Terms & Conditions

  • SECTION 1 - CORPORATE MISSION STATEMENT

    SECTION 2 - INTRODUCTION
    2.1 - Policies and Compensation Plan Incorporated into Distributor Agreement
    2.2 - Changes to the Agreement
    2.3 - Policies and Provisions Severable
    2.4 - Waiver

    SECTION 3 - BECOMING A DISTRIBUTOR
    3.1 - Requirements to Become a Distributor
    3.2 - Distributor Benefits
    3.3 - Term and Renewal of Your LifePharm Business

    SECTION 4 - OPERATING A LIFEPHARM BUSINESS
    4.1 - Adherence to the LifePharm Compensation Plan
    4.2 - Advertising
    4.2.1 - General
    4.2.2 - Distributor Web Sites
    4.2.3 - Domain Names, Email Addresses, Social Media
    4.2.4 - Trademarks and Copyrights
    4.2.5 - Media and Media Inquiries
    4.2.6 - Unsolicited Email
    4.2.7 - Unsolicited Faxes
    4.2.8 - Telephone Directory Listings
    4.3 - Business Entities
    4.3.1 - Changes to a Business Entity
    4.4 - Change of Enroll
    4.4.1 - Misplacement
    4.4.2 - Upline Approval
    4.4.3 - Cancellation and Re-application
    4.5 - Unauthorized Claims and Actions
    4.5.1 - Indemnification
    4.5.2 - Product Claims
    4.5.3 - Income Claims
    4.5.4 - Income Disclosure Statement
    4.6 - Commercial Outlets
    4.7 - Trade Shows, Expositions and Other Sales Forums
    4.8 - Conflicts of Interest
    4.8.1 - Nonsolicitation
    4.8.2 - Sale of Competing Goods or Services
    4.8.3 - Distributor Participation in Other Direct Selling Programs
    4.8.4 - Confidential Information
    4.9 - Targeting Other Direct Sellers
    4.10 - Errors or Questions
    4.11 - Governmental Approval or Endorsement
    4.12 - Holding Applications or Orders
    4.13 - Income Taxes
    4.14 - Independent Contractor Status
    4.15 - Insurance
    4.16 - International Marketing
    4.17 - Excess Inventory and Bonus Buying
    4.18 - Adherence to Laws and Ordinances
    4.19 - One LifePharm Business Per Distributor and Per Household
    4.20 - Actions of Household Members or Affiliated Parties
    4.21 - Requests for Records
    4.22 - Roll-up of Marketing Organization
    4.23 - Sale, Transfer or Assignment of LifePharm Business
    4.24 - Separation of a LifePharm Business
    4.25 - Enrolling Online
    4.26 - Succession
    4.26.1 - Transfer Upon Death of a Distributor
    4.26.2 - Transfer Upon Incapacitation of a Distributor
    4.27 - Telemarketing Techniques
    4.28 - Back Office Access

    SECTION 5 - RESPONSIBILITIES OF DISTRIBUTORS
    5.1 - Change of Address, Telephone, and E-Mail Addresses
    5.2 - Continuing Development Obligations
    5.2.1 - Ongoing Training
    5.2.2 - Increased Training Responsibilities
    5.2.3 - Ongoing Sales Responsibilities
    5.3 - Nondisparagement
    5.4 - Providing Documentation to Applicants

    SECTION 6 - SALES REQUIREMENTS
    6.1 - Product Sales
    6.2 - No Territory Restrictions
    6.3 - Sales Receipts

    SECTION 7 - BONUSES AND COMMISSIONS
    7.1 - Bonus and Commission Qualifications and Accrual
    7.1.1 - Adjustments for Returned Products
    7.1.2 - Hard Copy Commission Checks
    7.2 - Reports

    SECTION 8 - PRODUCT GUARANTEES, RETURNS AND INVENTORY REPURCHASE
    8.1 - Returns by Retail Customers
    8.1.1 - Cancelation Notice
    8.1.2 - Replacement of Customer Products
    8.2 - Return of Inventory and Sales Aids by Distributors Upon Cancellation
    8.2.1 - Montana Residents
    8.2.2 - Return of Product - No Termination
    8.2.3 - Refused Products
    8.3 - Procedures for All Returns

    SECTION 9 - DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
    9.1 - Disciplinary Sanctions
    9.2 - Grievances and Complaints
    9.3 - Mediation
    9.4 - Arbitration
    9.5 - Governing Law, Jurisdiction and Venue
    9.5.1 - Louisiana Residents

    SECTION 10 - PAYMENT AND SHIPPING
    10.1 - Returned Checks
    10.2 - Restrictions on Third Party Use of Credit Cards and Checking Account Access
    10.3 - Sales Taxes

    SECTION 11 - INACTIVITY, RECLASSIFICATION, AND CANCELLATION
    11.1 - Effect of Cancellation
    11.2 - Cancellation Due to Inactivity
    11.3 - Involuntary Cancellation
    11.4 - Voluntary Cancellation
    11.5 - Non-renewal

    SECTION 12 - DEFINITIONS

    SECTION 1 - CORPORATE MISSION STATEMENT
    LP Global Network Corporate Mission Statement

    SECTION 2 - INTRODUCTION
    2.1 - Policies and Compensation Plan Incorporated into Distributor Agreement
    These Policies and Procedures, in their present form and as amended at the sole discretion of LP Global Network. (hereafter “LifePharm” or the “Company”), are incorporated into, and form an integral part of, the LifePharm Distributor Agreement. Throughout these Policies, when the term “Agreement” is used, it collectively refers to the LifePharm Distributor Application and Agreement, these Policies and Procedures, the LifePharm Compensation Plan, and the LifePharm Business Entity Application (if applicable). These documents are incorporated by reference into the LifePharm Distributor Agreement (all in their current form and as amended by LifePharm).

    2.2 - Changes to the Agreement
    LifePharm reserves the right to amend the Agreement and its prices in its sole and absolute discretion. By executing the Distributor Agreement, a Distributor agrees to abide by all amendments or modifications that LifePharm elects to make. Amendments shall be effective 30 days after publication of notice that the Agreement has been modified. Notification of amendments shall be published by one or more of the following methods: (1) posting on the Company’s official web site; (2) electronic mail (e-mail); (3) inclusion in Company periodicals; (4) inclusion in product orders or bonus checks; or (5) special mailings (6) voicemail broadcast system (7) fax-ondemand. The continuation of a Distributor’s LifePharm business or a Distributor’s acceptance of bonuses or commissions constitutes acceptance of any and all amendments.

    2.3 - Policies and Provisions Severable
    If any provision of the Agreement, in its current form or as may be amended, is found to be invalid, or unenforceable for any reason, only the invalid portion(s) of the provision shall be severed and the remaining terms and provisions shall remain in full force and effect. The severed provision, or portion thereof, shall be reformed to reflect the purpose of the provision as closely as possible.

    2.4 - Waiver
    The Company never gives up its right to insist on compliance with the Agreement and with the applicable laws governing the conduct of a business. No failure of LifePharm to exercise any right or power under the Agreement or to insist upon strict compliance by a Distributor with any obligation or provision of the Agreement, and no custom or practice of the parties at variance with the terms of the Agreement, shall constitute a waiver of LifePharm’s right to demand exact compliance with the Agreement. The existence of any claim or cause of action of a Distributor against LifePharm shall not constitute a defense to LifePharm’s enforcement of any term or provision of the Agreement.

    SECTION 3 - BECOMING A DISTRIBUTOR
    3.1 - Requirements to Become a Distributor
    To become a LifePharm Distributor, each applicant must:

    • Be at least 18 years of age;
    • Reside in the United States or U.S. Territories or country that LifePharm has officially announced is open for business;
    • Have a valid Social Security or Federal Tax ID number;
    • Pay the enrollment fee (which comes with a distributor kit);
    • Submit a properly completed Distributor

    Application and Agreement to LifePharm either in hard copy or online format;

    3.2 - Distributor Benefits
    Once a Distributor Application and Agreement has been accepted by LifePharm, the benefits of the Compensation Plan and the Distributor Agreement are available to the new Distributor. These benefits include the right to:

    • Sell LifePharm products and services;
    • Participate in the LifePharm Compensation Plan (receive bonuses and commissions, if eligible);
    • Enroll other individuals as Customers or Distributors into the LifePharm business and thereby, build a Marketing Organization and progress through the LifePharm Compensation Plan;
    • Receive periodic LifePharm literature and other LifePharm communications;
    • Participate in LifePharm-enrolled support, service, training, motivational and recognition functions, upon payment of appropriate charges, if applicable; and
    • Participate in promotional and incentive contests and programs enrolled by LifePharm for its Distributors.

    3.3 - Term and Renewal of Your LifePharm Business
    The term of the Distributor Agreement is one year from the date of its acceptance by LifePharm (subject to prior termination as provided in Section 11 below). Distributors must renew their Distributor Agreement each year by paying an annual renewal fee of $20 on or before the anniversary date of their Distributor Agreement. If the renewal fee is not paid within 30 days after the expiration of the current term of the Distributor Agreement, the Distributor Agreement will be canceled. Distributors may elect to utilize the Automatic Renewal Program (“ARP”). Under the ARP, the renewal fee will be charged to the Distributor’s credit card on file with the Company.

    SECTION 4 - OPERATING A LIFEPHARM BUSINESS
    4.1 - Adherence to the LifePharm Compensation Plan
    Distributors must adhere to the terms of the LifePharm Compensation Plan as set forth in official LifePharm literature. Distributors shall not offer the LifePharm opportunity through, or in combination with, any other system, program, or method of marketing other than that specifically set forth in official LifePharm literature. Distributors shall not require or encourage other current or prospective Customers or Distributors to execute any agreement or contract other than official LifePharm agreements and contracts in order to become a LifePharm Distributor. Similarly, Distributors shall not require or encourage other current or prospective Customers or Distributors to make any purchase from, or payment to, any individual or other entity to participate in the LifePharm Compensation Plan other than those purchases or payments identified as recommended or required in official LifePharm literature.

    4.2 - Advertising
    4.2.1 - General
    All Distributors shall safeguard and promote the good reputation of LifePharm and its products. The marketing and promotion of LifePharm, the LifePharm opportunity, the Compensation Plan, and LifePharm products must avoid all discourteous, deceptive, misleading, unethical or immoral conduct or practices.

    To promote both the products and services, and the tremendous opportunity LifePharm offers, Distributors –OR should -- use the sales tools and support materials produced by LifePharm. The Company has carefully designed its products, product labels, Compensation Plan, and promotional materials to ensure that they are promoted in fair, truthful manner, that they are substantiated, and the material complies with the legal requirements of federal and state laws.

    Only Distributors who have achieved the rank of Successor or higher may create and publish their own marketing materials, advertising materials, and/or other sales aids (independently produced websites are not permitted under any circumstance). However, even if a Distributor has achieve the rank of Successor or higher, all materials he or she produces must be submitted to the company for pre-approval before they can be used or made public.

    LifePharm will not permit Distributors sell sales aids to other LifePharm Distributors. Therefore, Distributors who receive authorization from LifePharm to produce their own sales aids may not sell such material to any other LifePharm Distributor. Distributors may make approved material available to other Distributors free of charge if they wish, but may not charge other LifePharm Distributors for the material.

    LifePharm further reserves the right to rescind approval for any sales tools, promotional materials, advertisements, or other literature, and Distributors waive all claims for damages or remuneration arising from or relating to such rescission.

    4.2.2 - Distributor Web Sites
    If a Distributor desires to utilize an Internet web page to promote his or her business, he or she may do so through the Company’s replicated website program only. This program permits Distributors to advertise on the Internet and to choose from among a variety of home page designs that can be personalized with the Distributor’s message and the Distributor’s contact information. These websites seamlessly link directly to the official LifePharm website giving the Distributor a professional and Company-approved presence on the Internet. No Distributor may independently design a website that uses the names, logos, or product descriptions of LifePharm or otherwise promotes (directly or indirectly) LifePharm products or the LifePharm opportunity. Nor may a Distributor use “blind” ads on the Internet that make product or income claims which are ultimately associated with LifePharm products, the LifePharm opportunity, or the LifePharm Marketing and Compensation Plan. The use of any other Internet website or web page (including without limitation auction sites such as eBay) to in any way promote the sale of LifePharm products, the LifePharm opportunity, or the Marketing and Compensation Plan is a breach of the Agreement and may result in any of the disciplinary sanctions set forth in Section 9.1.

    Alternatively, Distributors may develop their own web pages or websites. However, any Distributor who does so must submit a properly completed Website Application and Agreement along with the proper website registration fee and receive the Company’s prior written approval before going live with the website.

    4.2.3 - Domain Names, Email Addresses, Social Media
    Except as set forth in the Distributor Website Application and Agreement, Distributors may not use or attempt to register any of LifePharm’s trade names, trademarks, service names, service marks, product names, the Company’s name, or any derivative thereof, for any Internet domain name, email address, or social media name or address.

    4.2.4 - Trademarks and Copyrights
    The name of LifePharm and other names as may be adopted by LifePharm are proprietary trade names, trademarks and service marks of LifePharm. As such, these marks are of great value to LifePharm and are supplied to Distributors for their use only in an expressly authorized manner. LifePharm will not allow the use of its trade names, trademarks, designs, or symbols, or any derivatives of such marks, by any person, including LifePharm Distributors, in any unauthorized manner without its prior, written permission.

    The content of all Company enrolled events is copyrighted material. Distributors may not produce for sale or distribution any recorded Company events and speeches without written permission from LifePharm, nor may Distributors reproduce for sale or for personal use any recording of Company-produced audio or video tape presentations.

    4.2.5 - Media and Media Inquiries
    Distributors must not attempt to respond to media inquiries regarding LifePharm, its products or services, or their independent LifePharm business. All inquiries by any type of media must be immediately referred to LifePharm’s Compliance Department. This policy is designed to assure that accurate and consistent information is provided to the public as well as a proper public image.

    4.2.6 - Unsolicited Email
    LifePharm does not permit Distributors to send unsolicited commercial emails unless such emails strictly comply with applicable laws and regulations including, without limitation, the federal CAN SPAM Act. Any email sent by a Distributor that promotes LifePharm, the LifePharm opportunity, or LifePharm products and services must comply with the following:

    • There must be a functioning return email address to the sender.
    • There must be a notice in the email that advises the recipient that he or she may reply to the email, via the functioning return email address, to request that future email solicitations or correspondence not be sent to him or her (a functioning “opt-out” notice).
    • The email must include the Distributor’s physical mailing address.
    • The email must clearly and conspicuously disclose that the message is an advertisement or solicitation.
    • The use of deceptive subject lines and/or false header information is prohibited.
    • All opt-out requests, whether received by email or regular mail, must be honored. If a Distributor receives an opt-out request from a recipient of an email, the Distributor must forward the optout request to the Company.

    LifePharm may periodically send commercial emails on behalf of Distributors. By entering into the Distributor Agreement, Distributor agrees that the Company may send such emails and that the Distributor’s physical and email addresses will be included in such emails as outlined above. Distributors shall honor opt-out requests generated as a result of such emails sent by the Company.

    4.2.7 - Unsolicited Faxes
    Except as provided in this section, Distributors may not use or transmit unsolicited faxes in connection with their LifePharm business. The term “unsolicited faxes” means the transmission via telephone facsimile or computer of any material or information advertising or promoting LifePharm, its products, its compensation plan or any other aspect of the company which is transmitted to any person, except that these terms do not include a fax: (a) to any person with that person’s prior express invitation or permission; or (b) to any person with whom the Distributor has an established business or personal relationship. The term “established business or personal relationship” means a prior or existing relationship formed by a voluntary two way communication between a Distributor and a person, on the basis of: (a) an inquiry, application, purchase or transaction by the person regarding products offered by such Distributor; or (b) a personal or familial relationship, which relationship has not been previously terminated by either party.

    4.2.8 - Telephone Directory Listings
    Distributors may list themselves as an “Independent LifePharm Distributor” in the white or yellow pages of the telephone directory, or with online directories, under their own name. No Distributor may place telephone or online directory display ads using LifePharm’s name or logo. Distributors may not answer the telephone by saying “LifePharm”, “LP Global”, “LP Global Network”, “LifePharm Global”, or in any other manner that would lead the caller to believe that he or she has reached corporate offices of LifePharm. If a Distributor wishes to post his/her name in a telephone or online directory, it must be listed in the following format:

    Distributor’s Name
    Independent LP Global Network Distributor

    4.3 - Business Entities
    A corporation, limited liability company, partnership or trust (collectively referred to in this section as a “Business Entity”) may apply to be a LifePharm Distributor by submitting a Distributor Application and Agreement along with a properly completed Business Entity Application and Agreement and a properly completed IRS form W-9. The Business Entity, as well as all shareholders, members, managers, partners, trustees, or other parties with any ownership interest in, or management responsibilities for, the Business Entity (collectively “Affiliated Parties”) are individually, jointly and severally liable for any indebtedness to LifePharm, compliance with the LifePharm Policies and Procedures, the LifePharm Distributor Agreement, and other obligations to LifePharm.

    To prevent the circumvention of Sections 4.23 (regarding transfers and assignments of a LifePharm business) and 4.5, (regarding Enrollment Changes), if any Affiliated Party wants to terminate his or her relationship with the Business Entity or LifePharm, the Affiliated Party must terminate his or her affiliation with the Business Entity, notify LifePharm in writing that he or she has terminated his/her affiliation with the Business Entity, and must comply with the provisions of Section 4.23. In addition, the Affiliated Party foregoing their interest in the Business Entity may not participate in any other LifePharm business for six consecutive calendar months in accordance with Section 4.4.3. If the Business Entity wishes to bring on any new Affiliated Party, it must adhere to the requirements of Section 4.23.

    The modifications permitted within the scope of this paragraph do not include a change of enrollment. Changes of enrollment are addressed in Section 4.4, below. There is a $25.00 fee for each change requested, which must be included with the written request and the completed Distributor Application and Agreement. LifePharm may, at its discretion, require notarized documents before implementing any changes to a LifePharm business. Please allow thirty (30) days after the receipt of the request by LifePharm for processing.

    4.3.1 - Changes to a Business Entity
    Each Distributor must immediately notify LifePharm of all changes to type of business entity they utilize in operating their businesses and the addition or removal of business Affiliated Parties.

    4.4 - Change of Enroller
    LifePharm strongly discourages / changes in enrollment. Accordingly, the transfer of a LifePharm business from one enroller to another is rarely permitted. Requests for change of enrollment must be submitted in writing to the Distributor Services Department, and must include the reason for the transfer. Transfers will only be considered in the following three circumstances:

    4.4.1 - Change of Enroller
    To change your Enroller, you must submit a Enroller Change Request to our Compliance department within seven (7) calendar days from the date of enrollment. The form requires your signature and the signature of your current Sponsor. We may require authentication of the signatures.

    4.4.2 - Change of Placement
    As an Enroller, you may request to change the Placement of a Distributor you recently Enrolled by submitting to our Compliance department a Change of Placement form within seven (7) calendar days of enrollment. The recently enrolled Distributor’s Placement may be moved only inside your organization and will be Placed in the first available open bottom position on the date that the change is made. We will not change the Placement if your Distributor has earned Bonuses or achieved rank.

    4.4.3 - Cancellation and Re-application
    A Distributor may legitimately change Marketing Organizations by voluntarily canceling his or her LifePharm business and remaining inactive (i.e., no purchases of LifePharm products for resale, no sales of LifePharm products, no enrolling, no attendance at any LifePharm functions, participation in any other form of Distributor activity, or operation of any other LifePharm business, no income from the LifePharm business) for six (6) full calendar months. Following the six month period of inactivity, the former Distributor may reapply under a new enrollment, however, the former Distributor’s Marketing Organization will remain in its original line of enrollship.

    4.4.4 - We reserve the discretion to approve
    or deny a request for a change of Sponsor or Placement, which approval may not be unreasonably withheld.

    4.5 - Unauthorized Claims and Actions
    4.5.1 - Indemnification
    A Distributor is fully responsible for all of his or her verbal and written statements made regarding LifePharm products, services, and the Compensation Plan which are not expressly contained in official LifePharm materials. Distributors agree to indemnify LifePharm and LifePharm’s directors, officers, employees, and agents, and hold them harmless from any and all liability including judgments, civil penalties, refunds, attorney fees, court costs, or lost business incurred by LifePharm as a result of the Distributor’s unauthorized representations or actions. This provision shall survive the termination of the Distributor Agreement.

    4.5.2 - Product Claims
    No claims (which include personal testimonials) as to therapeutic, curative or beneficial properties of any products offered by LifePharm may be made except those contained in official LifePharm literature. In particular, no Distributor may make any claim that LifePharm products are useful in the cure, treatment, diagnosis, mitigation or prevention of any diseases.

    4.5.3 - Income Claims
    A Distributor, when presenting or discussing the LifePharm opportunity or Compensation Plan to a prospective Distributor, may not make income projections, income claims, or disclose his or her LifePharm income (including the showing of checks, copies of checks, bank statements, or tax records) unless, at the time the presentation is made, the Distributor provides a current copy of the LifePharm Income Disclosure Statement (IDS) to the person(s) to whom he or she is making the presentation.]

    4.5.4 - Income Disclosure Statement
    LifePharm’s corporate ethics compel us to do not merely what is legally required, but rather, to conduct the absolute best business practices. To this end, we have developed the LifePharm Income Disclosure Statement (“IDS”). The LifePharm IDS is designed to convey truthful, timely, and comprehensive information regarding the income that LifePharm Distributors earn. In order to accomplish this objective, a copy of the IDS must be presented to all prospective Distributors. A copy of the IDS must be presented to a prospective Distributor (someone who is not a party to a current LifePharm Distributor Agreement) anytime the Compensation 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”) include: (1) statements of actual earnings, (2) statements of projected earnings, (3) statements of earnings ranges, (4) income testimonials, (5) lifestyle claims, and (6) hypothetical claims.

    A lifestyle income claim typically includes statements (or pictures) involving large homes, luxury cars, exotic vacations, or other items suggesting or implying wealth. They also consist of references to the achievement of one’s dreams, having everything one always wanted, and are phrased in terms of “opportunity” or “possibility” or “chance.” Claims such as “My LifePharm income exceeded my salary after six months in the business,” or “Our LifePharm business has allowed my wife to come home and be a full-time mom” also fall within the purview of “lifestyle” claims.

    In any non-public meeting (e.g., a home meeting, one-on-one, regardless of venue) with a prospective Distributor or Distributors in which the Compensation Plan is discussed or any type of income claim is made, you must provide the prospect(s) with a copy of the IDS. In any meeting that is open to the public in which the Compensation Plan is discussed or any type of income claims is made, you must provide every prospective Distributor with a copy of the IDS and you must display at least one (3 foot x 5 foot posterboard) in the front of the room in reasonably close proximity to the presenter(s). In any meeting in which any type of video display is utilized (e.g., monitor, television, projector, etc.) a slide of the IDS must be displayed continuously throughout the duration of any discussion of the Compensation Plan or the making of an income claim.

    Copies of the IDS may be printed or downloaded without charge from the corporate website at http://www.lifepharmglobalnetwork.com/ids

    Distributors who develop sales aids and tools in which the Compensation Plan or income claims are present must incorporate the IDS into each such sales aid or tool prior to submission to the Company for review.

    4.6 - Commercial Outlets
    Distributors may not sell LifePharm products from a commercial outlet, nor may Distributors display or sell LifePharm products or literature in any retail or service establishment.

    4.7 - Trade Shows, Expositions and Other Sales Forums
    Distributors may display and/or sell LifePharm products at trade shows and professional expositions. Before submitting a deposit to the event promoter, Distributors must contact the Distributor Services department in writing for conditional approval, as LifePharm’s policy is to authorize only one LifePharm business per event. Final approval will be granted to the first Distributor who submits an official advertisement of the event, a copy of the contract signed by both the Distributor and the event official, and a receipt indicating that a deposit for the booth has been paid. Approval is given only for the event specified. Any requests to participate in future events must again be submitted to the Compliance department. LifePharm further reserves the right to refuse authorization to participate at any function which it does not deem a suitable forum for the promotion of its products, services, or the LifePharm opportunity. Approval will not be given for swap meets, garage sales, flea markets or farmer’s markets as these events are not conducive to the professional image LifePharm wishes to portray.

    4.8 - Conflicts of Interest
    4.8.1 - Nonsolicitation
    LifePharm Distributors are free to participate in other multilevel or network marketing business ventures or marketing opportunities (collectively “network marketing”). However, during the term of this Agreement, Distributors may not directly or indirectly Recruit other LifePharm Distributors or Customers for any other network marketing business.

    Following the cancellation of a Distributor’s independent Distributor Agreement, and for a period of six calendar months thereafter, with the exception of a Distributor who is personally enrolled by the former Distributor, a former Distributor may not Recruit any LifePharm Distributor or Customer for another network marketing business. Distributors and the Company recognize that because network marketing is conducted through networks of independent contractors dispersed across the entire United States and internationally, and business is commonly conducted via the internet and telephone, an effort to narrowly limit the geographic scope of this non-solicitation provision would render it wholly ineffective. Therefore, Distributors and LifePharm agree that this non-solicitation provision shall apply nationwide and to all international markets in which IRs are located.

    The term “Recruit” means the actual or attempted enrollship, solicitation, enrollment, encouragement, or effort to influence in any other way, either directly, indirectly, or through a third party, another LifePharm Distributor or Customer to enroll or participate in another multilevel marketing, network marketing or direct sales opportunity.

    4.8.2 - Sale of Competing Goods or Services
    Distributors must not sell, or attempt to sell, any competing non-LifePharm programs, products or services to LifePharm Customers or Distributors. Any program, product or services in the same generic categories as LifePharm products or services is deemed to be competing, regardless of differences in cost, quality or other distinguishing factors.

    4.8.3 - Distributor Participation in Other Direct Selling Programs
    If a Distributor is engaged in other non-LifePharm direct selling programs, it is the responsibility of the Distributor to ensure that his or her LifePharm business is operated entirely separate and apart from any other program. To this end, the following must be adhered to:

    • Distributors shall not display LifePharm promotional material, sales aids, products or services with or in the same location as, any non-LifePharm promotional material or sales aids, products or services.
    • Distributors shall not offer the LifePharm opportunity, products or services to prospective or existing Customers or Distributors in conjunction with any non-LifePharm program, opportunity, product or service.
    • Distributors may not offer any non-LifePharm opportunity, products, services or opportunity at any LifePharm-related meeting, seminar, convention, webinar, teleconference, or other function.

    4.8.4 - Confidential Information
    Confidential information includes, but is not limited to, the identities of LifePharm customers and Distributors, contact information of LifePharm customers and Distributors, Distributors’ personal and group sales volumes, and Distributor rank and/or achievement levels. Confidential Information is, or may be available, to Distributors in their respective back-offices. Distributor access to such Confidential Information is password protected, and is confidential and constitutes proprietary information and business trade secrets belonging to LifePharm. Such Confidential Information is provided to Distributors in strictest confidence and is made available to Distributors for the sole purpose of assisting Distributors in working with their respective Marketing Organizations in the development of their LifePharm business. Distributors should use the Confidential Information to assist, motivate, and train their downline Distributors. The Distributor and LifePharm agree that, but for this agreement of confidentiality and nondisclosure, LifePharm would not provide Confidential Information to the Distributor.

    To protect the Confidential Information, Distributors shall not, on his or her own behalf, or on behalf of any other person, partnership, association, corporation or other entity:

    • Directly or indirectly disclose any Confidential Information to any third party;
    • Directly or indirectly disclose the password or other access code to his or her back-office;
    • Use any Confidential Information to compete with LifePharm or for any purpose other than promoting his or her LifePharm business;
    • Recruit or solicit any Distributor or Customer of LifePharm listed on any report or in the Distributor’s back-office, or in any manner attempt to influence or induce any Distributor or Preferred Customer of LifePharm, to alter their business relationship with LifePharm; or
    • Use or disclose to any person, partnership, association, corporation, or other entity any Confidential Information.

    4.9 - Targeting Other Direct Sellers
    LifePharm does not condone Distributors specifically or consciously targeting the sales force of another direct sales company to sell LifePharm products or to become Distributors for LifePharm, nor does LifePharm condone Distributors solicitation or enticement of members of the sales force of another direct sales company to violate the terms of their contract with such other company. Should Distributors engage in such activity, they bear the risk of being sued by the other direct sales company. If any lawsuit, arbitration or mediation is brought against a Distributor alleging that he or she engaged in inappropriate recruiting activity of its sales force or customers, LifePharm will not pay any of Distributor’s defense costs or legal fees, nor will LifePharm indemnify the Distributor for any judgment, award, or settlement.

    4.10 - Errors or Questions
    If a Distributor has questions about or believes any errors have been made regarding commissions, bonuses, genealogy lists, or charges, the Distributor must notify LifePharm in writing within 60 days of the date of the purported error or incident in question. LifePharm will not be responsible for any errors, omissions or problems not reported to the Company within 60 days.

    4.11 - 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, Distributors shall not represent or imply that LifePharm or its Compensation Plan have been “approved,” “endorsed” or otherwise sanctioned by any government agency.

    4.12 - Holding Applications or Orders
    Distributors must not manipulate enrollments of new applicants and purchases of products. All Distributor Applications and Agreements, and product orders must be sent to LifePharm within 72 hours from the time they are signed by a Distributor or placed by a customer, respectively.

    4.13 - Income Taxes
    Each Distributor is responsible for paying local, state/provincial, and federal taxes on any income generated as an Independent Distributor. If a LifePharm business is tax exempt, the Federal tax identification number must be provided to LifePharm. Every year, LifePharm will provide an IRS Form 1099 MISC (Non-employee Compensation) earnings statement to each U.S. resident who: 1) Had earnings of over $600 in the previous calendar year; or 2) Made purchases during the previous calendar year in excess of $5,000.

    4.14 - Independent Contractor Status
    Distributors are independent contractors, and are not purchasers of a franchise or a business opportunity. The agreement between LifePharm and its Distributors does not create an employer/ employee relationship, agency, partnership, or joint venture between the Company and the Distributor. Distributors shall not be treated as an employee for his or her services or for Federal or State tax purposes. All Distributors are responsible for paying local, state, and federal taxes due from all compensation earned as a Distributor of the Company. The Distributor has no authority (expressed or implied), to bind the Company to any obligation. Each Distributor shall establish his or her own goals, hours, and methods of sale, so long as he or she complies with the terms of the Distributor Agreement, these Policies and Procedures, and applicable laws.

    4.14.1 - As an independent contractor, you are responsible for paying your own self-employment taxes, income taxes, and other taxes imposed by law upon an independent contractor and you shall indemnify us from any claims arising from your failure to pay such taxes.

    4.14.2. - Your work hours, business expenditures, and business plans are not dictated by us and you shall make no printed or verbal representations that state or imply otherwise.

    4.14.3. - It is your responsibility and you agree to comply with all laws and the Agreement in the operation of your Distributorship or the acquisition, receipt, holding, selling, distributing, or advertising of our Products or opportunity.

    4.14.4. - You also agree to be fully responsible for all of your verbal and/or written statements made regarding the Products, services, and the Compensation Plan which are not expressly contained in Official MonaVie Materials. You agree to indemnify us against any claims, damages, or other expenses, including attorneys’ fees, arising from any representations or actions made by you that are outside the scope of the Agreement. The provisions of this section survive the termination of the Agreement.

    4.15 - Insurance
    You may wish to arrange insurance coverage for your business. Your homeowner’s insurance policy does not cover business-related injuries, or the theft of or damage to inventory or business equipment. Contact your insurance agent to make certain that your business property is protected. This can often be accomplished with a simple “Business Pursuit” endorsement attached to your present home owner’s policy.

    4.16 - International Marketing
    Distributors are authorized to sell LifePharm products and services, and enroll Customers or Distributors only in the countries in which LifePharm is authorized to conduct business, as announced in official Company literature. LifePharm products or sales aids may not be shipped into or sold in any foreign country. Distributors may sell, give, transfer, or distribute LifePharm products or sales aids only in their home country. In addition, no Distributor may, in any unauthorized country: (a) conduct sales, enrollment or training meetings; (b) enroll or attempt to enroll potential customers or Distributors; or (c) conduct any other activity for the purpose of selling LifePharm products, establishing a Marketing Organization, or promoting the LifePharm opportunity.

    4.17 - Excess Inventory and Bonus Buying
    Distributors must never purchase more products than they can reasonably use or sell to retail customers in a month, and must not influence or attempt to influence any other Distributor to buy more products than they can reasonably use or sell to retail customers in a month. In addition, bonus buying is strictly prohibited. Bonus buying includes any 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. Bonus buying includes, but is not limited to, purchasing products through a straw man or other artifice.

    4.18 - Adherence to Laws and Ordinances
    Distributors shall comply with all federal, state, and local laws and regulations in the conduct of their businesses. Many cities and counties have laws regulating certain home-based businesses. In most cases these ordinances are not applicable to Distributors because of the nature of their business. However, Distributors must obey those laws that do apply to them. If a city or county official tells a Distributor that an ordinance applies to him or her, the Distributor shall be polite and cooperative, and immediately send a copy of the ordinance to the Compliance Department of LifePharm.

    4.19 - Beneficial Interest
    You may not have a Beneficial Interest in more than one Distributorship unless authorized by the Compensation Plan or unless you were grandfathered prior to May 2010. “Beneficial Interest” means a legal or equitable right—whether granted by law, contract, or practice—to direct, control, own, participate in or be the beneficiary of the direction, control, ownership, or participation of another person. Your spouse or partner residing with you has a Beneficial Interest in your Distributorship. Also, if you are a legal entity, then all possessing a right to control you, including but not limited to your shareholders, officers, directors, or your members or managers, as the case may be, possess a Beneficial Interest in your Distributorship and may not hold a Beneficial Interest in another Distributorship.

    In order to maintain the integrity of the LifePharm Compensation Plan, husbands and wives or commonlaw couples (collectively “spouses”) who wish to become LifePharm Distributors must be jointly enrolled as one LifePharm business. Spouses, regardless of whether one or both are signatories to the Distributor Application and Agreement, may not own or operate any other LifePharm business, either individually or jointly, nor may they participate directly or indirectly (as a shareholder, partner, trustee, trust beneficiary, or have any other legal or equitable ownership) in the ownership or management of another LifePharm business in any form.

    Normally, we deem all persons residing in your household as holding a Beneficial Interest in your Distributorship. However, if you can provide adequate proof that another adult who is not a spouse is operating a Distributorship separately from yours, we will waive this rule until circumstances change. If you marry another Distributor, no effect will be given to the provisions of this section and the two of you may maintain your Distributorships separate and independent.

    If you are a Distributor and receive the rights to another’s Distributorship upon death, we will waive the Beneficial Interest policy, subject to the succession rules herein.

    If a Distributor in your downline desires to become a Preferred Customer, he or she must terminate the Distributorship and wait three months before you can enroll him as your Preferred Customer.

    4.20 - Actions of Household Members or Affiliated Parties
    If any member of a Distributor’s immediate household engages in any activity which, if performed by the Distributor, would violate any provision of the Agreement, such activity will be deemed a violation by the Distributor and LifePharm may take disciplinary action pursuant to the Statement of Policies against the Distributor. Similarly, if any individual associated 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 LifePharm may take disciplinary action against the Business Entity. Likewise, if a Distributor enrolls in LifePharm 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.

    4.21 - Requests for Records
    Any request from a Distributor for copies of invoices, applications, downline activity reports, or other records will require a fee of $1.00 per page per copy. This fee covers the expense of mailing and time required to research files and make copies of the records.

    4.22 - Roll-up of Marketing Organization

    When a vacancy occurs in a Marketing Organization due to the termination of a LifePharm business, the Distributor with the highest rank in the terminated Distributor’s Marketing Organization on the date of the cancellation will have the opportunity to qualify to roll up into the position of the terminated Distributor provided the said Distributor has not been in violation of the terms of the LifePharm Distributor Agreement or any LifePharm policy within the previous 12 months.

    • If there is more than one Distributor who qualifies, the following criteria will be applied, in the order listed, to determine which Distributor will roll up to the position of the terminated Distributor:
    • The Distributor with the largest number of active personally enrolled Preferred Customers;
    • The Distributor whose Marketing Organization has the largest number of active Preferred Customers; and
    • The Distributor whose Marketing Organization has the highest average product order (measured by dollar sales) per customer.
    Prior to any roll up, LifePharm may audit the Marketing Organization of the first Distributor who qualifies to receive the roll up. If the Distributor who would be receiving the roll up has any invalid enrollments or sales (i.e., enrollments or sales obtained in violation of these Policies and Procedures) or has been involved in any Policy violations within the preceding twelve calendar months, such Distributor shall be disqualified from receiving the roll up.

    4.23 - Sale, Transfer or Assignment of LifePharm Business
    Although a LifePharm business is a privately owned and independently operated business, the sale, transfer or assignment of a LifePharm business, and the sale, transfer, or assignment of an interest in a Business Entity that owns or operates a LifePharm business, is subject to certain limitations. If a Distributor wishes to sell his or her LifePharm business, or interest in a Business Entity that owns or operates a LifePharm business, the following criteria must be met:

    • The selling Distributor must offer LifePharm the right of first refusal to purchase the business on the same terms as agreed upon with a third-party buyer. LifePharm shall have fifteen days from the date of receipt of the written offer from the seller to exercise its right of first refusal. LifePharm shall have fifteen days from the date of receipt of the written offer from the seller to exercise its right of first refusal.
    • The buyer or transferee must become a qualified LifePharm Distributor. If the buyer is an active LifePharm Distributor, he or she must first terminate his or her LifePharm business and wait six calendar months before acquiring any interest in a different LifePharm business;
    • Before the sale, transfer or assignment can be finalized and approved by LifePharm, any debt obligations the selling party has with LifePharm must be satisfied.
    • The selling party 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 LifePharm business.
    Prior to selling a LifePharm business or Business Entity interest, the selling party must notify LifePharm’s Compliance Department in writing and advise of his or her intent to sell the LifePharm business or Business Entity interest. The selling party must also receive written approval from the Compliance Department before proceeding with the sale. No changes in line of enrollment can result from the sale or transfer of a LifePharm business. If a Distributor owns more than one Business Center, all Business Centers must be included in the transaction. The sale or transfer of an individual Business Center is prohibited.

    4.24 - Separation of a LifePharm Business
    LifePharm Distributors sometimes operate their LifePharm businesses as husband-wife partnerships, regular partnerships, LLCs, corporations, trusts, or other Business Entities. At such time as a marriage may end in divorce or a corporation, LLC, partnership, trust or other Business Entity 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 line of enrollment. During the divorce or entity dissolution process, the parties must adopt one of the following methods of operation:

    • One of the parties may, with consent of the other(s), operate the LifePharm business pursuant to an assignment in writing whereby the relinquishing spouse, shareholders, partners or trustees authorize LifePharm to deal directly and solely with the other spouse or non-relinquishing shareholder, partner or trustee.
    • The parties may continue to operate the LifePharm business jointly on a “business-as-usual” basis, whereupon all compensation paid by LifePharm 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.

    Under no circumstances will the Marketing Organization of divorcing spouses or a dissolving business entity be divided. Similarly, under no circumstances will LifePharm split commission and bonus checks between divorcing spouses or members of dissolving entities. LifePharm will recognize only one Marketing Organization and will issue only one commission check per LifePharm 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 Distributor Agreement shall be involuntarily canceled.

    If a former spouse has completely relinquished all rights in the original LifePharm business pursuant to a divorce, he or she is thereafter free to enroll under any enroll of his or her choosing without waiting six 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 calendar months from the date of the final dissolution before re-enrolling as a Distributor. In either case, the former spouse or business affiliate shall have no rights to any Distributors in their former Marketing Organization or to any former retail customer.

    They must develop the new business in the same manner as would any other new Distributor.

    4.25 - Enrolling Online
    When enrolling a new Distributor through the online enrollment process, the enroller may assist the new applicant in filling out the enrollment materials. However, the applicant must personally review and agree to the online application and agreement, LifePharm’s Policies and Procedures, and the LifePharm Compensation Plan. The enroller may not fill out the online application and agreement on behalf of the applicant and agree to these materials on behalf of the applicant.

    4.26 - Succession
    Upon the death or incapacitation of a Distributor, his or her business may be passed to his or her heirs. Appropriate legal documentation must be submitted to the Company to ensure the transfer is proper. Accordingly, a Distributor should consult an attorney to assist him or her in the preparation of a will or other testamentary instrument. Whenever a LifePharm business is transferred by a will or other testamentary process, the beneficiary acquires the right to collect all bonuses and commissions of the deceased Distributor’s Marketing Organization provided the following qualifications are met. The successor(s) must:

    • Execute a Distributor Agreement;
    • Comply with terms and provisions of the Agreement;
    • Meet all of the qualifications for the deceased Distributor’s status;
    • The devisee must provide LifePharm with an “address of record” to which all bonus and commission checks will be sent;
    • If the business is bequeathed to joint devisees, they must form a business entity and acquire a Federal Taxpayer Identification Number. LifePharm will issue all bonus and commission checks and one 1099 to the business entity.

    4.26.1 - Transfer Upon Death of a Distributor
    To affect a testamentary transfer of a LifePharm business, the executor of the estate must provide the following to LifePharm: (1) an original death certificate; (2) certified letters testamentary or a letter of administration appointing an executor; and (3) written instructions from the authorized executor to LifePharm specifying to whom the business and income should be transferred.

    4.26.2 - Transfer Upon Incapacitation of a Distributor
    To effectuate a transfer of a LifePharm business because of incapacity, the successor must provide the following to LifePharm: (1) a notarized copy of an appointment as trustee; (2) a notarized copy of the trust document or other documentation establishing the trustee’s right to administer the LifePharm business; and (3) a completed Distributor Agreement executed by the trustee.

    4.27 - Telemarketing Techniques
    The Federal Trade Commission and the Federal Communications Commission each have laws that restrict telemarketing practices. Both federal agencies (as well as a number of states) have “do not call” regulations as part of their telemarketing laws. Although LifePharm does not consider Distributors to be “telemarketers” in the traditional sense of the word, these government regulations broadly define the term “telemarketer” and “telemarketing” so that your inadvertent action of calling someone whose telephone number is listed on the federal “do not call” registry could cause you to violate the law. Moreover, these regulations must not be taken lightly, as they carry significant penalties.

    Therefore, Distributors must not engage in telemarketing in the operation of their LifePharm businesses. The term “telemarketing” means the placing of one or more telephone calls to an individual or entity to induce the purchase of a LifePharm product or service, or to recruit them for the LifePharm opportunity. “Cold calls” made to prospective customers or Distributors that promote either LifePharm’s products or services or the LifePharm opportunity constitute telemarketing and are prohibited. However, a telephone call(s) placed to a prospective customer or Distributor (a “prospect”) is permissible under the following situations:

    • If the Distributor has an established business relationship with the prospect. An “established business relationship” is a relationship between a Distributor and a prospect based on the prospect’s purchase, rental, or lease of goods or services from the Distributor, or a financial transaction between the prospect and the Distributor, within the eighteen (18) months immediately preceding the date of a telephone call to induce the prospect’s purchase of a product or service.
    • The prospect’s personal inquiry or application regarding a product or service offered by the Distributor, within the three (3) months immediately preceding the date of such a call.
    • If the Distributor receives written and signed permission from the prospect authorizing the Distributor to call. The authorization must specify the telephone number(s) which the Distributor is authorized to call.
    • You may call family members, personal friends, and acquaintances. An “acquaintance” is someone with whom you have at least a recent first-hand relationship within the preceding three months. Bear in mind, however, that if you engage in “card collecting” with everyone you meet and subsequently calling them, the FTC may consider this a form of telemarketing that is not subject to this exemption. Thus, if you engage in calling “acquaintances,” you must make such calls on an occasional basis only and not make this a routine practice.
    • Distributors shall not use automatic telephone dialing systems or software relative to the operation of their LifePharm businesses.
    • Distributors shall not place or initiate any outbound telephone call to any person that delivers any pre-recorded message (a “robocall”) regarding the LifePharm products, services or opportunity.

    4.28 - Back Office Access
    LifePharm makes online back offices available to its Distributors. Back offices provide Distributors access to confidential and proprietary information that may be used solely and exclusively to promote the development of a Distributor’s LifePharm business and to increase sales of LifePharm products. However, access to a back office is a privilege, and not a right. LifePharm reserves the right to deny Distributors’ access to the back office at its sole discretion.

    SECTION 5 - RESPONSIBILITIES OF DISTRIBUTORS
    5.1 - Change of Address, Telephone, and E-Mail Addresses
    To ensure timely delivery of products, support materials, commission, and tax documents, it is important that the LifePharm’s files are current. Street addresses are required for shipping since UPS cannot deliver to a post office box. Distributors planning to change their e-mail address or move must send their new address and telephone numbers to LifePharm’s Corporate Offices to the attention of the Distributor Services Department. To guarantee proper delivery, two weeks advance notice must be provided to LifePharm on all changes. OR A Distributor’s whose contact information changes must amend his or her contact information through the Distributor Back Office or submit an amended distributor agreement with the new information.

    5.2 - Continuing Development Obligations
    5.2.1 - Ongoing Training
    Any Distributor who enrolls another Distributor into LifePharm must perform a bona fide assistance and training function to ensure that his or her downline Distributors are properly operating their respective LifePharm businesses. Distributors must have ongoing contact and communication with the Distributors in their Marketing Organizations. Examples of such contact and communication may include, but are not limited to: newsletters, written correspondence, personal meetings, telephone contact, voice mail, electronic mail, and the accompaniment of downline Distributors to LifePharm meetings, training sessions, and other functions. Upline Distributors are also responsible to motivate and train new Distributors in LifePharm product knowledge, effective sales techniques, the LifePharm Compensation Plan, and compliance with Company Policies and Procedures.

    Communication with and the training of downline Distributors must not, however, violate Section 4.2 (regarding the development of Distributorproduced sales aids and promotional materials). Distributors should monitor the Distributors in their Marketing Organizations to guard against downline Distributors making improper product or business claims, or engaging in any illegal or inappropriate conduct.

    5.2.2 - Increased Training Responsibilities
    As Distributors progress through the various levels of leadership, they will become more experienced in sales techniques, product knowledge, and understanding of the LifePharm program. They will be called upon to share this knowledge with lesser experienced Distributors within their Marketing Organization.

    5.2.3 - Ongoing Sales Responsibilities
    Regardless of their level of achievement, Distributors have an ongoing obligation to continue to personally promote sales through the generation of new customers and through servicing their existing customers.

    5.3 - Nondisparagement
    LifePharm wants to provide its independent Distributors with the best products, compensation plan, and service in the industry. Accordingly, we value your constructive criticisms and comments. All such comments should be submitted in writing to the Distributor Support Department. Remember, to best serve you, we must hear from you! While LifePharm welcomes constructive input, negative comments and remarks made in the field by Distributors about the Company, its products, or compensation plan serve no purpose other than to sour the enthusiasm of other LifePharm Distributors. For this reason, and to set the proper example for their Marketing Organization, Distributors must not disparage, demean, or make negative remarks about LifePharm, other LifePharm Distributors, LifePharm’s products, the Marketing and Compensation plan, or LifePharm’s directors, officers, or employees.

    5.4 - Providing Documentation to Applicants
    Distributors must provide the most current version of the Policies and Procedures and the Compensation Plan to individuals whom they are enrolling to become Distributors before the applicant signs a Distributor Agreement, or ensure that they have online access to these materials.

    SECTION 6 - SALES REQUIREMENTS
    6.1 - Product Sales
    The LifePharm Compensation Plan is based on the sale of LifePharm products and services to end consumers. Distributors must fulfill personal and Marketing Organization retail sales requirements (as well as meet other responsibilities set forth in the Agreement) to be eligible for bonuses, commissions and advancement to higher levels of achievement. The following sales requirements must be satisfied for Distributors to be eligible for commissions:

    • Distributors must satisfy the Personal Volume and Group Sales Volume requirements to fulfill the requirements associated with their rank as specified in the LifePharm Compensation Plan.
    • At least 70% of a Distributor’s total monthly personal sales volume must be sold to personal retail customers or personally consumed.
    This has to be done before new orders are purchased from LifePharm.
    • Distributors must develop or service at least five Customers every month.

    6.2 - No Territory Restrictions
    There are no exclusive territories granted to anyone. No franchise fees are required.

    6.3 - Sales Receipts

    All Distributors must provide their retail customers with two copies of an official LifePharm sales receipt at the time of the sale. These receipts set forth the Customer Satisfaction Guarantee as well as any consumer protection rights afforded by federal or state law. Distributors must maintain all retail sales receipts for a period of two years and furnish them to LifePharm at the Company’s request. Records documenting the purchases of Distributors’ Direct Customers will be maintained by LifePharm.In addition, Distributors must orally inform the buyer of his or her cancellation rights.

    6.3.1 - Sales receipts are found in your Virtual Office “Document Library.” When making the sale, you must complete the information required on the sales receipt, including the items ordered, the transaction amount, and the Customer’s name, address, and telephone number. You must keep a copy of the sales receipt for your records.

    6.3.2 - You must keep copies of all Retail Sales Receipts on file for at least four years. You are required to pay any applicable transactional taxes, if required by law. We will maintain documentation for orders placed directly to the Company by your Customers.

    6.3.3 - Customer Satisfaction Guarantee.
    As a Distributor of LifePharm Products, you shall offer to each Customer a 100%, 30-day moneyback guarantee for all Product sales. You are required to honor the terms of the Customer satisfaction guarantee and the cancellation and refund policies stated on the Retail Customer Receipt, which is set forth in Section B.

    SECTION 7 - BONUSES AND COMMISSIONS
    Bonus and Commission Qualifications A Distributor must be active and in compliance with the Agreement to qualify for bonuses and commissions. So long as a Distributor complies with the terms of the Agreement, LifePharm shall pay commissions to such Distributor in accordance with the Marketing and Compensation plan.

    7.1 - Adjustment to Bonuses and Commissions

    7.1.1 - Adjustments for Returned Products
    Distributors receive bonuses and commissions based on the actual sales of products and services to end consumers. When a product is returned to LifePharm for a refund or is repurchased by the Company, either of the following may occur at the Company’s discretion: (1) the bonuses and commissions attributable to the returned or repurchased product(s) will be deducted, in the month in which the refund is given, and continuing every pay period thereafter until the commission is recovered, from the Distributors who received bonuses and commissions on the sales of the refunded products; or (2) the Distributors who earned commissions based on the sale of the returned products will have the corresponding points deducted from their Group Volume in the next month and all subsequent months until it is completely recovered.

    7.1.2 - Hard Copy Commission Checks
    The Company pays commissions via direct deposit into Distributors’ bank accounts using ACH. There is no charge for direct deposit. A Distributor can sign up for direct deposit in their back office. If the distributor chooses not to sign up for direct deposit, LifePharm will cut paper checks for those distributors and mail them to the appropriate address.

    7.2 - Reports
    All information provided by LifePharm in downline activity reports, including but not limited to personal and group sales volume (or any part thereof), and down line enrolling activity is believed to be accurate and reliable. Nevertheless, due to various factors including but not limited to the inherent possibility of human, digital, and mechanical error; the accuracy, completeness, and timeliness of orders; denial of credit card and electronic check payments; returned products; credit card and electronic check charge-backs; the information is not guaranteed by LifePharm or any persons creating or transmitting the information.

    ALL PERSONAL AND GROUP SALES VOLUME INFORMATION IS PROVIDED “AS IS” WITHOUT WARRANTIES, EXPRESS OR IMPLIED, OR REPRESENTATIONS OF ANY KIND WHATSOEVER. IN PARTICULAR BUT WITHOUT LIMITATION THERE SHALL BE NO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, OR NONINFRINGEMENT.

    TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, LIFEPHARM AND/OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION WILL IN NO EVENT BE LIABLE TO ANY DISTRIBUTOR OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF OR ACCESS TO PERSONAL AND/OR GROUP SALES VOLUME INFORMATION (INCLUDING BUT NOT LIMITED TO LOST PROFITS, BONUSES, OR COMMISSIONS, LOSS OF OPPORTUNITY, AND DAMAGES THAT MAY RESULT FROM INACCURACY, INCOMPLETENESS, INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE INFORMATION), EVEN IF LIFEPHARM OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, LIFEPHARM OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO YOU OR ANYONE ELSE UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHER THEORY WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO.

    Access to and use of LifePharm’s online and telephone reporting services and your reliance upon such information is at your own risk. All such information is provided to you “as is”. If you are dissatisfied with the accuracy or quality of the information, your sole and exclusive remedy is to discontinue use of and access to LifePharm’s online and telephone reporting services and your reliance upon the information.

    SECTION 8 - PRODUCT GUARANTEES, RETURNS AND INVENTORY REPURCHASE
    8.1 - Returns by Retail Customers
    LifePharm offers, through its Distributors, a 100% 30 day money-back guarantee to all retail customers. Every Distributor is bound to honor the retail customer guarantee. If, for any reason, a retail customer is dissatisfied with any LifePharm product or service, the retail customer may return the unused portion of the product to the Distributor from whom it was purchased, within 30 days, for a replacement, exchange or a full refund of the purchase price (including shipping costs). The following provision sets forth the minimum refund permitted by law to a retail customer: A retail customer who makes a purchase of $25.00 or more has three business days (72 hours, excluding Sundays and legal holidays) after the sale or execution of a contract to cancel the order and receive a full refund consistent with the cancellation notice on the order form (5 days for Alaska residents). When a Distributor makes a sale or takes an order from a retail customer who cancels or requests a refund within the 72 hour period, the Distributor must promptly refund the customer’s money as long as the products are returned to the Distributor in substantially as good condition as when received (5 days for Alaska residents). Distributors must orally inform customers of their right to rescind a purchase or an order within 72 hours (5 days for Alaska residents), and ensure that the date of the order or purchase is entered on the order form. All retail customers must be provided with two copies of an official LifePharm sales receipt at the time of the sale. The back of the receipt provides the customer with written notice of his or her rights to cancel the sales agreement.

    >8.1.1 - Cancellation Notice.
    You must give your Customer two copies of an official LifePharm sales receipt (one to keep and one to send).The sales receipt should be dated and show your name and address. The sales receipt must be in the same language that is used in the sales presentation. The following cancellation notice appears on the sales receipt and must be given verbally by you when making a retail sale to a Customer. You must comply with its terms.

    NOTICE OF CANCELLATION
    [ENTER DATE OF TRANSACTION] _____________

    You may CANCEL this transaction, without any Penalty or Obligation, within THREE BUSINESS DAYS from the above date.

    If you cancel, any property traded in, any payments made by you under the contract or sale, and any negotiable instrument executed by you will be returned within 10 BUSINESS DAYS following receipt by the seller of your Cancellation Notice, and any security interest arising out of the transaction will be cancelled.

    If you cancel, you must make available to the seller, at your residence, any goods delivered to you under this contract or sale, or you may, if you wish, comply with the instructions of the seller regarding how to return shipment of the goods at the seller’s expense and risk.

    If you do make the goods available to the seller and the seller does not pick them up within 20 days of the date of your Cancellation Notice, you may retain or dispose of the goods without any further obligation.

    If you fail to make the goods available to the seller, or if you agree to return the goods to the seller and fail to do so, then you remain liable for the performance of all obligations under the contract.

    To cancel this transaction, mail or deliver a signed and dated copy of this Cancellation Notice, or any other written notice, or send a telegram to:

    Name of Distributor’s
    Address of Distributor’s place of business
    NO LATER THAN MIDNIGHT OF ____________.(date)
    I hereby cancel this transaction.
    ____________________________________

    Customer Signature
    Date: _____________

    8.1.2 - Replacement of Customer Products
    If a Distributor is returning merchandise to LifePharm that was returned to him or her by a personal retail customer, the product must be received by LifePharm within ten (10) days from the date on which the retail customer returned the merchandise to the Distributor, and must be accompanied by the sales receipt the Distributor gave to the customer at the time of the sale. We will replace to you up to onehalf of the used portion of the returned Product.

    8.2 - Return of Inventory and Sales Aids by Distributors Upon Cancellation
    Upon cancellation of a Distributor’s Agreement, the Distributor may return his or her Distributor Kit and any products and sales aids held in his or her inventory for a refund. In order to receive a refund from LifePharm pursuant to this policy, the following requirements must be met:

    A. The items being returned must have been personally purchased by the Distributor from LifePharm (purchases from other Distributors or third parties are not subject to refund);
    B. The items must be in Resalable condition (see Definition of “Resalable” below); and
    C. The items must have been purchased from LifePharm within one year prior to the date of cancellation.
    Upon receipt of a Resalable Distributor Kit and/or Resalable products and sales aids, the Distributor will be reimbursed 90% of the net cost of the original purchase price(s). Shipping charges incurred by a Distributor when the items were purchased will not be refunded. If the purchases were made through a credit card, the refund will be credited back to the same account. If a Distributor was paid a bonus or commission based on a product that he or she purchased, and such product is subsequently returned for a refund, the commission that was paid to the Distributor based on that product purchase will be deducted from the amount of the refund.
    Products and Sales aids shall be deemed “resalable” if each of the following elements is satisfied: 1) they are unopened and unused; 2) packaging and labeling 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; 4) it is returned to LifePharm within one year from the date of purchase. Any merchandise that is clearly identified at the time of sale as nonreturnable, discontinued, or as a seasonal item, shall not be resalable.

    8.2.1 - Montana Residents
    A Montana resident may cancel his or her Distributor Agreement within 15 days from the date of enrollment, and may return his or her Business Kit for a full refund within such time period.

    8.2.2 - Return of Product- No Termination
    If you are not 100% satisfied with our Products, you may return them for a refund if neither you nor we have terminated the Agreement and the Products were purchased within ninety (90) days and are in resalable condition. The refund shall be 90% of the purchase price. Shipping and handling charges incurred by you when the Products were purchased will not be refunded.

    8.2.3 - Refused Products.
    If you order Products and then refuse delivery, your order is subject to the restocking fee and other procedures for returns herein, and we may charge you for the return shipping costs.

    8.3 - Procedures for All Returns

    The following procedures apply to all returns for refund, repurchase, or exchange:

    • All merchandise must be returned by the Distributor or customer who purchased it directly from LifePharm.
    • All products to be returned must have a Return Authorization Number which is obtained by calling the Distributor Services Department. This Return Authorization Number must be written on each carton returned. The R.A. Number is valid only for 30 days after issue.
    • Proper shipping carton(s) and packing materials are to be used in packaging the product(s) being returned for replacement, and the best and most economical means of shipping is suggested. All returns must be shipped to LifePharm shipping pre-paid. LifePharm does not accept shipping-collect packages. The risk of loss in shipping for returned product shall be on the Distributor. If returned product is not received by the Company’s Distribution Center, it is the responsibility of the Distributor to trace the shipment.
    No refund or replacement of product will be made if the conditions of these rules are not met.

    SECTION 9 - DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
    9.1 - Disciplinary Sanctions
    Violation of the Agreement, these Policies and Procedures, violation of any common law duty, including but not limited to any applicable duty of loyalty, any illegal, fraudulent, deceptive or unethical business conduct, or any act or omission by a Distributor that, in the sole discretion of the Company may damage its reputation or goodwill (such damaging act or omission need not be related to the Distributor’s LifePharm business), may result, at LifePharm’s discretion, in one or more of the following corrective measures:

    • Issuance of a written warning or admonition;
    • Requiring the Distributor to take immediate corrective measures;
    • Imposition of a fine, which may be withheld from bonus and commission checks;
    • Loss of rights to one or more bonus and commission checks;
    • LifePharm may withhold from a Distributor all or part of the Distributor’s bonuses and commissions during the period that LifePharm is investigating any conduct allegedly violative of the Agreement. If a Distributor’s business is canceled for disciplinary reasons, the Distributor will not be entitled to recover any commissions withheld during the investigation period;
    • Suspension of the individual’s Distributor Agreement for one or more pay periods;
    • Involuntary termination of the offender’s Distributor Agreement;
    • Suspension and/or termination of the offending Distributor’s LifePharm website or website access;
    • Any other measure expressly allowed within any provision of the Agreement or which LifePharm deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the Distributor’s policy violation or contractual breach;
    • In situations deemed appropriate by LifePharm, the Company may institute legal proceedings for monetary and/or equitable relief.

    9.2 - Grievances and Complaints
    When a Distributor has a grievance or complaint with another Distributor regarding any practice or conduct in relationship to their respective LifePharm businesses, the complaining Distributor should first report the problem to his or her Enroll who should review the matter and try to resolve it with the other party’s upline enroll. If the matter involves interpretation or violation of Company policy, it must be reported in writing to the Distributor Services Department at the Company. The Distributor Services Department will review the facts and resolve it.

    9.3 - Mediation
    Prior to instituting an arbitration pursuant to Section 9.4, the parties shall meet in good faith and attempt to resolve any dispute arising from or relating to the Agreement through non-binding mediation. One individual who is mutually acceptable to the parties shall be appointed as mediator. The mediator’s fees and costs, as well as the costs of holding and conducting the mediation, shall be divided equally between the parties. Each party shall pay its portion of the anticipated shared fees and costs at least 10 days in advance of the mediation. Each party shall pay its own attorneys fees, costs, and individual expenses associated with conducting and attending the mediation. Mediation shall be held in the City of Rancho Santa Margarita, California, and shall last no more than two business days.

    9.4 - Arbitration
    If mediation is unsuccessful, any controversy or claim arising out of or relating to the Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Distributors waive all rights to trial by jury or to any court. All arbitration proceedings shall be held in Orange, California. All parties shall be entitled to all discovery rights pursuant to the Federal Rules of Civil Procedure, and the Federal Rules of Evidence shall apply. There shall be one arbitrator, an attorney at law, who shall have expertise in business law transactions with a strong preference being an attorney knowledgeable in the direct selling industry, selected from the panel which the American Arbitration Panel provides. OR Each party to the arbitration shall be responsible for its own -- costs and expenses of arbitration, including legal and filing fees. The decision of the arbitrator shall be final and binding on the parties and may, if necessary, be reduced to a judgment in any court of competent jurisdiction. This agreement to arbitrate shall survive the cancellation or termination of the Agreement.

    The parties and the arbitrator shall maintain the confidentiality of the entire arbitration process and shall not disclose to any person not directly involved in the arbitration process:

    • The substance of, or basis for, the controversy, dispute, or claim;
    • The content of any testimony or other evidence presented at an arbitration hearing or obtained through discovery in arbitration;
    • The terms or amount of any arbitration award;
    • The rulings of the arbitrator on the procedural and substantive issues involved in the case.
    Notwithstanding the foregoing, nothing in these Policies and Procedures shall prevent LifePharm from applying to and 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 LifePharm’s interest prior to, during or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding.

    9.5 - Governing Law, Jurisdiction and Venue
    Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in Orange County, State of California. The Federal Arbitration Act shall govern all matters relating to arbitration. The law of the State of California shall govern all other matters relating to or arising from the Agreement.

    9.5.1 - Louisiana Residents
    Notwithstanding the foregoing, and the mediation and arbitration provisions in Section 9.3 and 9.4 above, residents of the State of Louisiana shall be entitled to bring an action against LifePharm in their home forum and pursuant to Louisiana law.

    SECTION 10 - PAYMENT AND SHIPPING
    10.1 - Returned Checks
    All checks returned by a Distributor’s bank for insufficient funds will be re-submitted for payment. A $25.00 returned check fee will be charged to the account of the Distributor. After receiving a returned check from a customer or a Distributor, all future orders must be paid by Credit Card, money order or cashier’s check. Any outstanding balance owed to LifePharm by a Distributor for NSF checks and returned check fees will be withheld from subsequent bonus and commission checks.

    10.2 - Restrictions on Third Party Use of Credit Cards and Checking Account Access
    Distributors shall not permit other Distributors or Customers to use his or her credit card, or permit debits to their checking accounts, to enroll or to make purchases from the Company, unless an official authorization letter is filed with LifePharm. This authorization letter can be found in the distributor’s back office.

    10.3 - Sales Taxes
    LifePharm is required to charge sales taxes on all purchases made by Distributors and Customers, and remit the taxes charged to the respective states. Accordingly, LifePharm will collect and remit sales taxes on behalf of Distributors, based on the suggested retail price of the products, according to applicable tax rates in the state or province to which the shipment is destined. If a Distributor has submitted, and LifePharm has accepted, a current Sales Tax Exemption Certificate and Sales Tax Registration License, sales taxes will not be added to the invoice and the responsibility of collecting and remitting sales taxes to the appropriate authorities shall be on the Distributor. Exemption from the payment of sales tax is applicable only to orders which are shipped to a state for which the proper tax exemption papers have been filed and accepted. Applicable sales taxes will be charged on orders that are drop-shipped to another state. Any sales tax exemption accepted by LifePharm is not retroactive.

    SECTION 11 - INACTIVITY, RECLASSIFICATION, AND CANCELLATION
    11.1 - Effect of Cancellation
    So long as a Distributor remains active and complies with the terms of the Distributor Agreement and these Policies and Procedures, LifePharm shall pay commissions to such Distributor in accordance with the Compensation Plan. A Distributor’s bonuses and commissions constitute the entire consideration for the Distributor’s efforts in generating sales and all activities related to generating sales (including building a Marketing Organization). Following a Distributor’s non-renewal of his or her Distributor Agreement, cancellation for inactivity, or voluntary or involuntary cancellation of his or her Distributor Agreement (all of these methods are collectively referred to as “cancellation”), the former Distributor shall have no right, title, claim or interest to the Marketing Organization which he or she operated, or any commission or bonus from the sales generated by the Marketing Organization. A Distributor whose business is cancelled will lose all rights as a Distributor. This includes the right to sell LifePharm products and services and the right to receive future commissions, bonuses, or other income resulting from the sales and other activities of the Distributor’s former Marketing Organization. In the event of cancellation, Distributors agree to waive all rights they may have, including but not limited to property rights, to their former Marketing Organization and to any bonuses, commissions or other remuneration derived from the sales and other activities of his or her former Marketing Organization.

    Following a Distributor’s cancellation of his or her Distributor Agreement, the former Distributor shall not hold himself or herself out as a LifePharm Distributor and shall not have the right to sell LifePharm products or services. A Distributor whose Distributor Agreement is canceled shall receive commissions and bonuses only for the last full pay period he or she was active prior to cancellation (less any amounts withheld during an investigation preceding an involuntary cancellation).

    11.2 - Cancellation Due to Inactivity
    If a Distributor has not earned a commission for six consecutive months (and thus become “inactive”), his or her Distributor Agreement shall be cancelled for inactivity.

    11.3 - Involuntary Cancellation
    A Distributor’s violation of any of the terms of the Agreement, including any amendments that may be made by LifePharm in its sole discretion, may result in any of the sanctions listed in Section 9.1, including the involuntary cancellation of his or her Distributor Agreement. Cancellation shall be effective on the date on which written notice is mailed, emailed, faxed, or delivered to an express courier, to the Distributor’s last known address, email address, or fax number, or to his/her attorney, or when the Distributor receives actual notice of cancellation, whichever occurs first.

    LifePharm reserves the right to terminate all Distributor Agreements upon thirty (30) days written notice in the event that it elects to: (1) cease business operations; (2) dissolve as a corporate entity; or (3) terminate distribution of its products via direct selling.

    11.4 - Voluntary Cancellation
    A participant in this network marketing plan has a right to cancel at any time, regardless of reason. Cancellation must be submitted in writing to the Company at its principal business address, or via email to cancel@LifePharm.com. The email notice must be from your email of record, and must include your name, address, and Distributor I.D. Number. A written notice must also include your signature.

    11.5 - Non-renewal
    A Distributor may also voluntarily cancel his or her Distributor Agreement by failing to renew the Agreement on its anniversary date. The Company may also elect not to renew a Distributor’s Agreement upon its anniversary date.

    SECTION 12 - DEFINITIONS
    Active Rank
    The term “active rank” refers to the current rank of a Distributor, as determined by the LifePharm Compensation Plan, for any pay period. To be considered “active” relative to a particular rank, a Distributor must meet the criteria set forth in the LifePharm Compensation Plan for his or her respective rank. (See the definition of “Rank” below.)

    Affiliated Party
    A shareholder, member, partner, manager, trustee, or other parties with any ownership interest in, or management responsibilities for, a Business Entity.

    Agreement
    The contract between the Company and each Distributor includes the Distributor Application and Agreement, the LifePharm Policies and Procedures, the LifePharm Compensation Plan, and the Business Entity Form (where appropriate), all in their current form and as amended by LifePharm in its sole discretion. These documents are collectively referred to as the “Agreement.”

    Autoship
    A program which we automatically ship products to you. Cancel

    The termination of a Distributor’s business.
    Cancellation may be either voluntary, involuntary, through non-renewal or inactivity.

    Commissionable Volume (CV)
    The point value of products sold, used to calculate commissions from your downline.

    Customer
    End consumers of the product, including your retail customers and Preferred Customers.

    Distributor Kit
    A selection of LifePharm training materials and business support literature that each new Independent Marketing Distributor -- is required to OR may -- purchase.

    Downline Leg
    Each one of the Distributors enrolled immediately underneath you, and their respective Marketing Organizations, represents one “leg” in your Marketing Organization.

    Group Volume
    The commissionable value of LifePharm products or services sold by a Distributor’s Marketing Organization. Group Volume does not include the Personal Volume of the subject Distributor. (Business Kits and sales aids have no Sales Volume.)

    Household
    Spouses and dependent children living at or doing business at the same address.

    Immediate Household
    Heads of household and dependent family members residing in the same house.

    Level
    The layers of downline Customers and Distributors in a particular Distributor’s Marketing Organization. This term refers to the relationship of a Distributor relative to a particular upline Distributor, determined by the number of Distributors between them who are related by enrollerment. For example, if A enrolls B, who enrolls C, who enrolls D, who enrolls E, then E is on A’s fourth level.

    Marketing Organization
    The Customers and Distributors enrolled below a particular Distributor.

    Official LifePharm Material
    Literature, audio or video tapes, websites, and other materials developed, printed, published and/or distributed by LifePharm to Distributors. Personal Production

    Moving LifePharm products or services to an end consumer for actual use.

    Personal Volume (PV)
    The point value of products and services sold or personally consumed by a Distributor in a calendar month, used for bonus qualifications.

    Preferred Customer
    A customer enrolled in LifePharm’s database so that he or she can directly place orders with LifePharm. A preferred customer is not a distributor.

    Rank
    The “title” that a Distributor holds pursuant to the LifePharm Compensation Plan. “Title Rank” refers to the highest rank a Distributor has achieved in the LifePharm compensation plan at any time. “Paid As” rank refers to the rank at which a Distributor is qualified to earn commissions and bonuses during the current pay period.

    Recruit
    For purposes of LifePharm’s Conflict of Interest Policy (Section 4.9), the term “Recruit” means the actual or attempted enrollment, solicitation, enrollment, encouragement, or effort to influence in any other way, either directly, indirectly, or through a third party, another LifePharm Distributor or Customer to enroll or participate in another multilevel marketing, network marketing or direct sales opportunity.

    Resalable
    Products and Sales aids shall be deemed “resalable” if each of the following elements is satisfied: 1) they are unopened and unused; 2) packaging and labeling 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; 4) it is returned to LifePharm within one year from the date of purchase. Any merchandise that is clearly identified at the time of sale as nonreturnable, discontinued, or as a seasonal item, shall not be resalable.

    Retail Customer
    An individual who purchases LifePharm products from a Distributor but who is not a participant in the LifePharm compensation plan.

    Retail Customer
    An individual or entity that purchases LifePharm products or services from a Distributor, but who is not a Distributor, or an immediate household family member of a Distributor.

    Retail Sales
    Sales to a Retail Customer.

    Roll-Up
    The method by which a vacancy in a Marketing Organization left by a Distributor whose Distributor Agreement has been canceled is filled.

    Enroller
    A Distributor who enrolls a Customer or another Distributor into the Company, and is listed as the Enroller on the Distributor Application and Agreement. The act of enrolling others and training them to become Distributors is called “enrolling.”

    Upline
    This term refers to the Distributor or Distributors above a particular Distributor in a enrollment line up to the Company. Conversely stated, it is the line of enrollers that links any particular Distributor to the Company.