I. Introduction
1. These terms and conditions, which constitute a user agreement, apply to the services available from the website situated at the domain of http://www.beautyholding.com (the “Website”). Registered users of the Website shall hereafter be referred to as "user", “users”, “you” or “your”. You are hereby entering into contract with Beauty Holding Limited, Templar House, Don Road, St Helier, Jersey JE1 2TR, Channel Islands, which shall hereafter be referred to as "Beauty Holding", “B.H.”, "the company", “we”, “us” or “our”.
2. This is a legally binding agreement between you and B.H. Before you can become a user of the facilities offered by B.H. on the Website, you must read and accept this user agreement. It is valid upon acceptance for new users. We will commence supplying our services to you as soon as you accept these terms and conditions.
3. Upon your registration as a user of the Website, you will be issued with a username (the “Username”) by us.
II. General rules and principles of business
1. B.H. is an internet platform enabling sponsorship of modeling activities. There are two types of registered users - “Models” and “Sponsors”. This is not a dating service between the two groups of registered users, but an online network allowing Models to seek promotion of their careers by way of financial contributions from the Sponsors. As a result, no direct contact can be solicited, sought or obtained between any user through the Website. With this in mind, we have created no private mailing or other tools enabling a Sponsor to seek direct contact or personal details of a Model, and vice versa.
2. You may not use our services if you are under the age of 18 or you are not able to form legally binding contracts, or if your B.H. membership has been suspended.
3. In addition, while using the Website, you will not:
a) post or upload any content of pornographic, violent or offensive nature;
b) post or upload any content of false, inaccurate, misleading or defamatory nature (including erroneous information about your identity and personal details);
c) solicit, collect or spread personal information about other B.H. users, including their names, telephone numbers, e-mail or postal addresses.
d) breach any laws, particularly those relating to copyright, trademark protection and employment rules;
e) breach any legal obligations you may currently have with third parties;
f) fail to pay for items purchased by you,
g) circumvent or manipulate our fee structure, the billing process, or fees owed to B.H.;
h) transfer your B.H. account and Username to another party without our express consent;
i) distribute or post spam (unsolicited commercial communications), chain letters, or pyramid schemes, post or upload content containing banners or other material advertising your or third parties' products or services;
j) distribute viruses or any other technologies that may harm B.H., or the interests or property of B.H. users;
k) copy, reproduce, modify, create derivate works from or distribute B.H.'s copyrighted works or trade marks, or any other content from the Website, without our prior expressed written permission, or - where applicable - without prior expressed written permission by the appropriate third party;
l) use any robot, spider, scraper or other automated means to access the Website for any purpose without our express written permission, or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Website;
m) take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure;
n) interfere or attempt to interfere with the proper working of the Website or any activities conducted by another on the Website.
4. B.H. and the community of our users work together to keep the Website working properly and the community safe. Please report any problems, inappropriate content, and breaches to us. If you believe that your rights or the rights of third parties have been infringed upon, please notify our team by contacting us.
5. We may issue you with warnings, suspend, terminate our services and your account, or otherwise moderate or restrict your activities on the Website - for instance, by canceling a Model’s account or buying back a Sponsor’s $takes (see sections III-VI below) or removing any of your posted or uploaded content - warn the B.H. community not to communicate with you, or take all the necessary steps to stop you from using the Website, if we think that you are acting inconsistently with the letter and spirit of this user agreement and our policies, or where we have been unable to verify or authenticate any information provided by you to us (including the right to cancel unconfirmed accounts). You agree not to hold B.H. responsible for any inconvenience or loss which you may incur as a result of B.H. taking any of the actions described above.
6. These terms and conditions shall not operate to form any contractual relationship between a Model and a Sponsor. These terms and conditions shall solely operate as a contractual relationship between either a Model or Sponsor on the one hand, and B.H on the other hand.
III. The Golden Beauty status
1. There are two types of registered users of our services: Models and Sponsors. Models are persons aspiring to be involved in modeling activities, or professional models seeking promotion of their careers by way of financial contributions of other individuals. Sponsors are persons seeking to promote the careers of Models by making financial contributions.
2. Our platform enables Models, first, to raise money for the production of his or her portfolio (professional modeling photo-book). Secondly, Beauty Holding will act as a representative (Manager) for those Models who have reached the Golden Beauty status.
3. In this respect, a Model issues 10,000 (ten thousand) “$takes” which are to be sold to Sponsors exclusively on the Website, one $take being equal to one U.S. dollar (USD).
4. The Golden Beauty status will be attained by a Model who has sold 10,000 $takes.
5. Any number of Models can attain the Golden Beauty status.
6. The Golden Beauty Race is a chart whereby we list Models in their attempts to reach the Golden Beauty status.
7. Reaching the Golden Beauty status does not entitle the Model to collect the money paid by the Sponsors who bought the 10,000 $takes (hereinafter “the sponsorship fund”). The sponsorship fund will be used by us to organise the Model's trip to Paris and London, or other global style capital of our selection (also see section V point 5 and section VI point 5 below) in order to make the Model’s portfolio and promote her modeling career. The sponsorship fund will cover: a) fees by a professional photographer, make-up artist and stylist (all of our selection); b) logistics and administrative expenses incurred in producing the Model’s portfolio; c) expenses incurred in organising additional photo-shoots and making other representations on the Model's behalf for the purpose of promoting her modeling career in a global style capital of our selection; d) other fees where deemed necessary by us. Once completed, the Model’s portfolio will be published on the Website.
IV. Representation contract
1. Any Model who attains the Golden Beauty status accepts that Beauty Holding will act as the Model’s exclusive worldwide representative (Manager). This section of the terms and conditions, together with the relevant provisions of section V, constitutes a representation contract between the Model and Beauty Holding.
2. The representation contract will take effect from the moment of the Model reaching the Golden Beauty status. The representation contract shall remain in force for a period of one calendar year following the publication of the Model’s portfolio on the Website (see section III point 7 above). Our competence as the Model’s representative (Manager) will extend to the following areas of activity:
a) catwalk or similar live appearances by the Model for commercial or endorsement purposes;
b) sale, licensing or other use of the Model’s image on any material or media;
c) activities of the Model in advertising any products or services;
d) activities undertaken by us in order to promote the Model's career.
3. Beauty Holding will charge a management fee of 10% (ten percent) which will be deducted from the gross earnings generated by the Model from the above activities. After the deduction of our management fee, the relevant taxes and contributions and other fees (where applicable, to be determined in our sole discretion), the remainder of the gross earnings generated by the Model will be split in half to be distributed between the Model on the one hand, and the Sponsors (pro-rata to their individual contributions in the form of $takes) on the other.
4. The notion of "earnings generated by the Model" in point 3 above serves to denote an amount of monetary compensation destined to the Model - determined by the Model herself by accepting a specific contract for a particular booking - on condition that the booking was:
a) obtained through Beauty Holding acting as the Model's representative (Manager), or through a third party duly authorised by Beauty Holding to act as the Model's agent;
b) properly executed by the Model; and
c) fully paid for onto our bank accounts by the end of the one-year period mentioned in point 2 above.
The notion of "earnings generated by the Model" in point 3 above is not meant to imply any pecuniary entitlement of a Model or Sponsor in relation to a booking which was not obtained through our representative (Manager) services, was not properly executed, or was not fully paid onto our bank accounts by the aforementioned deadline. Nor can this notion be interpreted as capable of giving rise to a legal or equitable claim by a Model or Sponsor for a share of the Beauty Holding company revenue - which might be generated by us from charging our management fees, or providing other products or services to our business clients, such as (but not limited to) our advertising income or sales of standartised non-personal information (also see section VII point 5 below) - regardless of the fact that our company’s entitlement to that revenue might be considered to arise from the Model's activities mentioned in point 2 above or from any activities by the users of this Website. You fully understand the difference, as construed above, between the “earnings generated by the Model” (to a portion of which you may be entitled as a Model or Sponsor) on the one hand, and the Beauty Holding company revenue (to which no legal or equitable claim can lay for the benefit of any user of the Website) on the other. All in all, you understand the nature, scope and limits of any financial benefit which you may expect to receive under the Beauty Holding programme once you become our registered user.
5. The “exclusive” nature of our services as a representative (Manager) means that the Model who has reached the Golden Beauty status shall not be entitled to enter into any representation, agency or related engagements with others in the areas of activity mentioned in point 2 above. The “worldwide” nature of our services as a representative (Manager) means that the Model who has reached the Golden Beauty status shall not be entitled to enter into any such or similar engagements on the territory of any jurisdiction.
6. We reserve the right to delegate or transfer our rights and responsibilities under this representation contract - in part or in full - to any third party as we deem necessary.
7. A Model agrees to be bound by the terms of this representation contract from the moment of registration as a user on the Website, even though the representation contract will only become effective once the Model reaches the Golden Beauty status. We reserve the right to require other specific formalities to be carried by the Model - once she has attained the Golden Beauty status - to attest acceptance of this contract, such as by way of a signature on a written document.
V. Specific rules for Models
1. In order to become a user of our services as a Model, you have to register with the Website by providing information required by our online registration form (see section VII below for our privacy policy). In addition, you have to upload from 3 to 10 photos - you are free to choose photos which, in your view, best represent your candidature in the Golden Beauty Race. Having done that, you become our registered user as a Model and create your personal profile page on the Website. We reserve the right to moderate or withdraw any content or photos posted or uploaded by you if we consider them to be in conflict with the letter and spirit of this user agreement (also see, in particular, section II above).
2. You hereby declare that there are no legal obstacles, such as, for instance, contracts or pending contracts with third parties (which may, for instance, restrict your ability to comply with these terms and conditions), for you to participate as a user in the Beauty Holding programme. We will not be held liable for any action undertaken by us under these terms and conditions - albeit in breach of a Model's engagements with a third party - if we were not duly informed about the existence of such engagements by a reasonable prior notice. Before you reach the Golden Beauty status, you will be free to pursue your career in the modeling or any other field in the way you wish. Your participation in our programme will not limit your right to enter into agreements and other types of engagement with third parties. However, this does not in any way restrict our - or other parties' - right to claim your liability, by way of an action for damages or otherwise, for a breach of your obligations under these terms and conditions or any other of your contractual or statutory obligations. Following you achieving the Golden Beauty status, you will be additionally bound by the terms of the representation contract which provides, amongst other matters, that we shall act as your exclusive worldwide representative (Manager, see section IV above). You are free to enter into agreements and other types of engagements with third parties provided this does not conflict with these terms and conditions in general, and the representation contract in particular.
3. As a Model you can stay or go as a registered user as you please as long as you have not reached the Golden Beauty status. If you decide to leave at that stage, just write an e-mail to us and we will instantly shut down your profile page. $takes bought by your Sponsors will be bought back by us from them.
4. Once you have reached the Golden Beauty status, you will be bound by the terms of the representation contract. Only then will we promote your career by using the sponsorship fund. You will not be entitled to withdraw from the Beauty Holding programme - except with our written approval - and you will be bound by the representation contract until a period of one year has elapsed from the moment of the publication of your portfolio on the Website (also see section IV point 2 above).
5. As a Model you fully understand that you have no right to claim, as a prize or for other reasons - in part or as a whole - the sponsorship fund collected as a result of your Sponsors' purchase of the 10,000 $takes. The Sponsors do not pay money on the Website to give it to you, but rather to pay us for the production of your portfolio and the promotion of your career. We do guarantee that we will make use of the sponsorship fund for the purpose of promoting your modeling career. You consent to the use of the sponsorship fund by us within the scope and limits as described in section III point 7 above. We do not guarantee, however, that your portfolio will eventually be produced and your career promoted given the obstacles beyond our control, for instance, where you have not carried out your responsibilities under point 6 below. Furthermore, we do not guarantee that the portfolio's size or quality, the way it was produced, or our other efforts in promoting your career will correspond to your possible wishes or suggestions.
6. You hereby give us full license to undertake any actions we deem necessary to promote your career as a Model once you have reached the Golden Beauty status. You also undertake to make yourself available, and to co-operate with us in good faith and to the fullest extent possible, in the process of the production of your portfolio and the promotion of your modeling career. Whilst we will try to ensure that the portfolio shoot takes place in Paris and London (see section III point 7 above), we reserve the right to decide in our absolute discretion where the portfolio shoot takes place and where and under which conditions your modeling career will be promoted. It should be noted that we might be prevented from undertaking the portfolio shoot or any other actions in a particular location due to various immigration rules or other legal or practical obstacles.
7. You also give us full license to undertake any actions we deem necessary once we start working as your representative (Manager) under the representation contract. You also undertake to make yourself available, and to co-operate with us in good faith and to the fullest extent possible, in considering and carrying out any steps as recommended by us to promote your modeling career. Once you start generating earnings through our services as a representative (Manager), you will be entitled to take home half (50%) of net earnings generated during the year of your engagement as a Golden Beauty, the other half of these net earnings being destined to your Sponsors. Your rights to receive your share of these earnings may however be suspended or forfeited if it is established that you breached your contractual engagements with us, for instance, by failing to respect the exclusive nature of our services as your representative (Manager) by soliciting and obtaining a modeling job elsewhere. You fully understand the nature, scope and limits of any financial benefit which you might derive under the Beauty Holding programme as a Model who has reached the Golden Beauty status (see, in particular, section IV points 2-4 above).
8. You hereby forfeit the right to claim any damage and/or loss (including consequential damage and/or loss) from us in breach of contract, tort (including, for the avoidance of doubt, negligence) or otherwise arising from this agreement (or any other document referred to herein) or your access to or use of the Website including, but without prejudice to the generality of the foregoing, by alleging any of the following:
a) that the portfolio's size and quality - or the way we handled the production of the portfolio - did not correspond to your possible wishes or suggestions;
b) that we were unreasonable, inadequate or inefficient in promoting your career;
c) that no employment was obtained by you through our services as a representative (Manager), or that the earnings eventually generated by you were too low;
d) that we were in any way responsible for a breach of your contractual obligations vis-à-vis third parties, or a breach of your statutory obligations in any jurisdiction - such as your duty to declare and pay personal income tax or other statutory contributions in relation to any payment received from us.
VI. Specific rules for Sponsors
1. In order to become a user of our services as a Sponsor, you have to register with the Website by providing the required information on our online registration form (see section VII below for our privacy policy). Having done that, you become our registered user as a Sponsor and create your personal profile page on the Website. We reserve the right to moderate or withdraw any content or photos posted or uploaded by you if we consider them to be in conflict with the letter and spirit of this user agreement (also see, in particular, section II above).
2. By buying a $take in a Model, as a Sponsor you support the Model's future career. If a Model leaves the programme before reaching the Golden Beauty status (see section V point 3 above) - by way of deleting her account as a registered user - we will reimburse your investment by buying back your $takes held in that Model and transferring your money back onto your "Balance" on your B.H. account at no charge. You hereby forfeit any right to claim any liability from us - or from the Model - in the legitimate exercise of the Model's right to leave the programme before reaching the Golden Beauty status.
3. As a Sponsor, you retain the right to sell your $takes held in any Model back to B.H. at any moment before the Model reaches the Golden Beauty status. You will not sell (or attempt to sell) your $takes to any other Sponsor or third party. When selling your $takes back to us, money will be transferred onto your B.H. account at no charge, that is at the rate of 1 USD per 1 $take. In addition, at any moment, and without any limitation, you will be able to claim refund in regard to any amount of money held on your B.H. account (shown as "Balance" on your profile page with the Website). Following your request for refund, we will transfer your money, as soon as practicable (i.e. within up to 2 weeks in normal circumstances), on your Paypal account. Please note that a fixed, non-refundable, handling fee of 2.90 USD will be charged and deducted from the total amount claimed in refund. You as a Sponsor acknowledge that you must possess a functioning Paypal account in order to receive any payment from us. You hereby acknowledge that you will not claim a refund to be made onto your credit or debit card or through any means of payment other than Paypal. No transaction costs will be imposed for buying or selling $takes on the Website. However, fees will be charged for any transfer coming to or going "outside" of your B.H. account - for example, when you deposit money onto your B.H. account by way of credit or debit card or Paypal payment. These fees will vary depending on the amount of the transaction and other conditions. You may note that we do not earn money from these transaction costs, as they are imposed by third parties which provide billing services to us. We also reserve the right to apply a minimum or maximum ceiling for any transfer of money onto your Beauty Holding account, in order to control transaction costs and ensure a smooth billing process. You hereby agree to pay all the transaction costs mentioned above. You also understand and accept the non-refundable nature of these transaction costs.
4. Once the Model has reached the Golden Beauty status, it is no longer possible for you to buy or sell a $take in that Model. Beauty Holding will use the sponsorship fund of 10,000 USD to promote the Model's career. Our competence and responsibilities in handling the sponsorship fund are described in section III point 7 above. We will also act the Model’s exclusive worldwide representative (Manager) for a period of one year, attempting to further promote her modeling career. You as Sponsors will earn half (50%) of net earnings generated by the Model during that period, the other half being destined to the Model herself. The claim by an individual Sponsor in this respect will be pro rata to that Sponsor's holding portion in the 10,000 $takes, with the result that a Sponsor owning 100 $takes will have the right to claim 1 percent of the amount attributed to all the Sponsors of that Model, etc. For more information as to the time-limit of the Model’s engagement as a Golden Beauty and the money which you might earn, see section IV points 2-4 above. You fully understand the nature, scope and limits of any financial benefit which you might derive under the Beauty Holding programme as a Sponsor. We undertake to provide you with full account of the Model’s activities as a Golden Beauty on your profile page and the Model's page with the Website. All the amounts due to the Sponsors will be transferred onto their Paypal accounts twice in the course of the Model's engagement year as a Golden Beauty. You as a Sponsor acknowledge that you must possess a functioning Paypal account in order to receive any payment from us. You hereby acknowledge that you will not claim a payment - which may be due to you from us - to be made onto your credit or debit card or through any means of payment other than Paypal.
5. The following describes the monetary relationship between Beauty Holding and Sponsors:
a) Any net amount of money (that is, excluding the transaction costs) transferred onto your account with the Website (shown as "Balance" on your profile page as a Sponsor) is in the ownership, possession and control of Beauty Holding - to the most comprehensive extent that can be attributed to these notions by applicable law - subject only to your right to claim refund in accordance with the conditions described in point 4 above.
b) Any amount of money spent by you on buying $takes in a Model who has not reached the Golden Beauty status is in our absolute and unconditional ownership, possession and control - to the most comprehensive extent that can be attributed to these notions by applicable law. The facility to buy $takes that we have provided for you on this website is a service which you buy from us by paying at the fixed rate of USD 1 per 1 $take. At the same time, we have provided you with the facility to sell your $takes - at no cost and at the same rate - back to us at any moment before your chosen Model reaches the Golden Beauty status. Please note, therefore, that the right to refund mentioned in point 4 above can only be exercised in relation to an amount shown as Balance on your profile page as a Sponsor, not in regard to an amount that you have spent on buying $takes. It means that you have to sell your $takes before you can exercise your right to refund mentioned in point 4 above.
c) You understand and accept that - let alone where you have expressly claimed refund in accordance with point 4 above - we will make use of the money mentioned in sub-points a) and b) above in our absolute discretion, including (but not limited to) our right to lend it to third parties or invest it as we deem appropriate.
d) You also understand and accept that your right to claim refund mentioned in point 4 above - or any other pecuniary expectation in relation to your use of our facilities on this Website - does not entitle you to any interest or profit that might be accrued on the principal of the money which you had actually transfered to the benefit of our ownership, possession and control under sub-points a) and b) above.
e) Any amount of money spent by you on buying $takes in a Model who has reached the Golden Beauty status is in our ownership, possession and control - to the most comprehensive extent that can be attributed to these notions by applicable law - subject only to your right to claim that we spend the sponsorship fund within the scope and limits described in section III point 7 above. We do not guarantee, however, that the Model's portfolio will eventually be produced and the promotion of the Model be carried out given the obstacles beyond our control, for instance, where the Model has not carried out her responsibilities mentioned in section V point 7 above. In the latter case, the Sponsors for a Golden Beauty will become entitled to a refund (pro-rata to their $take holding and excluding any of our expenses mentioned in section III point 7 above) only and exclusively where no portfolio was produced in the course of one year after the Model reaching the Golden Beauty status. Furthermore, we do not guarantee that the portfolio's size or quality, the way it was produced, or our other efforts in promoting the Model will correspond to your possible wishes or suggestions.
f) Where your chosen Model has reached the Golden Beauty status and has generated earnings mentioned in section IV points 3-4 above, we will calculate an entitlement of each individual Sponsor twice in the course of the Model's engagement year. The amounts due will be transferred onto the Sponsor's Paypal account (also see point 4 above).
6. Nothing mentioned in point 5 above or elsewhere on the Website renders a Sponsor our partner, associate, agent, employee or business client - to the most comprehensive extent that can be attributed to these notions by the applicable law. The legal relationship between Beauty Holding on the one hand, and Sponsors on the other hand, is, respectively, that of a business that provides a service, and that of a private client who buys that service. We will not be held responsible for a possible breach of any contractual obligations of a Sponsor vis-à-vis third parties, or a breach by the Sponsor of his or her statutory obligations in any jurisdiction - such as (but not limited to) his duty to declare and pay personal income tax or other statutory contributions in relation to any payment received from us. Furthermore, as a Sponsor you fully acknowledge and undertake the risks involved in believing in and sponsoring a Model’s career. We do not guarantee that a Model will reach the Golden Beauty status, or that - albeit having reached it - any employment (and, consequently, any earnings) will be generated by the Model.
7. You hereby forfeit the right to claim any damage and/or loss (including consequential damage and/or loss) from us in breach of contract, tort (including, for the avoidance of doubt, negligence) or otherwise arising from this agreement (or any other document referred to herein) or your access to or use of the Website including, but without prejudice to the generality of the foregoing, by alleging any of the following:
a) that the portfolio's size and quality - or the way we handled the production of the portfolio - did not correspond to your possible wishes or suggestions;
b) that we were unreasonable, inadequate or inefficient in promoting the Model's career;
c) that no employment was obtained by the Model, or that the earnings eventually generated by the Model were too low;
d) our inactivity in relation to the Model's possible failure to respect her representation contract with us, for example, where the Model failed to respect the exclusive nature of our services as a representative (Manager) by soliciting and obtaining employment elsewhere;
e) that Beauty Holding did not grant you an interest or share of its company revenue or income, even if that company revenue or income was obtained by making use of any activity of a user on the Website, including (but not limited to) our users' financial activities;
f) that we were in any way responsible for a breach of your contractual obligations vis-à-vis third parties, or a breach of your statutory obligations in any jurisdiction - such as your duty to declare and pay personal income tax or other statutory contributions in relation to any payment received from us.
VII. Privacy policy – the protection and use of personal data
1. By accepting these terms and conditions, you expressly consent to the collection, storage, use and other forms of handling of your personal information by B.H. as described in this section. You can browse the Website without telling us who you are or revealing any personal information about yourself. However, if you choose to provide us with personal information, you expressly consent to us handling that information in accordance with the conditions as described in this section. You also agree to us transferring that information to, and storing it on, computers (servers) located in the United Kingdom and the United States. We store and process your information on computers protected by physical as well as technological security devices. Your information will thus be stored in a safe, confidential and secure environment.
2. We may collect and store the following personal information about you:
a) e-mail address, home address, telephone number and other contact information, and (depending on the type of user and service used) sometimes financial information, such as credit or debit card, Paypal or bank account details;
b) information about gender, date of birth, measurements (in regard to Models), occupation and other demographic data (in regard to Sponsors);
c) transactional information based on your activities on the Website, such as information on your activities in buying and selling $takes, other content you generate or information that relates to your account;
d) postage, billing and other information you provide;
e) community discussions (message boards), chats, dispute resolution, correspondence through the Website, correspondence sent to us and pictures uploaded on the Website;
f) computer sign-on data, statistics on page views, information and statistics on traffic to and from the Website (including the URL you just came from and the URL you go to next, whether they are URLs on the Website or not), advertising data, IP address, browser information and standard web-log information;
g) additional information from third parties (for example, if the information you provide cannot be verified, we may ask you to send us additional information such as a simple or certified copy of your personal ID, credit card statement, or a recent utility bill or other information confirming your address, or to answer additional questions to help verify your information).
3. Our main purpose in collecting personal information is to provide you with a safe, smooth, efficient, and customised experience. We may use your personal information to:
a) provide the services and customer support you request;
b) resolve disputes, collect fees, and troubleshoot problems;
c) prevent potentially prohibited or illegal activities, and enforce the user agreement;
d) customise, measure, and improve our services and the Website’s content and layout;
e) tell you about our existing products and services, changes to our existing products and services, new products and services and promotional offers based on your notification preferences;
f) compare information for accuracy and verify it with third parties.
4. If you do not wish to receive marketing communications from us, you should unclick a separate tick-box while registering for the Website. Please note that you cannot opt out of receiving administrative information that you need to know in order for us to provide you with our services.
5. We do not sell or rent your personal information to third parties for their advertising or marketing purposes. At the same time, we may aggregate your personal information with information on other users (such as demographic data of our users, or any other data we may collect on Models and Sponsors) - or/and information we collect from other persons or companies - for the purpose of conducting our internal research. You understand and agree that we may decide in our absolute discretion to rent, sell or otherwise disclose such aggregated, non-personal, research information to others as we deem appropriate.
6. We may disclose your personal information to:
a) our subsidiaries and other companies to ensure the proper provision of our services, help detect and prevent potentially illegal acts;
b) third parties (service providers) under contract who provide elements of our services, provide separate services that are complimentary to your use of the Website or otherwise help with our business operations (such as fraud investigations, bill collection, affiliate and rewards programmes and marketing activities);
c) other third parties to whom you explicitly ask us to send your information, or about whom you are otherwise explicitly notified and consent to when using a specific service;
d) law-enforcement agencies, other governmental agencies or third parties in response to a request for information to a criminal investigation, alleged illegal activity or any other activity that may expose us, you or other B.H. users to legal liability; the personal information we disclose in this respect may include your Username and Username history, name, city, country, telephone number, email address, fraud complaints and $take-buying or $take-selling history or anything else that we deem relevant or are legally required to disclose;
e) other business entities, should we plan to merge with, or be acquired by that business entity; should such a combination occur, we will require that the new combined entity follow this Privacy Policy with respect to your personal information; if your personal information will be used contrary to this Privacy Policy, you will receive prior notice from B.H.
7. We will not disclose your personal information to other B.H. users. In addition (and without prejudice to section VII point 6), in an effort to respect your privacy and our ability to keep the community free from B.H. users who attempt to carry out fraudulent or illegal activities on the Website, we will not otherwise disclose your personal information to anyone without a court order (or in circumstances where we are under a substantially similar legal obligation), except when we believe in good faith that the disclosure of such information is necessary to prevent imminent physical harm, pecuniary or non-pecuniary damage or to report or put a stop to suspected illegal activity.
8. Your Username is displayed throughout the Website and is therefore available to the public. All of your activities on the Website will be traceable to your Username. Notices can be sent to other community users regarding suspicious activity and policy breaches on the Website with reference to a Username. Therefore, if you associate your real name with your Username, the people to whom you have thus revealed your name will be able to personally identify your B.H. activities.
9. When you re-visit the Website from a computer that you have used to access the Website previously, certain information about you may be visible before you log in, such as your Username. Therefore, if you access the Website from a shared computer or a computer in an internet café, such information may also be visible to other individuals who use the computer after you. It is your sole responsibility to take a reasonable care to prevent others from tracking your activities on the Website in such circumstances, such as, for instance, by logging out after each session.
10. We use “cookies” (small files placed on your computer’s hard drive) on certain pages of the Website to help analyse our web page flow, customise our services, measure promotional effectiveness, and promote trust and safety. We offer certain features that are only available through the use of cookies, such as assistance to help identify you and maintain your "Log-in" status. Most cookies are “session cookies”, meaning that they are automatically deleted from your hard drive at the end of a session. You are always free to decline our cookies if your browser permits, although doing so may interfere with your use of the Website. You may encounter cookies from third parties on certain pages of the Website that we do not control, for example, if you view a web page created by another user, there may be a cookie placed by that web page.
11. Your B.H. password is an essential element to your B.H. account. Use numbers, letters, and special characters - and do not disclose your password to anyone. If you do share your password or your personal information with others, remember that you are responsible for all actions taken in the name of your account, including actions that result in fees being charged to your account. If you give away your password, you may be subject to legally binding actions taken on your behalf. Therefore, if your password has been compromised for any reason, you should immediately notify us and change your password.
12. You can see, review and change (edit) most of your personal information by logging into the Website and going to the “Log-in” section. You must promptly update your personal information if it changes or is inaccurate. Once you make a public posting (on one of our message boards), you may not be able to change or remove it. Upon your request, we will close your account and remove your personal information from public view as soon as reasonably possible, based on your account activity and in accordance with applicable law. Please note in this respect that a Model who has reached the Golden Beauty status will not be entitled to have her account deleted during the engagement period of one year (see, more specifically, sections III-V above). In addition, we do retain personal information from closed accounts in order to comply with legal obligations, prevent fraud, collect any fees owed, resolve disputes, troubleshoot problems, assist with any investigations, enforce these terms and conditions, and take other actions as permitted by law.
13. We use standard industry practices, including encryption, passwords and physical security, to protect your personal information against unauthorised access and disclosure. However, as you probably know, third parties may unlawfully intercept or access internet transmissions or private communications, and other users may abuse or misuse your personal information that they collect from the Website. Therefore, although we work very hard to protect your privacy, we do not promise, and you should not expect, that your personal information or private communications will always remain absolutely private and safe.
14. Except as otherwise expressly stated, this agreement addresses only the handling of information we collect from you. If you disclose your information to third parties, or other websites throughout the internet, different rules may apply to its use or disclosure. We do not control the privacy practices of such third parties and we encourage you to read their privacy policies and ask questions before you disclose your personal information to anyone.
VIII. Intellectual property, image and related rights
1. You guarantee that you have all intellectual property rights in the content you give to us by posting or uploading, such as photos and messages. We will not be held liable for any breach of intellectual property and related laws if we were not informed - by a reasonable prior notice - about the illicit nature of any content uploaded by users of the Website. We undertake to immediately exclude any illicit content from the Website as long as we find the relevant allegations to be reasonably justified.
2. When you give us content (photos, messages, etc.), you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise the copyright, trade marks, database rights and all other intellectual property rights you have in the content, in any media known now or in the future. In addition, you waive all moral rights you have in the content to the fullest extent permitted by applicable law. We need these rights to host and display your content.
3. Where a Model has reached the Golden Beauty status, We will be the sole owners of all intellectual property rights to the Model's portfolio and other photo or video material produced in the context of the Beauty Holding programme, unless a separate agreement is reached by us in this respect with another party. Neither Models nor Sponsors will claim any intellectual property rights in this respect.
4. A Model, once having reached the Golden Beauty status, grants us an exclusive worldwide license to negotiate on her behalf and obtain payments from the sale, licensing or other use of the Model’s image on any material or media (also see section IV above).
IX. Liability
1. The scope and limits of our liability with regard to Models and Sponsors is set out in sections IV, V and VI above. The scope and limits of our liability concerning the handling of personal data is set out in section VII above. The scope and limits of the relevant parties' liability in relation to intellectual property, image and related rights is set out in section VIII above. Without prejudice to the foregoing and to the extent permissible by applicable law, we hereby disclaim any responsibility for any consequence arising from your access to or use of the Website or any links to any other websites provided therein.
2. You will not hold B.H. responsible for other users’ actions or inactions. We rely on our users to provide information and data in good faith. Although we are trying to ensure that no user abuses these terms and conditions - for instance, by registering with a false identity or opening a number of accounts under different names - we cannot guarantee that all users will respect this agreement. While we may use techniques that aim to verify the accuracy and truth of the information provided by our users, user verification on the internet is difficult. B.H. cannot and does not confirm, and is not responsible for ensuring, the accuracy or truthfulness of users' purported identities or the validity of the information which they provide to us or post on the Website.
3. You accept sole responsibility for the legality of your actions under laws applying to you and the legality of any of the content you list on the Website.
4. We cannot guarantee continuous or secure access to our services, and the operation of the Website may be interfered with by numerous factors outside of our control. While we will use our reasonable endeavours to maintain an uninterrupted service, we cannot guarantee this and we do not give any promises or warranties (whether express or implied) about the availability of our services.
5. You agree that we shall not be held liable to you (or any other person) in breach of contract, tort (including, for the avoidance of doubt, negligence) or otherwise for any damage and/or loss (including consequential damage and/or loss) arising as a result of this agreement (or any other document referred to herein) or your access or use of the Website. For the avoidance of doubt, this limit of liability shall extend to any form of liability for damage and/or loss - whether pecuniary or non-pecuniary - to the extent permissible by law.
6. If you have a dispute with one or more users, you release us from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
7. You agree that you will only use the Website in accordance with the terms and conditions set out herein. You will compensate us in full for any losses or costs (including reasonable legal fees) we incur arising from any breach by you of this user agreement.
X. Amendments and notices
1. Unless you and B.H. agree otherwise, you will not be able to cancel or modify this user agreement once the supply of our services has commenced. B.H. is empowered to propose amendments to these terms and conditions at any time by posting the amended terms in the News section of the Website. All amended terms will become effective with respect to all registered users within 30 days after the amendments were posted on the Website, except in regard to a registered user who gave us a reasonable notice as to his or her objection to the amendment in question. The sole form of "a reasonable notice" in this respect is, for the avoidance of doubt, an e-mail addressed to us at the following address - info@beautyholding.com - setting out in clear and comprehensive terms the factual and legal grounds of the registered user's disagreement. No message posted by a registered user on any personal profile page or message board on the Website will be considered as "a reasonable notice", nor will messages of vague or vexatious origin. This user agreement may not be otherwise amended except in writing signed by you and us.
2. Except as explicitly stated otherwise, all notices by users shall be sent to us by e-mail at the following address - info@beautyholding.com. We shall send notices to you by e-mail that you provided to us when registering as a user. Notices sent to you by e-mail shall be deemed to have been received by you 24 hours after they are sent, unless we receive a message about a failure of delivery.
XI. Miscellaneous
1. A person who is not a party to this user agreement has no right to enforce any term of this user agreement. However, this does not affect any right or remedy of a third party specified herein or which exists or is available under applicable law.
2. These terms and conditions, together with any document referred to herein, constitute the entire agreement between you and us in connection with the subject matter of these terms and conditions and supersedes completely all previous agreements, negotiations and commitments in such respects. You acknowledge that you have not entered into these terms and conditions in reliance upon any representation, warranty or undertaking which is not expressly set out in these terms and conditions.
3. You are not permitted to assign your rights (including any rights you may have in $takes) under these terms and conditions unless expressly permitted by us.
4. The invalidity or unenforceability of any part of these terms and conditions shall not affect the validity or enforceability of the remainder.
5. No failure or delay by you or us in exercising any right or remedy under or by virtue of these terms and conditions shall operate as a waiver thereof or preclude the exercise of such right or remedy on any subsequent occasion.
6. No waiver granted by us of any default or breach of this user agreement and/or any other document referred to herein shall be deemed to be a continuing waiver or a waiver of any other breach or default pertaining to this agreement and/or any other document referred to herein, no matter how similar.
XII. Jurisdiction
1. These terms and conditions shall be governed by and construed in accordance with the Jersey Law. You and Beauty Holding both agree to submit to the non-exclusive jurisdiction of the Jersey Courts. The text of these terms and conditions in the English language is the only version that will be taken into account in case of a dispute as to the interpretation of this user agreement. At the same time, we strongly encourage you to first seek a resolution by contacting us by e-mail at the following address - info@beautyholding.com. We will consider a reasonable request to resolve any dispute through alternative dispute resolution procedures (such as mediation or arbitration) as alternatives to litigation.
1. These terms and conditions, which constitute a user agreement, apply to the services available from the website situated at the domain of http://www.beautyholding.com (the “Website”). Registered users of the Website shall hereafter be referred to as "user", “users”, “you” or “your”. You are hereby entering into contract with Beauty Holding Limited, Templar House, Don Road, St Helier, Jersey JE1 2TR, Channel Islands, which shall hereafter be referred to as "Beauty Holding", “B.H.”, "the company", “we”, “us” or “our”.
2. This is a legally binding agreement between you and B.H. Before you can become a user of the facilities offered by B.H. on the Website, you must read and accept this user agreement. It is valid upon acceptance for new users. We will commence supplying our services to you as soon as you accept these terms and conditions.
3. Upon your registration as a user of the Website, you will be issued with a username (the “Username”) by us.
II. General rules and principles of business
1. B.H. is an internet platform enabling sponsorship of modeling activities. There are two types of registered users - “Models” and “Sponsors”. This is not a dating service between the two groups of registered users, but an online network allowing Models to seek promotion of their careers by way of financial contributions from the Sponsors. As a result, no direct contact can be solicited, sought or obtained between any user through the Website. With this in mind, we have created no private mailing or other tools enabling a Sponsor to seek direct contact or personal details of a Model, and vice versa.
2. You may not use our services if you are under the age of 18 or you are not able to form legally binding contracts, or if your B.H. membership has been suspended.
3. In addition, while using the Website, you will not:
a) post or upload any content of pornographic, violent or offensive nature;
b) post or upload any content of false, inaccurate, misleading or defamatory nature (including erroneous information about your identity and personal details);
c) solicit, collect or spread personal information about other B.H. users, including their names, telephone numbers, e-mail or postal addresses.
d) breach any laws, particularly those relating to copyright, trademark protection and employment rules;
e) breach any legal obligations you may currently have with third parties;
f) fail to pay for items purchased by you,
g) circumvent or manipulate our fee structure, the billing process, or fees owed to B.H.;
h) transfer your B.H. account and Username to another party without our express consent;
i) distribute or post spam (unsolicited commercial communications), chain letters, or pyramid schemes, post or upload content containing banners or other material advertising your or third parties' products or services;
j) distribute viruses or any other technologies that may harm B.H., or the interests or property of B.H. users;
k) copy, reproduce, modify, create derivate works from or distribute B.H.'s copyrighted works or trade marks, or any other content from the Website, without our prior expressed written permission, or - where applicable - without prior expressed written permission by the appropriate third party;
l) use any robot, spider, scraper or other automated means to access the Website for any purpose without our express written permission, or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Website;
m) take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure;
n) interfere or attempt to interfere with the proper working of the Website or any activities conducted by another on the Website.
4. B.H. and the community of our users work together to keep the Website working properly and the community safe. Please report any problems, inappropriate content, and breaches to us. If you believe that your rights or the rights of third parties have been infringed upon, please notify our team by contacting us.
5. We may issue you with warnings, suspend, terminate our services and your account, or otherwise moderate or restrict your activities on the Website - for instance, by canceling a Model’s account or buying back a Sponsor’s $takes (see sections III-VI below) or removing any of your posted or uploaded content - warn the B.H. community not to communicate with you, or take all the necessary steps to stop you from using the Website, if we think that you are acting inconsistently with the letter and spirit of this user agreement and our policies, or where we have been unable to verify or authenticate any information provided by you to us (including the right to cancel unconfirmed accounts). You agree not to hold B.H. responsible for any inconvenience or loss which you may incur as a result of B.H. taking any of the actions described above.
6. These terms and conditions shall not operate to form any contractual relationship between a Model and a Sponsor. These terms and conditions shall solely operate as a contractual relationship between either a Model or Sponsor on the one hand, and B.H on the other hand.
III. The Golden Beauty status
1. There are two types of registered users of our services: Models and Sponsors. Models are persons aspiring to be involved in modeling activities, or professional models seeking promotion of their careers by way of financial contributions of other individuals. Sponsors are persons seeking to promote the careers of Models by making financial contributions.
2. Our platform enables Models, first, to raise money for the production of his or her portfolio (professional modeling photo-book). Secondly, Beauty Holding will act as a representative (Manager) for those Models who have reached the Golden Beauty status.
3. In this respect, a Model issues 10,000 (ten thousand) “$takes” which are to be sold to Sponsors exclusively on the Website, one $take being equal to one U.S. dollar (USD).
4. The Golden Beauty status will be attained by a Model who has sold 10,000 $takes.
5. Any number of Models can attain the Golden Beauty status.
6. The Golden Beauty Race is a chart whereby we list Models in their attempts to reach the Golden Beauty status.
7. Reaching the Golden Beauty status does not entitle the Model to collect the money paid by the Sponsors who bought the 10,000 $takes (hereinafter “the sponsorship fund”). The sponsorship fund will be used by us to organise the Model's trip to Paris and London, or other global style capital of our selection (also see section V point 5 and section VI point 5 below) in order to make the Model’s portfolio and promote her modeling career. The sponsorship fund will cover: a) fees by a professional photographer, make-up artist and stylist (all of our selection); b) logistics and administrative expenses incurred in producing the Model’s portfolio; c) expenses incurred in organising additional photo-shoots and making other representations on the Model's behalf for the purpose of promoting her modeling career in a global style capital of our selection; d) other fees where deemed necessary by us. Once completed, the Model’s portfolio will be published on the Website.
IV. Representation contract
1. Any Model who attains the Golden Beauty status accepts that Beauty Holding will act as the Model’s exclusive worldwide representative (Manager). This section of the terms and conditions, together with the relevant provisions of section V, constitutes a representation contract between the Model and Beauty Holding.
2. The representation contract will take effect from the moment of the Model reaching the Golden Beauty status. The representation contract shall remain in force for a period of one calendar year following the publication of the Model’s portfolio on the Website (see section III point 7 above). Our competence as the Model’s representative (Manager) will extend to the following areas of activity:
a) catwalk or similar live appearances by the Model for commercial or endorsement purposes;
b) sale, licensing or other use of the Model’s image on any material or media;
c) activities of the Model in advertising any products or services;
d) activities undertaken by us in order to promote the Model's career.
3. Beauty Holding will charge a management fee of 10% (ten percent) which will be deducted from the gross earnings generated by the Model from the above activities. After the deduction of our management fee, the relevant taxes and contributions and other fees (where applicable, to be determined in our sole discretion), the remainder of the gross earnings generated by the Model will be split in half to be distributed between the Model on the one hand, and the Sponsors (pro-rata to their individual contributions in the form of $takes) on the other.
4. The notion of "earnings generated by the Model" in point 3 above serves to denote an amount of monetary compensation destined to the Model - determined by the Model herself by accepting a specific contract for a particular booking - on condition that the booking was:
a) obtained through Beauty Holding acting as the Model's representative (Manager), or through a third party duly authorised by Beauty Holding to act as the Model's agent;
b) properly executed by the Model; and
c) fully paid for onto our bank accounts by the end of the one-year period mentioned in point 2 above.
The notion of "earnings generated by the Model" in point 3 above is not meant to imply any pecuniary entitlement of a Model or Sponsor in relation to a booking which was not obtained through our representative (Manager) services, was not properly executed, or was not fully paid onto our bank accounts by the aforementioned deadline. Nor can this notion be interpreted as capable of giving rise to a legal or equitable claim by a Model or Sponsor for a share of the Beauty Holding company revenue - which might be generated by us from charging our management fees, or providing other products or services to our business clients, such as (but not limited to) our advertising income or sales of standartised non-personal information (also see section VII point 5 below) - regardless of the fact that our company’s entitlement to that revenue might be considered to arise from the Model's activities mentioned in point 2 above or from any activities by the users of this Website. You fully understand the difference, as construed above, between the “earnings generated by the Model” (to a portion of which you may be entitled as a Model or Sponsor) on the one hand, and the Beauty Holding company revenue (to which no legal or equitable claim can lay for the benefit of any user of the Website) on the other. All in all, you understand the nature, scope and limits of any financial benefit which you may expect to receive under the Beauty Holding programme once you become our registered user.
5. The “exclusive” nature of our services as a representative (Manager) means that the Model who has reached the Golden Beauty status shall not be entitled to enter into any representation, agency or related engagements with others in the areas of activity mentioned in point 2 above. The “worldwide” nature of our services as a representative (Manager) means that the Model who has reached the Golden Beauty status shall not be entitled to enter into any such or similar engagements on the territory of any jurisdiction.
6. We reserve the right to delegate or transfer our rights and responsibilities under this representation contract - in part or in full - to any third party as we deem necessary.
7. A Model agrees to be bound by the terms of this representation contract from the moment of registration as a user on the Website, even though the representation contract will only become effective once the Model reaches the Golden Beauty status. We reserve the right to require other specific formalities to be carried by the Model - once she has attained the Golden Beauty status - to attest acceptance of this contract, such as by way of a signature on a written document.
V. Specific rules for Models
1. In order to become a user of our services as a Model, you have to register with the Website by providing information required by our online registration form (see section VII below for our privacy policy). In addition, you have to upload from 3 to 10 photos - you are free to choose photos which, in your view, best represent your candidature in the Golden Beauty Race. Having done that, you become our registered user as a Model and create your personal profile page on the Website. We reserve the right to moderate or withdraw any content or photos posted or uploaded by you if we consider them to be in conflict with the letter and spirit of this user agreement (also see, in particular, section II above).
2. You hereby declare that there are no legal obstacles, such as, for instance, contracts or pending contracts with third parties (which may, for instance, restrict your ability to comply with these terms and conditions), for you to participate as a user in the Beauty Holding programme. We will not be held liable for any action undertaken by us under these terms and conditions - albeit in breach of a Model's engagements with a third party - if we were not duly informed about the existence of such engagements by a reasonable prior notice. Before you reach the Golden Beauty status, you will be free to pursue your career in the modeling or any other field in the way you wish. Your participation in our programme will not limit your right to enter into agreements and other types of engagement with third parties. However, this does not in any way restrict our - or other parties' - right to claim your liability, by way of an action for damages or otherwise, for a breach of your obligations under these terms and conditions or any other of your contractual or statutory obligations. Following you achieving the Golden Beauty status, you will be additionally bound by the terms of the representation contract which provides, amongst other matters, that we shall act as your exclusive worldwide representative (Manager, see section IV above). You are free to enter into agreements and other types of engagements with third parties provided this does not conflict with these terms and conditions in general, and the representation contract in particular.
3. As a Model you can stay or go as a registered user as you please as long as you have not reached the Golden Beauty status. If you decide to leave at that stage, just write an e-mail to us and we will instantly shut down your profile page. $takes bought by your Sponsors will be bought back by us from them.
4. Once you have reached the Golden Beauty status, you will be bound by the terms of the representation contract. Only then will we promote your career by using the sponsorship fund. You will not be entitled to withdraw from the Beauty Holding programme - except with our written approval - and you will be bound by the representation contract until a period of one year has elapsed from the moment of the publication of your portfolio on the Website (also see section IV point 2 above).
5. As a Model you fully understand that you have no right to claim, as a prize or for other reasons - in part or as a whole - the sponsorship fund collected as a result of your Sponsors' purchase of the 10,000 $takes. The Sponsors do not pay money on the Website to give it to you, but rather to pay us for the production of your portfolio and the promotion of your career. We do guarantee that we will make use of the sponsorship fund for the purpose of promoting your modeling career. You consent to the use of the sponsorship fund by us within the scope and limits as described in section III point 7 above. We do not guarantee, however, that your portfolio will eventually be produced and your career promoted given the obstacles beyond our control, for instance, where you have not carried out your responsibilities under point 6 below. Furthermore, we do not guarantee that the portfolio's size or quality, the way it was produced, or our other efforts in promoting your career will correspond to your possible wishes or suggestions.
6. You hereby give us full license to undertake any actions we deem necessary to promote your career as a Model once you have reached the Golden Beauty status. You also undertake to make yourself available, and to co-operate with us in good faith and to the fullest extent possible, in the process of the production of your portfolio and the promotion of your modeling career. Whilst we will try to ensure that the portfolio shoot takes place in Paris and London (see section III point 7 above), we reserve the right to decide in our absolute discretion where the portfolio shoot takes place and where and under which conditions your modeling career will be promoted. It should be noted that we might be prevented from undertaking the portfolio shoot or any other actions in a particular location due to various immigration rules or other legal or practical obstacles.
7. You also give us full license to undertake any actions we deem necessary once we start working as your representative (Manager) under the representation contract. You also undertake to make yourself available, and to co-operate with us in good faith and to the fullest extent possible, in considering and carrying out any steps as recommended by us to promote your modeling career. Once you start generating earnings through our services as a representative (Manager), you will be entitled to take home half (50%) of net earnings generated during the year of your engagement as a Golden Beauty, the other half of these net earnings being destined to your Sponsors. Your rights to receive your share of these earnings may however be suspended or forfeited if it is established that you breached your contractual engagements with us, for instance, by failing to respect the exclusive nature of our services as your representative (Manager) by soliciting and obtaining a modeling job elsewhere. You fully understand the nature, scope and limits of any financial benefit which you might derive under the Beauty Holding programme as a Model who has reached the Golden Beauty status (see, in particular, section IV points 2-4 above).
8. You hereby forfeit the right to claim any damage and/or loss (including consequential damage and/or loss) from us in breach of contract, tort (including, for the avoidance of doubt, negligence) or otherwise arising from this agreement (or any other document referred to herein) or your access to or use of the Website including, but without prejudice to the generality of the foregoing, by alleging any of the following:
a) that the portfolio's size and quality - or the way we handled the production of the portfolio - did not correspond to your possible wishes or suggestions;
b) that we were unreasonable, inadequate or inefficient in promoting your career;
c) that no employment was obtained by you through our services as a representative (Manager), or that the earnings eventually generated by you were too low;
d) that we were in any way responsible for a breach of your contractual obligations vis-à-vis third parties, or a breach of your statutory obligations in any jurisdiction - such as your duty to declare and pay personal income tax or other statutory contributions in relation to any payment received from us.
VI. Specific rules for Sponsors
1. In order to become a user of our services as a Sponsor, you have to register with the Website by providing the required information on our online registration form (see section VII below for our privacy policy). Having done that, you become our registered user as a Sponsor and create your personal profile page on the Website. We reserve the right to moderate or withdraw any content or photos posted or uploaded by you if we consider them to be in conflict with the letter and spirit of this user agreement (also see, in particular, section II above).
2. By buying a $take in a Model, as a Sponsor you support the Model's future career. If a Model leaves the programme before reaching the Golden Beauty status (see section V point 3 above) - by way of deleting her account as a registered user - we will reimburse your investment by buying back your $takes held in that Model and transferring your money back onto your "Balance" on your B.H. account at no charge. You hereby forfeit any right to claim any liability from us - or from the Model - in the legitimate exercise of the Model's right to leave the programme before reaching the Golden Beauty status.
3. As a Sponsor, you retain the right to sell your $takes held in any Model back to B.H. at any moment before the Model reaches the Golden Beauty status. You will not sell (or attempt to sell) your $takes to any other Sponsor or third party. When selling your $takes back to us, money will be transferred onto your B.H. account at no charge, that is at the rate of 1 USD per 1 $take. In addition, at any moment, and without any limitation, you will be able to claim refund in regard to any amount of money held on your B.H. account (shown as "Balance" on your profile page with the Website). Following your request for refund, we will transfer your money, as soon as practicable (i.e. within up to 2 weeks in normal circumstances), on your Paypal account. Please note that a fixed, non-refundable, handling fee of 2.90 USD will be charged and deducted from the total amount claimed in refund. You as a Sponsor acknowledge that you must possess a functioning Paypal account in order to receive any payment from us. You hereby acknowledge that you will not claim a refund to be made onto your credit or debit card or through any means of payment other than Paypal. No transaction costs will be imposed for buying or selling $takes on the Website. However, fees will be charged for any transfer coming to or going "outside" of your B.H. account - for example, when you deposit money onto your B.H. account by way of credit or debit card or Paypal payment. These fees will vary depending on the amount of the transaction and other conditions. You may note that we do not earn money from these transaction costs, as they are imposed by third parties which provide billing services to us. We also reserve the right to apply a minimum or maximum ceiling for any transfer of money onto your Beauty Holding account, in order to control transaction costs and ensure a smooth billing process. You hereby agree to pay all the transaction costs mentioned above. You also understand and accept the non-refundable nature of these transaction costs.
4. Once the Model has reached the Golden Beauty status, it is no longer possible for you to buy or sell a $take in that Model. Beauty Holding will use the sponsorship fund of 10,000 USD to promote the Model's career. Our competence and responsibilities in handling the sponsorship fund are described in section III point 7 above. We will also act the Model’s exclusive worldwide representative (Manager) for a period of one year, attempting to further promote her modeling career. You as Sponsors will earn half (50%) of net earnings generated by the Model during that period, the other half being destined to the Model herself. The claim by an individual Sponsor in this respect will be pro rata to that Sponsor's holding portion in the 10,000 $takes, with the result that a Sponsor owning 100 $takes will have the right to claim 1 percent of the amount attributed to all the Sponsors of that Model, etc. For more information as to the time-limit of the Model’s engagement as a Golden Beauty and the money which you might earn, see section IV points 2-4 above. You fully understand the nature, scope and limits of any financial benefit which you might derive under the Beauty Holding programme as a Sponsor. We undertake to provide you with full account of the Model’s activities as a Golden Beauty on your profile page and the Model's page with the Website. All the amounts due to the Sponsors will be transferred onto their Paypal accounts twice in the course of the Model's engagement year as a Golden Beauty. You as a Sponsor acknowledge that you must possess a functioning Paypal account in order to receive any payment from us. You hereby acknowledge that you will not claim a payment - which may be due to you from us - to be made onto your credit or debit card or through any means of payment other than Paypal.
5. The following describes the monetary relationship between Beauty Holding and Sponsors:
a) Any net amount of money (that is, excluding the transaction costs) transferred onto your account with the Website (shown as "Balance" on your profile page as a Sponsor) is in the ownership, possession and control of Beauty Holding - to the most comprehensive extent that can be attributed to these notions by applicable law - subject only to your right to claim refund in accordance with the conditions described in point 4 above.
b) Any amount of money spent by you on buying $takes in a Model who has not reached the Golden Beauty status is in our absolute and unconditional ownership, possession and control - to the most comprehensive extent that can be attributed to these notions by applicable law. The facility to buy $takes that we have provided for you on this website is a service which you buy from us by paying at the fixed rate of USD 1 per 1 $take. At the same time, we have provided you with the facility to sell your $takes - at no cost and at the same rate - back to us at any moment before your chosen Model reaches the Golden Beauty status. Please note, therefore, that the right to refund mentioned in point 4 above can only be exercised in relation to an amount shown as Balance on your profile page as a Sponsor, not in regard to an amount that you have spent on buying $takes. It means that you have to sell your $takes before you can exercise your right to refund mentioned in point 4 above.
c) You understand and accept that - let alone where you have expressly claimed refund in accordance with point 4 above - we will make use of the money mentioned in sub-points a) and b) above in our absolute discretion, including (but not limited to) our right to lend it to third parties or invest it as we deem appropriate.
d) You also understand and accept that your right to claim refund mentioned in point 4 above - or any other pecuniary expectation in relation to your use of our facilities on this Website - does not entitle you to any interest or profit that might be accrued on the principal of the money which you had actually transfered to the benefit of our ownership, possession and control under sub-points a) and b) above.
e) Any amount of money spent by you on buying $takes in a Model who has reached the Golden Beauty status is in our ownership, possession and control - to the most comprehensive extent that can be attributed to these notions by applicable law - subject only to your right to claim that we spend the sponsorship fund within the scope and limits described in section III point 7 above. We do not guarantee, however, that the Model's portfolio will eventually be produced and the promotion of the Model be carried out given the obstacles beyond our control, for instance, where the Model has not carried out her responsibilities mentioned in section V point 7 above. In the latter case, the Sponsors for a Golden Beauty will become entitled to a refund (pro-rata to their $take holding and excluding any of our expenses mentioned in section III point 7 above) only and exclusively where no portfolio was produced in the course of one year after the Model reaching the Golden Beauty status. Furthermore, we do not guarantee that the portfolio's size or quality, the way it was produced, or our other efforts in promoting the Model will correspond to your possible wishes or suggestions.
f) Where your chosen Model has reached the Golden Beauty status and has generated earnings mentioned in section IV points 3-4 above, we will calculate an entitlement of each individual Sponsor twice in the course of the Model's engagement year. The amounts due will be transferred onto the Sponsor's Paypal account (also see point 4 above).
6. Nothing mentioned in point 5 above or elsewhere on the Website renders a Sponsor our partner, associate, agent, employee or business client - to the most comprehensive extent that can be attributed to these notions by the applicable law. The legal relationship between Beauty Holding on the one hand, and Sponsors on the other hand, is, respectively, that of a business that provides a service, and that of a private client who buys that service. We will not be held responsible for a possible breach of any contractual obligations of a Sponsor vis-à-vis third parties, or a breach by the Sponsor of his or her statutory obligations in any jurisdiction - such as (but not limited to) his duty to declare and pay personal income tax or other statutory contributions in relation to any payment received from us. Furthermore, as a Sponsor you fully acknowledge and undertake the risks involved in believing in and sponsoring a Model’s career. We do not guarantee that a Model will reach the Golden Beauty status, or that - albeit having reached it - any employment (and, consequently, any earnings) will be generated by the Model.
7. You hereby forfeit the right to claim any damage and/or loss (including consequential damage and/or loss) from us in breach of contract, tort (including, for the avoidance of doubt, negligence) or otherwise arising from this agreement (or any other document referred to herein) or your access to or use of the Website including, but without prejudice to the generality of the foregoing, by alleging any of the following:
a) that the portfolio's size and quality - or the way we handled the production of the portfolio - did not correspond to your possible wishes or suggestions;
b) that we were unreasonable, inadequate or inefficient in promoting the Model's career;
c) that no employment was obtained by the Model, or that the earnings eventually generated by the Model were too low;
d) our inactivity in relation to the Model's possible failure to respect her representation contract with us, for example, where the Model failed to respect the exclusive nature of our services as a representative (Manager) by soliciting and obtaining employment elsewhere;
e) that Beauty Holding did not grant you an interest or share of its company revenue or income, even if that company revenue or income was obtained by making use of any activity of a user on the Website, including (but not limited to) our users' financial activities;
f) that we were in any way responsible for a breach of your contractual obligations vis-à-vis third parties, or a breach of your statutory obligations in any jurisdiction - such as your duty to declare and pay personal income tax or other statutory contributions in relation to any payment received from us.
VII. Privacy policy – the protection and use of personal data
1. By accepting these terms and conditions, you expressly consent to the collection, storage, use and other forms of handling of your personal information by B.H. as described in this section. You can browse the Website without telling us who you are or revealing any personal information about yourself. However, if you choose to provide us with personal information, you expressly consent to us handling that information in accordance with the conditions as described in this section. You also agree to us transferring that information to, and storing it on, computers (servers) located in the United Kingdom and the United States. We store and process your information on computers protected by physical as well as technological security devices. Your information will thus be stored in a safe, confidential and secure environment.
2. We may collect and store the following personal information about you:
a) e-mail address, home address, telephone number and other contact information, and (depending on the type of user and service used) sometimes financial information, such as credit or debit card, Paypal or bank account details;
b) information about gender, date of birth, measurements (in regard to Models), occupation and other demographic data (in regard to Sponsors);
c) transactional information based on your activities on the Website, such as information on your activities in buying and selling $takes, other content you generate or information that relates to your account;
d) postage, billing and other information you provide;
e) community discussions (message boards), chats, dispute resolution, correspondence through the Website, correspondence sent to us and pictures uploaded on the Website;
f) computer sign-on data, statistics on page views, information and statistics on traffic to and from the Website (including the URL you just came from and the URL you go to next, whether they are URLs on the Website or not), advertising data, IP address, browser information and standard web-log information;
g) additional information from third parties (for example, if the information you provide cannot be verified, we may ask you to send us additional information such as a simple or certified copy of your personal ID, credit card statement, or a recent utility bill or other information confirming your address, or to answer additional questions to help verify your information).
3. Our main purpose in collecting personal information is to provide you with a safe, smooth, efficient, and customised experience. We may use your personal information to:
a) provide the services and customer support you request;
b) resolve disputes, collect fees, and troubleshoot problems;
c) prevent potentially prohibited or illegal activities, and enforce the user agreement;
d) customise, measure, and improve our services and the Website’s content and layout;
e) tell you about our existing products and services, changes to our existing products and services, new products and services and promotional offers based on your notification preferences;
f) compare information for accuracy and verify it with third parties.
4. If you do not wish to receive marketing communications from us, you should unclick a separate tick-box while registering for the Website. Please note that you cannot opt out of receiving administrative information that you need to know in order for us to provide you with our services.
5. We do not sell or rent your personal information to third parties for their advertising or marketing purposes. At the same time, we may aggregate your personal information with information on other users (such as demographic data of our users, or any other data we may collect on Models and Sponsors) - or/and information we collect from other persons or companies - for the purpose of conducting our internal research. You understand and agree that we may decide in our absolute discretion to rent, sell or otherwise disclose such aggregated, non-personal, research information to others as we deem appropriate.
6. We may disclose your personal information to:
a) our subsidiaries and other companies to ensure the proper provision of our services, help detect and prevent potentially illegal acts;
b) third parties (service providers) under contract who provide elements of our services, provide separate services that are complimentary to your use of the Website or otherwise help with our business operations (such as fraud investigations, bill collection, affiliate and rewards programmes and marketing activities);
c) other third parties to whom you explicitly ask us to send your information, or about whom you are otherwise explicitly notified and consent to when using a specific service;
d) law-enforcement agencies, other governmental agencies or third parties in response to a request for information to a criminal investigation, alleged illegal activity or any other activity that may expose us, you or other B.H. users to legal liability; the personal information we disclose in this respect may include your Username and Username history, name, city, country, telephone number, email address, fraud complaints and $take-buying or $take-selling history or anything else that we deem relevant or are legally required to disclose;
e) other business entities, should we plan to merge with, or be acquired by that business entity; should such a combination occur, we will require that the new combined entity follow this Privacy Policy with respect to your personal information; if your personal information will be used contrary to this Privacy Policy, you will receive prior notice from B.H.
7. We will not disclose your personal information to other B.H. users. In addition (and without prejudice to section VII point 6), in an effort to respect your privacy and our ability to keep the community free from B.H. users who attempt to carry out fraudulent or illegal activities on the Website, we will not otherwise disclose your personal information to anyone without a court order (or in circumstances where we are under a substantially similar legal obligation), except when we believe in good faith that the disclosure of such information is necessary to prevent imminent physical harm, pecuniary or non-pecuniary damage or to report or put a stop to suspected illegal activity.
8. Your Username is displayed throughout the Website and is therefore available to the public. All of your activities on the Website will be traceable to your Username. Notices can be sent to other community users regarding suspicious activity and policy breaches on the Website with reference to a Username. Therefore, if you associate your real name with your Username, the people to whom you have thus revealed your name will be able to personally identify your B.H. activities.
9. When you re-visit the Website from a computer that you have used to access the Website previously, certain information about you may be visible before you log in, such as your Username. Therefore, if you access the Website from a shared computer or a computer in an internet café, such information may also be visible to other individuals who use the computer after you. It is your sole responsibility to take a reasonable care to prevent others from tracking your activities on the Website in such circumstances, such as, for instance, by logging out after each session.
10. We use “cookies” (small files placed on your computer’s hard drive) on certain pages of the Website to help analyse our web page flow, customise our services, measure promotional effectiveness, and promote trust and safety. We offer certain features that are only available through the use of cookies, such as assistance to help identify you and maintain your "Log-in" status. Most cookies are “session cookies”, meaning that they are automatically deleted from your hard drive at the end of a session. You are always free to decline our cookies if your browser permits, although doing so may interfere with your use of the Website. You may encounter cookies from third parties on certain pages of the Website that we do not control, for example, if you view a web page created by another user, there may be a cookie placed by that web page.
11. Your B.H. password is an essential element to your B.H. account. Use numbers, letters, and special characters - and do not disclose your password to anyone. If you do share your password or your personal information with others, remember that you are responsible for all actions taken in the name of your account, including actions that result in fees being charged to your account. If you give away your password, you may be subject to legally binding actions taken on your behalf. Therefore, if your password has been compromised for any reason, you should immediately notify us and change your password.
12. You can see, review and change (edit) most of your personal information by logging into the Website and going to the “Log-in” section. You must promptly update your personal information if it changes or is inaccurate. Once you make a public posting (on one of our message boards), you may not be able to change or remove it. Upon your request, we will close your account and remove your personal information from public view as soon as reasonably possible, based on your account activity and in accordance with applicable law. Please note in this respect that a Model who has reached the Golden Beauty status will not be entitled to have her account deleted during the engagement period of one year (see, more specifically, sections III-V above). In addition, we do retain personal information from closed accounts in order to comply with legal obligations, prevent fraud, collect any fees owed, resolve disputes, troubleshoot problems, assist with any investigations, enforce these terms and conditions, and take other actions as permitted by law.
13. We use standard industry practices, including encryption, passwords and physical security, to protect your personal information against unauthorised access and disclosure. However, as you probably know, third parties may unlawfully intercept or access internet transmissions or private communications, and other users may abuse or misuse your personal information that they collect from the Website. Therefore, although we work very hard to protect your privacy, we do not promise, and you should not expect, that your personal information or private communications will always remain absolutely private and safe.
14. Except as otherwise expressly stated, this agreement addresses only the handling of information we collect from you. If you disclose your information to third parties, or other websites throughout the internet, different rules may apply to its use or disclosure. We do not control the privacy practices of such third parties and we encourage you to read their privacy policies and ask questions before you disclose your personal information to anyone.
VIII. Intellectual property, image and related rights
1. You guarantee that you have all intellectual property rights in the content you give to us by posting or uploading, such as photos and messages. We will not be held liable for any breach of intellectual property and related laws if we were not informed - by a reasonable prior notice - about the illicit nature of any content uploaded by users of the Website. We undertake to immediately exclude any illicit content from the Website as long as we find the relevant allegations to be reasonably justified.
2. When you give us content (photos, messages, etc.), you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise the copyright, trade marks, database rights and all other intellectual property rights you have in the content, in any media known now or in the future. In addition, you waive all moral rights you have in the content to the fullest extent permitted by applicable law. We need these rights to host and display your content.
3. Where a Model has reached the Golden Beauty status, We will be the sole owners of all intellectual property rights to the Model's portfolio and other photo or video material produced in the context of the Beauty Holding programme, unless a separate agreement is reached by us in this respect with another party. Neither Models nor Sponsors will claim any intellectual property rights in this respect.
4. A Model, once having reached the Golden Beauty status, grants us an exclusive worldwide license to negotiate on her behalf and obtain payments from the sale, licensing or other use of the Model’s image on any material or media (also see section IV above).
IX. Liability
1. The scope and limits of our liability with regard to Models and Sponsors is set out in sections IV, V and VI above. The scope and limits of our liability concerning the handling of personal data is set out in section VII above. The scope and limits of the relevant parties' liability in relation to intellectual property, image and related rights is set out in section VIII above. Without prejudice to the foregoing and to the extent permissible by applicable law, we hereby disclaim any responsibility for any consequence arising from your access to or use of the Website or any links to any other websites provided therein.
2. You will not hold B.H. responsible for other users’ actions or inactions. We rely on our users to provide information and data in good faith. Although we are trying to ensure that no user abuses these terms and conditions - for instance, by registering with a false identity or opening a number of accounts under different names - we cannot guarantee that all users will respect this agreement. While we may use techniques that aim to verify the accuracy and truth of the information provided by our users, user verification on the internet is difficult. B.H. cannot and does not confirm, and is not responsible for ensuring, the accuracy or truthfulness of users' purported identities or the validity of the information which they provide to us or post on the Website.
3. You accept sole responsibility for the legality of your actions under laws applying to you and the legality of any of the content you list on the Website.
4. We cannot guarantee continuous or secure access to our services, and the operation of the Website may be interfered with by numerous factors outside of our control. While we will use our reasonable endeavours to maintain an uninterrupted service, we cannot guarantee this and we do not give any promises or warranties (whether express or implied) about the availability of our services.
5. You agree that we shall not be held liable to you (or any other person) in breach of contract, tort (including, for the avoidance of doubt, negligence) or otherwise for any damage and/or loss (including consequential damage and/or loss) arising as a result of this agreement (or any other document referred to herein) or your access or use of the Website. For the avoidance of doubt, this limit of liability shall extend to any form of liability for damage and/or loss - whether pecuniary or non-pecuniary - to the extent permissible by law.
6. If you have a dispute with one or more users, you release us from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
7. You agree that you will only use the Website in accordance with the terms and conditions set out herein. You will compensate us in full for any losses or costs (including reasonable legal fees) we incur arising from any breach by you of this user agreement.
X. Amendments and notices
1. Unless you and B.H. agree otherwise, you will not be able to cancel or modify this user agreement once the supply of our services has commenced. B.H. is empowered to propose amendments to these terms and conditions at any time by posting the amended terms in the News section of the Website. All amended terms will become effective with respect to all registered users within 30 days after the amendments were posted on the Website, except in regard to a registered user who gave us a reasonable notice as to his or her objection to the amendment in question. The sole form of "a reasonable notice" in this respect is, for the avoidance of doubt, an e-mail addressed to us at the following address - info@beautyholding.com - setting out in clear and comprehensive terms the factual and legal grounds of the registered user's disagreement. No message posted by a registered user on any personal profile page or message board on the Website will be considered as "a reasonable notice", nor will messages of vague or vexatious origin. This user agreement may not be otherwise amended except in writing signed by you and us.
2. Except as explicitly stated otherwise, all notices by users shall be sent to us by e-mail at the following address - info@beautyholding.com. We shall send notices to you by e-mail that you provided to us when registering as a user. Notices sent to you by e-mail shall be deemed to have been received by you 24 hours after they are sent, unless we receive a message about a failure of delivery.
XI. Miscellaneous
1. A person who is not a party to this user agreement has no right to enforce any term of this user agreement. However, this does not affect any right or remedy of a third party specified herein or which exists or is available under applicable law.
2. These terms and conditions, together with any document referred to herein, constitute the entire agreement between you and us in connection with the subject matter of these terms and conditions and supersedes completely all previous agreements, negotiations and commitments in such respects. You acknowledge that you have not entered into these terms and conditions in reliance upon any representation, warranty or undertaking which is not expressly set out in these terms and conditions.
3. You are not permitted to assign your rights (including any rights you may have in $takes) under these terms and conditions unless expressly permitted by us.
4. The invalidity or unenforceability of any part of these terms and conditions shall not affect the validity or enforceability of the remainder.
5. No failure or delay by you or us in exercising any right or remedy under or by virtue of these terms and conditions shall operate as a waiver thereof or preclude the exercise of such right or remedy on any subsequent occasion.
6. No waiver granted by us of any default or breach of this user agreement and/or any other document referred to herein shall be deemed to be a continuing waiver or a waiver of any other breach or default pertaining to this agreement and/or any other document referred to herein, no matter how similar.
XII. Jurisdiction
1. These terms and conditions shall be governed by and construed in accordance with the Jersey Law. You and Beauty Holding both agree to submit to the non-exclusive jurisdiction of the Jersey Courts. The text of these terms and conditions in the English language is the only version that will be taken into account in case of a dispute as to the interpretation of this user agreement. At the same time, we strongly encourage you to first seek a resolution by contacting us by e-mail at the following address - info@beautyholding.com. We will consider a reasonable request to resolve any dispute through alternative dispute resolution procedures (such as mediation or arbitration) as alternatives to litigation.
