Curator Code of Ethics

All I Thought of You (also referred to as “company”) Curators are bound by these terms and conditions. By operating as a Curator, you agree to become an I Thought of You Sales Representative (hereinafter referred to as “Curator”) and you acknowledge that you have read, understand, and agree to be bound by the terms of this agreement, you are at least 18 years of age or older, you reside in the United States, and you are authorized to work in the United States. You also agree that all tax information you have provided is accurate and correct. If you do not agree to all terms and conditions listed herein this agreement or you do not meet all criteria outlined, you must immediately discontinue acting as an I Thought of You Curator and notify care@ithoughtofyou.com.

 

We are excited to welcome you to the I Thought of You family! Our company was designed to ensure our Artisans and Curators are given opportunities to earn a fair income and earn experience as entrepreneurs. Our team is here to support you as you grow your new business. In order for you to act as an independent sales representative, the following terms will govern our relationship.

 

1. Curator’s Rules and Responsibilities: As a valued Curator, your role is to promote and sell our products. You will receive a commission from I Thought of You when you sell our products, as outlined in the table below. You agree that our policies may change from time to time and you agree to comply and follow any changes. You also agree to:

• act in a legal, ethical, professional, and businesslike manner and maintain the highest standards of integrity, honesty, and responsibility in your dealings with our company and the customers;
• present our products in a truthful and sincere manner and to not engage in any activity or action that may damage our reputation or the reputation of our merchandise;
• protect the I Thought of You trademarks and trade names by obtaining our written permission prior to using them in any advertising, on the internet, or in literature other than material published by our company;
• purchase our Sample Bundle after applying for our program and pay for all materials in full;
• submit orders from your customers for I Thought of You products for the full amount due, plus applicable shipping charges;
• understand that gift cards earn commission when purchased, not when redeemed. We are not able to pay partial commission on an order where the payment was split between a gift card and another form of payment;
• protect all personally identifiable information collected from customers. Any use of a customer’s personally identifiable information in a manner than could compromise the integrity of our company will be deemed a breach of your obligations under this agreement and grounds for immediate termination;
• agree not to promote, use, or disclose discount codes that are not for the expressed purpose presented; including but not limited to exclusive codes for specific groups of customers and other programs such as our affiliate program. Any order that uses a discount code outside of its intended use may be subject to cancellation and/or commission ineligibility for that sale.
• comply with all agreements, terms, conditions, and privacy policy of I Thought of You.
• use your Curator website* to obtain regular retail orders which earn the stated level of Curator commission.
• comply with any changes to all agreements that may be made by us; and
• allow the use of your image for marketing and commercial purposes.

*should a customer place an order outside of your website or via an alternate channel, active Curators may request retroactive commission within 30 days of the sale. Requests may be submitted to care@ithoughtofyou.com and must include the customer's name, as well as either the order number or order date. Additional information may be requested by our team in specific circumstances.

 

2. Pop-Up Shops: While acting as a Curator, you may hold events or Pop-Up Shops. When you hold a Pop-Up Shop, you agree to use good judgment and will comply with all applicable federal, state, and local laws, regulations and ordinances. Curators are responsible to comply with all federal, state, and local, and income tax obligations. You, and not I Thought of You, will be entirely responsible for any liabilities, claims, costs, expenses, or damages arising from any Pop-Up Shop or event you hold.

 

3. Compensation: In exchange for your services as a Curator, you will be paid in accordance to our commission plan. Upon acceptance of this agreement by I Thought of You and full registration, you will be eligible to being earning payment in accordance with our terms. You will be responsible for all costs and expenses you incur in hosting Pop-Up Shops or other events, marketing, promotion, and selling products. We may modify these terms at any time. I Thought of You will make the final determination as to the amount of commissions you will be paid based on the orders you place.

 

4. Independent Contractor Relationship: Under this agreement, you will be a Curator to market and sell I Thought of You products to the public in the United States, U.S. Territories, and U.S. Military Bases. This is a non-exclusive relationship and I Thought of You reserves the right to sell its products through other sales channels and may offer products at alternate retail prices. Curators are independent contractors and not employees, joint venturer, franchisee, partner, or agent. Curators have no authority to incur any debt, obligation, or liability on behalf of the company, are not authorized to sign any contracts on our behalf, and are not authorized to file or collect unemployment benefits. I Thought of You will pay Curators in accordance to our terms but Curators are responsible for all self-employment taxes, social security taxes, income taxes, any other taxes, and any other reports required by your activities as a sales representative. You agree to abide by all federal, state, and local laws applicable to your activities. You will, at your own expense, file all reports and obtain any licenses that are required by law or regulation for you to perform your activities under this agreement or the holding, selling, or advertising of our products. You certify to us that you are legally authorized to work.

 

5. While acting as a Curator for I Thought of You, you agree that you will not do any of the following without our written consent.

• make any representation or warranties on behalf of I Thought of You other than those explicitly outlined on our website;
• accept the return of any product. All return requests must be made through our website;
• represent, sell or promote, display, directly or indirectly, any other line(s) of jewelry, watches, belts, not purchased directly from I Thought of You; work for, be employed by, consult with or be an advisor to any other business in these categories, whether or not you are paid for your services.
• fail to follow any of our policies and procedures;
• solicit or recruit prospective I Thought of You sales representatives or customers on behalf of any other company at an I Thought of You Pop-Up Shop, demonstration, event, or conference;
• use any of our intellectual property, products, assets, marketing materials, forms, our registered name, prestige or drawing power together with or in support of non-I Thought of You activities or to solicit, show, promote, market, or sell any non-I Thought of You products or services without prior written permission from us; and
• promote I Thought of You or our products through unsolicited emails or SPAM.

 

 

6. Ownership of Intellectual Property: I Thought of You owns and copyrights all intellectual property rights in and to our products and materials, and all designs, data, information, or other content in our products and materials. You acknowledge that you will not own or acquire any interest or right of any nature to and in any intellectual property rights in our products or materials and that you will not use any of our designs except as specifically authorized by us. You will be granted a limited, non-exclusive license to use our intellectual property for the sole purpose of marketing and selling I Thought of You products as long as you remain an active Curator. Upon termination of this agreement, the license granted under this agreement will terminate immediately and you will return and/or cease using all intellectual property.

 

7. Orders and Returns: We have the right to accept or reject any order submitted. If an order is submitted for products that are no longer available in the quantities ordered, we have the right to reject all or part of that order and we will not be obligated to offer commission to Curators in connection with orders that are not accepted. We reserve the right to chargeback the amount of any commission paid to Curators on products that are returned by a customer. We reserve the right to discontinue any product at any time. Curators are solely responsible for any cash or checks tendered as payment to you by customers for products and for providing cash refunds to such customers in accordance with the I Thought of You returns policy. You will be solely responsible for the payment of all fees and charges owed to us, you will be responsible for our collection costs, attorney’s fees, court costs, and expenses in collecting those amounts.

 

8. Prices: Prices do not include shipping fees nor applicable sales and US taxes.

 

9. Sales Tax: You authorize us, on your behalf, to collect and remit to the proper government agencies the applicable sales and use taxes in connection with the sale of our products through our website as permitted by this agreement.

 

10. Customer Disputes: You are solely responsible for resolving disputed charges, insufficient funds checks, and stop-payment checks from customers who placed orders for I Thought of You products with you as their Curator and paid for such orders with cash or check to you. All disputed charges will be your responsibility. All refunds and exchanges will be managed by I Thought of You in accordance with our return policy located on our website.

 

11. Term and Termination of this Agreement: The term of this agreement will begin upon our acceptance of this agreement and will continue until terminated. This agreement may be terminated immediately:

• by you for any reason upon written notice to us; or
• by us i) for any reason upon written notice to you; ii) if you have not sold a minimum of two hundred dollars (U.S. $200) in commissionable sales during any three- month period; or iii) if you are in breach of any of your obligations and/or responsibilities described in this agreement.

 

 

12. Events Upon Termination of this Agreement: Upon termination of this agreement:

• You will: i) within five days of termination pay all amounts due to us; ii) immediately stop representing yourself as an I Thought of You Curator; and iii) immediately become ineligible to receive any compensation or benefits as a sales representative except for amounts that you earned before the termination date, less any amounts you may owe I Thought of You under this agreement. You will stop all use of I Thought of You intellectual property and confidential information and will stop holding Pop-Up Shops, classes, workshops, and presentations or otherwise selling, displaying, or offering sale of our products.
• You will immediately return all I Thought of You intellectual property and confidential information to us.
• Curator Sample Bundle merchandise is not eligible for return or exchange.

 

 

13. Confidential Information: As defined by this agreement, confidential information means all of our information that we mark as confidential or that should reasonably be considered confidential based on the nature of the disclosure and includes, without limitation, our training manuals, training videos or presentations, agreements, business forms, pricing or cost information, knowledge as to sources, information concerning our business, our manner of operation, our plans, processes, or other data including, but not limited to, any information regarding I Thought of You customers and sales representatives, including names, addresses, credit histories, and customer purchasing histories. You will keep all confidential information in strict confidence. You will not use confidential information except to perform your obligations under this agreement and you will not disclose confidential information in any manner to any third party without our prior express written consent. If you breach the provisions of this agreement, we will be entitled to pursue any lawful remedies whether at law or equity including, but not limited to, the remedies of injunction and specific performance.

 

14. Non-Solicitation: You agree that during the term of this agreement and for a period of twelve (12) months following termination, you will not, for yourself or on behalf of any other party, solicit, recruit, or hire any of our employees or sales representatives that is either under contract with us or who has been under contract with us in the six (6) months prior.

 

15. Disclaimer: I Thought of You disclaims any and all promises, representations and warranties, whether express or implied, including but not limited to, any implied warranties or merchantability, fitness for a particular purpose, title, non-infringement, quiet enjoyment, of any products information provided under this agreement. In no event shall I Thought of You be liable for personal injury, or any incidental, special, indirect, or consequential damages whatsoever, including without limitation damages for loss of profit, or any other commercial damages or losses, arising out of or related the obligations described in this agreement, however caused, regardless of the theory of liability. In no event shall I Thought of You’s total liability to you for all damages, other than as may be required by applicable law in cases involving personal injury, exceed the lesser or ninety nine dollars (U.S $99) or the value or products which are the subject of the dispute. The foregoing limitations will apply even if the above stated remedy fails its essential purpose.

 

16. Limitation on Claims: You agree that any claim or lawsuit filed by you relating to this agreement or services as a Curator must be filed within six (6) months of the conduct or event giving rise to the claim or lawsuit. You waive any statutes of limitations providing for a longer period to bring a claim or lawsuit.

 

17. Indemnity: You will indemnify and hold us, our licensors and subsidiaries, affiliates, officers, directors, employees, attorneys, and agents harmless from and against any and all claims, costs, damages, losses, liabilities, and expenses (including attorney fees and costs) arising out of or in connection with a third party claim arising from your acts or omissions or any violation by you of this agreement.

 

18. Remedies: In the event of any breach, violation or evasion of this Agreement by you, you agree to pay all our costs to enforce or protect our rights, including all reasonable attorney fees and court costs.

 

19. No Waiver: Failure by you or us to insist upon or enforce any of our rights will not be considered a waiver of those rights.

 

20: Ohio Law: This agreement will be governed, construed, and enforced under the laws of the state of Ohio, without giving effect to the conflicts of law principles.

 

21. Noncompete Agreement: For a period of 2 years after the purchase of the Sample Bundle, Curator will not directly or indirectly engage in any business that competes with I Thought of You. For a period of 2 years after the purchase of the Sample Bundle, Curator will not directly or indirectly solicit business from, or attempt to sell to any customer or client of I Thought of You. It is agreed that if the Curator violates the terms of this agreement irreparable harm will occur, and money damages will be insufficient to compensate I Thought of You. Therefore, I Thought of You will be entitled to seek injunctive relief to enforce the terms of this agreement. The prevailing party shall have the right to collect from the other party its reasonable costs and necessary disbursements and attorneys’ fees incurred in enforcing this agreement.

 

22. Entire Agreement: The terms and conditions of this agreement represent the entire agreement between us and will supersede any other representations, discussions, prior understandings or agreements between us. No oral modification will be binding upon us, and except as otherwise expressly provided in this agreement, any modification must be in writing and signed by both parties.

 

23. Severability: If any item of this agreement is determined to be invalid or unenforceable, the remaining provisions will be unaffected.

 

24. Conflict: In the event of any conflict between a provision of this agreement, the provision of the most recent in time will govern.