietary rights, such as copyright or trademark rights.




3.7 NON-DISPARAGEMENT

FHP welcomes constructive input regarding the FHP opportunity and FHP products,

but publicly communicated negative comments and remarks by FHP Host Salons about FHP, FHP products, the FHP opportunity, FHP employees or other FHP Host Salons serve no purpose other than to undermine the enthusiasm of other FHP Host Salons. FHP Host Salons must not disparage FHP, other FHP Host Salons, FHP products or services, the Salon Benefit System, FHP employees or those of any other competing company. Any questions, suggestions or comments regarding these issues should be directed in writing to the FHP Head Office.


3.8 RE-PACKAGING FHP PRODUCT

FHP products may only be sold in their original packages. Host Salons

shall not repackage, re-label, or tamper in any way with any product packaging.


3.9 COMMERCIAL OUTLETS

3.9.1. RETAIL OUTLETS: FHP does not authorise its products to be sold or displayed in retail outlets other than that of the Host Salon Hairdressing and/or Beauty salon. FHP products may not be displayed and/or sold to the general public in any office or business/commercial outlet other than that of the Host Salon Hairdressing and/or Beauty salon, or through shopping network programmes (e.g., HSN, QVC). Examples of outlets that may not sell FHP products or display FHP products or other promotional materials include, but are not limited to: Department stores, beauty supply stores, supermarkets, chemists, health food stores, discount establishments, car boot sales, kiosks and flea markets.


3.9.2. EXHIBITS AND TRADESHOWS An FHP Host Salon may not sell or promote FHP products on the premises of any ongoing or frequently recurring event, except at events limited in duration with an environment promoting FHP’s standard of excellence, such as: county fairs, holiday boutiques, school carnivals, health fairs, tradeshows, bridal shows, fashion and modelling shows.


3.9.3 NO WHOLESALING PRODUCTS. FHP Host Salons are prohibited from selling to persons, either directly or indirectly, who ultimately (I) resell the FHP products through a retail store, (ii) resell the FHP products over the Internet, regardless of the form of Internet distribution channel, (iii) import the FHP products into a country that is not where the Host Salon is operating. Each FHP Host Salon must take reasonable steps to ensure that persons who purchase FHP Products from him or her do not intend to violate this Policy.


Any FHP Host Salon who operates an FHP business that is not in compliance with this Policy 3.9 shall forfeit any commissions, bonuses or other forms of compensation or rewards earned as a result thereof and shall indemnify FHP for any damages, costs or losses sustained as a result of FHP Host Salon’s failure to comply. In addition, FHP may, at its sole discretion, suspend the purchasing privileges or terminate the FHP Host Salon Agreement of any FHP Host Salon who violates this policy.



SECTION 4 - INTERNET POLICIES

4.1. SELLING PRODUCTS ONLINE

In order to maintain the integrity of the FHP brand name and product line, FHP Host Salons may only sell FHP products online through the FHP Salon Gateway at www.fantastichairdresser.com. Any other online sales media, including independent websites, or auction sites, such as, but not limited to, eBay and Amazon, are prohibited.


4.3 BLOGS

A blog, or website developed on a blogging platform that is developed for the primary purpose of marketing or promoting FHP, its products or opportunity is not permitted. This does not include blogs created by you or others, that are developed primarily for other purposes that mention FHP.


4.5. WEBSITE DOMAIN NAME, EMAIL ADDRESSES AND ONLINE ALIASES FHP Host Salons are not permitted to use or register any of FHP’s trademarks, product names or any derivatives, whether abbreviated or not, for any Internet domain name, email address, social networking profile, or online alias. Additionally, FHP Host Salons are not permitted to use or register domain names, email addresses, and/or online aliases that could cause confusion, or be misleading or deceptive, in that they cause individuals to believe or assume the communication is from, or is the property of FHP.


4.6. USE OF SOCIAL NETWORKING MEDIA

4.6.1. SOCIAL NETWORKING SITES FHP Host Salons may use social networking sites (such as Facebook, Twitter, LinkedIn®, forums and other social shared interest sites) to share information about FHP products and/or the Salon Benefit System. However, these sites may not be used to sell or offer to sell specific FHP products. FHP Host Salons who elect to use social networking sites must adhere to the requirements set forth in this Section as well as FHP’s policies relating to Advertising (Section 3), must comply with the terms of use of those sites (including any restrictions on commercial use), and must not use sites which are intended for use primarily by those below 18 years of age. Profiles generated in any social networking site where an FHP Host Salon mentions or discusses FHP must clearly identify the user as an FHP Host Salon, include his or her photo as the main profile picture, and must disclose the user’s full name. FHP does not authorise the anonymous use or use under an alias of such websites.


4.6.2. RESPONSIBILITY FOR POSTINGS Under the Agreement, each FHP Host Salon agrees to indemnify FHP against all damages arising out of his or her activities as an FHP Host Salon. FHP may rely on this indemnity if an FHP Host Salon’s online activity damages FHP or FHP products. FHP Host Salons are responsible for their own postings and all other online activity conducted by or on behalf of that FHP Host Salon. This policy applies even if an FHP Host Salon does not own or operate a website or social networking site. If an FHP Host Salon posts any comment to any such site that relates to FHP, the FHP Host Salon is responsible for the posting.


4.6.3. USE OF THIRD PARTY INTELLECTUAL PROPERTY If an FHP Host Salon uses the trademarks, trade names, service marks, copyrights or intellectual property of any third party in any posting, it is his or her responsibility to ensure that he or she has permission and is authorised to use such intellectual property. Such permission is usually obtained through a license agreement and payment of an appropriate license fee and/or royalties. All third party intellectual property must be properly referenced as the property of the third party, and an FHP Host Salon must adhere to any restrictions and conditions that the owner of the intellectual prop- erty places on the use of its property.


4.6.4. TRUTHFULNESS IN POSTINGS FHP Host Salons must refrain from making any misleading or deceptive claims or statements about FHP, the FHP products or the Salon Benefit System in any online postings. It is the obligation of FHP Host Salons to ensure their postings and other online marketing activities are truthful, not deceptive and not misleading to customers or potential FHP Host Salons in any way. Websites and Web promotion activities and tactics that are misleading or deceptive, regardless of intent, may breach the Agreement and the law generally, and are strictly prohibited. This may include spam linking (or blog spam), unethical search engine optimisation (SEO) tactics, misleading click through ads (i.e., having the display URL of a pay per click campaign appear to resolve to an official FHP website when it goes elsewhere), unapproved banner ads and unauthorised press releases. The truthfulness or accuracy of website content or Web promotion activities shall be determined by FHP in its sole discretion.


4.6.5. RESPECTING PRIVACY FHP Host Salons must always respect the privacy of others in their postings and must not engage in gossip or advance rumours about any individual, company, or competitive products or services. In this regard, FHP Host Salons may not list the names of other individuals or entities on their postings unless they have the written permission of the individual or entity that is the subject of their posting.


4.6.6. INAPPROPRIATE CONTENT PROHIBITED When FHP Host Salons participate in social networking sites, they must comply with the terms of use of the site, particularly (but not limited to) in relation to avoiding inappropriate conversations, comments, images, video, audio or other applications, including but not limited to profane, violent, offensive, threatening, defamatory, libellous, harassing, discriminatory or vulgar content (all of which is termed “Inappropriate Content”). The determination of what is Inappropriate Content shall be at the sole discretion of FHP and offending FHP Host Salons will be subject to deactivation. If an FHP Host Salon becomes aware of any Inappropriate Content from, or purporting to be from, another FHP Host Salon it shall notify FHP as soon as practicable.


4.6.7. REMOVAL UPON TERMINATION OF FHP ID If an FHP Host Salon’s Agreement is terminated for any reason, pursuant to the terms of the Agreement, he or she must promptly, but in any event within five days, discontinue all uses of FHP’s name, FHP’s trademarks, trade names, service marks, other intellectual property, and all derivatives of such marks and intellectual property, in any postings and all social media sites.

4.7. ONLINE ADVERTISING

ONLINE CLASSIFIEDS FHP Host Salons are not permitted to use onlineclassifieds (including Craigslist) to list, sell or retail specific FHP products.



SECTION 5  - ORDERS AND DELIVERY

5.1 BACKORDERS

FHP strives to avoid backordered items. When backorders do occur, FHP makes every attempt to advise the FHP Host Salon or Client at the time the order is placed. This provides the opportunity to select another product that is in stock or to continue to process the order with the backordered product. If an order using one credit card number is placed for an item that is currently not in stock, the credit card will be charged for that item. When the backordered item arrives in the warehouse, it will be delivered either separately or in the next order. If the backordered item is not received in the warehouse within 30 days of the original order or, is not scheduled to arrive within 5 days of the 30th day from the order date, the item will be voided from the order and a refund will be issued. If a Host Salon or Client still wishes to receive the product, a new order must be placed.


5.13. DELIVERY

FHP makes every effort to post products within 24 hours of receiving and processing an order, and most orders post within this time frame. Due to heavy volumes during mid-month and end of month peak periods and following bank or national holidays some orders may take as long as 72 hours (three business days) to post.


5.14. DAMAGED DELIVERIES

FHP makes every effort to prevent any product damage. When your order posts from FHP, it becomes the delivery company’s responsibility to ensure that your order is received in good condition. If your order is not received in good condition, and it is not possible to reject the delivery, please contact Customer Service immediately for return to FHP. After the delivery is picked up (or if you have rejected a delivery) notify FHP’s Customer Service of your return for further assistance in delivery replacement.



SECTION 6 - COMMISSION AND ROYALTY PAYMENTS

6.1.  20% of the net value of any product sales via the online Salon Gateway will be allocated as commission to the FHP Host Salon which has linked the FHP Independent Consultant who has recommended the product/s to the client. FHP takes no responsibility for any data entry errors or fraudulent entries made using the Salon Gateway in the Host Salon. All commission and royalty payments are based on the net value of the sale after VAT has been deducted.It should be noted that FHP is a Limited Company registered in the Republic of ireland and therefore VAT is charged at the rate currently set by the Republic of Ireland.


6.2.  A 10% royalty allocation of the net value of any future qualifying purchases made online by a client linked to the FHP Host Salon Account will be awarded as points towards the FHP Host Salon’s Fantastic Fund Account. A qualifying purchase is decided by FHP who guarantee that at a minimum of 70% of the items on sale in the FHP online shop are qualifying items. FHP reserve the right to alter, change or de-list qualifying items without notice.


6.3.  All commission and royalty payments are awarded as points towards the FHP Host Salon’s Fantastic Fund Account. Each point carries a value of 1p sterling. Points can be exchanged from said Fantastic Fund Account by submitting an exchange request form online.


6.4.  Points can be exchanged for Hairdressing Equipment, FHP Products or Training Courses and/or Materials currently displayed on the Fantastic Fund Account website.


Certain training courses offered within the Fantastic Fund Account will qualify for funding from The Butterfly Scholarship System. This has been set up to provide funding to support education for people working within the professional salon industry. In most cases the Butterfly Scholarship System will provide 50% of the cost of the qualifying course or programme. FHP reserves the right to change the qualifying courses and the percentage funded at their discretion.


6.5. Points can be exchanged with a 3rd party for online shopping or experience vouchers. FHP currently offers vouchers provided by Buy A Gift and Love 2 Reward. Once the voucher has been issued FHP has no responsibility for the provision of services or products with these 3rd party companies. Any or all arrangements or disputes are to be made directly with the relevant company.    


6.6. Points can be exchanged for money. The FHP Host Salon submits a cashout request. Once verified the requested amount will be transferred into the bank account provided in the cashout request within 3/4 working days.


6.7. Points become verified 30 days after they are deposited into the FHP Host Salon’s Fantastic Fund Account. This is to guard against fraud. FHP will not verify points awarded within a 30 day period prior to any exchange request.


6.8. ADJUSTMENT TO COMMISSIONS AND ROYALTY PAYMENTS

When a product is returned to FHP for a refund any commissions and royalty payments or points will be deducted, in the month in which the refund is given, and continuing every pay period thereafter until the commission is recovered, from the FHP Host Salons who received commissions and royalties on the sales of the refunded products.


6.9. ERRORS OR QUESTIONS

In the event an FHP Host Salon has questions about or believes any errors have been made regarding commissions, royalties or orders, the FHP Host Salon must notify FHP within 60 days of the date of the purported error or incident in question. FHP will not be responsible for any errors, omissions or problems not reported to it within 60 days.


6.10 DE-LINKING

A client is considered De-Linked when the  FHP Independent Consultant they are linked to becomes deactivated by leaving the Host Salon. The client still qualifies for the online Fantastic Fan prices as they are still linked to the Host Salon or Association. The Host Salon will still receive their 10% royalty. If a FHP Independent Consultant makes a Salon Gateway sale to a De-Linked client, that client will now be linked to the new  FHP Independent Consultant.


6.11 CROSS SALES

A Cross Sale is when a  FHP Independent Consultant makes a Salon Gateway sale to a client linked to a different  FHP Independent Consultant. In this case the  FHP Independent Consultant who makes the Salon Gateway sale will receive the points on the net value of that specific sale, but the client will remain linked to the original  FHP Independent Consultant.


6.12 LINKING TRANSFER AUTHORISATION

In certain circumstances the Host Salon may choose to submit an authorisation to FHP to transfer a linked client to a different  FHP Independent Consultant. This decision is solely the responsibility of the Host Salon and FHP will not adjudicate in any dispute. The final decision will be with the Host Salon.


SECTION 7: COMMISSION AND BONUS RECAPTURE

7.1. All commissions & royalties or other remuneration (collectively “remuneration”) that has been paid to an FHP Host Salon based on the sale of products that are subsequently returned will be deducted from the FHP Host Salon. Valid Client product replacements and/or exchanges do not create a deduction.


7.2. All remuneration that has been paid to a terminating FHP Host Salon, based on the sales of products that are subsequently returned and any amounts due to FHP from the Host Salon for any other reason, are subject to deduction