POLICIES AND PROCEDURES

 1.0 INTRODUCTION

 1.1 Mutual Commitment Statement

 Debt Cleanse Group Legal

 Services, LLC, or Debt Cleanse Group Legal Services, LLC, or Debt Cleanse Group
 Plan, LLC in Michigan, Virginia, and West Virginia(hereafter “Debt Cleanse”or simply the
 “Company”) recognizes that in order to develop a long-term and mutually
 rewarding relationship with its independent business owners (“Advocates”) and retailMembers
 (“Members”), Company and itsAdvocates
 must acknowledge and respect the true nature of the relationship.

 A.  In the spirit of mutual respect and understanding, Company is committed to:

I.          Providing prompt, professional and courteous service and
communications to all of its Advocates and Members;

II.        Providing the highest level ofquality products/services, at fair
and reasonable prices;

III.       Exchanging or refunding the purchase price of any product,
service or membership as provided in our Return
Policy;

IV.       Delivering orders promptly and accurately;

V.        Paying commissions accurately and on a timely basis;

VI.       Expediting orders or checks if an error or unreasonable delay
occurs;

VII.     Rolling out new products/services and programs with Advocate
input and planning;

VIII.    Implementing changes in the Rewards Plan or Policies and
Procedures that affect the Advocate with input from the Advocates;

IX.       Supporting, protecting and defending the integrity of the Companysales opportunity; and

X.        OfferingAdvocates an opportunity to grow with Company.

 

B.  In return, Company expects that its Advocates will:

I.    Conduct themselves in a professional, honest, and considerate manner;

II.        Present CompanyCorporate
and product/service information in an accurate and professional manner;

III.       Present the Rewards Plan and Return Policy in a complete and
accurate manner;

IV.       Not make exaggerated income claims;

V.        Make reasonable effort(s) to support and train Advocates and Members
in their downline;

VI.       Not engage in cross-line recruiting, unhealthy competition or
unethical business practices;

VII.     Provide positive guidance and training to Advocates and Members
in their downline while exercising caution to avoid interference with other
downlines. As such, an Advocate is discouraged from providing cross-line
training to an Advocate or Member in a different organization without first
obtaining consent of the Advocate’s or Member’s upline leader;

VIII.   Support, protect, and defend the integrity of the Companysales

                        opportunity;

IX        Accurately complete and submit the AdvocateAgreement and any
requested supporting documentation in a timely manner; and

X.        Refrain from acting in any way that may constitute harassment
of any kind, such conduct may include: derogatory or threatening comments,
inappropriate sexual behavior including but not limited to unwelcomed sexual
advances or requests for sexual favors, displaying visual images of a sexual
nature, physical or verbal harassment, or violent behavior. Advocates are
strongly encouraged to report any type of harassment incidents immediately.
Company will not tolerate acts or threats of violence or other violative
actions and will investigate all reports and will not hesitate to discipline or
terminate an Advocate who is found to have violated this provision.

 

1.2Policies and Rewards Plan Incorporated into theAdvocateAgreement

Throughout these Policies, when the term “Agreement” is used, it
collectively refers to the Income Disclaimer Statement, CompanyPolicies
and Procedures, the Company Privacy Policy, the Rewards Plan, the Advocate
Agreement, and if applicable, the Business Entity Registration Form. It is the responsibility of the Sponsoring Advocate
to provide the most current version of these Policies and Procedures (available
on the Companywebsite) and the CompanyRewards Plan to each applicant prior totheirexecution
of theAdvocateAgreement.

 

1.3       Purpose of Policies

 

A.        Company is a
direct sales company that markets products and services through a network of
business owners. To clearly define the relationship that exists between Advocates
and Company and to explicitly
set a standard for acceptable business conduct, Company has established these Policies and
Procedures.

 

B.        CompanyAdvocates
are required to comply with; (i) all of the Terms and Conditions set forth in
the Advocate Agreement, which Company may amend from time to time in its sole discretion; (ii) all federal, state
and/or local laws governingtheirCompany business; and (iii) these Policies and Procedures and all agreements
incorporated herein.

 

C.        CompanyAdvocates
must review the information in these Policies and Procedures carefully. Should an
Advocate have any questions regarding a policy or rule, the Advocate is
encouraged to seek an answer from theirSponsor or any other upline Advocate. If
further clarification is needed the Advocate may contact CompanyMemberService.

 

1.4
      Changes, Amendments, or
Modifications

 

A.        Because federal, state, and local laws, as well as the
business environment, periodically change, Company reserves the right to amend
the Agreement and the prices of Company products/services in its sole and
absolute discretion. Notification of amendments shall appear in Official Company
Materials.Amended provisions
shall not apply retroactively to conduct that occurred prior to the
effectivedate of the amendment(s) except where indicated, and only in the event
that the Advocate expressly agrees to the amendment.

 

NOTWITHSTANDING ANYTHING TO THE CONTRARY ABOVE, ANY
AMENDMENT BY THE COMPANY TO THE DISPUTE RESOLUTION SECTION HEREIN SHALL ONLY
TAKE EFFECT UPON AN ADVOCATE’S EXPRESS AGREEMENT TO SUCH AMENDMENT. AN ADVOCATE
MAY INDICATE THEIR AGREEMENT TO SUCH PROPOSED AMENDMENT BY FOLLOWING THE
INSTRUCTIONS ACCOMPANYING THE PROPOSED AMENDMENT THAT WILL APPEAR WHEN LOGGING
IN TO THE CORPORATE WEBSITE OR THE ADVOCATE’S PERSONAL WEBSITE. COMPANY MAY
TERMINATE THE ADVOCATE AGREEMENT OF ANY ADVOCATE WHO DOES NOT AGREE TO A PROPOSED
AMENDMENT TO THE DISPUTE RESOLUTION SECTION WITHIN THIRTY (30) DAYS AFTER THE
EFFECTIVE DATE OF THE AMENDMENT. ANY SUCH AMENDMENT SHALL APPLY TO ALL CLAIMS
BROUGHT BY COMPANY OR THE ADVOCATE ON OR AFTER THE EFFECTIVE DATE OF THE
AMENDMENT, REGARDLESS OF THE DATE OF OCCURRENCE OR ACCRUAL OF ANY FACTS
UNDERLYING SUCH CLAIM.

 

B.        For purposes of this Section and others within these Policies
and Procedures, it is imperative for Advocates to keep all contact information
up to date for any such amendment, change, or modification shall be effective
immediately upon notice by one of the following methods:

 

I.          Posting
on the official Companywebsite;

 

II.        Electronic
mail (e-mail); or

 

III.       In writing through the Company newsletters or other Company communication channels.

 

1.5Delays

 

Company shall not be responsible for delays or failures in performance of its
obligations when such failure is due to circumstances beyond its reasonable
control. This includes, without limitation, strikes, labor difficulties,
transportation difficulties, riot, war, fire, weather, pandemic, curtailment of
a source of supply, or government decrees or orders.

 

1.6   Effective Date

 

These Policies and Procedures shall become effective as of January1,
2022 (“Effective Date”)and, at such time, shall automatically supersede any
prior Policies and Procedures (“Old Policies and Procedures”), and, on that
date, the Old Policies and Procedures shall cease to have any force or effect.

 

2.0       BASIC PRINCIPLES

 

2.1       Becoming A Debt CleanseAdvocate

 

A.        To
become an Advocate, an applicant must comply with the following requirements:

 

I.          Be
of the age of majority (not a minor) in their state of residence;

 

II.        Reside
or have a valid address in the United States or a U.S. territory;

 

III.       Have a valid taxpayer identification number (i.e., Social
Security Number, Federal Tax ID Number, ITIN, etc.);

 

IV.       Submit a properly completed and signed Advocate Agreement to Company;

 

V.        Not be a Company
employee, the spouse of a Company
employee or related to an employee of Company and living in the same household as such Companyemployee;

 

VI.       Submit a complete Advocate Agreement agreeing to all the terms
of the Agreements listed therein and these Policies and Procedures.

 

2.2       New Advocate RegistrationBy Internet

 

A.        A potential new Advocate may self-enroll on the Company
corporate website or aSponsor’sreplicated website. In such event, instead of a
physically signed AdvocateAgreement, Company will accept the electronicAdvocateAgreement by way of web-enrollment
and one’s “electronic signature.” This electronic signaturesignifies that the
new Advocate has accepted the Terms and Conditions of theAdvocateAgreement.Please
note that such electronic signature constitutes a legally binding agreement
between you and the Company.

 

B.        Company
reserves the right to require signed paperwork for any account, regardless of
origin.

 

C.        If requested the signed Advocate Agreement must be received by
Company withinseven (7) days of
enrollment.

 

D.        Signed documents, including, but not limited to,the Advocate
Agreement and the Business Entity Registration form, are legally binding
contracts which must not be altered, tampered with or changed in any manner
after they have been signed. False or misleading information, forged signatures
or alterations to any document, including business registration forms, made
after a document has been signed may lead to sanctions, up to and including
involuntary termination of the Advocate’s business.

 

2.3       Rights Granted

 

A.        Company hereby
grants to the Advocate a non-exclusive right, based upon the Terms and Conditions
contained in the AdvocateAgreement and these Policies and Procedures, to:

 

I.          Purchase
Company products/services;

 

II.        Promote
and sell Company products/services;
and

 

III.       Sponsor new Advocates and Members in the United Statesand in
countries where Company may
become established after the Effective Date of these Policies and Procedures.

 

2.4       Identification Numbers

 

All Advocates are required to provide their Social
Security Number, Federal Employer Identification Number, or their Government
Issued ID Number to the Company either on
the Advocate Agreement or at the Company’s request. Upon enrollment, the
Company will provide a unique Advocate/Company Identification Number to the Advocate
by which they will be identified. This
number will be used to place orders, structure organizations, and track
commissions and bonuses.

 

2.5       Renewals and Expiration of the Advocate Agreement

 

A.               
In order
to remain Active, an Advocatewill be required to submit a renewed Advocate
Agreement and maintain a minimum of $100 Personal Sales Volume (“PSV”) per
month.

 

B.                
If the Advocate
allows their AdvocateAgreement to expire due to nonpayment, the Advocate will
lose any and all rights to their downline organization unless the Advocate
re-activates within sixty (60) days following the expiration of the Agreement.

 

C.                
If the
former Advocate re-activates within the 60-day time limit, the Advocate will
resume the rank and position held immediately prior to the expiration of the AdvocateAgreement.However,
such Advocate’s paid as level will not be restored unless their and/or an
entity qualifies at that payout level in the new month. The Advocate is not
eligible to receive commissions for the time period that the Advocate’s business
was expired.

 

D.               
Any Advocatewho
was terminated or whose Agreement has expired and lapsed the 60-day grace
period is not eligible to re-apply for a Company business for twelve (12) months following the expiration of the AdvocateAgreement.

 

E.                
The
downline of the expired Advocate will roll up to the immediate, active upline Sponsor,
or as otherwise determined at Company’s sole discretion so as to protect the
integrity of the genealogy and to avoid any potential manipulation thereof.

 

2.6       Business Entities and Changes in Advocate Genealogy

 

A.        A corporation, partnership, LLC, or trust (collectively
referred to as a “Business Entity”) may apply to be a CompanyAdvocate by way of
the Business Entity Registration Form. This Advocate business and position will
remain temporary until the proper
documents are submitted. The Business Entity Registration Form stipulates the
specific documentsnecessary for submission, including but not limited to:
Certificate of Incorporation, Articles of Organization, Advocate Agreement or
appropriate Trust documents.  Company
must receive these documents within seven (7) days from the date the AdvocateAgreement
was signed.

 

B.        A CompanyAdvocate
may change theirstatus under the same Sponsor from an individual to a
partnership, LLC, corporation, trust or from one type of business entity to
another.

 

C.        Changes to a Business Entity. Each Advocate must
immediately notify the Company of any
changes to the type of business entity they utilize in operating their Company business and the
addition or removal of business Advocates. A Company business may change its status under the same sponsor
from an individual to a partnership, corporation or trust, or from one type of
entity to another. The Advocate Agreement form must be signed by all of the
shareholders, partners, or trustees. Members of the entity are jointly and
severally liable for any indebtedness or other obligation to the Company.

 

D.        Change of Sponsor.To protect
the integrity of all marketing organizations and safeguard the hard work of all
Advocates, the Company rarely
allows changes in sponsorship, with the rare exception of direct line changes
(meaning placement is not affected). A direct line change request must be made
by submitting a completed Sponsor Change Request Form within a seven (7) day
period from the date of enrollment, and must come from the current listed
sponsor.

 

E.         Change of Placement.A request for change of placement must be
submitted within seven (7) days of the date of enrollment and must be requested
by the current listed sponsor. An Advocate can only be moved inside of the same
sponsor’s organization. If approved, an Advocate is placed in the first
available open bottom position on the date that the change is made. Advocates
who have earned commissions or achieved rank are not eligible for placement
changes. Please note that decisions made for any change request (sponsor or
placement) are at the sole discretion of the Company and the acceptance of one change will never
constitute the acceptance of future changes for that Advocate or any other.

 

F.         One Company Business Per Advocate.An Advocate may
operate or have an ownership interest, legal or equitable, as a sole
proprietorship, partner, shareholder, trustee, or beneficiary, in only one
Company business. No individual may have, operate or receive compensation from
more than one Company business. Individuals of the same family unit may each
enter into or have an interest in their own separate Company businesses, only
if each subsequent family position is placed frontline to the first family
member enrolled. A “family unit” is defined as spouses and dependent children
living at or doing business at the same address.

 

2.7       Independent Business Relationship; Indemnification for Actions

 

A.        The CompanyAdvocate
is an independent contractor and not a purchaser of a franchise or sales
opportunity. Therefore, each Advocate’s success depends on their independent
efforts.

 

B.        The Agreement between Company and its Advocates does not create an employer/employee relationship,
agency, partnership, or joint venture between Company and the Advocate.

 

C.        A CompanyAdvocate
shall not be treated as an employee of Company for any purposes, including, without limitation, for federal or state
tax purposes. All Advocates are responsible for paying local, state, and federal
taxes due from all compensation earned as an Advocate of Company. Any other compensation received by Advocates
from Company will be governed by
applicable U.S. tax laws (or the tax laws of any other applicable
jurisdiction). The Advocate has no express or implied authority to bind Company to any obligation or to make any commitments
by or on behalf of Company.  Each Advocate, whether acting as management
of a Business Entity or represented as an individual, shall establish his or
her own goals, hours, and methods of operation and sale, so long as he or she
complies with the Terms of the AdvocateAgreement, these Policies and Procedures
and applicable federal, state and provincial laws.

 

D.        The CompanyAdvocate is fully responsible
for all of his or her verbal and written communications made regarding Company
products, services, and the Rewards Plan that are not expressly contained
within official Company materials. Advocates shall indemnify and hold harmless
Company, its directors, officers, employees, product suppliers and agents from
any and against all liability including judgments, civil penalties, refunds,
attorney fees and court costs incurred by Company as a result of the Advocate’s
unauthorized representations or actions. This Provision shall survive the
termination of the CompanyAdvocate Agreement.

 

E.         Advocates may not answer
the telephone by saying “Debt
Cleanse,” “Debt Cleanse Group
Legal Services, LLC” “Debt Cleanse Group Services, LLC”or by any other
manner that would lead the caller to believe that they have reached the Company’s corporate offices. An
Advocate may only represent that they are a Company Advocate. Therefore, all correspondence and business
cards relating to or in connection with an Advocate’s Company business shall
contain the Advocate’s name followed by the term “Advocate.”

 

            F.         Sales
Tax Obligations. The Advocate
shall comply with all state and local taxes and                     regulations
governing the sale of Company
products and services.

 

G.        Company will
collect and remit sales tax on Advocate orders unless an Advocate furnishes Company with the appropriate Resale Tax Certificate
form. When orders are placed with Company, sales tax is prepaid based upon the suggested retail price. Company will remit the sales tax to the appropriate
state, Provincial and local jurisdictions. The Advocate may recover the sales
tax when he or she makes a sale. CompanyAdvocates are responsible for any additional sales taxes due on
products/services marked up and sold at a higher price.

 

H.        Company
encourages each Advocate to consult with a tax Advocate for additional
information for their business.

 

2.8       Errors or Questions

 

If an Advocate has questions about, or believes any errors have been
made regarding commissions, bonuses, business reports, orders, or charges, the Advocate
must notify Company in writing
within thirty (30) days of the date of the error or incident in question. Any
such errors, omissions or problems not reported within thirty (30) days shall
be deemed expressly waived by the Advocate.

 

2.9       Governmental Approval or
Endorsement

 

Neither federal nor state regulatory agencies or
officials approve or endorse any direct selling or network marketing companies
or programs. Therefore, Advocates shall not represent or imply that the Companyor its Rewards Plan
have been “approved,” “endorsed,” or otherwise sanctioned by any government agency.

 

3.0       DEBT CLEANSE’SADVOCATE RESPONSIBILITIES

 

3.1       Correct Addresses

 

A.        It is the responsibility of a Member/Advocate to make sure Company has the correct shipping address before any
orders are shipped and for the Advocate to have up to date and accurate contact
information for Company to communicate with Advocate.

 

B.        A Member/Advocate will need to allow up to thirty (30) days
for processing after the notice of address change has been received by
Company.

 

C.        A Member/Advocate may be assessed a$20 USD fee for returned
shipments due to an incorrect shipping address.

 

3.2       Training and Leadership

 

A.        Any CompanyAdvocatewhoSponsorsanother
Advocate into Company must
perform an authentic assistance and training function to ensure their downline
is properly operating theirCompany
business. Sponsoring Advocates should have ongoing contact and communication
with the Advocates in their downline organizations. Examples of communication
may include, but are not limited to, newsletters, written correspondence,
telephone, contact, team calls, voicemail, e-mail, personal meetings,
accompaniment of downline Advocates to Company meetings, training sessions and any other related functions.

 

B.        A Sponsoring CompanyAdvocate should monitor the Advocates in their downline organizations
to ensure that downline Advocates do not make improper product or business
claimsor engage in any illegal or inappropriate conduct. Upon request, such Advocate
should be able to provide documented evidence to Company of their ongoing fulfillment of the
responsibilities of a Sponsor.

 

C.        Upline Advocates are encouraged to motivate and train new Advocates
about Company’s products and
services, effective sales techniques, the CompanyRewards Plan and compliance with Company Policies and Procedures.

 

D.        Marketing product is a required activity inCompany and must be emphasized in all recruiting
presentations. In fact, the Company emphasizes and encouragesallofitsAdvocates
to sell Company’s products and
services to Members.

 

E.         To promote both the
products and the opportunity Company offers, Advocates must use the sales aids
and support materials produced by Company. If CompanyAdvocates develop their
own sales aids and promotional materials, which includes Internet advertising,
notwithstanding Advocates’ good intentions, they may unintentionally violate
any number of statutes or regulations affecting theCompany business. These
violations, although they may be relatively few in number, could jeopardize the
Company opportunity for all Advocates. 
Accordingly, Advocates must submit all written sales aids, promotional
materials, advertisements, websites and other literature to the Company for
Company’s approval prior to use. Unless the Advocate receives specific written
approval to use the material, the request shall be deemed denied. All Advocates
shall safeguard and promote the good reputation of Company and its products and
services. The marketing and promotion of Company, theCompany opportunity, the Rewards
Plan, and Company products and services shall be consistent with the public
interest, and must avoid all discourteous, deceptive, misleading, unethical or
immoral conduct or practices.

 

3.3       Constructive Criticism; Ethics

 

A.        Company desires
to provide its independent Advocates with the best products and services and Rewards
Plan in the industry. Accordingly, Company values constructive criticism and encourages the submission of written
comments addressed to CompanyCompliance
Department(info@debtcleanse.com).

 

B.        Negative and disparaging comments about Company, its products/services or Rewards Plan, by Advocates
made to Company, in the field or
at Company meetings or events,
or disruptive behavior at Companymeetings
or events, serve no purpose other than to dampen the enthusiasm of other CompanyAdvocates. 
CompanyAdvocates must not
belittle Company, other CompanyAdvocates, Companyproducts or services, the Rewards Plan, or Companydirectors, officers, or employees, product
suppliers or agents. Such conduct represents a material breach of these
Policies and Procedures and may result in discipline and ultimate termination
as deemed appropriate by the Company.

 

C.        Companyis committed to providing Advocates with a sales environment
free from harassment, intimidation, and abuse from other Advocates, employees,
vendors, and any other individuals in the workplace. At Company, harassment of any kind will not
be tolerated and is strictly prohibited, such as: derogatory or threatening
comments, inappropriate sexual behavior including but not limited to unwelcome
sexual advances or requests for sexual favors, displaying visual images of a sexual
nature, physical or verbal harassment, or violent behavior. Advocates are
encouraged to report any type of harassment incidents immediately. Company will not tolerate acts or threats of
violence or other violative actions and will investigate all reports and will not
hesitate to discipline or terminate an Advocate who is found to have violated
this provision.

 

D.        Debt Cleanseendorses the following Code of Ethics:

 

I.          ACompanyAdvocate
must show fairness, tolerance, and respect to all people Associated with Company, regardless of race, gender, social class or
religion, thereby fostering a “positive atmosphere” of teamwork, good morale
and community spirit.

 

II.        An Advocate shall strive to resolve business issues, including
situations with upline and downline Advocates, by emphasizing tact,
sensitivity, good will and taking care not to create additional problems.

 

III.       CompanyAdvocates
must be honest, responsible, professional and conduct themselves with
integrity.

 

IV.       CompanyAdvocates
shall always present accurate information like proper disclaimers and access to
the Income Disclosure Statement when encouraging prospects to join the Company business. Moreover, as an Advocate you agree to never
intimidate nor engage in unlawful recruiting practices, including any
suggestion that excessive inventory purchases are necessary to participate in Company.

 

E.         Company may
take appropriate action against an Advocate if it determines, in its sole
discretion, that an Advocate’s conduct is detrimental, disruptive, or injurious
to Company or to other Advocates.

 

3.4       Non-Disparagement

 

            Advocates must not disparage, demean, or make
negative remarks about the Company,     other
   Company Advocates, Company’s products
or services, the Rewards Plan, or Company’s       owners,
board members, directors, officers, employees, or the like, or make statements that       unreasonably offend, mislead or coerce
others. Such conduct represents a
material breach of these            Policies
and may result in Company sanctioning or otherwise disciplining the Advocates
in             accordance with these
Policies and Procedures as deemed appropriate by the Company at its sole     discretion.

 

3.5       Reporting Policy Violation

 

A.        An Advocate who observes a policy violation by another Advocate
should submit a written and signed letter (e-mail will not be accepted) of the
violation directly to the Company
Corporate office.The letter shall set forth the details of the incident as
follows:

 

I.          The
nature of the violation and specific facts to support the allegations;

 

II.        Dates
and number of occurrences;

 

III.       The
person/people involved; and

 

IV.       Supporting
documentation.

 

B.        Once the matter has been presented to Company, theCompany Compliance Department will investigatethe
report thoroughly and decide what (if any) action should be taken.

 

C.        This Section refers to the general reporting of policy
violations as observed by other Advocates for the mutual effort to support,
protect, and defend the integrity of the Company business and sales opportunity. If an Advocate has a grievance or
complaint against another Advocate which directly relates to their Company business, the steps set forth in these Policies
and Procedures must be followed.

 

3.6       Sponsorship

 

A.        The Sponsor is the person who introduces a Member/Advocate to Company, helps them complete their enrollment, and
supports and trains those in their downline.

 

B.        Company recognizes the Sponsor as the name(s) shown
on the first:

           

I.          Physically
signed CompanyAdvocateAgreement
on file; or

 

II.        Electronically signed AdvocateAgreement from either the
corporatewebsite or an Advocate’s replicated website.

 

C.        An AdvocateAgreement that contains notations such as “by
phone” or the signatures of other individuals (i.e. Sponsors, spouses,
relatives, or friends) is not valid and will not be accepted by Company.

 

D.        Company
recognizes that each new prospect has the right to ultimately choose their own Sponsor,
but Companywill not allow Advocates
to engage in unethical sponsoring activities.

 

E.         All active Advocates in good standing have the right to
Sponsor and enroll others into Company. While engaged in sponsoring activities, it is not uncommon to
encounter situations when more than one Advocate will approach the same
prospect. It is the accepted courtesy that the new prospect will be sponsored
by the first Advocate who presented a comprehensive introduction to Company products/services or sales opportunity.

 

F.         A Protected Prospect
is a guest of any CompanyMember/Advocate
who attended a Company event or
conference call. For sixty (60) days following the event, a Protected Prospect
cannot be solicited or sponsored by any other CompanyAdvocate who attended the same event. A Company event can be defined as the following:

 

I.          Any
Company training session;

 

II.        Conference
call;

 

III.       Fly-in
meeting; or

 

IV.       Presentation, including but not limited to a Company at home presentation, whether sponsored by Company, an Advocate, a Member, or an agent or
agency designated by Company.

 

3.7       Cross Sponsoring Prohibition

 

A.        “Cross sponsoring” is defined as the enrollment into a
different line of sponsorship of an individual, or Business Entity, that
already has a signed Advocate Agreement. Actual or attempted cross sponsoring
is not allowed. If cross sponsoring is verified by Company, sanctions up to and including termination
of an Advocate’s business may be imposed.

 

B.        The use of a spouse’s or relative’s name, trade names, assumed
names, DBA names, corporation, partnership, trust, Federal ID numbers, or
fictitious ID numbers to evade or circumvent this policy is not permitted and
Company has the right to reject any Advocate application or terminate any Advocate
Agreement.

 

C.        This policy does not prohibit the transfer of a Company business in accordance with Company Sale or Transfer Policy set forth herein. 

 

3.8       Adherence to the Debt CleanseRewards Plan

 

A.        An Advocate must adhere to the terms of the CompanyRewards Plan as set forth in these Policies
and Procedures as well as in official Company literature. Deviation from the Rewards Plan is prohibited.

 

B.        An Advocate shall not offer the Company opportunity through, or in combination with,
any other system, program, or method of marketing other than that specifically
set forth in OfficialCompany literature.

 

C.        An Advocate shall not require or encourage a current or
prospective Member or Advocate to participate in Company in any manner that varies from the Rewards
Plan as set forth in Official Companyliterature.

 

D.        An Advocate shall not require or encourage a current or
prospective Member or Advocate to make a purchase from or payment to any
individual or other entity as a condition to participating in the CompanyRewards Plan, other than such purchases or
payments required to naturally build their business.

 

 

3.9       Adherence to Laws, Regulations, and Ordinances

 

Many cities and counties have laws regulating certain home-based
businesses. In most cases, these ordinances do not apply to Advocates because
of the nature of the business.However, Advocates must check their local laws
and obey the laws that do apply to them.A CompanyAdvocate shall comply with all federal, stateand local laws and
regulations in operatingtheir Company business.

 

3.10     Compliance with Applicable Income Tax Laws

 

A.        Company will
automatically provide a complete 1099-NEC form (nonemployee compensation) to
each US Advocate whose earnings for the year is at least $600 or who has
purchased more than $5,000 of Company products for resale, or who received trips, prizes or awards valued at
$600 or more. If earnings and purchases are less than stated above, IRS forms
will be sent only at the request of the Advocate, and a minimum charge of $20
may be assessed by Company. CompanyAdvocates are responsible for the payment of
taxes on these trips, prizes, or awards provided to them by Company.

 

B.        An Advocate accepts sole responsibility for and agrees to pay
all federal, state and local taxes on any income generated as an independent Advocate,
and further agrees to indemnify Company from any failure to pay such tax amounts when due.

 

C.        If an Advocate’s business is tax exempt, the Federal Tax
Identification number must be provided to Company in writing.

 

D.               
Company
encourages all Advocates to consult with a tax Advocate for additional
information for their business.

 

3.11     Actions of Household Members or Affiliated
Parties

 

If any member of an Advocate’s immediate household engages in any
activity which, if performed by the Advocate, would violate any provision of
the Agreement, such activity will be deemed a violation by the Advocate and Company
may take disciplinary action pursuant to these Policies and Procedures against
the Advocate. Similarly, if any individual Advocated in any way with a
corporation, partnership, LLC, trust or other entity (collectively “Business
Entity”) violates the Agreement, such action(s) will be deemed a violation by
the Business Entity, and Company may take disciplinary action against the
Business Entity.Likewise, if an Advocate enrolls in Company as a Business
Entity, each affiliated party of the Business Entity shall be personally and
individually bound to, and must comply with, the Terms and Conditions of the
Agreement.

 

3.12     Solicitation for Other Companies; Other Business Restrictions

 

A.        A CompanyAdvocate
may participate in other direct sales, multilevel, network marketing or
relationship marketing business ventures or marketing opportunities
(collectively, “Network Marketing”). However, during the Term of this Agreement
and for one (1) year thereafter, a CompanyAdvocate may not recruit any CompanyAdvocate or Member for any other Network Marketing business, unless
that Advocate or Member was personally sponsored by such Advocate.

 

B.        The term “recruit” means actual or attempted solicitation,
enrollment, encouragement, or effort to influence in any other way (either
directly or through a third party), another Advocate or Member to enroll or
participate in any Network Marketing opportunity. This conduct represents
recruiting even if the Advocate’s actions are in response to an inquiry made by
another Advocate or Member. If any lawsuit, arbitration, or mediation is
brought against an Advocate alleging that they engaged in inappropriate
recruiting activity of its sales force or Members, the Company will not pay any of Advocate’s
defence costs or legal fees, nor will the Company indemnify the Advocate for any judgment, award, or
settlement.

 

C.        However, you may sell non-competing products or services
to CompanyMembers and Advocates.  Specifically, a non-competing company is
defined as a Network Marketing company that does NOT sell consumer credit
services. Advocates at all levels are obligated to notify the Company if they
are enrolled as Advocate for another Network Marketing company by sending an
email to the Company Compliance Department. Failure to notify Company within a
reasonable time shall constitute a breach of this Agreement.

*Due to the visibility of
our higher-ranking affiliates, CompanyAdvocates at the rank of Director or
above agree not to participate in any Network Marketing opportunity, regardless
ofwhether theCompany sells competing products or not.  

If at the time of enforcement of any provision of Section
3.12A, 3.12B, or 3.12C, a court shall hold that the duration, scope or area
restriction of any provision herein is unreasonable under circumstances now or
then existing, you andCompanyhereto
agree that the maximum restricted period, scope or territory reasonable under
the circumstances shall be substituted by the court for the stated duration,
scope or area.

 

D.        An Advocate may not display or bundle Company products or services, in sales literature,
on a website or in sales meetings, with any other products or services to avoid
confusing or misleading a prospective Member or Advocate into believing there
is a relationship between the Company and non-Company
products and services.

 

E.         A CompanyAdvocate
may not offer any non-Company
opportunity, products or services at any Company related meeting, seminar or convention, or immediately following a Company event.

 

F.         During the term of this Agreement, in order to avoid legal
liability related to promotion of sales aids, you as an Advocate may not sell
training materials or sales aids including published books, eBooks, videos, or
other general miscellaneous training aids to your Downline or other Advocates.

 

G.        A violation of any of the provisions in this Section shall
constitute unreasonable and unwarranted contractual interference between Company and its Advocates and would inflict
irreparable harm on Company. In
such event, Company may, at its
sole discretion, impose any sanction it deems necessary and appropriate against
such Advocate or such Advocate’s business including termination, or seek
immediate injunctive relief without the necessity of posting a bond.

 

3.13     Presentation of the Debt CleanseSales Opportunity

 

A.        In presenting the Company opportunity to potential Members and Advocates, an Advocate is
required to comply with the following provisions:

           

I.          An Advocate shall not misquote or omit any significant
material fact about the Rewards Plan.

 

II.        An Advocate shall make it clear that the Rewards Plan is based
upon sales of Company products
and services and upon the sponsoring of other Advocates.

 

III.       An Advocate shall make it clear that success can be achieved
only through substantial independent efforts and must refrain from
misrepresentations that include, but are not limited to:

 

a.                  
It’s a
turnkey system;

b.                 
The
system will do the work for you;

c.                  
Just get
in and your downline will build through spillover;

d.                 
The
Company does all the work for you; and

e.                  
All you
have to do is buy Company
products/services every month.

 

The above are just examples of improper
representations about the Rewards Plan. It is important that you do not make
these, or any other representations, that could lead a prospect to believe that
they can be successful as an Advocatewithout commitment, effort, and sales
skill. The Company reserves the right to determine what it considers an
inappropriate income or Rewards Plan claim and discipline the offender
accordingly.

 

IV.       A CompanyAdvocate
shall not make unauthorized income projections, claims, or guarantees while
presenting or discussing the Company opportunity or Rewards Plan to prospective Advocates or Members.

 

V.        An Advocate may not make any claims regarding products or
services of any products or services offered by Company, except those contained in official Company literature.

 

VI.       An Advocate may not use official Company material to promote the Companysales opportunity in any country where Company has not established a “presence.”

 

VII.     In an effort to conduct best business practices, Company has
developed the Income Disclaimer Statement (“IDS”).  The Company IDS is designed to convey
truthful, timely, and comprehensive information regarding the income that CompanyAdvocates
earn. In order to accomplish this objective, a copy of the IDS must be
presented to all prospective Advocates. 

 

A copy of the IDS must be presented to a
prospective Advocate anytime the Rewards Plan is presented or discussed, or any
type of income claim or earnings representation is made. 

 

The terms “income claim” and/or “earnings
representation” (collectively “Income Claim”) includes, but is not limited to,
the following:  (1) statements of average
earnings, (2) statements of non-average earnings, (3) statements of earnings
ranges, (4) income testimonials, (5) lifestyle claims, and (6) hypothetical
claims. Examples of “statements of non-average earnings” include, “Our number
one Advocate earned over a million dollars last year” or “Our average-ranking Advocate
makes five thousand per month.” An example of a “statement of earnings ranges”
is “The monthly income for our higher-ranking Advocates is ten thousand dollars
on the low end to thirty thousand dollars a month on the high end.”

 

VIII.    Lifestyle claims (e.g., my Company business allowed me to buy a house, retire from my other job, allow my
spouse to quit his or her job, or take a luxury vacation) are also considered
to be equivalent to Income Claims.

 

When an Advocate discussess their earnings with Company, the Company explicitly requires any testimonial,
social media post, presentation, etc. to include the following, “This is my
unique story,  as actual earnings can
vary significantly as no income is guaranteed. But for typical earnings
averages please click here,” with the “here” representing a link to the Company IDS.

 

3.14     Rewards Plan Governs Sales Requirements

 

A.        CompanyAdvocates
shall only promote and sell Company products and services as the Company
presents and prices them.

 

B.        The Company program is built on
sales to the ultimate consumer.  Company encourages its Advocates
to only purchase inventory that they and their family will personally consume,
will be used as a sales tool, or will be resold to others for their ultimate
consumption.  Advocates must never
attempt to influence any other Advocate to buy more products than they can
reasonably use or sell to retail Members in a month. 

 

C.        Purchasing product
solely for the purpose of collecting bonuses or achieving rank is prohibited.
Company retains the right to
limit the number of purchases you may make if, in Company’s sole judgment, Company
believes those purchases are being made solely for qualification purposes
instead of for consumption or resale.

 

4.0       ORDERING

 

4.1
      General Order Policies

 

A.        “Bonus Buying” is strictly and absolutely prohibited.
Bonus Buying includes but is not limited to the following: (i) the enrollment
of individuals or entities without the knowledge of and/or execution of an
Agreement by such individuals or Business Entities; (ii) the fraudulent
enrollment of an individual or entity as Member/Advocate; (iii) the enrollment
or attempted enrollment of non-existent individuals or Business Entities as Members/Advocates
(known as “phantoms”); (iv) purchasing Company products or services
on behalf of another Member/Advocate, or under another Member’s/Advocate’s ID
number, to qualify for commissions or bonuses; (v) purchasing excessive amounts
of products or services that cannot reasonably be used or resold in a month;
and/or (vi) any other mechanism or artifice to qualify for rank advancement,
incentives, prizes, commissions, or bonuses that is not driven by bona fide
product or service purchases by end user consumers.

 

An Advocate shall not use another Member’s/Advocate’s
credit card or debit checking account to enroll in Company or purchase products or services without the
account holder’s written permission.
Such documentation must be kept by the Advocate indefinitely in case Company needs to reference this.

 

B.        Regarding an order with an invalid or incorrect payment, Company will attempt to contact the Advocate by
phone, mail or e-mail in order to obtain another form of payment. If these
attempts are unsuccessful after five (5) business days, the order will be
canceled.

 

C.        If an Advocate wants to move an order to another Advocate’s
position, they must have prior authorization, of all parties involved. Company will charge the Advocate a $20 fee for
processing.

 

D.        Prices
are subject to change without notice.

 

E.         A Member/Advocate who is a recipient of a damaged or
incorrect order must notify Company
within thirty (30) calendar days from receipt of the order and follow the procedures
as set forth in these Policies.

 

 

4.2
      Insufficient Funds

 

A.        All checks returned for insufficient funds will be
re-submitted for payment. A $35 fee will be charged to the account of the Member/Advocate
for all returned checks and insufficient funds.

 

B.        Any outstanding balance owed to Company by the personal Member/Advocate of an UplineAdvocate
from NSF (non-sufficient funds) checks, returned check fees or insufficient
fund fees (ACH) will be withheld by Company from the UplineAdvocate’s future bonus and commission checks.

 

C.                
All
transactions involving returned checks or insufficient funds through ACH or
credit card, which are not resolved in a timely manner by the Advocate,
constitute grounds for disciplinary sanctions.

 

D.        If a credit card order or automatic debit is declined the
first time, the Member/Advocate will be contacted for an alternate form of
payment. If payment is declined a second time, the Member/Advocate may be
deemed ineligible to purchase Company products or services or participate in the monthly auto ship.

 

5.0       PAYMENT OF COMMISSIONS & BONUSES

 

5.1       Bonus and Commission Qualifications

 

A.        An Advocate must be active and in compliance with Company Policies and Procedures to qualify for
bonuses and commissions. So long as an Advocate complies with the terms of the Agreement,
Company shall pay commissions to
such Advocate in accordance with the Rewards Plan.

 

B.        Company will
not issue a payment to an Advocate without the receipt of a completed and
signed CompanyAdvocate
Agreement.

 

C.        Company reserves the
right to postpone bonus and commission payments until such time the cumulative
amount exceeds $20.

 

D.        An Advocatemust be Active
in order to receive bonusesand other commissionable incomebased on sales of
other Advocatesin one’sdownline. Compression shall be a critical aspect to
implementing the Company Rewards Planand will be applied across the spectrum  of 
participants  within  the 
Company  opportunity,  unless 
the Company elects, in its sole discretion, to keepor discardthe
compressed volume.  Compression occurs
when there are InactiveAdvocates, terminated Advocates, suspended Advocatesand
other instances in which Company finds,in its sole discretion,to be in the best
interests of the Company as a whole. Compression is defined as the mechanism in
which a leg of the genealogy has been disrupted to create an absence in the
genealogy that disrupts the commission and bonus allotmentwithin the pay plan.
As an example, if an Advocateis Inactive, Compression will result in searching
the upline until an Active Advocateis located. PSV will then “compress” to
include all the volume generated by the inactive positions and disburse the
volume to the next Active Advocate.The Company is not obligated to compress
volume in this fashion.  In some
situations, the Company may exercise its discretion to keep the volume for
internal purposes.  This Compression  model 
shall  beused  to continue 
the  effectiveness  of  the  pay 
planduringtemporary 
conditionsthat may  occurwhen
someone fails to meet the “Active” requirement for one pay period, e.g.,
Inactive, suspension,or leaves the opportunity entirely to leave a void in the
genealogy.

                       

5.2
      Computation of Commissions and
Discrepancies

 

A.        In order to qualify to receive commissions and
bonuses, an Advocate must be in good standing and comply with the Terms of the
Agreement and these Policies and Procedures. Commissions, bonuses, overrides, and achievement levels are calculated each
month.

 

B.        A CompanyAdvocate must review their monthly statement
and bonus/commission reports promptly and report any discrepancies within thirty
(30) days of receipt. After this 30-day “grace period,” no additional requests
will be considered for commission recalculations.

 

C.        For additional information on payment of commissions, please
review the Rewards Plan.

 

5.3
      Bonus and Commission Adjustment for
Returns

 

A.        An Advocatereceives bonuses and commissions based on the
actual sales of products and services to end consumers by way ofproduct and
service purchases. When a product or service is returned to Company for a refund from the end consumer, the
bonuses and commissions attributable to the returned product or service will be
deducted from the Advocate who received bonuses or commissions on such sales.
Deductions will occur in the month in which the refund is given and continue
every pay period thereafter until the bonus/and or commission is recovered.

 

B.        In the event that an Advocateterminates their business, and
the amounts of the bonuses or commissions attributable to the returned products
or services have not yet been fully recovered byCompany, the remainder of the outstanding balance
may be offset against any other amounts that may be owed by Company to the terminated Advocate.

 

 

 

 

 

 

 

6.0       SATISFACTION
GUARANTEED AND RETURN OF SALES AIDS

 

6.1       Member and Advocate Return Policies

 

Member Return Policy

Company offers a one hundred percent (100%)
thirty-day (30) money back guarantee for all Members. If a Member purchased a
product or service and is not satisfied with the product or service, the Member
may request a refund from either the Company or theAdvocate who sold the
product or service to Member.

 

AdvocatePhysical Product and Sales Aids
Returns

If you are not 100% satisfied with our
products, you may return the items for a refund if all the following conditions
are met: (i) you nor we have terminated the Agreement; (ii) the productswere
purchased within twelve (12) months; and (ii) the products remain in resaleable
conditionas defined in Section 15. The refund shall be ninety percent (90%) of
the purchase price. Shipping and handling charges incurred will not be
refunded. 

 

Upon
cancellation of the Agreement, the Advocate may return all generic sales aids
purchased within twelve (12) months from the date of cancellation for a refund
if they are unable to sell or use the merchandise. An Advocatemay only return
sales aids they personally purchased from the Company under their AdvocateIdentification
Number, and which are in Resalable Condition. Any custom orders of printed
sales aids (i.e., business cards, brochures, etc.) whereon the Advocate’s
contact information is imbedded or hard printed, or has been added by the Advocate,
are not able to be returned in resalable condition thus are nonrefundable. Upon
Company’s receipt of the products and sales aids, the Advocatewill be
reimbursed ninety percent (90%) of the net cost of the original purchase
price(s), less shipping and handling charges. If the purchases were made
through a credit card, the refund will be credited back to the same credit card
account. The Company shall deduct from the reimbursement paid to the Advocate
any commissions, bonuses, rebates or other incentives received by the Advocate
which were Advocated with the merchandise that is returned.

 

6.2       Refund of Fees

 

For both Members and Advocates
alike, the Company offers a 30-day satisfaction guarantee on all initial fees
paid to the Company.  All subsequent fees
are nonrefundable. When a refund is requested the bonuses and commissions
attributable to the refunded service will be deducted from said Advocate who
received bonuses or commissions on such sales. Deductions will occur in the
month in which the refund is given and continue every pay period thereafter
until the commission is recovered.

[CB1] 

 

 

 

 

 

 

7.0       PRIVACY POLICY

 

7.1       Introduction

 

This policy is to ensure that all Members/Advocates understand and
adhere to the basic principles of confidentiality. For more information on the Company’s privacy practices and procedures,  please refer to the Company Privacy Policy
found on the corporate website.

 

Each Advocate is
responsible for keeping theirAdvocate Information up to date and accurate and mustimmediately
update any changes in theirback
office. It is particularly important that an Advocateprovides Company with their current email address,
since email is one of the primary ways that Company and an Advocate’supline will communicate with the Advocate. By agreeingto these Policies and
Procedures, the Advocate consents to
Company Privacy
Policy and to receiving emails from Company as well as from their Upline.Each Advocate may modify theirAdvocateInformation (e.g., update an address,
phone number or email address). Advocate agrees that Company mayshare with Advocate’s upline their name, telephone number, address,
email address and select salesperformance data for all Advocates in their downline.
No Social Security Number nor credit card number shall beshared with an Advocate’supline without separate express
permission by Advocate to allow
such personalinformation sharing. By providing their email address and
telephone number, Advocate agrees to
disclose their email address and telephone number to Company as well as to theirupline. Advocate furtheracknowledges that information
providedto Company by Advocate will be shared with and processed byCompany corporate offices.

 

7.2       Expectation of Privacy

 

Company recognizes and respects the importance its Members/Advocates place on
the privacy of their financial and personal information. Company will make reasonable efforts to safeguard
the privacy of and maintain the confidentiality of its Members’/Advocates’
financial and account information and non-public personal information.

 

7.3       Employee Access to Information

 

Company limits the number of employees who have access to Member’s/Advocate’s
nonpublic personal information.

 

7.4       Restrictions on the Disclosure of Account Information

 

Company will not share non-public personal information or financial
information about current or former Members/Advocates with third parties,
except as permitted or required by laws and regulations, court orders, or to
serve the Members’/Advocates’ interests or to enforce its rights or obligations
under these Policies and Procedures, the Advocate’s Agreement, or with express written
permission from the accountholder on file.

 

 

 

7.5       Security and Security Breaches

 

All Advocates must adopt, implement and
maintain appropriate administrative, technical and physical safeguards to
protect against anticipated threats or hazards to the security of confidential
information, including Member&Advocate Data. These safeguards must be
appropriate to the sensitivity of the information. Appropriate safeguards for
electronic and paper records may include but are not limited to: (i) encrypting
data before electronically transmitting it; (ii) storing records in a secure
location; and (iii) password-protecting computer files and securely shredding
paper files containing confidential information. Advocates must keep
confidential information secure from all persons who do not have legitimate
business needs to see or use such information. Advocates must ensure they
obtain and maintain consent from prospective Members/Advocates and existing Members/Advocates
before sharing such data with the Company.

 

Advocates must comply with all applicable privacy and
data security laws, including any security breach notification laws. Without
limitation of the preceding sentence, in the event of an actual or suspected
Security Breach affecting Company’s
data, the applicable Advocates
shall first promptly notify the Company Compliance Department in writing after
becoming aware of such Security Breach, and if instructed by the Compliance
Department, notify applicable Members/Advocates. Any such notification to Members/Advocates
shall be made in compliance with the applicable law and shall specify the
following: (i) the extent to which Member/Advocate Data was or was suspected to
be disclosed or compromised; (ii) the circumstances of the Security Breach;
(iii) the date or period of time on which it occurred; (iv) a description of
the information affected; (v) a description of the steps taken to reduce the
risk of harm from the Security Breach; (vi) contact information for a person
able to answer questions regarding the Security Breach; (vii) any other
information required by the applicable law; and (viii) in the case of a notice
to a privacy commissioner or other regulatory body, an assessment of the risk
of harm to any affected persons and an estimate of the number of persons
affected. Advocates shall promptly comply with all applicable information
Security Breach disclosure laws. Advocates, at their expense, shall cooperate
with Company, any applicable privacy commissioner or other regulatory
body and the applicable Members/Advocates and use their best efforts to
mitigate any potential damage caused by a breach of their obligations under the
Advocate Agreement or any law applicable to confidential data, including by
sending notice to the affected individuals, applicable agencies and consumer
reporting agencies, if such notification is required the Company in its sole
and absolute discretion.

 

7.6       Privacy
and Confidentiality

 

All Advocates are required to abide by the Company’s
Privacy Policy with regard toAdvocate and Member information.

 

7.7       The Data
Management Rule

 

The Data
Management Rule ( the “Rule”) is intended to protect the LOS for the benefit of
all Advocates, as well as the
Company. LOS information is information compiled by the Company that discloses
or relates to all or part of the specific arrangement of sponsorship within the
Company business, including, without limitation, Advocate lists, sponsorship trees, and all Advocate information generated therefrom, in its present and future forms. The Company
LOS, constitutes a commercially advantageous, unique, and proprietary trade
secret (“Proprietary Information”), which it keeps proprietary and confidential
and treats as a trade secret. Company is the exclusive owner of all Proprietary
Information, which is derived, compiled, configured, and maintained through the
expenditure of considerable time, effort, and resources by the Company and its Advocates. Through this Rule, Advocates are granted a personal, non-exclusive,
non-transferable and revocable right by the Company to use Proprietary
Information only as necessary to facilitate their business as contemplated
under these Policies. The Company reserves the right to deny or revoke this
right, upon reasonable notice to the Advocate stating the reason(s) for such denial or revocation, whenever, in the
reasonable opinion of the Company, such is necessary to protect the
confidentiality or value of Proprietary Information. All Advocates shall maintain Proprietary Information in
strictest confidence and shall take all reasonable steps and appropriate
measures to safeguard Proprietary Information and maintain the confidentiality
thereof.

 

8.0       PROPRIETARY INFORMATION AND TRADE SECRETS

 

8.1       Business Reports, Lists, and Proprietary Information

 

By completing and signing the CompanyAdvocate Agreement, the Advocate acknowledges that Business Reports,
lists of Member and Advocate names and contact information and any other
information, which contain financial, scientific or other information both
written or otherwise circulated by Company pertaining to the business of Company (collectively, “Reports”), are confidential and proprietary
information and trade secrets belonging to Company.

 

8.2       Obligation of Confidentiality

 

A.        During the Term of the Company
Advocate Agreement and for a
period of five (5) years after the termination or expiration of the Advocate
Agreement between the Advocate and Company, the Advocate shall not:

 

I.          Use the information in the Reports to compete with Company or for any purpose other than promoting their
Companybusiness;

 

II.        Use or disclose to any person or entity any confidential
information contained in the Reports, including the replication of the genealogy
in another network marketing company. 

 

III.       Trade secrets, Company goodwill, and other Company know-how
shall remain confidential beyond the 5-year period.

 

8.3       Breach and Remedies

 

The Advocate acknowledges that such proprietary information is of such
character as to render it unique and that disclosure or use thereof in
violation of this provision will result in irreparable damage to Company and to independent Company businesses. Company and its Advocates will be entitled to
injunctive relief or to recover damages against any Advocate who violates this
provision in any action to enforce its rights under this Section. The
prevailing party shall be entitled to an award of attorney’s fees, court costs
and expenses.

 

8.4       Return of Materials

 

Upon demand by Company,
any current or former Advocate will return the original and all copies of all
“Reports” to Company together
with anyCompany confidential
information in such person’s possession.

 

9.0       ADVERTISING, PROMOTIONAL MATERIAL, USE OF COMPANY NAMES

AND
TRADEMARKS

 

9.1       Labeling, Packaging, and Displaying Products

 

A.        A CompanyAdvocate
may not re-label, re-package, refill, or alter labels of any Company product or service, information, materials
or program(s) in any way.  Company products and services must only be sold in
their original containers from Company. Such re-labeling or re-packaging violates federal, state and provincial
laws, which may result in criminal or civil penalties or liability.

 

B.        A CompanyAdvocate
shall not cause any Company
product or service or any Company
trade name to be sold or displayed in retail establishments except:

 

I.          Where professional services are the primary source of
revenue and the product sales are secondary (e.g., doctor’s offices, clinics,
health clubs, spas and beauty salons);

 

II.        Where the retail establishment is owned or managed by the Advocate
and the store does not exceed one million dollars ($1,000,000 million USD) in
annual gross revenue, and there are five (5) or fewer stores under common
ownership of management.

 

C.        Company will
permit Advocates to solicit and make Commercial Sales upon prior written approval from Company. For the purpose of these Policies and Procedures, the term “Commercial
Sale” means the sale of:

 

I.          Company products that equal or exceed five thousand
dollars ($5,000 USD) in a               single order;

 

II.        Products sold to a third party who intends to resell the
products to an end consumer.

 

D.        An Advocate may sell Company products and services and display the Company trade name at any appropriate display booth
(such as trade shows) only upon prior
written approval from Company.

 

E.         Company reserves the right to refuse authorization
to participate at any function that it does not deem a suitable forum for the
promotion of its products and services, or the Company opportunity.

 

9.2       Use of Debt Cleanse Names and Protected Materials

 

A.        A CompanyAdvocate
must safeguard and promote the good reputation of Company and the products and services it markets.The
marketing and promotion of Company,
the Companysales opportunity,
the CompanyRewards Plan, and Company products and services will be consistent with the public interestand
must avoid all discourteous, deceptive, misleading, unethical or immoral
conduct and practices.

 

B.        All promotional materials supplied or created by Company must be used in their original
form and cannot be changed, amended or altered except with prior written
approval from theCompany
Compliance Department.

 

C.        The name of Company, each of its product and service names and other names that have been
adopted by Company in connection
with its business are proprietary trade names, trademarks and service marks of Company. As such, these marks are of great value to Company and are supplied to Advocates for their use
only in an expressly authorized manner.

 

D.        ACompanyAdvocate’s
use of the name “Debt Cleanse,” or other
related names is restricted to
protect Company proprietary
rights, ensuring that the Company
protected names will not be lost or compromised by unauthorized use. Use of the
Company name on any item not produced
by Company is prohibited except
as follows:

 

I.          [Advocate’s
name] Independent CompanyAdvocate;
or

 

II.        [Advocate’s name] Independent Advocate of Company products and services.

 

E.         Further
procedures relating to the use of the Company name are as follows:

 

I.          All stationary (i.e., letterhead, envelopes, and business
cards) bearing the Companyname
or logo intended for use by the Advocate must be approved in writing by the Company Compliance Department.

 

II.        CompanyAdvocates
may list “Independent CompanyAdvocate”
or simply “CompanyAdvocate” in online
directories under his or her own name.

 

III.       CompanyAdvocates
may not use the name Company, or
any form thereof, in answering their telephone, creating a voice message or
using an answering service, such as to give the impression to the caller that
they have reached the corporate office. They may state, “Independent
CompanyAdvocate.”

 

F.         Certain photos and graphic images used by Company in its advertising, packaging, and websites
are the result of paid contracts with outside vendors that do not extend to Advocates.If
an Advocate wants to use these photos or graphic images, they must negotiate
individual contracts with the vendors for a fee.

 

G.        A CompanyAdvocate
shall not appear on or make use of television or radio or make use of any other
media to promote or discuss Company
or its programs, products or services without prior written permission from the
Company Compliance Department.

 

H.        An Advocate may not produce for sale or distribution any
Company event or speech, nor mayan Advocate reproduce Company audio or video clips for sale or for
personal use without prior written permission from the Company Compliance Department.

 

I.          Company
reserves the right to rescind its prior approval of any sales aid or
promotional material to comply with changing laws and regulations and may
request the removal from the marketplace of such materials without financial
obligation to the affected Advocate.

 

J.          An Advocate shall not promote non-Company products or services in conjunction with Company products or services on the same websites or
same advertisement without prior approval from the Company Compliance Department.

 

9.3       E-mailLimitations

 

A.        Except as provided in this Section, an Advocate may not use or
transmit email, mass email distribution, or “spamming” that advertises or
promotes the operation of their Company business. The exceptions are:

 

I.          E-mailing
any person who has given prior permission or invitation;

 

II.        E-mailing any person with whom the Advocate has established a
prior business or personal relationship.

 

B.        In all states where prohibited by law, an Advocate may not
transmit, or cause to be transmitted through a third party, (by telephone,
facsimile, computer or other device), an unsolicited advertisement to any
equipment, which has the capacity to transcribe text or images from an
electronic signal received over a regular telephone line, cable line, ISDN, T1
or any other signal carrying device, except as set forth in this Section.

 

C.        All e-mail or computer broadcasted documents subject to this
provision shall include each of the following:

 

I.          A clear and obvious identification that the fax or e-mail
message is an advertisement or solicitation. The words “advertisement” or
“solicitation” should appear in the subject line of the message;

 

II.        A
clear return path or routing information;

 

III.       The
use of legal and proper domain name;

 

IV.       A clear and obvious notice of the opportunity to decline to
receive further commercial e-mail messages from the sender;

 

V.        Unsubscribe or opt-out instructions should be the very first
text in the body of the message box in the same size text as the majority of
the message;

 

VI.       The true and correct name of the sender, valid senders’ e-mail
address, and a valid sender physical address;

 

VII.     The
date and time of the transmission; and

 

VIII.    Upon notification by recipient of their request not to receive
further e-mailed documents, a CompanyAdvocate shall not transmit any further documents to that recipient.

 

D.        All e-mail or computer broadcasted documents subject to this
provision shall not include any of the following;

 

I.          Use
of any third party domain name without permission;

 

II.        Sexually
explicit materials.

 

9.4       Internet and Third-Party Website Restrictions

 

A.               
An Advocate may not use or attempt to register any of Company’s
trade names, trademarks, service names, service marks, product names, URLs,
advertising phrases, the Company’s name or any derivative thereof, for any
purpose including, but not limited to, Internet domain names (URL), third party
websites, e-mail addresses, web pages, blogs, or social media (for more
information on social media guidelines please refer to Section 9.5 below).

 

B.                
A CompanyAdvocateMAY NOT sell Company products, services or offer thesalesopportunity
using “online auctions,” such as eBay®, or on online marketplaces like Etsy,
Amazon, Craigslist, Facebook Marketplace, etc.

 

This rule is required for many reasons, including
consumer protection, compliance with laws regarding the Company
products/services and to protect Company Advocates from losing potential
enrollments of Members/Advocates who may be reluctant to engage in the Company sales opportunity because they view the third-party
sites as a competitive source of supply.

 

C.                
Advocates
may only sell Company products/services through their Company replicated website (“Replicated Website”) or
the Company corporate website. Advocates
may not have anyotherthird-partywebsites (defined asawebsitethat is notCompany-approved personal website hosted on non-Company servers and with no affiliation with Company). Please note that a third-party website does not
include social networking and social media sites (as further discussed in
Section 9.5). Any Advocate who wishes to develop their own third-partywebsite
must submit a properly completed third-partywebsiteapplicationand agreementand receive
Company’s prior written approval before
going live with such a website. Third-partywebsites may be used to promote your
business and Company’s products and
services so long as the third-partywebsite adheres to Company’s advertising policies. Moreover, no orders
may be placed throughthird-partywebsitesand no enrollments may occur through
athird-partywebsite. If you wish to use anythird-partywebsite,
you must do the following:

 

a.                  
Identify yourself
as an Advocate for Company;

b.                 
Use only the approved images and wording authorized by Company;

c.                  
Adhere to the branding, trademark, and image usage policies
described in this document;

d.                 
Adhere
to any other provision regarding the use of a third-partywebsite described in
this document;

e.                  
Agree to
give the Compliance Department at Companyaccess to thethird-party website
and, if thewebsite is password protected, the Compliance Department must
receive passwords or credentials allowing unlimited access; and

f.                  
Agree to modify
your website to comply with current or future Company policies.

 

D.               
All marketing materials used on an Advocate’s
third-party website must be provided by Company or approved in writing by Company.

 

E.                
To avoid
confusion, the following three elements must also be prominently displayed at
the top of every page of your third-party website:

 

1.                 
The CompanyAdvocate Logo

2.                 
Your Name and
Title

3.                 
Company Corporate
Website Redirect Button

 

F.                 
An Advocate
may not use third-party sites that contain materials copied from corporate
sources (such as Company
brochures, CDs, videos, tapes, events, presentations, and corporate websites).
This policy ensures brand consistency, allows Members and Advocates to stay up
to date with changing products, services and information, facilitates
enrollment under the correct Sponsor, and assists in compliance with government
regulations.

 

G.               
Company products
may be displayed with other products or services on an Advocate’s third-party websiteso
long as the other products and services are consistent with Company values and
are not marketed or sold by a competing network-marketing company.

 

H.               
If the independent Companybusiness of an Advocate
who has received authorization to create and post athird-partywebsite is
voluntarily or involuntarily canceled for any reason or if Companyrevokes its
authorization allowing the Advocate to maintain a third-party website, the Advocate
shall assign the URL to their third-party website to the Company within three (3)
days from the date of the cancellation and/or re-direct all traffic to the site
as directed by the Company. Companyreserves the right to revoke any Advocate’s
right to use a third-party website at any time if Companybelieves that such
revocation is in the best interest of Company, its Advocates, and Members. Decisions and corrective
actions in this area are at Company’s sole discretion.

 

9.5
      Social Networking and Social Media

 

A.               
Advocates may join social networking and/or social
media sites, online forums, discussion groups, and blogs to leverage the power
of the Companybrand and to communicate the benefits of the Company products and sales
opportunity. Online social pages belonging to an Advocate may be used to drive
traffic to a Replicated Website or to the Company Corporate Website.

 

B.                
Company-dedicated accounts on social media may never be
used to promote other business opportunities, other products or services, etc. An
Advocate may post suggestions to visit, like, or follow the business page on
their personal page. An Advocatemay also post artwork or other
tangential-to-business posts on their personal pages, but no enticements, ads,
offers, non-Company product announcements, etc. may be posted on the personal
pages.

 

C.                
Social networks and social media sites include but
are not limited to such sites as Facebook, Instagram, Pinterest, LinkedIn,
Twitter, etc. Advocates may use their own social networking profiles to
advertise and promote their Companybusinesses and the Company products, and direct
traffic to their respective Replicated Website or the Company Corporate Website.
However, no actual sales of Company
products, however, may be processed on social networking profiles or groups and
no pricing may be shown on an image or in the text of a post. Banner ads
and images used on these sites must be current and must come from the Companyapproved
library.

 

D.               
PROFILES AN ADVOCATE GENERATES IN ANY SOCIAL
COMMUNITY WHERE COMPANY IS DISCUSSED OR MENTIONED MUST CLEARLY IDENTIFY THE ADVOCATE
AS A COMPANYADVOCATE, and when an Advocate participates in those communities, Advocate
must avoid inappropriate conversations, comments, images, video, audio,
applications or any other adult, profane, discriminatory or vulgar content.The
determination of what is inappropriateis at Company’s sole discretion, and
offending Advocates will be subject to disciplinary action.

 

E.                
Advocates are personally responsible for
their postings and all other online activity that relates to Company. Therefore,
even if an Advocate does not own or operate a blog or social media site, if an Advocate
makes a post that relates to Company or which can be traced to the
Company, the Advocate is responsible for the posting. Advocates are also
responsible for postings which occur on any blog or social media site that the Advocate
owns, operates or controls. Companyreserves the right to require the removal of
non-compliant or infringing posts from any Advocate’s social media pages and
may terminate the Advocate Agreement of any Advocate who materially or
repeatedly breaches this Section. Postings that are false, misleading or
deceptive are strictly prohibited. This includes, but is not limited to, false
or deceptive postings relating to the Company,Companyincome opportunity,
Company products, and/or Advocate information
and credentials. Further, Advocates MAY NOT make any posting, or link to any
posting or other material, that:

 

I.          Is
sexually explicit, obscene, or pornographic;

 

II.        Is profane, hateful, threatening, defamatory, libelous,
harassing or discriminatory in any way, shape or form;

 

III.       Is solicitous of any unlawful behavior;

 

IV.       Engages in personal attacks on any individual, group or
entity;

 

V.        Is in violation of any intellectual property rights of the
Company or any third party; or

 

VI.       Is
not consistent with the standards as set forth in these Policies and
Procedures.

 

F.                 
Anonymous postings or use of an alias on any social
network or media site is prohibited, and offending Advocates will be subject to
disciplinary action.

 

G.               
Advocates may not use blog spam, spamdexing or
any other mass-replicated methods to leave blog comments. Comments Advocates
create or leave must be useful, unique, relevant and specific to the blog’s
article.

 

H.               
Advocates must disclose their full name on all social
network and media postings, and conspicuously identify themselves as an
independent Advocatefor Company. 

 

I.                  
As a CompanyAdvocate,
it is important to not converse with any person who places a negative
post against you, other Advocates, or Company. 
Report negative posts to the Company Compliance Department. Responding
to such negative posts often simply fuels a discussion with someone carrying a
grudge that does not hold themselves to the same high standards as Company, and
therefore damages the reputation and goodwill of Company.

 

J.                  
The distinction between a social networking
and/or media site and a third-party website may not be clear-cut.Because some social
networking and/or media sites are particularly robust,Companytherefore reserves
the sole and exclusive right to classify certain sites as third-party websites
and require that Advocates using, or who wish to use, such sites adhere to the Company’s
policies relating to third-party websites.

 

K.               
If your Companybusiness is cancelled for any reason,
you must discontinue using the Companyname, and all of Company’s trademarks,
trade names, service marks, and other intellectual property, and all
derivatives of such marks and intellectual property, in any postings and all social
websites that you utilize.  If you post
on any social website on which you have previously identified yourself as an
independent CompanyAdvocate, you must conspicuously disclose that you are no
longer an independent CompanyAdvocate. Absent such disclosure, Advocate
comments and actions may be construed as being taken on behalf of Company and Advocate
shall be responsible for indemnifying Company for such actions if any action is
taken against Company. 

 

L.                
Failure to comply with these Policies for conducting
business online may result in the Advocate losing their right to advertise and
market Companyproducts, services and Company’ssales
opportunity online in addition to any other disciplinary action available under
these Policies and Procedures.

 

M.              
Advocates may wish to have “private” and/or “closed”
social media groups, specifically Facebook Groups, for their particular Members
or for their particular downline. These groups are permitted as long as the
groups are conducted and operated in a manner consistent with these Policies
and Procedures and all other agreements between Company and Advocate. In order
to create a particular social media group, the Advocate organizing the group
must inform Company’s Compliance Department (info@debtcleanse.com) and invite (“Compliance”)
to the individual group so that Company may monitor the contents of the group
and ensure that these Policies and Procedures are being appropriately followed.
Compliance will not comment on, like, share, or otherwise interact with, a post
within any specific group in which Compliance is a member. Compliance will
review from time to time and make note of certain interactions or occurrences
and notify Company and Advocate if any potentially questionable or otherwise
violative activity takes place that could warrant disciplinary action under
these Policies and Procedures or other agreements between Company and Advocate.
These monitoring features will also permit Compliance to notify an Advocate on
the front end of a potential issue as opposed to having to take more extreme
measures on the back end.

 

N.               
Advocates must verify that individuals being added to
private or closed groups are, in fact, Company Members. Such private or closed
groups are limited to only those Advocates and Members within a particular
upline or downline as that specific group is for the interaction between
members of a team. If a Member no longer is a Member, in any regard, then the Member
must be removed from the group within 24 hours of the change. (e.g., Member
does not purchase product for 6 months or Member becomes an Advocateunder a
different genealogy than the current group). Upon termination, either voluntary
or involuntary, cancellation, dismissal, winding up the business or any other
reason for an Advocate may no longer be involved with Company, the Advocate
must notify Compliance immediately of all accounts that would fall under this
Section and category, post in the group that you are no longer Advocated with Company
and will be disbanding the specific group, and then subsequently close and
delete the group permanently.

 

9.6       Advertising and Promotional Materials

 

A.        You may not advertise any Company products or services at a
price LESS than the highest company published, established retail price of ONE
offering of the Companyproduct or service plus shipping, handling and
applicable taxes. No special enticement advertising is allowed. This includes,
but is not limited to, offers of a free business, free shipping, or other such
offers that grant advantages beyond those available through the Company.

 

B.        Advertising and all forms of communications must adhere to
principles of honesty and propriety.

 

C.        All advertising, including, but not limited to, print, Internet,
computer bulletin boards, television, radio, etc., are subject to prior written
approval by the Company Compliance
Department. Further, all requests for approval for advertising must be directed
in writing to the Company Compliance Department.

 

D.        Company
approval is not required to place blind ads that do not mention Companyits employees, any of its products, services,
designs, symbols, programs, and trademarked, copyrighted, or otherwise
protected materials. However, an Advocate may not purchase (or encourage or
solicit any third party to purchase) any term containing Company, its products, programs, trademarks, copyright and any
other protected material as a meta-tag, keyword, paid search term, sponsored
advertisement or sponsored link in markets in which Company conducts business.

 

E.         Company
reserves the right to rescind its prior approval of submitted advertising or promotional
materials in order to comply with changing laws and regulations and may require
the removal of such advertisements from the marketplace without obligation to
the affected Advocate.

 

9.7       Testimonial Permission

 

By signing the CompanyAdvocate
Agreement, an Advocate gives Company permission to use their testimonial or image and likeness in corporate
sales materials, including but not limited to print media, electronic media,
audio and video. In consideration of being allowed to participate in the Companysalesopportunity, an Advocate waives any
right to be compensated for the use of his or her testimonial or image and
likeness even though Company may
be paid for items or sales materials containing such image and likeness. In
some cases, an Advocate’s testimonial may appear in another Advocate’s
advertising materials. If an Advocate does not wish to participate in Company sales and marketing materials, he or she
should provide a written notice to the Company Compliance Department to ensure that his or her testimonial or image
and likeness will not be used in any corporate materials, corporate recognition
pieces, advertising or recordings of annual events.

 

9.8       Telemarketing Limitations

 

A.        A CompanyAdvocate
must not engage in telemarketing in relation to the operation of the Advocate’s
Company business. The term
“telemarketing” means the placing of one or more telephone calls to an
individual or entity to induce the purchase of Company products or services, or to recruit them for
the Company opportunity.

 

B.        The Federal Trade Commission (“FTC”) and the Federal
Communications Commission (“FCC”) each have laws that restrict telemarketing
practices. Both federal agencies, as well as a number ofStateshave “do not
call” regulations as part of their telemarketing laws.

 

C.        While an Advocate may not consider himself or herself a
“telemarketer” in the traditional sense, these regulations broadly define the
term “telemarketer” and “telemarketing” so that the unintentional action of
calling someone whose telephone number is listed on the Federal “Do Not Call”
registry could cause the Advocate to violate the law. These regulations must
not be taken lightly, as they carry significant penalties (up to $11,000 per
violation).

 

D.        “Cold calls” or “state-to-state calls” made to prospective Members,
or Advocates that promote eitherCompany products, services or the Company opportunity is considered telemarketing and is prohibited.

 

E.         Exceptions
to Telemarketing Regulations

 

A CompanyAdvocate may place telephone calls to prospective Members, or Advocates
under the following limited situations:

 

I.          If
the Advocate has an established business relationship with the prospect;

 

II.        In response to the prospect’s personal inquiry or application
regarding a product or service offered by the CompanyAdvocate, within three (3) months immediately
before the date of such a call;

 

III.       If the Advocate receives written and signed permission from
the prospect authorizing the Advocate to call;

 

IV.       If the call is to family members, personal friends, and
acquaintances. However, if an Advocate makes a habit of collecting business
cards from everyone they meet and subsequently calls them, the FTC may consider
this a form of telemarketing that is not subject to this exemption;

 

V.        CompanyAdvocates
engaged in calling “acquaintances,” must make such calls on an occasional basis
only and not as a routine practice.

 

F.         An Advocate shall not use automatic telephone dialing systems
in the operation of his or her Company businesses.

 

G.        Failure to abide by Company policies or regulations as set forth by the FTC and FCC regarding
telemarketing may lead to sanctions against the Advocate’s business, up to and
including termination of the business.

 

H.        By signing the AdvocateAgreement, or by accepting commission
checks, other payments or awards from Company, an Advocate gives permission to Company and other Advocates to contact them as permitted under the Federal Do
Not Call regulations.

 

I.          In the event an Advocate violates this section, Company reserves the right to initiate legal
proceedings to obtain monetary or equitable relief.

 

9.9       International Marketing Policy

 

A.        A CompanyAdvocate
is authorized to sell Company
products and services to Members andAdvocates only in the countries in which Company is authorized to conduct business, according
to the Policies and Procedures of each country. CompanyAdvocates may not sell products or services
in any country where Company
products and services have not received applicable government authorization or
approval.

 

B.        An Advocate may not, in any unauthorized country, conduct
sales, enrollment or training meetings, enroll or attempt to enroll potential Members,
or Advocates, nor conduct any other activity for the purpose of selling Company products and services, establishing a sales
organization, or promoting the Companysales opportunity.

 

10.0     CHANGES TO AN ADVOCATE’S BUSINESS

 

10.1     Modification of the AdvocateAgreement

 

A CompanyAdvocate may
modify their existing AdvocateAgreement (i.e., change a social security number
to a Federal ID number, add a spouse or partner to the account, or change the
form of ownership from an individual to a Business Entity owned by the Advocate)
by submitting a written request, accompanied by a new AdvocateAgreement and the
Business Registration Form, if applicable, completed with fresh signatures (not
a “crossed out” or “white-out” version of the first Agreement), and any
appropriate supporting documentation.

 

 

10.2     Change Sponsor or Placement for Active Advocates

 

A.        In conjunction with Section 2.6, maintaining the integrity of
the organizational structure is mandatory for the success of Company and our independent Advocates. As such, under
exceptional circumstances at the discretion of the Company, a request to change
placement may only be made within the first thirty (30) days of initial
enrollment as an Advocate. Furthermore, such changes may only occur within the
same organization.

 

B.        Sponsors may make “Placement changes” from one Advocate to
another for personally Sponsored (frontline) Advocates during the first thirty
(30) days of enrollment.

 

C.        New Advocates or their original Sponsor may request a change
of Sponsor or Placement within the first thirty (30) days of enrollment for the
purpose of structuring an organization. The new AdvocateAgreement must be
received within the calendar month for commission calculations to be effective
with the requested change.

 

D.        To change or correct the Sponsor, an Advocate must comply with
following procedures:

 

I.          Submit
a Sponsor Placement Transfer Form;

 

II.        Submit a CompanyAdvocateAgreement
showing the correct Sponsor and Placementand any appropriate supporting
documentation;

 

III.       The AdvocateAgreement must be a new, completed document bearing
“fresh” signatures, not a “crossed-out” or “white-out” version of the first Agreement.

 

E.         Upon
approval, the Advocate’s downline, if any, will transfer with the Advocate.

 

F.         If one transfer has already been made a $20 fee will be
assessed for the second and for each transfer thereafter.

 

G.        After the first thirty (30) days from initial enrollment,
Company will honor the
Sponsor/Placement as shown:

 

I.          On
the most recently signed AdvocateAgreement on file; or

 

II.        Self-enrolled
on the website (i.e., electronically signed Agreement).

 

H.        Company retains
the right to approve or deny any requests to change Sponsor or Placement, and
to correct any errors related thereto at any time and in whatever manner it
deems necessary.

 

 

 

 

10.3     Change Sponsor or Placement for Inactive Advocates

 

A.        At the discretion of Company, Advocates who remained inactive for a period of twelve (12) months,
and who have not tendered a letter of resignation, are eligible to re-enroll in
Company under their original
Sponsor.

 

B.        Upon written notice to Company that a former Advocate, who has previously terminated their Advocate
Agreement voluntarily, wishes to re-enroll, Company will “compress” (close) the original
account. A new Company ID number
will then be issued to the former Advocate.

 

C.        Such Advocate does not retain former rank, downline, or rights
to commission checks from their former organizations.

 

D.        Company
reserves the right to correct Sponsor or Placement errors at any time and in
whatever manner it deems necessary.

 

E.         If an active Advocate wishes to change Sponsors, then that Advocate
must wait a minimum of six (6) months after terminating their existing Advocate
Agreement before reapplying. If this step is taken, the Advocate will start
over in their new position and no roll over or otherwise will come to the Advocate
from their former position.

 

10.4     Unethical Sponsoring

 

A.        Unethical sponsoring activities include, but are not limited
to, enticing, bidding or engaging in unhealthy competition in trying to acquire
a prospect or new Advocate from another Advocate or influencing another Advocate
to transfer to a different sponsor.

 

F.                 
Allegations
of unethical sponsoring must be reported in writing to the Company Compliance Department within the first ninety
(90) days of enrollment. If the reports are substantiated, Company may transfer the Advocate or the Advocate’s
downline to another Sponsor, Placement or organization without approval from
the current upline Sponsor or Placement Advocates. Company remains the final authority in such cases.

 

G.               
Company prohibits the act of
“Stacking.”Stacking is the
unauthorized manipulation of the Company compensation system and/or the marketing plan in order to trigger
commissions or cause a promotion off a downline Advocate in an unearned manner.
One example of stacking occurs when a Sponsor places participants under an
inactive downline without their knowledge in order to trigger unearned
qualification for commissioning. Stacking is unethical and unacceptable
behavior, and as such, it is a punishable offense with measures up to and
including the termination of the independent consultant positions of all
individuals and/or entities found to be directly involved.

 

H.               
Should
Advocates engage in solicitation and/or enticement of members of another direct
sales company to sell or distribute Company products and services to, they bear the risk of
being sued by the other direct sales company. If any lawsuit, arbitration, or
mediation is brought against an Advocate alleging that they engaged in
inappropriate recruiting activity of another company’s sales force or Members, Company will not pay any of Advocate’s
defence costs or legal fees, nor will Company indemnify the Advocate for any judgment,
award, or settlement.

 

10.5     Sell, Assign or Delegate Ownership

 

A.        In order to preserve the integrity of the hierarchical
structure, it is necessary for Company to place restrictions on the transfer, assignment, or sale of a business.

 

B.        A CompanyAdvocate
may not sell or assign their rights or delegate their position as an Advocate
without prior written approval by Company, as approval will not be unreasonably
withheld. Any attempted sale, assignment, or delegation without such approval
may be voided at the discretion of Company.

 

C.        Prior to Company approval, the selling Advocate must first
offer their position to their upline Sponsor. The Sponsor shall have five (5)
business days in which to accept the offer. If Sponsor accepts the offer, they must
provide the Company with written notice of acceptance. If the Sponsor declines
the offer, the selling Advocate may offer the position to another buyer.  

 

D.        Should the sale be approved by Company, the Buyer assumes the position of the
Seller at the current qualified title, but at the current “paid as” rank, at
the time of the sale and acquires the Seller’s Downline.

 

E.         To request corporate authorization for a sale or transfer of
a Companybusiness, the following
items must be submitted to the CompanyCompliance Department:

 

I.          A Sale/Transfer of Business Form properly completed, with
the requisite signatures;

 

II.        A
copy of the Sales Agreement signed and dated by both Buyer and Seller;

 

III.       A CompanyAdvocate
Agreement completed and signed by the Buyer;

 

IV.       Payment
of the $100 administration fee;

 

V.        Any
additional supporting documentation requested by Company.

 

F.         Any debt obligations that either Seller or Buyer may have
with Company must be satisfied
prior to the approval of the sale or transfer by Company.

 

G.        A CompanyAdvocate
who sells their business is not eligible to re-enroll as a CompanyAdvocate in any organization for six(6) full
calendar months following the date of the sale except as otherwise expressly
set forth in these Policies and Procedures.

 

H.        Protection of existing LOS must always be maintained so that
the Company business continues to be operated in that LOS.

 

I.          The selling Advocate must be in good standing and not in
violation of any of the terms of the Agreement in order to be eligible to sell,
transfer, or assign a Company business.

 

10.6     Separating aDebt Cleanse Business

 

Company Brand Partners
sometimes operate their Company businesses as spouse-spouse partnerships,
regular partnerships, corporations, or trusts. At such time as a marriage may
end in divorce or a corporation, partnership, or trust (the latter three
entities are collectively referred to herein as “entities”) may dissolve,
arrangements must be made to assure that any separation or division of the
business is accomplished so as not to adversely affect the interests and income
of other businesses up or down the LOS. If the separating parties fail to
provide for the best interests of other Brand Partners and the Company in a
timely fashion, the Company will involuntarily terminate the Brand Partner
Agreement.

 

During the divorce or entity dissolution process, the
parties must adopt one of the following methods of operation:

 

A.   
One of the parties may, with consent of the other(s),
operate the Company business
pursuant to an assignment in writing whereby the relinquishing spouse,
shareholders, partners, or trustees authorize the Company to deal directly and solely with the other spouse or
non-relinquishing shareholder, partner, or trustee; or

 

B.    
The parties may continue to operate the Company business jointly on
a “business-as-usual” basis, whereupon all compensation paid by the Company will be paid
according to the status quo as it existed prior to the divorce filing or
dissolution proceedings. This is the default procedure if the parties do not
agree on the format set forth above. The Company will never remove a party to a
position from a Brand Partner account without that party’s written permission
and signature. Under no circumstances will the downline organization of
divorcing spouses or a dissolving business entity be divided. Under no
circumstances will the Company split commission
and bonus checks between divorcing spouses or members of dissolving entities. Company will recognize only
one downline organization and will issue only one commission check per Company business per
commission cycle. Commission checks shall always be issued to the same
individual or entity. In the event that parties to a divorce or dissolution
proceeding are unable to resolve a dispute over the disposition of commissions
and ownership of the business in a timely fashion as determined by the Company,
the Brand Partner Agreement shall be involuntarily cancelled. If a former
spouse has completely relinquished all rights in the original Company business pursuant to
a divorce, they are thereafter free to enroll under any sponsor of their
choosing without waiting six (6) calendar months. In the case of business
entity dissolutions, the former partner, shareholder, member, or other entity
affiliate who retains no interest in the business must wait six (6) calendar
months from the date of the final dissolution before re-enrolling as a Brand
Partner. In either case, however, the former spouse or business affiliate shall
have no rights to any Brand Partners in their former organization or to any
former Member. They must develop the new business in the same manner as would
any other new Brand Partner.

 

10.7     Succession

 

A.        Upon the death or incapacity of an Advocate, the Advocate’s
business may be passed on to their legal successors in interest (successor).
Whenever a Company business is
transferred by will or other testamentary process, the successor acquires the
right to collect all bonuses and commissions of the deceased Advocate’s sales
organization. The successor must:

 

I.          Complete
and sign a new CompanyAdvocateAgreement;

 

II.        Comply
with the terms and conditions of the AdvocateAgreement; and

 

III.       Meet all of the qualifications for the last rank achieved by
the former Advocate.

 

B.        Bonuses and commission checks of a Company business transferred based on this Section
will be paid in a single check to the successor. The successor must provide Company with an “address of record” to which all
bonus and commission Payments will be sent. Payments will be based on the
current performance of the business, not the highest rank or volume achieved.

 

C.        If the business is bequeathed to joint devisees (successors),
they must form a business entity and acquire a Federal taxpayer identification
number.  Company will issue all bonus and commission payments
and one 1099-NEC form to the managing business entity only.

 

D.        Appropriate legal documentation must be submitted to the CompanyCompliance Department to ensure the transfer
is done properly. To affect a testamentary transfer of a Company business, the successor must provide the
following to the CompanyCompliance
Department:

 

I.          A
certified copy of the death certificate; and

 

II.        A notarized copy of the will or other appropriate legal
documentation establishing the successor’s right to theCompany business.

 

E.         To complete a transfer of the Company business because of incapacity, the
successor must provide the following to theCompanyCompliance Department:

 

I.          A
notarized copy of an appointment as trustee;

 

II.        A notarized copy of the trust document or other appropriate
legal documentation establishing the trustee’s right to administer the Company business; and

 

III.       A
completed AdvocateAgreement executed by the trustee.

 

F.         If the successor is already an existing Advocate, Company will allow such Advocate to keep their own business
plus the inherited business active for up to six(6) months. By the end of the 6-month
period, the Advocate must have compressed (if applicable), sold or otherwise
transferred either the existing business or the inherited business.

 

G.        If the successor wishes to terminate the Companybusiness, they must submit a notarized
statement stating the desire to terminate the business, along with a certified
copy of the death certificate, appointment as trustee, and/or any other
appropriate legal documentation.

 

H.        Upon written request, Company may grant a one (1) month bereavement waiver and pay out at the last
“paid as” rank.

 

10.8     Resignation/Voluntary Termination

 

A.        An Advocate may immediately terminate their business by
submitting a written notice or email to the CompanyCompliance Department. The written notice
must include the following:

 

I.          The
Advocate’s intent to resign and date of resignation;

 

II.        Company Identification Number and reason for
resigning; and

 

III.       Signature.

 

B.        A CompanyAdvocate may not use resignation as a way to
immediately change Sponsor and Placement. Instead, the Advocate who has
voluntarily resigned is not eligible to reapply for a business or have any
financial interest in a or anyCompany business for six (6) months from the receipt of the written notice of
resignation.

 

10.9     Involuntary Termination

 

A.        Company
reserves the right to terminate an Advocate’s business for, but not limited to,
the following reasons:

 

I.          Violation
of any termsand conditions of the AdvocateAgreement;

 

II.        Violation
of any provision in these Policies and Procedures;

 

III.       Violation
of any provision in the Rewards Plan;

 

IV.       Violation of any applicable law, ordinance, or regulation
regarding the Companybusiness;

 

V.        Engaging in unethical business practices or violating
standards of fair dealing; or

 

VI.       Returning over $500 worth of products, services and/or sales
tools for a refund within a twelve (12) month period.

 

B.        Company will notify the Advocate in writing, at their
last known home address or e-mail address of its intent to terminate the Advocate’s
business and the reasons for termination.

 

C.        If the Advocatewishes to provide documentation to appeal
Company’s decision, Advocate must do so within three (3) business days from the
date of termination notice. Company shall then make a decision on whether or
not to rescind termination.

 

D.        If the termination is not rescinded, the termination will be
effective as of the date of the original termination notice by Company. The former Advocate shall thereafter be
prohibited from using the names, marks or signs, labels, stationery,
advertising, or business material referring to or relating to any Company products or services. Company will notify the active upline Sponsor within
ten (10) days after termination. The organization of the terminated Advocate
will “roll up” to the active Upline Sponsor on record.

 

E.         The CompanyAdvocate
who is involuntarily terminated by Company may not reapply for a business, either under their present name or any
other name or entity, without the express written consent of an officer
ofCompany following a review by the Company Compliance Committee. In any event, such Advocate may not reapply
for a business for twelve (12) months from the date of termination.

 

10.10   Effect of Cancellation

 

A.        Following an Advocate’s cancellation for inactivity or voluntary
or involuntary termination (collectively, a “cancellation”) such Advocate:

 

I.          Shall have no right, title, claim or interest to any
commission or bonus from the sales generated by the Advocate’s former
organization or any other payments in association with the Advocate’s former
independent business;

 

II.        Effectively waives any and all claims to property rights or
any interest in or to the Advocate’s former Downline organization; and

 

III.       Shall receive commissions and bonuses only for the last full
pay period in which they were active prior to cancellation, less any amounts
withheld during an investigation preceding an involuntary cancellation, and
less any other amounts owed to Company.

 

 

11.0     WARRANTIES AND LIMITATIONS OF LIABILITY

 

 

 

11.2     Limitation of Liability

 

NOTWITHSTANDING ANYTHING HEREIN TO THE
CONTRARY OR ANY FAILURE OF ESSENTIAL PURPOSE, INNO EVENT SHALL AN ADVOCATE OR COMPANY(INCLUDING ANY OF
ITS RELATED PARTIES (ASDEFINED IN SECTION 14E) BE LIABLE TO THE OTHER PARTY FOR
ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR EXEMPLARY, OR CONSEQUENTIAL
DAMAGES OF ANY KIND OR NATURE, HOWEVER CAUSED, ARISING OUT OF OR RELATED TO THE
ADVOCATE AGREEMENT OR THE SUBJECT MATTER HEREOF (INCLUDING BUT NOT LIMITED TO
THE COMPANY PRODUCTS, THE PROGRAM, COMPANY MARKETING MATERIALS OR COMPANY
BUSINESS SUPPLIES), WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF
CONTRACT, TORT OR OTHER THEORY OF LIABILITY (INCLUDING BUT NOT LIMITED TO
NEGLIGENCE OR STRICT LIABILITY), OR OTHERWISE, EVEN IF THE ADVOCATE OR COMPANY(OR ANY OF ITS RELATED
PARTIES) HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN JURISDICTIONS
THAT DO NOT GIVE EFFECT TO LIMITED LIABILITY OR EXCULPATORY CLAUSES, THIS
PROVISION IS NOT APPLICABLE. IN JURISDICTIONS THAT ALLOW FOR EXCULPATORY OR
LIMITED LIABILITY CLAUSES IN A LIMITED MANNER, THIS PROVISION IS APPLICABLE TO
THE FULLEST EXTENT ALLOWED BY THE LAW OF SUCH JURISDICTION.

 

 

 

12.0     DISCIPLINARY SANCTIONS

 

12.1     Imposition of Disciplinary Action – Purpose

 

It is the spirit of Company
that integrity and fairness should pervade among its Advocates, thereby
providing everyone with an equal opportunity to build a successful
business.Therefore, Company
reserves the right to impose disciplinary sanctions at any time, when it has
determined that an Advocate has violated the Agreement or any of these Policies
and Procedures or the Rewards Plan as they may be amended from time to time by Company.

 

12.2     Consequences and Remedies of Breach

 

A.        Disciplinary
actions may include one or more of the following:

 

I.          Monitoring an Advocate’s conduct over a specified period of
time to assure compliance;

 

II.        Issuance of a written warning or requiring the Advocate to
take immediate corrective action;

 

III.       Imposition of a fine (which may be imposed immediately or
withheld from future commission payments) or the withholding of commission payments(“Commission
Hold”) until the matter causing the Commission Hold is resolved or until Companyreceives adequate additional assurances from
the Advocate to ensure future compliance;

 

IV.       Suspension from participation in Company or Advocate events,
rewards, or recognition;

 

V.        Suspension of the CompanyAdvocateAgreement and business for one or more pay periods;

 

VI.       Involuntary
termination of the Advocate’s Agreement and business;

 

VII.     Any other measure which Company deems feasible and appropriate to justly resolve injuries caused by
the Advocate’s Policy violation or contractual breach;OR

 

VIII.    Legal
proceedings for monetary or equitable relief.

 

 

 

 

 

 

13.0     GRIEVANCES &DISPUTE RESOLUTION

 

13.1
    Grievances

 

A.        If a CompanyAdvocate has a grievance or complaint against
another Advocate regarding any practice or conduct relating to their respective
Company businesses, they are
encouraged to resolve the issue directly with the other party. If an agreement
cannot be reached, it must be reported directly to the Company Compliance Department as outlined below in
this Section.

 

B.        The Company
Compliance Department will be the final authority on settling such grievance or
complaint and its written decision shall be final and binding on the Advocates
involved.

 

C.        Company will confine its involvement to disputes
regarding Company business
matters only.Company will not
decide issues that involve personality conflicts or unprofessional conduct by
or between Advocates outside the context of a Company business. These issues go beyond the scope
of Company and may not be used
to justify a Sponsor or Placement change or a transfer to another
Company organization.

 

D.        Company does not consider, enforce, or mediate third
party agreements between Advocates, nor does it provide names, funding, or
advice for obtaining outside legal counsel.

 

E.         Process
for Grievances:

 

I.          TheAdvocate should submit a written letter of complaint
(e-mail will not be accepted) directly to the Company Compliance Department. The letter shall set
forth the details of the incident as follows:

 

a.         The nature of the violation;

b.         Specific facts to support the allegations;

c.         Date(s) and number(s) of occurrences;

d.         Persons involved; and

e.         Supporting documentation.

 

II.        Upon receipt of the written complaint, Company will conduct an investigation according to
the following procedures:

 

a.         The Compliance Department will send an acknowledgment of
receipt to the complaining Advocate.

b.         The Compliance Department will provide a verbal or written
notice of the allegation to the Advocate under investigation. If a written
notice is sent to the Advocate, they will have five (5) business days from the
date of the notification letter to present all information relating to the
incident for review by Company.

c.         The Compliance Department will thoroughly investigate the
complaint and consider all the submitted information it deems relevant,
including information from collateral sources. Due to the unique nature of each
situation, determinations of the appropriate remedy will be on a case-by-case
basis, and the length of time to reach a resolution will vary.

d.         During the course of the investigation, the Compliance
Department will only provide periodic updates simply stating that the
investigation is ongoing. No other information will be released during that
time. Advocate calls, letters, and requests for “progress reports” during the
course of the investigation will not be answered or returned.

 

E.         Company will make a final decision and timely notify
the CompanyAdvocates involved.

 

13.2     Liquidated Damages

 

In any case which arises from  or 
relates  to  the 
wrongful  termination of  the 
Contract  and/or  an Advocate’s business, Company and the Advocate
agree that damages will be extremely difficult to ascertain. Therefore, the
Company and the Advocate stipulate that if the involuntary termination of the
Contract and/or loss of Advocate’s Company business is proven and held to be
wrongful under any theory of law, the Advocate’s sole remedy will be liquidated
damages calculated as follows:

 

a.      
For Advocates earning $10,000or moreper month below,
liquidated damages will be in the amount of their gross compensation that they
earned pursuant to the Company’s Rewards Plan in the eighteen(18) months
immediately preceding the termination.

 

b.     
In any actionarising from or relating to the
Contract, the Company business, or the relationship between the Company and an Advocate,
both Parties waive all claims for incidental and/or consequential damages, even
if the other Party has been apprisedof the likelihood of such damage. The
Company and Advocate further waive all claims to exemplary and punitive
damages.

 

13.3     Dispute Resolution

 

A.               
THIS
PROVISION CONTAINS AN AGREEMENT THAT AFFECTS HOW CLAIMS AN ADVOCATE MAY HAVE
AGAINST COMPANY, OR CLAIMS COMPANYMAY HAVE AGAINST AN ADVOCATE, WILL BE
RESOLVED. THE PARTIES UNDERSTAND AND AGREE THAT THIS DISPUTE RESOLUTION
AGREEMENT OPERATES AS A SEPARATE AND DISTINCT AGREEMENT THAT IS SEVERABLE FROM
THE REMAINDER OF THE ADVOCATE AGREEMENT AND IS ENFORCEABLE REGARDLESS OF THE
ENFORCEABILITY OF ANY OTHER PROVISION OF THE ADVOCATE AGREEMENT OR THE ADVOCATE
AGREEMENT AS A WHOLE. CONSIDERATION FOR THIS DISPUTE RESOLUTION AGREEMENT
INCLUDES, WITHOUT LIMITATION, THE PARTIES’ MUTUAL AGREEMENT TO ARBITRATE
CLAIMS. THE PARTIES FURTHER UNDERSTAND AND AGREE THAT THE UNENFORCEABILITY OF
THE ADVOCATE AGREEMENT IN WHOLE OR IN PART SHALL NOT SUPPORT A FINDING THAT THIS
DISPUTE RESOLUTION AGREEMENT IS UNENFORCEABLE. THE FEDERAL ARBITRATION ACT
(“FAA”) SHALL GOVERN THIS DISPUTE RESOLUTION AGREEMENT WITHOUT GIVING EFFECT TO
ANY STATE LAW TO THE CONTRARY.

 

Any controversy, claim or dispute of
whatever nature arising between Advocate, on the one hand, and Companyand/or the Related Parties (as defined in Section 14.3E),
on the other, including but not limited to those arising out of or relating to
the Advocate Agreement including these Policies and Procedures or the breach
thereof, the sale, purchase or use of the Companyproducts/services,
or the commercial, economic or other relationship of Advocate and Company
and/or the Related Parties (for purposes of this Section, each a “party”),
whether such claim is based on rights, privileges or interests recognized by or
based upon statute, contract, tort, common law or otherwise (“Dispute”), and
any Dispute as to the arbitrability of a matter under this provision, shall be
settled through negotiation, mediation or arbitration, as provided herein.

 

B.        Mediation.If a Dispute arises,
the Parties shall first attempt in good faith to resolve it promptly by
negotiation. Any of theParties involved in the Dispute may initiate negotiation
by providing notice (the “Dispute Notice”) to each involvedParty setting forth
the subject of the Dispute and the relief sought by the Party providing the
Dispute Noticeanddesignating a representative who has full authority to
negotiate and settle the Dispute. Within ten (10) BusinessDays after the
Dispute Notice is provided, each recipient shall respond to all other known
recipients of the DisputeNotice with notice of the recipient’s position on and
recommended solution to the Dispute, designating arepresentative who has full
authority to negotiate and settle the Dispute. Within twenty (20) Business Days
afterthe Dispute Notice is provided, the representatives designated by the Parties
shall confer either in person at amutually acceptable time and place or by
telephone, and thereafter as often as they reasonably deem necessary, toattempt
to resolve the Dispute.At any time twenty (20) Business Days or more after the
Dispute Notice is provided, but prior to the initiation ofarbitration,
regardless of whether negotiations are continuing, any Party may submit the
Dispute to JAMS formediation by providing notice of such request to all other
concerned Parties and providing such notice and a copyof all relevant Dispute
Notices and notices responding thereto to JAMS. In such case, the Parties shall
cooperatewith JAMS and with one another in selecting a mediator from the JAMS
panel of neutrals and in promptlyscheduling the mediation proceedingsand shall
participate in good faith in the mediation either in person at amutually
acceptable time and place or by telephone, in accordance with the
then-prevailing JAMS’s mediationprocedures and this Section, which shall
control.

 

C.        Arbitration.Any Dispute not resolved in writing by negotiation or
mediation shall be subject to and shall be settled exclusively by final,
binding arbitration before a single arbitrator or, for Disputes in excess of
two million dollars($2,000,000 USD), a panel of three arbitrators, in the
City ofChicago in the State of Illinoisin accordance
with the then-prevailing Comprehensive Arbitration Rules of JAMS, Inc. No Party
may commence Arbitration with respect to any Dispute unless that Party has
pursued negotiation and, if requested, mediation, as provided herein, provided,
however, that no Party shall be obligated to continue to participate in
negotiation or mediation if the Parties have not resolved the Dispute in
writing within sixty (60) Business Days after the Dispute Notice was provided
to any Party or such longer period as may be agreed by the Parties. Unless
otherwise agreed by the Parties, the mediator shall be disqualified from
serving as an arbitrator in the case. The Parties understand and agree that if
the arbitrator or arbitral panel awards any relief that is inconsistent with
the Limitation of Liability provision of these Policies and Procedures, such
award exceeds the scope of the arbitrator’s or the arbitral panel’s authority,
and any Party may seek a review of the award in the exclusive jurisdiction and
venue of the courts in the City of Wabash in the State of Illinois.

 

Notwithstanding the foregoing, venue
and jurisdiction for any claims or disputes arising under or relating to the Advocate
Agreement brought by residents of Louisiana shall be established pursuant to
Louisiana law.

 

  D.      Waiver
of Class Action and Jury Trial. THE NEGOTIATION, MEDIATION OR ARBITRATION OF
ANY DISPUTE SHALL BE LIMITED TO INDIVIDUAL RELIEF ONLY AND SHALL NOT INCLUDE
CLASS, COLLECTIVE OR REPRESENTATIVE RELIEF. IN ANY ARBITRATION OF A DISPUTE,
THE ARBITRATOR OR ARBITRAL PANEL SHALL ONLY HAVE THE POWER TO AWARD INDIVIDUAL
RELIEF AND SHALL NOT HAVE THE POWER TO AWARD ANY CLASS, COLLECTIVE OR
REPRESENTATIVE RELIEF. THE PARTIES UNDERSTAND AND AGREE THAT EACH IS WAIVING
THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS, COLLECTIVE OR OTHER
REPRESENTATIVE ACTION.

 

E.         Although the Advocate Agreement is
made and entered into between Advocate and Company, Companyaffiliates, owners, members, managers and
employees (“Related Parties”) are intended third-party beneficiaries of the Advocate
Agreement for purposes of the provisions of the Advocate Agreement referring
specifically to them, including this agreement to negotiate, mediate and
arbitrate. The Parties acknowledge that nothing contained herein is intended to
create any involvement by, responsibility of, or liability for, the Related
Parties with respect to any dealings between Advocate and Company, and the Parties
further acknowledge that nothing containedherein shall be argued by either of
them to constitute any waiver by the Related Parties ofany defense which
Related Parties may otherwise have concerning whether they can properly be made
a party toany dispute between the other parties.

 

F.         To the
fullest extent allowed by law: (i) the costs of negotiation, mediation and
arbitration, including fees andexpenses of any mediator, arbitrator, JAMS, or
other persons independent of all Parties acting with the consent ofthe Parties
to facilitate settlement, shall be shared in equal measure by Advocate, on the
one hand, and Company and any Related Parties involved on the other, except
where applicable law requires that Companybear
any costs unique to arbitration (which Company shall bear); and (ii) the
arbitrator or arbitral panel or, inthe case of provisional or equitable relief
or to challenge an award that exceeds arbitral authority as described inthis Section,
the court, shall award reasonable costs and attorneys’ fees to the person or
entity that thearbitrator, arbitral panel, or court finds to be the prevailing
party; provided, however, that if fees are sought under astatute or rule that
sets a different standard for awarding fees or cots, then that statute or rule
shall apply.

 

G.        Nothing in these Policies and Procedures shall prevent Company from applying for or obtaining from any
court having jurisdiction a writ of attachment, a temporary injunction,
preliminary injunction, permanent injunction, or other relief available to
safeguard and protect Company
interests or its Confidential Information prior to, during or following the
filing of an arbitration or other proceeding, or pending the rendition of a
decision or award in connection with any arbitration or other proceeding.

 

H.        Any
Party may seek specific performance of this Section, and any Party may seek to
compel each other Party to comply with this Section by petition to any court of
competent jurisdiction. For purposes of any provisional or equitable relief
sought under this Section, the Parties consent to exclusive jurisdiction and
venue in the courts in the City ofChicago in the State ofIllinois, or the
United States District Court for theSouthern District of Illinois. The
pendency of mediation or arbitration shall not preclude a Party from seeking
provisional remedies in aid of the arbitration from a court of appropriate
jurisdiction, and the Parties agree not to defend against any application for
provisional relief on the ground that mediation or arbitration is pending.

 

I.          ANY
AMENDMENT BY COMPANYTO THE DISPUTE RESOLUTION AGREEMENT IN THIS SECTION SHALL
ONLY TAKE EFFECT UPON ANADVOCATE’S EXPRESS AGREEMENT TO SUCH AMENDMENT. AADVOCATE
MAY INDICATE THEIR AGREEMENT TO SUCH PROPOSED AMENDMENT BY FOLLOWING THE
INSTRUCTIONS THAT WILL APPEAR WHEN LOGGING IN TO THE COMPANYCORPORATE
WEBSITE OR, THE ADVOCATE’SREPLICATED WEBSITE.COMPANYMAY
TERMINATE THE ADVOCATE AGREEMENT OF ANY ADVOCATE WHO DOES NOT AGREE TO A
PROPOSED AMENDMENT TO THE DISPUTE RESOLUTION AGREEMENT IN THIS SECTION WITHIN
THIRTY (30) DAYS AFTER THE EFFECTIVE DATE OF THE AMENDMENT. ANY SUCH AMENDMENT
SHALL APPLY TO ALL CLAIMS BROUGHT BY COMPANY OR THE ADVOCATE ON OR AFTER THE
EFFECTIVE DATE OF THE AMENDMENT, REGARDLESS OF THE DATE OF OCCURRENCE OR
ACCRUAL OF ANY FACTS UNDERLYING SUCH CLAIM.

 

 

 

 

 

13.4
Governing Law

           

This Agreement is to be construed in accordance with andgoverned by the
laws ofthe State of Illinois,
without regard to its choice of law principles, and the Federal Arbitration
Actshall govern the Dispute ResolutionAgreement of these Policies and
Procedures and the Advocate Agreement without giving effect to any state law to
the contrary.

 

14.0     MISCELLANEOUS

 

14.1     Severability

 

If any provision of these Policies and Procedures is found to be
invalid, or unenforceable for any reason, only the invalid provision shall be
severed. The remaining terms and provisions hereof shall remain in full force
and shall be construed as if such invalid or unenforceable provision never had
comprised a part of these Policies and Procedures.

 

14.2     Waiver

 

A.        Only an officer of Company can, in writing, affect a waiver of theCompany Policies and Procedures. Company’s waiver of any particular breach by an Advocate
shall not affect Company’s
rights with respect to any subsequent breach, nor shall it affect the rights or
obligations of any other Advocate. A waiver in one instance does not constitute
a waiver at any other point for that Advocate or for any other Advocate likely
situated.

 

B.        The existence of any claim or cause of action of an Advocate
against Company shall not
constitute a defense to Company’s
enforcement of any term or provision of these Policies and Procedures.

 

14.3     Successors and Claims

 

This Agreement shall be binding upon and inure to the benefit of the Parties
and their respective successors and assigns.

 

15.0     DEFINITIONS

 

ACTIVE ADVOCATE:
An Advocatewho satisfies the minimum volume requirements of $100 PSV per month
and has agreed to and submitted a completed AdvocateAgreement, as set forth in
the Rewards Plan and these Policies, to ensure that they are eligible to
receive bonuses and commissions.

 

AGREEMENT:
The contract between the Company and each Advocate; includes the AdvocateAgreement,
theCompany Policies and
Procedures, and the CompanyRewards Plan, all in their current form and as amended by Company in its sole discretion. These
documents are collectively referred to as the “Agreement.”

 

BUSINESS
DAYS: Monday through Friday, excluding the weekend days of Saturday and Sunday.
If a day within a period of Business Days, for purposes of counting, falls on a
Monday through Friday on which there is a national holiday in which, for
example, federal banks are closed, then that day shall not count as a Business
Day. 

 

CANCEL:
The termination of an Advocate’s business. Cancellation may be either
voluntary, involuntary, or through non-renewal.

 

REWARDS
PLAN: The guidelines and referenced literature for describing how Advocates can
generate commissions and bonuses.

 

MEMBER: A
person who purchases products from an Advocate at the current retail price, who
is not also enrolled as an Advocate with the Company.

 

ADVOCATE:
A generic term for any person or entity that has completed the Advocate
Agreement with the Company and fulfilled all requirements to participate within
the career path. An Advocateis able to recruit other Advocates, sell products
and services, and build a Company business via retail sales and commissions
earning.

 

LINE OF
SPONSORSHIP (LOS): A report generated by Company that provides critical data relating to the
identities of Advocates, sales information, and enrollment activity of each Advocate’s
organization. This report contains confidential and trade secret
informationwhich is proprietary to Company.

 

ORGANIZATION:
The Members and Advocates placed below a particular Advocate.

 

OFFICIAL Company
MATERIAL:  Literature, audio or video tapes, and other
materials developed, printed, published, and distributed byCompany to Advocates.

 

PERSONAL
SALES VOLUME/PSV: The total volume of a single Advocate from orders placed by Members
they have personally enrolled.

 

PLACEMENT:
Your position inside your Sponsor’s organization.

 

RECRUIT:
For purposes of Company’s
Conflict of Interest Policy, the term “Recruit” means the actual or attempted
solicitation, enrollment, encouragement, or effort to influence in any other
way, either directly,indirectly, or through a third party, another CompanyAdvocate or Member to enroll or
participate in another multilevel marketing, network marketing, or direct sales
opportunity.

 

RESALABLE/MARKETABLE:
Products shall be deemed “resalable” if each of the following elements is
satisfied: 1) they are unopened and unused, 2) original packaging and labelling
has not been altered or damaged, 3) they are in a condition such that it is a
commercially reasonable practice within the trade to sell the merchandise at
full price, and 4) the product contains current Company labelling.Any merchandise that is clearly
identified at the time of sale as nonreturnable, discontinued, or as a seasonal
item, shall not be resalable.

 

SPONSOR/ENROLLER:
An Advocatewho enrolls a Member,Retailer, or another Advocate into the Company,
and is listed as the Sponsor on the Advocate Agreement. The act of enrolling
others and training them to become Advocates is called “sponsoring.”

 

UPLINE:
This term refers to the Advocate or Advocates above a particular Advocate in a
sponsorship line up to the Company. It is the line of sponsors that links any
particular Advocate to the Company.

 

Last Revised Date: January 1, 2022