How points convert to benefits
- Twenty per cent of the net proceeds of the site will be distributed to the Looking Glass members each financial year
- The distribution of these proceeds will be made by conversion of redeemable points into cash
- Members who choose not to convert their redeemable points will carry their unredeemed points forward into the next financial year
- Members who do not have sufficient points for conversion into cash will carry their points forward into the next financial year
- Further details of the plan are described below.
Looking Glass Membership Rewards Plan
Looking Glass is operated by Wonderlandaward.com Ltd,, a company incorporated in England and Wales, registration number 6112646, registered offices at Maxwell Winward LLP
27 Chancery Lane, London WC2A 1PA, UK,
The Company intends to introduce a rewards plan (“the Rewards Plan”) to encourage and reward contributions to “Looking Glass: A Guide to the Best Movies on the Web” (“the Site”) as soon as possible after launch. Our philosophy is that those whose participation enhances the Site (“Members”) should share in its success. We intend that the detailed rules relating to the Rewards Plan (“the Rules”) will include:
- A membership rewards system such that 20% of the Net Proceeds of the Site (as described below) would be available to be shared among contributing Members.
- A ranking system which will encourage and reward use of the Site by awarding points to Members during each Plan Year on the basis of criteria to be determined and set by the Company from time to time.
- Levels to be fixed by the Company from time to time as to the number of points held at the end of each Plan Year which would entitle a Member to redeem points for cash (any unredeemed points being carried forward to the next Plan Year).
- The first year of the Rewards Plan will commence on launch and end on 31 March 2009; subsequent years will end on 31 March in each year. Such years are referred to as “Plan Years”.
- Each Member's points for a Plan Year will be fixed at the end of such Plan Year, when the points earned (and carried forward if applicable) by the Member during such Plan Year, will be calculated.
- After the end of the Plan Year the Company will determine the net proceeds of the Company derived from the Site (“Net Proceeds”). Net Proceeds will include the result of advertising revenue from the Site and charges by the Company for other goods or services which it may provide through the Site to Members and other visitors to the Site less related expenses, deductions and reserves.
- Net Proceeds will be stated after paying or providing for all associated expenses (including all costs of establishing the Company not previously amortised and all costs of the Rewards Plan)..
- Each Member will be notified by the Company after the end of the Plan Year of points earned (including any earned in a previous Plan Year and carried forward) by the Member during such Plan Year and of any resulting entitlement of the Member to redeem points for cash.
- Any Member who has such an entitlement will then notify the Company whether or not he or she wishes to redeem the points, receiving a cash payment from the Rewards Plan in respect of them, or to carry them forward into the next Plan Year and add them to any points the Member may earn in that year.
- A Member who has not accrued sufficient points during a Plan Year to be entitled to redeem them for cash will automatically carry such points forward to the next Plan Year.
- The Company shall have sole and absolute discretion at all times in relation to the Rules and the operation of the Rewards Plan. Without limitation the Company may change or modify any Rule at any time, may amend or modify the Rewards Plan in any respect, may withdraw or terminate it, may alter the Plan Year or the relative criteria which distinguish between different levels of points and respective entitlements or otherwise of Members to redeem points, or may amend or abolish any such criteria, in each case at any time and without thereby incurring any liability to any Member or to any other person.
- Points do not confer any interest in any securities of the Company. They are non-transferable and are personal to the Member who has earned them. Any act which the Company considers to be an attempt by a Member to transfer points or to deal in any way with any points (including any attempt to create any interest of any nature in any points) will result in the immediate cancellation by the Company of such points and the future exclusion of such Member from the Rewards Plan.
- Net Proceeds are not intended to correspond to an accounting definition of "net income" but, rather, are a measure of the Company's available funds, as determined by the Company's Board of Directors in accordance with the Rules.
- Introduction of the Rewards Plan is subject to detailed legal and accounting advice to the Company. Subject to receiving such advice that the Rewards Plan may be introduced we will draw up the Rules following launch and will publicise the Rules on the Site. Such detailed Rules will among other things provide that points may not be accrued and/or redeemed if to do so would be contrary to law for any reason (including but not limited to the Member being a minor or person under legal disability) in any jurisdiction to which the Company or the relevant Member is subject. If it is lawful for the Member in question to accrue points but not to redeem them the Company will use such efforts as it considers commercially reasonable (deducting the costs thereof from any redemption proceeds) to enable the Member to redeem such points for cash if the same can be achieved in compliance with all applicable laws.
- Although the Company hopes that Net Proceeds will be generated, introduction of the Rewards Plan does not provide any assurance that Net Proceeds will be available for distribution to Members in the first Plan Year or in subsequent Plan Years. If Net Proceeds are available in a Plan Year and the Member rolls points forward, the benefit of such points could be lost if the Company incurs losses in subsequent years.