RSCU Mobile

Fighter Agreement

This Fighter Agreement (“Agreement“) is made effective as of your activation date, by and between RSCU Mobile, LLC, (“RSCU”) a Utah limited liability company with its principal office for correspondence located at 201 South Main Street Suite 2200, Salt Lake City, UT 84111 and the Independent Contractor, You. (“Fighter“).

1. Engagement of Services. RSCU Mobile hereby engages Fighter, and Fighter agrees to provide sales and marketing services for RSCU Mobile’s products and services under the terms and conditions set forth in this Agreement.
2. Obligations and Representations. I understand that as a Figther of RSCU Mobille, LLC:

• I must be of legal age in the state in which I reside.
• I have the right to offer for sale RSCU products and services in accordance with the terms and conditions of this Fighter Agreement.
• I have the right to build a RSCU team.
• I will train and motivate the Fighters in my team.
• I will comply with all federal, state, county, and municipal laws, ordinances, rules, and regulations, and shall make all reports and remit all withholdings or other deductions as may be required by any federal, state, county, or municipal law, ordinance, rule, or regulation.
• I will perform my obligations as a Fighter with honesty and integrity.

4. Fighter Status. I, the Fighter, acknowledge that I am an Independent Contractor and not an employee, agent, partner, legal representative or franchisee of RSCU, or any of its affiliated company or brands. And I shall have no authority to bind RSCU in any manner or enter into any agreement on behalf of RSCU without prior written consent. Furthermore I am not authorized to and will not incur any debt, expense, or obligation, or open any checking account on behalf of, for, or in the name of RSCU. I understand that I shall control the manner and means by which I operate my RSCU business, subject to compliance with this Fighter Agreement. I agree that I will be solely responsible for paying all expenses I incur, including but not limited to travel, food, lodging, and other expenses. I UNDERSTAND THAT I WILL NOT BE TREATED AS AN EMPLOYEE OF RSCU FOR FEDERAL OR STATE TAX PURPOSES. I acknowledge and agree that RSCU is not responsible for withholding and shall not withhold or deduct from my bonuses and commissions, if any, FICA, or taxes of any kind, unless such withholding becomes legally required. I agree to be bound by all sales tax collection and remittance agreements between RSCU, all appropriate taxing jurisdictions, and all related rules and procedures.
5. Good Standing. I understand that I must be in good standing and not in violation of any of the terms of this agreement in order to be eligible to receive any bonuses or commissions from RSCU. I understand that this Fighter Agreement may be amended at any time at the sole discretion of RSCU, and I agree that upon 30 days notice, any such amendment will apply to me. Notification of amendments will be published in official RSCU materials including RSCU’s official website. The continuation of my RSCU business or my acceptance of bonuses or commissions shall constitute my acceptance of any and all amendments to the Contract.
6. Term and Termination. The term of this Contract is one year from the date it is submitted to RSCU. This Agreement may be renewed each year for an additional one-year term. RSCU is not obligated to renew this Agreement and may, in its sole discretion, reject any application for renewal. Unless you notify RSCU of your intent not to renew, RSCU notifies you of its intent not to renew, or unless the Agreement is terminated by RSCU, the Agreement may be renewed each year on its annual anniversary date. I agree that RSCU may automatically charge my credit card each year in the amount of $60.00 plus tax each year on the anniversary date to renew the Agreement with RSCU. RSCU may terminate my account at any time for violation of the terms and conditions of the Agreement including any amendments thereto. If my Agreement is canceled or terminated for any reason, I understand and agree that I will permanently lose all rights as a Fighter and I shall not be eligible to sell RSCU products or services or to receive commissions, bonuses, or other remuneration from the activities of my former downline sales organization. In the event of cancellation, termination, or nonrenewal, I agree to forfeit and waive all rights I have, including but not limited to property rights, my former downline organization, and any commissions, bonuses, or other remuneration derived through the sales and other activities of my former downline organization. If my Agreement is not renewed, or if it is cancelled or terminated for any reason, I agree to immediately discontinue use of any and all RSCU trademarks, service marks, Fighter and Hero lists, and copyrighted materials. I also agree that during the term of this Agreement and for one (1) year following the termination or cancellation of this Agreement, regardless of the reason for termination or cancellation, I will not directly or indirectly solicit or recruit any RSCU Fighter who is in my current or former downline organization or with whom I became acquainted by virtue of my participation as a RSCU Fighter.
7. Compensation. The compensation for the Fighter is based on Commissionable Event Transactions (CETs). A CET is completed when the Fighter activates 4 lines of mobile service on RSCU Mobile. The compensation structure is as follows:

• • Each personally activated and completed CET earns the Fighter $20 per 4-week commission cycle.
  • RSCU Mobile pays every Friday for any eligible CET during a commissionable cycle ending in that respective week.
  • Fighter becomes commission-eligible once all 4 lines of service for a CET complete a full billing cycle. Each line must remain active for 4 weeks, and the commission is paid the following Friday after the 4th line pays for its second 4-week cycle.Commission Structure. Fighter earns commissions based on the duplication of their team. The formula is Activate. Eliminate. Duplicate. Activate your cellular service with RSCU Mobile. Eliminate the cost of your service by creating 3 CETs. Duplicate by helping 3 Fighters do the same thing. Repeat the process. Here is how the Fighter is compensated by CETs:

• • • Level 1: $20 per CET
    • Level 2: $10 per CET
    • Level 3: $5 per CET
    • Levels 4-7: $0.50 per CET
    • Levels 8-10: $1 per CET

8. Assignment. I may not assign any rights or delegate my duties under this Agreement without the prior written consent of RSCU. RSCU may freely assign the Agreement at any time. Any attempt to transfer or assign the Agreement without the express written consent of RSCU renders the Agreement terminable at the option of RSCU and may result in termination of my business.
9. Breach of the Agreement. I understand that if I fail to comply with the terms of my Agreement, RSCU may, in its sole discretion, impose upon me disciplinary action. If I am in breach, default, or violation of this Agreement at termination, I shall not be entitled to receive any further bonuses or commissions, whether or not the sales for such bonuses or commissions have been completed. If I fail to pay for products or services when payment is due or am indebted to RSCU for any reason, including but not limited to for commissions or bonuses paid on returned product, I authorize RSCU to withhold and retain the appropriate amounts from my bonus or commission checks or to charge my credit cards or other accounts which I have placed on file with RSCU.
10. Limitation of Liability and Indemnification. RSCU, its members, managers, directors, officers, shareholders, employees, assigns, and agents (collectively referred to as “affiliates”), shall not be liable for special, indirect, incidental, consequential, punitive, or exemplary damages. If RSCU is found to be in breach of the Agreement, the maximum amount of damages I may claim shall be limited to the amount of the last three months of services or products I personally purchased from RSCU. I release and agree to indemnify RSCU and its affiliates from any and all liability, damages, fines, penalties, or other awards or settlements arising from, or relating to my actions in the promotion or operation of my RSCU independent business and any activities related to it.
11. Waiver and Severability. Any waiver by RSCU of any breach of this Agreement must be in writing and signed by an authorized officer of RSCU. Waiver by RSCU of any breach of my Agreement by me shall not operate or be construed as a waiver of any subsequent breach. 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.
12. Survival. Sections 5, 10, 22, 11, 13, 14, 17, and 18 of this Fighter Agreement, as well as Limitation of Liability, Dispute Resolution, and covenants to protect RSCU’s trade secrets, confidential information, intellectual property, and other proprietary materials shall survive the termination of this Agreement.
13. Dispute Resolution. In the event of any dispute, claim, question, or disagreement arising out of or relating to the Agreement or the breach thereof, the parties hereto shall use their best efforts to settle the dispute, claim, question, or disagreement. To this effect, they shall consult and negotiate with each other in good faith and attempt to reach a just and equitable solution satisfactory to both parties. If they do not reach such solution within a period of 60 days, then, upon notice by either party to the other, all disputes, claims, questions, or differences, except as provided herein, shall be settled by arbitration administered in Salt Lake City, Utah, by the American Arbitration Association in accordance with the provisions of its Commercial Arbitration Rules. The parties agree that any claims submitted to arbitration will be submitted in the party’s individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. No arbitration or other proceeding will be combined with another without the prior written consent of all parties to all affected arbitrations or proceedings. Notwithstanding this agreement to arbitrate, the parties agree that claims for only injunctive relief may be brought exclusively in either the United States District Court for the District of Utah or the state courts in Salt Lake County, Utah. The parties further agree that judgment on any award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. This agreement to arbitrate shall survive any termination or expiration of the Agreement.
14. Governing Law. To the fullest extent allowed by law, all actions arising out of or relating to the Agreement will be governed by the laws of the State of Utah without giving effect to the principles of conflict of laws. I agree that, notwithstanding any statute of limitation to the contrary, any claim or action I may wish to bring against RSCU for any act or omission arising out of or relating to the Agreement must be brought within one (1) year from the date of the alleged act or omission giving rise to the claim or cause of action. Failure to bring such action within the permitted time shall act as a bar against all claims against RSCU for such act or omission. I waive any and all claims or rights to have any other statute of limitation apply.
15. Use of Name and Image. I authorize RSCU to use my name, photograph, personal story, and/or likeness in advertising or promotional materials and waive all claims to remuneration for such use.
16. Electronic Communication. I authorize RSCU, its affiliates and independent contractors to communicate with me through electronic mail and text at the email address and cell number provided in this Fighter Agreement. I understand that such email and text may include offers or solicitations for the sale and purchase of RSCU products, sales aids, or services.
17. Counterparts. Emailed copies of this Fighter Agreement shall be deemed an original. To be valid, copies submitted to RSCU by email must include the front and back of the document.
18. Data Protection. I give consent for RSCU to process the personal data contained in this application/agreement and to transfer this personal data, together with information about this Fighter account’s future sales activities, to any of RSCU’s subsidiaries and affiliated companies, and to other RSCU account holders who are in the same sales organization or distribution chain for the purpose of administering the sales and distribution of RSCU products and providing activity reports to RSCU’s subsidiaries, affiliated companies, and to other RSCU account holders in the sales organizations. I understand that if I receive activity reports, including sales reports, containing personal data of other RSCU account holders’ activities, I agree that I will not use such data except in the administration and development of my sales organization, and that upon termination of my Agreement, I will immediately delete all such personal data from my files, except as otherwise required by law. The parties agree that this obligation survives the termination of the Agreement. For additional information on RSCU’s privacy practices, please see RSCU’s privacy policy located at www.RSCUmobile.com. If you do not want this personal data processed or transferred as described herein, please do not create a Fighter account with RSCU.
19. Terminable Actions. If violated, the following actions by a Fighter are strictly prohibited and will result in immediate termination of this Agreement:
20. Prohibited to use Carrier Names: The Fighter shall not use the names of any carriers (such as T-Mobile, Verizon, etc.) in any public posts or recorded videos.
21. Misrepresentation of Earnings and/or Lifestyle: The Fighter shall not misrepresent their earnings, lifestyle, or the potential income of being a Fighter with RSCU.
22. Misrepresentation of Services: The Fighter shall not misrepresent the services offered by RSCU Mobile. The Fighter shall not make any guarantees regarding coverage, speed, earnings, or any other aspect of the services offered by RSCU Mobile.
23. Nefarious Behavior: The Fighter shall not engage in any illegal, fraudulent, deceptive, or unethical business practice or behavior.
24. Harming a Child: The Fighter shall not be found guilty of engaging in any act that causes harm and or exploits a child in any form or manner.
25. Confidentiality. The Fighter agrees to maintain the confidentiality of all proprietary and confidential information of RSCU Mobile. This obligation shall survive the termination of this Agreement.
26. Intellectual Property. All materials, trademarks, and other intellectual property provided by RSCU Mobile remain the property of RSCU Mobile. The Fighter is granted a limited, non-exclusive, non-transferable license to use such materials solely for the purpose of fulfilling their obligations under this Agreement.
27. Entire Agreement. This Fighter Agreement, in its current form and as amended by RSCU in its discretion, constitute the entire agreement and Contract between RSCU and myself. Any promises, representations, offers, or other communications not expressly set forth in this Figther Agreement and Contract are of no force or effect.
28. Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

RSCU Mobile, LLC