This site, (the « AVON DISTRIBUTOR WEBSITE ») is operated by Avon Products, Inc., (« AVON ») on behalf of its independent distributor, Chamarel Cosmetics LTD, (« Distributor »). AVON DISTRIBUTOR WEBSITE users are provided with access to content and services related to the Distributor and also to AVON and its products, including audiovisual content, images, text, data and other similar content and services (such content and services, collectively, the « Content »). Please read these Terms and Conditions of Use (the « Agreement ») carefully before using the AVON DISTRIBUTOR WEBSITE. By using the AVON DISTRIBUTOR WEBSITE, you agree to be bound by this Agreement. If you do not agree to the terms and conditions of this Agreement, please do not use the AVON DISTRIBUTOR WEBSITE. Further, by using the AVON DISTRIBUTOR WEBSITE, you affirm that you are of legal age to enter into this Agreement or, if you are not, that you have obtained parental or guardian consent to enter into this Agreement. If you are not of legal age to enter into this Agreement and have not obtained parental or guardian consent to enter into this Agreement, then you may not use the AVON DISTRIBUTOR WEBSITE.
This Agreement may be changed, in whole or in part, from time to time at the discretion of AVON and the Distributor. Notice of such change will be provided by any reasonable means, including without limitation by posting the revised draft of this Agreement on the AVON DISTRIBUTOR WEBSITE. You can determine when this Agreement was last revised by referring to the « LAST UPDATED » legend at the top of this Agreement. Your continued use of the AVON DISTRIBUTOR WEBSITE following the posting of changes to this Agreement will mean that you accept those changes, provided that any material change to this Agreement shall not apply retrospectively to any claim or dispute in connection with this Agreement that arose prior to the « LAST UPDATED » date applicable to that version of this Agreement in which such material change was included. If you do not agree to such changes, you may not use the AVON DISTRIBUTOR WEBSITE. All or part of the AVON DISTRIBUTOR WEBSITE may, at any time, be modified or discontinued and fees may be charged, modified or waived in respect of the use the AVON DISTRIBUTOR WEBSITE, subject to any restrictions under applicable law.
If you are an Independent Sales Representative of the Distributor, you acknowledge and agree that your use of the AVON DISTRIBUTOR WEBSITE is subject not only to this Agreement, but also to the terms and conditions contained in any contract made between you and the Distributor.
1. Content Posted by the Distributor.
The Distributor is an independent third party contractor of AVON and is not otherwise affiliated with AVON or any of AVON’s subsidiaries or affiliates (collectively « Affiliates »). AVON is not responsible or liable for the statements, acts or omissions of the Distributor, whether through or in connection with the AVON DISTRIBUTOR WEBSITE or otherwise. Without limiting the foregoing, although AVON may provide the Distributor with certain resources and tools (including without limitation assistance with the creation of the AVON DISTRIBUTOR WEBSITE or any other personalized online sites that contain AVON branding and content and that may share URLs in whole or in part with any AVON site), you acknowledge and agree that neither AVON nor any Affiliate has control over, or is responsible or liable for, any text, images, or other information or materials posted by the Distributor to the AVON DISTRIBUTOR WEBSITE or such personalized online sites. You further acknowledge and agree that neither AVON nor any Affiliate has control over, or is responsible or liable for any customizations made by the Distributor to the AVON DISTRIBUTOR WEBSITE or such personalized online sites, or any materials communicated by the Distributor to you. Neither AVON nor any Affiliate makes any representations or warranties as to the security of any communications between you and the Distributor (for example, email links posted by the Distributor). In addition, neither AVON nor any Affiliate makes any representations or warranties as to the data privacy or data protection practices of the Distributor.
2. Information You Submit Through the AVON DISTRIBUTOR WEBSITE.
You represent and warrant that any information you provide in connection with your use of the AVON DISTRIBUTOR WEBSITE is true, accurate and complete, and that you will maintain and update such information as needed, such that the information remains true, accurate and complete.
3. Registration; User Names and Passwords.
You may be required to register in order to access certain areas of the AVON DISTRIBUTOR WEBSITE. With respect to any such registration, you may not use any user name or email address that belongs to or is already being used by another person; that may be construed as impersonating another person; that violates the intellectual property or other rights of any person; that is offensive; or that AVON or the Distributor may reject for any other reason. You are responsible for maintaining the confidentiality of any password you may use to access the AVON DISTRIBUTOR WEBSITE, and you agree not to transfer your password or user name, or lend or otherwise transfer your use of or access to the AVON DISTRIBUTOR WEBSITE, to any third party. You are fully responsible for all interactions with the AVON DISTRIBUTOR WEBSITE that occur in connection with your user name. You agree to immediately notify AVON and the Distributor of any unauthorized use of your password or user name or any other breach of security related to your account, your user name or the AVON DISTRIBUTOR WEBSITE, and to ensure that you « log off » and exit from your account with the AVON DISTRIBUTOR WEBSITE (if applicable) at the end of each session. Neither AVON nor the Distributor will be liable for any loss or damage arising from your failure to comply with any of the foregoing obligations.
4. Rules of Conduct.
While using the AVON DISTRIBUTOR WEBSITE you agree to comply with all applicable laws, rules and regulations, and to respect the rights and dignity of others. In addition, your use of the AVON DISTRIBUTOR WEBSITE is conditional on your compliance with the rules of conduct set forth in this Section 4, and failure to comply with this Agreement and/or these rules of conduct (including without limitation your repeated engagement in copyright infringement through or in connection with the AVON DISTRIBUTOR WEBSITE) may result in termination of your access to the AVON DISTRIBUTOR WEBSITE.
You agree not to:
• Post, transmit, or otherwise make available through or in connection with the AVON DISTRIBUTOR WEBSITE:
o Any information or materials that are or may be, or the posting, transmission or use of which is or may be: (a) threatening, harassing, degrading, hateful or intimidating; (b) defamatory or libelous; (c) fraudulent or tortious; (d) obscene, indecent, pornographic or otherwise objectionable; or (e) protected by copyright, trademark, trade secret, right of publicity or privacy or any other proprietary right without the express written consent of the owner of such right.
o Any material that would give rise to criminal or civil liability; that encourages conduct that constitutes a criminal offense; that promotes gambling; or that encourages or provides instructional information about illegal activities or activities such as « hacking, » « cracking, » or « phreaking. »
o Any virus, worm, Trojan horse, Easter egg, time bomb, malware, spyware, or other computer code, file, or program that is harmful or invasive or that may or is intended to damage, hijack, disable, interfere with, or disrupt the operation of, or monitor the use of, any hardware, software or equipment.
o Any unsolicited or unauthorized advertisements, promotional material, « junk mail, » « spam, » « chain letter, » « pyramid scheme » or investment opportunity, or any other form of solicitation that is not expressly approved by AVON and the Distributor in advance.
o Any personally identifiable information of another individual, without the prior lawful consent of such individual.
o Any material, non-public information about a company, without the proper authorization to do so.
• Use the AVON DISTRIBUTOR WEBSITE for any fraudulent or unlawful purpose.
• Use the AVON DISTRIBUTOR WEBSITE to defame, abuse, harass, stalk, threaten, bully, or otherwise violate the legal rights of others, including without limitation others’ privacy rights or rights of publicity, or to harvest or collect information about users of the AVON DISTRIBUTOR WEBSITE.
• Impersonate any person or entity, including without limitation any employee, agent or other representative of AVON or the Distributor; including by (a) falsely stating or otherwise misrepresenting your affiliation with any person or entity in connection with the AVON DISTRIBUTOR WEBSITE; or (b) expressing or implying that AVON or the Distributor endorses any statement you make.
• Interfere with or disrupt the operation of the AVON DISTRIBUTOR WEBSITE or the servers or networks used to make the AVON DISTRIBUTOR WEBSITE available; or violate any requirements, procedures, policies or regulations of such networks.
• Restrict or inhibit any other person from using the AVON DISTRIBUTOR WEBSITE (including without limitation by hacking or defacing any portion of the AVON DISTRIBUTOR WEBSITE).
• Reproduce, duplicate, copy, sell, resell, link to or otherwise exploit for any commercial purposes, any portion of, use of, or access to, the AVON DISTRIBUTOR WEBSITE except to the extent that you have otherwise been duly authorized or instructed to use the AVON DISTRIBUTOR WEBSITE for such purposes.
• Except as expressly permitted by applicable law, modify, adapt, translate, reverse engineer, decompile or disassemble any portion of the AVON DISTRIBUTOR WEBSITE.
• Remove any copyright, trademark or other proprietary rights notice from the AVON DISTRIBUTOR WEBSITE or from materials originating from the AVON DISTRIBUTOR WEBSITE.
• Frame or mirror any part of the AVON DISTRIBUTOR WEBSITE.
• Create a database by downloading and storing AVON DISTRIBUTOR WEBSITE content.
• Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, « scrape, » « data mine » or in any way gather AVON DISTRIBUTOR WEBSITE content or reproduce or circumvent the navigational structure or presentation of the AVON DISTRIBUTOR WEBSITE.
Additionally, you acknowledge and agree that you (and not AVON or the Distributor) are responsible for obtaining and maintaining all telecommunications, broadband, and computer hardware, equipment, and services needed to access and use the AVON DISTRIBUTOR WEBSITE, and for paying all charges related thereto.
5. Our Proprietary Rights.
AVON and its Affiliates and/or the Distributor and their respective licensors and suppliers own the information and materials made available through the AVON DISTRIBUTOR WEBSITE. Such information and materials are protected by copyright, trademark, patent and/or other proprietary rights and laws. Except as expressly authorized in advance, you agree not to reproduce, modify, rent, lease, loan, sell, distribute or create derivative works based on all or any part of the AVON DISTRIBUTOR WEBSITE or any information or materials made available through the AVON DISTRIBUTOR WEBSITE.
All trademarks and service marks on the AVON DISTRIBUTOR WEBSITE not owned by Avon or the Affiliates are the property of their respective owners. You may not use AVON’s trade names, trademarks or service marks in connection with any product or service that is not AVON’s, or in any manner that is likely to cause confusion. Nothing contained herein or on the AVON DISTRIBUTOR WEBSITE should be construed as granting any license or right to use any trade names, trademarks or service marks without express prior written consent of the owner.
PLEASE NOTE THAT UNAUTHORIZED USE OF THE AVON DISTRIBUTOR WEBSITE (INCLUDING WITHOUT LIMITATION ANY SOFTWARE USED TO MAKE THE AVON DISTRIBUTOR WEBSITE AVAILABLE) MAY SUBJECT YOU TO MONETARY DAMAGES AND OTHER CIVIL AND CRIMINAL PENALTIES INCLUDING WITHOUT LIMITATION, FOR COPYRIGHT INFRINGEMENT.
6. Promotions and Ordering Opportunities.
Any sweepstakes, contests, raffles, and other promotions made available through the AVON DISTRIBUTOR WEBSITE (« Promotions ») and any opportunities made available for the ordering of products from the Distributor through the AVON DISTRIBUTOR WEBSITE (« Ordering Opportunities ») may be governed by specific terms and rules that are separate from this Agreement. By participating in any such Promotions or Ordering Opportunities, you agree to become subject to those terms and rules, which may vary from the terms and conditions set forth herein. You also acknowledge that any order to purchase products from the Distributor will not be binding on the Distributor until such time as the Distributor has accepted such order.
7. Intended Audience.
AVON hosts the AVON DISTRIBUTOR WEBSITE from the United States of America, and the AVON DISTRIBUTOR WEBSITE is not intended to subject AVON to the laws or jurisdiction of any state, country or territory other than those of the United States of America. Unless otherwise specified, materials made available through the AVON DISTRIBUTOR WEBSITE are presented solely for the purpose of enabling the Distributor to provide services and promote products available in Mauritius and, to the extent permitted under applicable law, no representations or warranties are made that the AVON DISTRIBUTOR WEBSITE, in whole or in part, or any products, services, or materials made available through the AVON DISTRIBUTOR WEBSITE, are appropriate or available for use in other locations. Those who choose to access the AVON DISTRIBUTOR WEBSITE from other locations do so on their own initiative and at their own risk and are responsible for compliance with local laws, rules and regulations, if and to the extent local laws, rules or regulations are applicable. AVON may limit the AVON DISTRIBUTOR WEBSITE’s availability, in whole or in part, to such person(s), geographic area(s) or jurisdiction(s) as it may choose, at any time and in AVON’s sole discretion.
8. Third Party Content.
9. Links to or From Other Sites.
The AVON DISTRIBUTOR WEBSITE may provide links to or feeds from other websites and online resources. Except as otherwise expressly stated to the contrary, neither AVON nor the Distributor is affiliated or associated with the operators of any third party websites or resources that link to or are linked from the AVON DISTRIBUTOR WEBSITE and no responsibility is accepted for the accuracy, content, or availability of information found on third party websites or resources that link to or are linked from the AVON DISTRIBUTOR WEBSITE.
YOU AGREE THAT YOUR USE OF THIRD PARTY WEBSITES AND RESOURCES AND ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, SERVICES, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEBSITES AND RESOURCES IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH WEBSITES AND RESOURCES.
THE AVON DISTRIBUTOR WEBSITE AND ALL GOODS, SERVICES, PRODUCTS, CONTENT, THIRD PARTY CONTENT (AS DEFINED IN SECTION 8), INFORMATION AND MATERIALS MADE AVAILABLE THROUGH THE AVON DISTRIBUTOR WEBSITE ARE PROVIDED « AS IS » WITHOUT ANY EXPRESS REPRESENTATIONS OR WARRANTIES OF ANY KIND BY AVON OR THE DISTRIBUTOR, AND ALL STATUTORY AND IMPLIED REPRESENTATIONS, WARRANTIES, TERMS AND CONDITIONS, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT ARE DISCLAIMED. NO REPRESENTATION OR WARRANTY IS MADE THAT THE AVON DISTRIBUTOR WEBSITE OR ANY GOODS, SERVICES, PRODUCTS, THIRD PARTY CONTENT, INFORMATION AND MATERIALS MADE AVAILABLE THROUGH THE AVON DISTRIBUTOR WEBSITE WILL BE ACCURATE, RELIABLE, COMPLETE, ERROR FREE OR COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE. ANY RELIANCE ON OR USE OF THE AVON DISTRIBUTOR WEBSITE OR ANY GOODS, SERVICES, PRODUCTS, THIRD PARTY CONTENT, INFORMATION OR MATERIALS MADE AVAILABLE THROUGH THE AVON DISTRIBUTOR WEBSITE SHALL BE AT YOUR SOLE RISK. WITHOUT LIMITING THE FOREGOING, NO REPRESENTATION OR WARRANTY IS MADE (A) REGARDING THE STATEMENTS, ACTS OR OMISSIONS OF ANY THIRD PARTY; (B) THAT THE AVON DISTRIBUTOR WEBSITE WILL BE AVAILABLE ON A TIMELY BASIS, OR THAT ACCESS TO THE AVON DISTRIBUTOR WEBSITE WILL BE UNINTERRUPTED OR SECURE; (C) THAT DEFECTS OR ERRORS WILL BE CORRECTED; OR (D) THAT THE AVON DISTRIBUTOR WEBSITE OR THE SERVERS OR NETWORKS THROUGH WHICH THE AVON DISTRIBUTOR WEBSITE IS MADE AVAILABLE ARE SECURE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
Applicable law may not allow the exclusion or limitation of implied warranties; so the above exclusion may not apply to you.
11. Limitation of Liability.
IN NO EVENT SHALL AVON OR ITS AFFILIATES, OR THE DISTRIBUTOR OR ANY OF ITS OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS OR PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE AVON DISTRIBUTOR WEBSITE, NOR FOR ANY DAMAGES FOR LOSS OF PROFITS, LOSS OR INTERRUPTION OF BUSINESS, LOSS OF USE, LOSS OF DATA, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF INFORMATION YOU HAVE PROVIDED IN CONNECTION WITH YOUR USE OF THE AVON DISTRIBUTOR WEBSITE (INCLUDING WITHOUT LIMITATION IN CONNECTION WITH YOUR USE OR RECEIPT OF ANY THIRD PARTY CONTENT), OR UNAUTHORIZED INTERCEPTION OF ANY SUCH INFORMATION BY THIRD PARTIES, EVEN IF AVON OR THE DISTRIBUTOR OR SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. NEITHER AVON NOR THE DISTRIBUTOR IS RESPONSIBLE FOR ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR SUBMISSIONS, TRANSMISSIONS OR DATA OR FOR ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED. NEITHER AVON NOR THE DISTRIBUTOR IS RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT BY A THIRD PARTY OF ANOTHER’S INTELLECTUAL PROPERTY, PRIVACY OR OTHER RIGHTS. IN NO EVENT SHALL AVON’S OR THE DISTRIBUTOR’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT OR OTHERWISE) ARISING FROM OR RELATED TO THIS AGREEMENT, THE AVON DISTRIBUTOR WEBSITE, OR YOUR USE OF OR INABILITY TO USE THE AVON DISTRIBUTOR WEBSITE EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR USING OR ACCESSING THE AVON DISTRIBUTOR WEBSITE.
Applicable law may not allow the exclusion or limitation of certain damages; so the above exclusion may not apply to you.
Except to the extent prohibited under applicable law, you will defend, indemnify and hold harmless AVON, the Affiliates, the Distributor and its and their respective directors, officers, employees, agents, representatives, licensors or providers from and against any and all allegations, claims, actions, demands, causes of action and other proceedings (« Claims ») arising from or related to any of the following: (a) your use of, inability to use, or activities in connection with the AVON DISTRIBUTOR WEBSITE; (b) any violation of this Agreement or any other terms, conditions or policies by you; (c) any materials that you make available through the AVON DISTRIBUTOR WEBSITE (including without limitation any Claim that such materials or the use thereof caused damage to, or infringed or otherwise violated the intellectual property, privacy, or other rights of, any third party); or (d) your violation of any rights of any AVON DISTRIBUTOR WEBSITE visitor, user, or customer, or any other third party; and you agree to reimburse AVON, the Affiliates, the Distributor and its and their respective directors, officers, employees, agents, representatives, licensors or providers on demand for any damages, losses, costs, judgments, fees, fines and other expenses they incur (including attorneys’ fees and court costs) as a result of any such Claim(s).
13. Termination and Enforcement.
This Agreement is effective until terminated. You agree that, at its sole discretion, either AVON or the Distributor may suspend, restrict or terminate your access to or use of the AVON DISTRIBUTOR WEBSITE, at any time and for any reason, including without limitation if it is believed that you have violated or acted inconsistently with the letter or spirit of this Agreement (including without limitation your failure to comply with the rules of conduct set forth in Section 4 above), subject to any restrictions placed on AVON’s or the Distributor’s exercise of such rights under applicable law. Upon any such termination, your right to use the AVON DISTRIBUTOR WEBSITE will immediately cease. You agree that any suspension, restriction or termination of your access to or use of the AVON DISTRIBUTOR WEBSITE may be effected without prior notice and that any user name and/or password used by or provided to you and all related information and files associated therewith, may be immediately deactivated or deleted, and/or you may be barred from any further access to such information or files. You agree that neither AVON nor the Distributor shall be liable to you or any third party for any suspension, restriction or termination of your access to the AVON DISTRIBUTOR WEBSITE or to any such information or files, and neither AVON nor the Distributor shall be required to make such information or files available to you after any such termination, suspension or restriction. AVON and the Distributor each reserve the right to take such steps as may be reasonably necessary or appropriate to enforce and/or verify compliance with this Agreement.
14. Claims of Copyright Infringement.
The Digital Millennium Copyright Act of 1998 (the « DMCA ») provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available on the AVON DISTRIBUTOR WEBSITE infringe your copyright, you (or your agent) may send AVON a notice requesting that AVON remove the materials or disable access to them. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send AVON a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices should be sent to The Chief Trademark & Copyright Counsel, Global Legal, Avon Products Inc., 1251 Avenue of the Americas, New York, New York, 10020, USA; tel: 212-282-7000; email: email@example.com. You should consider consulting your legal advisor before filing a notice or counter-notice. Also, please be aware that there are penalties for false claims under the DMCA.
15. Governing Law.
This Agreement shall be governed by the laws of the State of New York, U.S.A., without regard to its conflicts of laws principles. You agree that any dispute or claim arising out of or relating to this Agreement shall be resolved only in the courts located in the City of New York, State of New York, U.S.A.and and you hereby consent and submit to the jurisdiction of such courts for the purposes of litigating any such dispute or claim.
If any provision of this Agreement shall be deemed to be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. This Agreement does not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship. You may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without express prior written consent of AVON and of the Distributor. No waiver by any party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof. This Agreement, together with all agreements and statements referred to herein and incorporated herein by reference, is the entire agreement between the parties relating to the subject matter hereof and, except as otherwise provided herein, supersedes any and all prior or contemporaneous written or oral agreements or understandings between the parties relating to the same subject matter. Notices to you may be made by posting a notice (or a link to a notice) to the AVON DISTRIBUTOR WEBSITE, by email, or by regular mail, at AVON’s or the Distributor’s discretion. Without limitation, you agree that a printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Chamarel Cosmetics LTD
2nd floor, Toorawa Centre
Jummah Mosque Street
Port Louis, Mauritius