The Bell Textron Inc. (“Bell” or “Company”) Prospect Referral Program (“Program”) offers eligible individuals the opportunity to earn a Referral Reward for identifying new purchasers of Bell-owned 505 aircraft, subject to the conditions herein.
Bell reserves the right, at its sole discretion, to modify, change, or terminate the Program for any reason at any time and without notice. Unless otherwise expressly stated any changes made to the Program shall apply to all referring parties and prospective purchasers (collectively “Parties”) starting on the effective date of such changes.
To participate in the Program, all referring parties and prospects must agree and abide by these Terms and Conditions in their entirety.
Eligible Referring Parties
An “Eligible Referring Party” is any legal person who is not any of the following: (i) a non-profit organization, non-governmental organization; government agency, department, commission or bureau; (ii), a government official or employees (including managers and employees of a state-owned business); (iii) a candidate for political office; (iv) an “Immediate Family Member” of Prospect; (v) a legal person who owes a contractual, legal, or fiduciary duty to the Prospect or would otherwise create a conflict of interest; (vi) an employee, manager, director, or “Immediate Family Member” of Textron, Bell, or subsidiaries or affiliates thereof; (vii) a Specially Designated National (SDN), subject to US sanctions, subject to a US Trade Embargo, or otherwise proscribed or barred from doing business with a U.S. person.
An “Eligible Prospect” is any legal person with both the current interest and financial ability to purchase an aircraft, who is not any of the following: (i) a non-profit organization, non-governmental organization; government agency, department, commission or bureau; (ii), a government official or employees (including managers and employees of a state-owned business); (iii) a candidate for political office; (v) an employee, manager, director, or “Immediate Family Member” of Textron, Bell, or one subsidiaries or affiliates thereof; (vi) a prospective purchaser “known to Bell”; (vii) a Specially Designated National (SDN), subject to US sanctions, subject to a US Trade Embargo, or otherwise proscribed or barred from doing business with a U.S. person.
A prospective purchaser is “known to Bell” if records accessible to Company reveal any type of marketing or sales contact with the prospective purchaser, an “Immediate Family Member” of the prospective purchaser, or any Affiliate of the prospective purchaser within twenty four (24) months of the “Time of Submission.”
Company will have the sole discretion to determine whether a legal person is an Eligible Prospect for purposes of the Program.
An “Eligible Referral” is a referral of an Eligible Prospect submitted through Bell’s online portal (“Portal”) on the Bell Flight website by an Eligible Referring Party. An Eligible Referral’s qualification for a Referral Reward is not guaranteed and is contingent on the satisfaction of all Program Terms and Conditions.
“Affiliate” or “Affiliates” shall mean a subsidiary, joint venture, parent, or sister corporation wholly or majority-owned by the same parent entity.
“Immediate Family Member” as used herein shall include spouse, parent, grandparent, great grandparent, child, grandchild, aunt, uncle, in-law, step-child, step-parent, step-grandparent or step-great grandparent relationships to the third degree of consanguinity.
“Time of Submission” shall mean the time and date stamp on the referral submission, as recorded by the Company’s Portal for referral submissions. The Time of Submission will control all processes for the Program.
Eligible Referring Party must provide all required information on the Portal submission form, including the Eligible Referring Party’s electronic signature certifying accuracy of the information and validity of the prospective opportunity. The Eligible Referring Party must be willing and able to introduce the Eligible Prospect to Company.
Only the initial purchase by Eligible Prospect resulting from the referral is eligible for the Referral Reward. In the event Eligible Prospect purchases multiple Bell-owned 505 aircraft at the initial purchase, Bell will pay one Referral Reward per Bell-owned 505 aircraft sold.
In the event of multiple referring parties refer the same Eligible Prospect, the first Eligible Referring Party to submit the referral for the Eligible Prospect may qualify for a Referral Reward. The Time of Submission will control for purposes of determining the first Eligible Referring Party.
Company Review & Approval for Eligibility
Company will review each referral submission and determine, in its sole discretion, whether the referral is an Eligible Referral that satisfies the Program’s preliminary requirements. Company will notify the referring party within thirty (30) calendar days of submission of an Eligible Referral that may qualify for a Referral Reward. Failure of Company to provide the notice will be deemed a determination the referral was ineligible for the Program.
The referring party agrees to provide any additional information that may be reasonably requested by Company needed to confirm that the Referring Party is an Eligible Referring Party and that the identified prospective purchaser is an Eligible Prospect.
Restrictions on Transfer
The benefits of the Program, including any expectation of receiving a Referral Reward, cannot be transfererred, licensed, assigned, conveyed, or borrowed-against by the Eligible Referring Party. Any violations of these restrictions will render Parties ineligible to receive a Referral Reward under the Program.
Payment of Referral Reward
The Eligible Referring Party of an Eligible Referral may qualify for a $7,500 (seven-thousand, five-hundred dollars USD) Referral Reward, subject to the Program Terms and Conditions. In order to qualify for the payment of a Referral Reward, both the Eligible Prospect’s purchase a Bell-owned 505 and the Company’s ability to firm that purchase occur within twelve (12) months of the Time of Submission.
The Eligible Referring Party hereby agrees that Company has and shall retain the right to notify the Eligible Prospect of the proposed Referral Reward payment to the Eligible Referring Party to ensure the lack of any conflicts of interest or breaches of contractual, legal, or fiduciary obligations between the Parties.
Payment of Referral Reward
Payment of Referral Reward will be made within sixty (60) days of the aircraft delivery. Payment of Referral Rewards will only be made to a bank account in the country in which the Referring Party resides by wire transfer, barring exceptional circumstances.
Upon payment of the Referral Reward, the referral information and any associated value shall immediately transfer to the Company and Prospect shall be deemed “known to Bell.” No additional Referral Rewards will be made in connection with subsequent sales to the Prospect.
Duties of Referring Party
In order to ensure proper and timely payment of Referral Reward, the Eligible Referring Party must cooperate with Company and furnish all documents, including banking details and identification verification, necessary to execute the payment. Failure to cooperate with Company and furnish the necessary documents may negate the eligibility for the Referral Reward or delay the date of payment.
ELIGIBLE REFERRING PARTY IS RESPONSIBLE FOR ALL TAXES DUE AND PAYABLE ON PAYMENT OF A REFERRAL REWARD. COMPANY MAY HOLD PAYMENT OF REFERRAL REWARDS UNTIL IT RECEIVES A W-9, OR OTHER DOCUMENTATION NEEDED FOR PURPOSES OF REPORTING THE AMOUNT OF THE PAYMENT TO THE APPLICABLE AUTHORITIES.
Relationship of Bell and Referring Party
Eligible Referring Party affirms that they are not an agent or sales representative of Company, or otehrwise affiliated with Company.
Eligible Referring Party does not have the authority to:
(i) Make promises, bind, contract for or assume obligations on behalf of Company;
(ii) Purchase any Aircraft from Company;
(iii) Negotiate with any Prospect, or Company Customer for the purchase of an aircraft;
(iv) Hold itself out as a Company representative; or
(v) Use any Company trademark, service mark, logo or copyright.
Eligible Referring Party agrees that Company may use his/her/its name and likeness in connection with its marketing materials promoting the Prospect Referral Program.
Data Processing by Company
Company may receive or retain Personal Data from the Eligible Referring Party in connection with the Program, which may include Personal Data of the Eligible Referring Party, a prospective purchaser, and any employees, agents, and representatives of the Eligible Referring Party and Eligible Prospect involved in the execution of the Program (collectively referred to as “Concerned Parties”). Personal Data received under this Agreement may include any Concerned Party’s first and last name, email address, telephone number, and information requested to facilitate referral eligibility determinations and Referral Reward payment under this Program.
Company will process such Personal Data only as necessary to execute the Program and enable the continuous improvement, marketing, and support of Company’s products, programs, and services.
Data Processing by Referring Party
The Eligible Referring Party will comply with all controlling data protection laws and regulations, including the California Consumer Privacy Act (“CCPA”) and the European Union’s General Data Protection Regulation (“GDPR”), which may impose limitations on the transfer and processing of personal data. The Eligible Referring Party represents and warrants that it has obtained any necessary permissions needed to collect and transfer the Personal Data of any prospective purchaser to Company.
Eligible Referring Party bears full liability in the event of unlawful processing of the third-party personal data. If Eligible Referring Party receives any complaint, Eligible Referring Party must notify the Company, without undue delay, of the alleged privacy law violation. Eligible Referring Party’s notification to the Company of such violations must include the details of the allegations as well as the communication from the third-party alleging the privacy law violations. In the event the third-party refuses to provide Company with permission to communicate with the third-party or alleges that Personal Information was provided without authorization, Company will delete such Personal Information and no Referral Reward will be paid.
Company may unilaterally terminate its obligation to pay a Eligible Referral Reward and Parties shall not be eligible to participate in the Program if either Eligible Referring Party or Eligible Prospect:
i. Breaches of any promise, commitment, or obligation under the Program;
ii. Violates applicable laws or regulations, including the Data Protection laws;
iii. Fails to comply with U.S. sanctions and embargos;
iv. Resides resides in a country subject to a U.S. Trade Embargo and is a Specially Designated National, or are otherwise proscribed or barred from doing business with a U.S.
Choice of Law and Jurisdiction
The Program will be governed by the laws of the State of Texas, U.S.A. If any action or proceeding is commenced to enforce this Program, Company and Eligible Referring Party consent to the jurisdiction and venue of either the State, or Federal courts located in the County of Tarrant, state of Texas.
Company and Eligible Referring Party agree to exclude Texas conflicts of law provisions from use in interpreting the Program. Company and Eligible Referring Party agree to exclude the United Nations Convention on Contracts for the International Sale of Goods, 1980; and any successor thereto from this Program.
Any notice required under this Agreement will be in writing. Company may send notices by mail to the address of the Referring Party provided as part of the form. Company’s address for Notices will be:
BELL TEXTRON INC.
3255 BELL FLIGHT BLVD.
FT. WORTH, TX 76118
ATTN: COMMERCIAL CONTRACTS
This Agreement constitutes the entire agreement between Company and Eligible Referring Party concerning its subject matter and it supersedes all prior written or oral agreements, representations, negotiations, statements, and discussions between parties regarding its subject matter. In the event of any inconsistency between the provisions of this Agreement and any Appendix or modification thereof, such inconsistency shall be resolved by giving precedence to the document which is the most recent in time as measured by the dated signature of Company.