Authorization and Contract
By executing the MDCare Associate Agreement (“Agreement”), you apply for authorization to become a MDCare Associate and enter into contract with MDCare, hereinafter “MDCare.” This Agreement is created to provide detailed guidelines and limitations for all MDCare Associates.
The purpose of the MDCare Associate Program is to provide individuals, employers, employees, groups, and association with the opportunity to sell marketable services/products via MDCare. In exchange for successfully making sales, MDCare offers compensation pursuant to the terms of the payment schedule.
Becoming a MDCare Associate
To become a MDCare Associate, an applicant must comply with the following requirements:
- Be of the age of majority (not a minor) in his or her state of residence;
- Reside or have a valid address in the United States or a U.S. territory;
III. Have a valid Social Security Number, Federal Tax ID Number, or Taxpayer Identification Number (TIN);
- Submit a properly completed Associate Agreement to MDCare, either written electronically;
Modification of Terms
Because federal, state, and local laws, as well as the business environment, periodically change, MDCare reserves the right to amend the Agreement and the compensation terms in its sole and absolute discretion. Notification of amendments shall appear in Official eDocHome Materials. Any such amendment, change, or modification shall be effective sixty (60) days following one of the following communication methods:
- Posting on the official MDCare Web site;
- Electronic mail (e-mail); or
III. In writing through the MDCare newsletters or other MDCare communication channels.
Term and Termination
The term of this Agreement will begin upon our acceptance of your application and will end when terminated by either of us upon sixty (60) days notice. In the event of a material breach of this Agreement, MDCare reserves the right to terminate this Agreement immediately. Upon cancellation or termination, all property rights are will continue as long as each account/membership is active.
Independent Contractor Status.
The MDCare Associate is an independent contractor, and not a purchaser of a franchise or business opportunity. Therefore, each Associate’s success depends on his or her independent efforts. The agreement between MDCare and its Associates does not create an employer/employee relationship, agency, partnership, or joint venture between MDCare and the Associate. All Associates are responsible for paying local, state, and Federal taxes due from all compensation earned as an Associate of MDCare. Associates have no express or implied authority to bind MDCare to any obligation or to make any commitments by or on behalf of MDCare.
As a self-employed independent contractor, you will be operating your own independent business selling services/products available through MDCare on your own account. You have complete freedom in determining the number of hours that you will devote to your business, and you have the sole discretion of scheduling such hours. In the event you earn over $600 in a calendar year, you will receive IRS Form 1099-MISC reflecting the amount of income paid to you during the calendar year. It will be your sole responsibility to account for such income on your individual income tax returns.
Selling eDocHome Service/Product.
You agree to make no representations or claims about any product or services beyond those shown in official MDCare literature.
If you DO NOT subscribe to a service provided by MDCare, a commission of 25% will be paid monthly on every active participate in any MDCare standard benefit package. All standard benefits are available to be viewed at www.mdvirtualcare.com/arcpoint. Commissions will be calculated on the number of active participates on the last day of each month. A commission payment will be made on the 20th of each month. In an effort to alleviate administrative burdens, MDCare reserves the right to postpone commission payments until such time the cumulative amount exceeds $25.00. Commission payment are made via direct deposit to your account.
If you DO subscribe to a service provided by MDCare, a commission of 50% will be paid monthly on every active participate in any MDCare standard benefit package. All standard benefits are available to be viewed at www.mdvirtualcare.com/arcpoint. Commissions will be calculated on the number of active participates on the last day of each month. A commission payment will be made on the 20th of each month. In an effort to alleviate administrative burdens, MDCare reserves the right to postpone commission payments until such time the cumulative amount exceeds $25.00. Commission payment are made via direct deposit to your account.
MDCare will provide:
– Replicated Landing Page
– Marketing Materials
– Online Training – Bonus Programs
– Utilization Reports – Associate Referral Commission
– Consumer/Employee Communications
Errors or Questions
If an Associate has questions about or believes any errors have been made regarding commissions, bonuses or charges, the Associate must notify MDCare in writing within 30 days of the date of the purported error or incident in question. MDCare will not be responsible for any errors, omissions, or problems not reported to the Company within 30 days.
Product Packaging and Liability
Under no circumstances may you print your own labels or repackage MDCare services/products. Services/Products are to be sold in their original benefit packages only. Subject to the limitations set forth in this provision, the Company shall defend Associate from claims made by third-party customers alleging injury from use of a product or injury due to a defective product.
Cancellation of Membership
Associate receive bonuses and commissions based on the actual sales of services/products to end consumers. When a membership is cancelled one of the following may occur at the Company’s discretion: (1) the bonuses and commissions attributable to the cancellation of the membership(s) will be deducted from the pay period in which the refund is given, and continuing every pay period thereafter until the commission is recovered, from the Associate who received bonuses and commissions on the sales of the refunded membership or (2) the Associate who earned commissions based on the sale of the returned products will have the corresponding points deducted from their next pay period and all subsequent pay periods until it is completely recovered.
Ordering & Shipping
Distribution of MDCare services/products is only available in the United States and Puerto Rico.
Use of Sales Aids
While promoting the MDCare services/products, Associate must use the sales aids and support materials produced by eDocHome. If MDCare Associate develop their own sales aids and promotional materials (which includes internet advertising), notwithstanding Associate’s good intentions, they may unintentionally violate any number of statutes or regulations affecting a MDCare business. Accordingly, Associate must submit all written sales aids, promotional materials, advertisements, websites and other literature to MDCare for approval prior to use. Unless the Associate receives specific written approval to use the material, the request shall be deemed denied. All Associates shall safeguard and promote the good reputation of MDCare and its services/products.
An Associate may not build third-party sites that contain materials copied from corporate sources nor create his or her own website to promote eDocHome services without receiving express approval from MDCare. An Associate may not use or attempt to register any of MDCare trade names, trademarks, service names, service marks, product names, URLs, advertising phrases, the Company’s name or any derivative thereof, for any purpose including, but not limited to, Internet domain names (URL), third party Web sites, Web pages, or blogs.
MDCare‘s Proprietary Information and Trade Secrets
You recognize and agree that information compiled by or maintained by MDCare, including the database of prospective and existing customers, constitutes a commercially advantageous, unique and proprietary trade secret MDCare of, which it keeps confidential and treats as a trade secret. During the term of your contract with MDCare, MDCare grants you a personal, non-exclusive, non-transferable and revocable right to use trade secret, confidential, and proprietary business information (Proprietary Information), which includes, without limitation, access to the MDCare customer database.
During the term of this Agreement and for a period of one (1) year after the termination or expiration of this Agreement between the Associate and MDCare, the Associate shall not use the information to compete with MDCare or for any purpose other than promoting his or her business with MDCare. The Associate acknowledges that such proprietary information is of such character as to render it unique and that disclosure or use thereof in violation of this provision will result in irreparable damage to MDCare. MDCare will be entitled to injunctive relief or to recover damages against any Associate who violates this provision in any action to enforce its rights under this section.
You agree that during the period while you are an Associate, and for one calendar year following resignation or termination from MDCare, you will not encourage, solicit, or otherwise attempt to recruit or persuade any other Associate to compete with the business of MDCare. Furthermore, for the same duration, you agree not to recruit or solicit any of the companies listed in the eDocHome customer database for a competing enterprise, unless you can demonstrate a pre-existing relationship prior to this Agreement.
Associate agrees to use the Trademarks and Copyrights in the form and manner and with appropriate legends as currently used and permitted by MDCare. All promotional materials supplied or created by MDCare must be used in their original form and cannot be changed, amended or altered except with prior written approval from MDCare. The name of MDCare, each of its product names and other names that have been adopted by MDCare in connection with its business are proprietary trade names, trademarks and service marks of MDCare. As such, these marks are of great value to MDCare and are supplied to Associates for their use only in an authorized manner.
Jurisdiction and Governing Law.
The formation, construction, interpretation, and enforceability of your contract with MDCare as set forth in this Associate Agreement and any incorporated documents shall be governed by and interpreted in all respects under the laws of the State of South Carolina without regard to conflict of law provisions.
A faxed or emailed copy of the Agreement shall be treated as an original in all respects.
All disputes and claims relating to MDCare, its products and services, the rights and obligations of an Associate and MDCare, or any other claims or causes of action relating to the performance of either an Associate or MDCare under the Agreement or the MDCare Marketing Guidelines shall be settled totally and finally by arbitration in South Carolina or such other location as MDCare prescribes, in accordance with the Federal Arbitration Act and the Commercial Arbitration Rules of the American Arbitration Association, except that all parties shall be entitled to discovery rights allowed under the Federal Rules of Civil Procedure. This agreement to arbitrate shall survive any termination or expiration of the Agreement. Nothing in the Agreement shall prevent MDCare from applying to and obtaining from any court having jurisdiction a writ of attachment, garnishment, temporary injunction, preliminary injunction, permanent injunction or other equitable relief available to safeguard and protect its interest prior to, during or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding.
An Associate is fully responsible for all of his or her verbal and/or written statements made regarding MDCare products, services, and the payment terms, which are MDCare not expressly contained in Official MDCare Materials. Associates agree to indemnify and hold it harmless from any and all liability including judgments, civil penalties, refunds, attorney fees, court costs or lost business incurred by eDocHome as a result of the Associate’s unauthorized representations or actions. This provision shall survive the cancellation of an Associate’s Agreement.
If any provision of the Agreement is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable, and the balance of the Agreement will remain in full force and effect. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. The provisions of this Agreement, including all documents incorporated herein by reference, embody the whole agreement between you and eDocHome and supersedes any prior agreements, understandings and obligations between you and MDCare concerning the subject matter of your contract with MDCare.