POLICIES & PROCEDURES APRIL 2019

Policies and Procedures April 2019

E-SIGN, the Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001, et seq.), requires that you consent to entering into an electronic agreement with Club BizsSmart, an Arizona Corporation before the following Club BizsSmartConsultants/Retail Customer Agreement is executed. Please read the following information carefully. Should you enter into an online Consultant/Customer Agreement ("the Agreement") with Club BizsSmart you will not be required to submit a paper application. The entire agreement between you and Club BizsSmart will be evidenced by an electronic record. To enter into the Agreement, you must consent to the use of an electronic record and you must read Club BizsSmart Policies and Procedures, Club BizsSmart Compensation Plan/Club Rewards, and electronically acknowledge that you have read these documents. To access these documents and submit your online application, you will need the following hardware and software: A Personal Computer ("PC") with modem or other Internet access device, operational Internet browser software (e.g., Netscape Communicator or Internet Explorer), and Adobe Acrobat Reader. If you do not have Adobe Acrobat Reader, you may download it for free at: http://www.adobe.com/products/acrobat/readstep2.html. You may withdraw your consent to the use of electronic records at any time. However, should you do so, the Agreement will be automatically terminated, and you will lose all rights to an organization (including but not limited to any property rights you may have), and you will lose all rights to all remuneration under the Club BizsSmart Compensation Plan/Club Rewards. Should you wish to withdraw your consent to the exclusive use of an electronic agreement (and thereby terminate your agreement with Club BizsSmart), or update any personal information, you may do so by sending an email to support@clubbizssmart.com or by sending written notice to Club BizsSmart 835 W. Warner Road Suite 473 Gilbert, AZ. 85233. During the enrollment process, you will be required to read the Agreement (which includes the Policies and Procedures and the Compensation Plan/Club Rewards) in its entirety. Club BizsSmart encourages you to print and retain these documents for future reference. Should you wish to obtain a printed copy of the Policies and Procedures and/or Compensation Plan/Club Rewards, you may download and print a PDF (Portable Document Format) version of the same from Club BizsSmart web site. Or, you may send a written request for those documents to: Club BizsSmart835 W. Warner Road Suite 473 Gilbert, AZ. 85233or email: support@clubbizssmart.com. Your request must include your name, CUSTOMER identification number, mailing address, and E-mail address. Upon receipt of such a request, Club BizsSmart will mail you the then current version of each document. There is no charge for this service. By entering into the Agreement, you agree that Club BizsSmart may amend the same (including the Policies and Procedures and the Compensation Plan/Club Rewards) at its sole discretion at any time. You may obtain a copy of the version of these documents that were in effect at any time after you executed your electronic agreement. Outdated versions are archived by Club BizsSmart. The most current version of the Policies and Procedures and the Compensation Plan/Club Rewards are always available at Club BizsSmart official web site for viewing, printing and downloading. Should there ever be a change in the equipment or software necessary to access the terms of the Agreement, Club BizsSmart, will advise you of the same and will provide you with a list of the equipment and software that is necessary. Upon such event, you may voluntarily terminate the Agreement. By clicking on "I AGREE" below, you consent to use of electronic records evidencing your Club BizsSmart, CUSTOMER Agreement.


Section 1

1.0 Applicability

These Policies and Procedures govern the relationship between Club Bizssmart, (“Club Bizssmart”) or any of its Consultants, subsidiaries or related companies with any person or entity that engages in business as a Consultant (CONSULTANT) or applies to become a n Consultant of Club Bizssmart products. Unless the context clearly indicates otherwise, the terms “you” and “your” refer to each Independent CONSULTANT that executes a n Consultant Application and Agreement that is accepted by Club Bizssmart. The terms “we, us, our” and the “Company” refer to Club Bizssmart. These Policies and Procedures, in their present form and as amended from time to time at Club Bizssmart.’ discretion, are incorporated into and form a part of the Club Bizssmart Consultant and Agreement. All references to time frames are based on USA Eastern Time Zone (ET) unless otherwise stated. In the case of a dispute, these Policies and Procedures, as published and modified from time to time in English, shall be considered the standard for determining and resolving disputes and issues.


1.1 Amendments

Club Bizssmart reserves the right to amend the terms and conditions and Policies and Procedures, the Compensation Plan, and the Consultant Applications and Agreements at any time, as it deem necessary. Those channels of communication include, but are not limited to, posting of information to the Club Bizssmart Web site, e - mail address to the Consultant, announcements in any official Club Bizssmart newsletter or other publication or mail to the Consultant at the address listed on the Consultant Applications and Agreements.


1.2 Invalid Terms

Should any portion of these Policies and Procedures, or the Consultant Applications and Agreements, or any other instruments Retail to herein or issued by Club Bizssmart be declared invalid by a court of competent jurisdiction, the balance of any such document and any of Club Bizssmart rules, applications, or instruments shall remain in full force and effect.


1.3 Waiver

Club Bizssmart never gives up its right to insist on compliance with these rules or with the applicable laws governing the conduct of a business. This is true in all cases, both specifically expressed and implied, unless an officer of Club Bizssmart who is authorized to bind Club Bizssmart in contracts or agreements specifies explicitly in writing that Club Bizssmart waives any of these provisions. In addition, any time Club Bizssmart gives permission for a breach of the rules, that permission is specific to the single occurrence, unless otherwise stated, and does not extend to future breaches. This provision deals with the concept of “waiver”, and the parties agree that Club Bizssmart does not waive any of its rights under any circumstances short of the written confirmation alluded to above.


1.4 Company Use of Applicant Information

The Consultant applicant hereby consents to allow Club Bizssmart, its Consultant s to process and utilize the Applicant information as submitted in the signed Consultant Application and Agreement for business purposes related to the Club Bizssmart business. The Consultant has the right of access to their personal Application information and to request updates and amendments. The Consultant hereby consents to Club Bizssmart disclosing, now or in the future, such Application information to companies who Club Bizssmart may, from time to time, deal with to deliver information to its Consultant s to improve its marketing and promotional efforts.


Section 2

Each Consultant shall adopt and live by the Club Bizssmart Code of Ethics as a BizsSmart Consultant:

2.0 I will be respectful of each and every person I meet while doing Club Bizssmart business.

2.1 At all times I will conduct myself and my business in an ethical, moral, legal and financially sound manner (with honesty and fairness and an ethical and professional manner at all times.). I will not engage in activities that would bring disrepute to Club Bizssmart or myself nor will I criticize Club Bizssmart, its Management, other Club BizssmartCONSULTANTS, the competition or their products.

2.2 I shall not, by my actions, bring Club Bizssmart or the image of the Network Marketing industry into disrepute.

2.3 I will be truthful in my representation of Club Bizssmart products by making no Product or exaggerated financial claims and by clearly stating all terms of sale. I understand that all claims are strictly forbidden.

2.4 I will provide support and encouragement to my Consultants to ensure that their experience with Club Bizssmart is a successful and happy experience. I understand that it is important to consistently provide follow - up service and support to my CONSULTANTS.

2.5 I will support the growth and encourage cooperation and support of ALL CONSULTANTS including those outside of my own organization.

2.6 I will fairly and correctly represent the Club Bizssmart Team Rewards Plan and the income potential represented therein. I understand that I am prohibited from using my own income as an indication of other’s potential success, or using compensation checks as marketing materials.

2.7 I will not willfully manipulate the Club Bizssmart Team Rewards Plan at any time without exception.

2.8 Outside of the United States, I will not undercut or discount prices on any Club Bizssmart products or sales aids.

2.9 I will ensure that I operate and market my business in an ethical manner that does not compromise the opportunity for other CONSULTANTS or misrepresents the income opportunity.

2.10 I will abide by all of Club Bizssmart Policies and Procedures now and as they may be changed in the future under any circumstances short of the written confirmation alluded to above.


Section 3

CONSULTANT Relationship with Club Bizssmart.

3.0 Becoming a Consultant

You become a Consultant when your Consultant Application and Agreement form has been received and accepted by Club Bizssmart, Club Bizssmart reserves the right to refuse any application, and will not be responsible for delays in processing any applications that are illegible or incomplete. If you receive and deposit a commission payment from us; that will also serve to affirm that you agree to be bound by our Policies and Procedures. As a n Consultant you are required to give us your Social Security or Federal Tax ID number where applicable. You must certify under the penalty of law that the Tax ID number and valid personal identification submitted to the Company is correct. Club Bizssmart will provide the required forms to report your annual gross income from Club Bizssmart. You have the obligation to maintain records that will enable you to properly and completely report all of your taxable income to the appropriate tax authorities. As a Consultant, you may enjoy certain tax advantages. Please consult with your tax adviser to determine if your Club Bizssmart business offers any of those advantages to you.


3.1 Independent Contractor

You, as a Consultant, are an independent contractor. You are not an agent, employee, partner, or joint venture with Club Bizssmart. You may not represent yourself as anything other than a Consultant. You have no authority to bind Club Bizssmart to any obligation.

You are responsible for paying your own self - employment taxes, federal income taxes and any other taxes or financial obligations required by law. You must obey any federal, state, and local laws, as well as Club Bizssmart rules and regulations pertaining to your independent Club Bizssmart distributorship or the acquisition, receipt, holding, selling, distributing or advertising of Club Bizssmart products or opportunity


3.2 Indemnification

You agree to indemnify and hold Club Bizssmart, its officers, agent s, and directors harmless from any claim, damage, liability or loss arising out of your activities as a Consultant.


3.3 CONSULTANT Eligibility and Restrictions

You must be of legal age and legally competent in the jurisdiction in which you reside in order to be a Consultant. For example, legal age in the United States is eighteen years old.

3.4 Spouses are encouraged to be joint CONSULTANTS in one positionbut are allowed to each have their own CONSULTANT position with Club Bizssmart. Spouses must join the same line of sponsorship as his or her spouse and be directly sponsored by them. Change of the original sponsor is not permitted. The actions of one spouse will be attributed to both spouses. Once enrolled a spouse may not be moved.

3.5 You may have a financial interest in No More Than One (1) CONSULTANT position.

3.6 A Corporation, Partnership or Trust may become a Consultant. Legal entities must submit certified copies of their formation documents and attest to the management and ownership of the entity or, i n the case of a trust, the name of the Trustee and the Beneficiaries. The entity must also submit a certificate of good standing from the jurisdiction in which it was formed if such a certificate is provided by that jurisdiction. All of these documents must be submitted within five (5) business days of the acceptance of the entity’s Consultant Application and Agreement. The authorized officer, agent or trustee must sign the Consultant Application and Agreement form. The actions of corporate shareholders, officers, directors, agents or employees and the actions of partnership partners, agents or employees, which do not conform to Club Bizssmart’s policies shall be attributable to the entire corporate or partnership entity.

3.7 Unincorporated Businesses (Proprietorships) with unique IRS issued taxpayer identification numbers (not the social security number of the proprietor,) where applicable, may become a n Consultant. Proof of the issuance of the taxpayer identification number must be submitted to Club Bizssmart.

3.8 Club Bizssmart, while allowing the above identified business entities to be CONSULTANT''s, will tie recognition to the primary applicant (electronic signature on agreement) as the authorized representative of said entity.

3.9 Club Bizssmart reserves the right to approve or disapprove any change you propose to make to your business name or structure, the formation of partnerships, corporations, and trusts for tax, estate planning, and limited liability purposes. Before we can approve such a change, you must complete a new Consultant Application and Agreement and file it with us outlining the Club Bizssmart proposed change and the reasons for the proposed change.

3.10 If you are considering selling your CONSULTANT Position, there is a legal procedure you must follow to gain approval of the request. A Club Bizssmart Position may be sold only after Club Bizssmart has approved the request in writing. We will not allow a n CONSULTANT Position to be sold if it has not been actively engaged in retail selling of Club Bizssmart products or the Sponsoring of new CONSULTANT and has been an active “paid - as” Executive for the previous six (6) consecutive months. We will only approve a proposed sale/transfer of the CONSULTANT Position if you have first given us at least thirty (30) days written notice of the proposed terms of the sale to a bona fide purchaser and allowed Club Bizssmart to exercise a First Right of Refusal. You can request these forms through the Compliance Department at the Club Bizssmart Home Office. No Customer Position may be sold or assigned.

3.11 A First Right of Refusal simply means that Club Bizssmart has the right to purchase a CONSULTANT position for the same amount as contained in an offer that the owner has received (and wants to accept) from another buyer. In this situation, the owner is first obligated to offer their down line for sale to Club Bizssmart at the same price contained in the offer they’ve received. Club Bizssmart can then either agree to purchase the position for the same price, within thirty (30) days or decline and allow the other buyer to move forward and complete the purchase.


3.12 Retail Customers

A Customer is a person who wishes to purchase Club Bizssmart products at Retail prices but does not want to participate in the income opportunity. You become a Customer when your Club Customer Application and Agreement is received and accepted by Club Bizssmart through E - Sign Up.

3.12.1 As a Customer you will be able to occupy a position in the Club Bizssmart organization structure. As a Customer, you are permitted to purchase As a Retail Customer, and you may refer Consultant s to your website who wish to order products or enroll as a Consultant. However, you will not participate in the Club Bizssmart Rewards plan available only to Independent Club BizssmartCONSULTANT. As a Customer, you are not required to provide Club Bizssmart with your date of birth, Social Security or Tax ID Number.

3.12.2 A Customer may, within the first 12 months of original signup, elect to become a CONSULTANT and have their Customer position converted into a CONSULTANT Position by completing and submitting a n Consultant Application and Agreement. Customers converting to CONSULTANT status will have their placement position converted to that of Consultant and will become eligible to accumulate volume and earn future compensation based upon the Club Bizssmart Rewards Plan. No bonus will be paid before the conversion to CONSULTANT position.

3.12.3 The Consultant who is the enrolling sponsor of a Customer, is eligible to earn Commissions on purchases made by their personally enrolled Club Customers as defined in the Club Bizssmart Rewards Plan. Active consultants may also earn Business Volume on purchases made by Customers or CONSULTANTS through their personally enrolled websites.


3.13 Change of Sponsorship

As a Consultant, you are the Enrolling Sponsor of any CONSULTANT that you directly Retail and sponsored into the Company. A Placement Sponsor is the sponsor that will be directly upline of the new CONSULTANT. You can be both the Enrolling Sponsor and Placement Sponsor. We will recognize the sponsorship positions as listed on the Consultant Application submitted by a new Consultant. If we receive more than one application, the one we accept first will be recognized as the enrolling sponsor. If your CONSULTANT Position is terminated for any reason whether voluntarily or involuntarily, you may not rejoin Club Bizssmart for a minimum of six (6) months from the date of termination. If you allow your CONSULTANT position to lapse by way of failure to renew and you continue to order, you must still wait a minimum of six (6) months from the date of your last order before you may sign up in a new position.


Section 4

Ordering, Purchasing and Reselling Products

4.0 Initial Purchase

You are not required to purchase any product in order to be a Consultant.

4.1 Inventory Purchases

The Club Bizssmart program is built on retail sales to the end consumer.

Club Bizssmart encourages its CONSULTANTS to only purchase inventory that they and their family will personally consume, or which will be resold to others for their ultimate consumption or resale. Club Bizssmart reserves the right to limit the amount of purchases you may make, if, in our sole judgment, we believe those purchases are being made solely for qualification or recognition purposes instead of for consumption or resale. Customers are permitted to purchase products for their personal use only, and not for resale.


4.2 70% Resale Rule:

To be eligible for bonuses, a CONSULTANT must meet Club Bizssmart’s qualification requirements and comply with the 70% Resale Rule. Under this rule, you may not order additional product unless you have sold or used for personal or family use at least 70% of the product that you have previously purchased. The verification section on Club Bizssmart’s order form is designed to support the 70% Resale Rule. However, you make the certification that you have used or resold at least 70% of your prior orders regardless of the method that you us e for placing the order.


4.3 Payment

All orders must be accompanied by proper payment including all applicable shipping/handling fees and sales tax. We will not process orders that are not accompanied by full and proper payment. If paying by electronic check, please allow 10 business days for the check to process. Although appropriate Rewards will be earned at the time the order is accepted, your order will only ship once the check clears our bank.


4.4 Autoship Orders

You can ensure that you receive a shipment of our products every 30 days by enrolling in our Autoship Program. It also eliminates the inconvenience of placing monthly orders.

4.5 Your Autoship order will typically be placed every thirty (30) days from the date you originally establish your order, or on the date of your choosing. If the processing date falls on a weekend or holiday, the Autoship Order will be processed and shipped the following business day. If payment has not been received and processed by the due date, the Autoship order will not be sent, and your qualifications for active status and bonus pay may not be met.

4.6 You may change an Autoship order. You can make your Autoship Order changes online directly in your replicated Website office.

4.7 You may terminate your Autoship order at any time, but you will not be eligible to earn a commission check, and if you do not have an autoship or wholesale order within 60 days after joining and every 60 days thereafter, you will lose your accumulated volume points.

4.8 Autoship Orders may only be established or amended by the CONSULTANT responsible for receipt and payment of these orders – without exception.

4.9 Sponsoring CONSULTANTS may not set up these types of ongoing orders on behalf of their new CONSULTANT.

4.10 Any CONSULTANT that fraudulently signs up a person unknowingly as a CONSULTANT will have their Membership terminated. In addition, Club Bizssmart may pursue fraudulent behavior, for any misrepresentation of the Club Bizssmart Opportunity, u sing all legal means available.


4.11 Resale of Product

Only authorized Consultant s of Club Bizssmart may purchase Club Bizssmart products for resale. Consultant s are not permitted to resell products.

4.12 Club Bizssmart products may not be sold through catalogues or other mass retail sales medium, infomercials or television, without the prior written approval of Club Bizssmart.

4.13 Internet product sales may be made only on Club Bizssmart approved CONSULTANT Websites. Club Bizssmart products may not be sold or displayed on any online auctions, including but not limited to, eBay, UBid, eBay stores, etc.

4.14 Club Bizssmart products may not be displayed and sold in retail establishments where the primary source of income is the resale of products unless such locations are approved and duly appointed by Club Bizssmart.

4.15 Only Club Bizssmart produced, or pre-approved literature, banners, or signage may be displayed on a shelf, counter, or wall.

4.16 Resale of Club Bizssmart products in any jurisdiction where such re-sales are not recognized or permitted is strictly prohibited.


4.17 Sales Tax

Where applicable, if you are a resident in a state or jurisdiction where Club Bizssmart collects taxes, we will collect and remit sales taxes on your behalf. The sales tax is based upon the tax rate in the jurisdiction that the product is shipped to. Generally, it accessed on the retail price paid by the end consumer. Club Bizssmart allows CONSULTANTS to declare whether an item is for personal consumption or sold at the suggested retail price.

4.18 You hereby agree to indemnify and hold Club Bizssmart harmless regarding any liability, including financial that we may incur as a result of your failure to properly declare that the products are for personal or retail use.

4.19 Under the terms of these agreements, Club Bizssmart is required to collect the applicable tax at the time of sale. The jurisdiction is determined by the ship to address of the order. The tax collected will be based on one of four categories:

4.20 The tax will be on the wholesale cost for those orders placed by a CONSULTANT for their own personal or family consumption. This will include all Autoship orders unless you specified that they are being purchased for retail sale.

4.21 The tax will be on the suggested retail price of any orders placed by a CONSULTANT for resale.

4.22 The price subject to sales tax will include the shipping charge if the state where the products are shipped requires sales tax be charged on this cost.

4.23 As a CONSULTANT, when you sell the products, you should collect the sales tax based on your selling price. The taxes you collect will be a reimbursement for the taxes pre-collected by Club Bizssmart. You will not have any additional reporting to do.

4.24 Your Club Bizssmart order will be charged the appropriate tax.


Section 5

Company Refund Policy

5.0 Consultants Refunds

There is a 30-day refund policy on all of our Nutritional Products (minus 15% restocking fee). Refund do not include Shipping Cost or One Time Admin Fee.

5.1 When you as a CONSULTANT, sell products at retail, you are the primary party responsible for Consultant satisfaction. The Club Customer must come to you for either a replacement product or for a refund. You make the product exchange or refund, and then you obtain replacement product from Club Bizssmart for the returned product.

5.2 You must notify Consultant support and A Return Merchandise Authorization (RMA) Number will be issued.

5.3 In the event of a dispute between you and your Customer, Club Bizssmart will determine the facts and attempt to resolve the issue. That resolution will be final and not appealable. If we elect to make a cash payment to the Customer to resolve the dispute, we will charge the payment to your account.

5.4 If the product was sold to and shipped directly by Club Bizssmart to your Consultant, the Consultant may contact us directly for return authorization and replacement/refund of the purchase. Consultant should allow thirty days for processing of the refund.

5.5 We reserve the right to reject repetitive returns or replacements.


5.6 Refunds and Replacement for CONSULTANTS

When you, as a CONSULTANT, make an authorized product replacement or refund under the Customer Guarantee, we will provide you with the replacement product. You may then either provide the replacement product to your Customer, or if a refund was made, you can sell the replacement product.

5.7 Products that are determined to be defective will be promptly replaced without charge.

5.8 Club Bizssmart reserves the right to recoup any commissions or other compensation paid when the product that generated that compensation is returned. In order to do so, we may deduct the outstanding amount prior to paying you any further commissions. If your bonus check is insufficient to allow us to recover the compensation through a deduction, you agree to repay Club Bizssmart the amount due.

5.9 We will not repurchase products or issue refunds on products certified as having been consumed or sold under the 70% Resale Rule. Falsely representing the amount of product sold or consumed in order to advance in the marketing plan will be grounds for termination.

In Massachusetts and Wyoming: We will repurchase all unencumbered products in a resalable condition then in the possession of the participant. The repurchase shall be at a price of not less than ninety percent (90%) of the original net cost to the participant returning such goods, taking into account any sales made by or through such participant prior to notification to Club Bizssmart of the election to cancel.

In Louisiana: We will repurchase all or part of any product that are in a resalable condition at 85% of the original net cost to youand repay 85% of the original net cost of any services provided to you, and refund ninety percent (90) of any other consideration you paid to us in order to participate in the marketing program.

In Montana: Montana residents who cancel their membership within 15 days are entitled to a 100% refund of any consideration given to participate.


Section 6

General Operational Policies

6.0 Out-of-Market Sales

You may not sell Club Bizssmart products, sign up new CONSULTANT or promote the income opportunity in countries or territories that have not been officially opened by Club Bizssmart. Nor may you export or sell directly or indirectly to others who may export Club Bizssmart products, literature, sales aids or promotional material relating to Club Bizssmart, its products or the Club Bizssmart program from, the United States or its possessions or territories to any other country. Any violation of this rule constitutes a material breach of this contract and is grounds for immediate termination of your CONSULTANT status. The reason for this rule is that those who violate this provision could seriously jeopardize or compromise the ability of Club BizsSmart to obtain governmental approval in countries where approval is pending or planned.


6.1 Confidential Information

In order to assist you in the conduct of your Club Bizssmart business, we may supply you with reports and information. That information includes, but is not limited to, marketing plans and strategies, products, purchases, pricing and information concerning your down and upline sales organization. (All or any part of that information may be Retail to in these Policies and Procedures as the “Lists.”) You acknowledge and agree that all such information is Club Bizssmart property and must be held confidential. You agree that you will not directly or indirectly disclose any of the confidential information on the Lists to any third party or use any of the information to compete directly or indirectly with Club Bizssmart. You also recognize that Club Bizssmart marketplace is the network marketing industry, and that competition with Club Bizssmart includes using the Lists in other network marketing companies regardless of the type of product they might sell.

6.2 Club Bizssmart business relationship with its vendors, manufacturers and suppliers is confidential. You may not contact, directly or indirectly, or speak to or communicate with any representative of any of our suppliers or manufacturers except at a Club Bizssmart sponsored event at which such a supplier/representative is present at our request. Violation of this regulation may result in termination and possible claims for damages if the vendor/manufacturer’s association with Club Bizssmart is compromised by your contact or actions.


6.3 Cross Sponsoring/Other Business Opportunities

A CONSULTANT shall not sell to other Club BizssmartCONSULTANTS, non - Club Bizssmart products or in any way promote to such Club BizssmartCONSULTANT ’s the opportunities in marketing program s of other companies.

6.4 You cannot sponsor or attempt to sponsor anyone from another Club Bizssmart sales group (down line or up line) into any other multilevel marketing (MLM) or network marketing organization. Nor may you introduce other business opportunities to any Club BizssmartConsultant, except those you have personally enrolled. Violation of these policies is grounds for termination of the Consultant. It may also give rise to other claims for unauthorized use of our confidential information.

6.5 You may not use Club Bizssmart’sConsultant network, or assist others, in using the Lists to sell other products or services. Use of Lists for anything other than marketing operations we have pre-approved is limited to those Consultant s that you have personally sponsored. Misuse of a List is grounds for, but is not limited to, termination of a CONSULTANT Posit ion. The Lists are the exclusive property of Club Bizssmart. Club Bizssmart may, at its’ sole discretion, reclaim and take possession of the Lists. You also recognize and agree that misuse of the Lists cannot be fully compensated through monetary damages and, therefore, you agree that we may seek and obtain a temporary restraining order, preliminary and permanent injunctive relief prohibiting you from misusing the Lists. You also understand and agree that we may seek compensatory damages if you misuse the Lists. You also agree that the obligations under this section will survive the termination of your CONSULTANT Position.


6.6 Ghost PROMOTERs

The practice of signing ‘Ghost’ CONSULTANTS are strictly prohibited. Any instances of this practice will result in mediate termination of the Business(s) involved. ‘Ghost’ CONSULTANTS are individuals or entities that are not aware of or have not given their express written agreement by knowingly signing a Club BizssmartConsultant Application and Agreement for their enrollment into Club Bizssmart as a Consultant. In the case where there is no evidence or means to verify that the information on a Club BizssmartConsultant Application and Agreement is valid the application will be deemed to be a Ghost CONSULTANT.


6.7 Income Claims

CONSULTANTS may not make any revenue or income claims, projections or misrepresentations. “Check flashing”, false, deceptive or misleading claims regarding the opportunity or products are prohibited. We firmly believe that the Club Bizssmart opportunity is great. Neither Club Bizssmart nor any of the Consultant s need to resort to artificial and unrealistic projections.

CONSULTANT earning claims should not be construed as representative of a fixed, or standard earnings from any Club Bizssmart business. The income levels achieved by Club Bizssmart Consultants are not intended to imply that another CONSULTANT will achieve the same level of income. The income levels achieved will be dependent upon the individual CONSULTANTS business skills, personal ambition, time, commitment, activity and demographic factors.


6.8 Product Claims

You may not make any product claims at all.


6.9 Disciplinary Actions

If you violate any of the Policies and Procedures OR engage in any illegal, fraudulent, deceptive, or unethical business conduct, we may, at our sole discretion, invoke any disciplinary action that we deem appropriate. Among the potential disciplinary actions are:

a. Issuance of a written warning or ad monition.

b. Imposition of a fine, which may be imposed immediately or withheld from future bonus or commission checks.

c. Reassignment of all or part of your down line organization.

d. Suspension, which may result in termination or reinstatement with conditions and/or restrictions.

e. Termination of your Consultant.

We will use our best efforts to first give you notice of the alleged violation and allow you to present facts that show that there has been no violation. However, if we believe that the violation is of a serious nature, we reserve the right to make our determination and take action without prior notice.

6.10 If you attempt to circumvent the Policies and Procedures to accomplish something indirectly that has been directly prohibited, you will be disciplined as if the applicable policy had been directly violated.


6.11 Suspension or Termination

You are not required to make any purchase in order to become Consultant other than a one-time administrative fee. You are not required to maintain an inventory of any kind in order to become an Independent CONSULTANT. You may terminate your Position at any time for any reason by giving Club Bizssmart written notice of your termination.

6.12 We may suspend or terminate your CONSULTANT status as a corrective action for any violation or alleged violation of the CONSULTANT Application and Agreement, or any violation of the Policies and Procedures. Whenever there is a complaint or evidence of a prohibited activity, generally, we will contact you to let you know that we suspect a violation of a Company Policy or Procedure. We will generally offer you an opportunity to present facts that would show that you have not violated the Policy or Procedure. We reserve the right to make the final determination as to whether the Policy or Procedure has been violated and our decision is final and may not be appealed.

6.13 If we determine that suspension is an appropriate remedy, it could include any or all of the following:

All bonuses, commissions, prizes or recognition could be withheld. You could be restricted from participating in any Club Bizssmart activity, event or contest. You could be excluded from participating in any Club Bizssmart meetings, training or corporate sponsored events even if the qualification period for such events was prior to the suspension.

6.14 If we determine that termination is the appropriate remedy, you must immediately quit representing yourself as a Club BizssmartConsultant.

6.15 If your CONSULTANT Position is terminated for any reason, you will lose your down line and any CONSULTANT compensation. If you decide to reapply for Club BizssmartCONSULTANT, you will have to wait at least six (6) months from your termination date to submit the application.

6.16 After termination, you will still be liable for any compensation or bonus deductions that you would have had to pay as the result of returns that occur in your down line. If we have to file a lawsuit to collect those amounts, you agree to pay any collection and legal costs that we incur. We may also notify credit-reporting agencies of any delinquency.


6.17 Dispute Resolution and Governing Law

If a controversy or claim arising out of or relating to the CONSULTANT relationship or to Club Bizssmart membership or products cannot be resolved by negotiations, you and Club Bizssmart agree to submit the dispute to the American Arbitration Association (AAA) for binding arbitration in Maricopa County, Arizona. Maricopa County, Arizona shall be deemed the sole and exclusive jurisdiction and venue of any dispute between you and Club Bizssmart. The Consultant Application and Agreement shall each be governed in all respects by the laws of the State of Arizona, without reference to its choice of law provisions.

6.18 If the laws of any jurisdiction impose any requirement that is different from or in addition to those set forth in these Policies and Procedures, then the Policies and Procedures shall be deemed amended in conformance with those laws as to that jurisdiction only.


Section 7

Advertising and Use of Company Name

7.0 Use of Trademarks, Copyrighted Materials and Intellectual Property. Consultant s may not use any part of our trademarks, images, trade-names, copyrights, written, printed, recorded or other types of intellectual property in advertising, promoting or describing Club Bizssmart’s products or marketing program, unless it has been submitted to Club Bizssmart and approved by us in writing prior to being disseminated, published or displayed.

7.1 As a Consultant, you’re responsible for any verbal and written statements you make regarding Club Bizssmart products and compensation plan that are not expressly contained in writing in the current Independent CONSULTANT Agreement advertising or promotional materials provided by us. You must indemnify Club Bizssmart and hold it harmless from any and all liability including judgments, civil penalties, refunds, attorneys’ fees, court or arbitration costs or lost business we incur as a result of any unauthorized representations that you make.


7.2 Internet and Web Site Policy

Club Bizssmart maintains an official corporate Website and provides Web sites to all active - status Consultants. All Consultants must use the Club Bizssmart - provided Web sites only. Third - party Web sites will not be allowed. A Consultant may advertise on the Internet by placing a pre-approved “Banner image” on Web sites that link directly to their Club Bizssmart - provided Web site. You may only use your Club Bizssmart - provided Web site in connection with your Club Bizssmart activities. All Consultants must implement and publish a privacy policy that protects any information gathered from being sold or used by anyone else.

7.3 Consultants may not use Club Bizssmart trademarks, or any derivatives or confusingly similar variations of its mark, in a manner that is likely to cause confusion, mistake or deception as to the source of the products or services advertised.

7.4 You may not submit or use Club Bizssmart trademarks or any derivative or confusingly similar variation of its trademarks or trade name to an Internet search engine or “pay per clicks” service.

7.5 You may not post “Club Bizssmart” or any derivative or confusingly similar variation of its trademarks or trade name on any internet forum, discussion group, news group or online auctions.

7.6 You may not use “Club Bizssmart” trademarks or trade name in registering any business name or email address or Internet domain or subdomain name, Web site text, meta-tag list, telephone number, or in any other address or title in any in the U.S. or any country.

7.7You agree to immediately re-assign to Club Bizssmart any registration of Club Bizssmart names, trade names, trademarks or Internet domain names registered or reserved in violation of this policy. The provisions of this section survive the termination of the Contract. Failure to promptly reassign any registration will result in suspension, termination and we may institute legal proceedings against you.

7.8 Club Bizssmart, in its sole discretion, will determine whether a variation of its trademark is a derivative or confusingly similar.

7.9 Electronic Mail Advertisements: All advertisements sent via e-mail, telephone or facsimile must comply with all anti-spamming laws for the state or country where the intended recipient resides. The Consultant is under obligation to research and comply with all laws concerning unsolicited commercial email. Under United States law, it is unlawful “to use any telephone, facsimile machine, computer, or other device to send an unsolicited advertisement. Electronic mail advertisement means any e-mail message, the principal purpose of which is to promote, directly or indirectly, the sale or other distribution of goods or services to the recipient.” (CAN-SPAM Act of 2003).

7.10 Marketing/Promoting Your Business (Telephone, Business Title, News Media and Print Advertisement) Phone Etiquette: As a Consultant, you may not answer your phone or have a recorded message only using the name Club Bizssmart. Your greeting or message may only state and must specifically state you are a “Club BizssmartConsultant.”

7.11 Phone Directory: Any Consultant may place a text listing of its name in the white or yellow pages of a telephone directory followed by “Club BizssmartConsultant.”

7.12 Business Title: If a Consultant selects a business title, the title must clearly state that the Consultant is an “Club BizssmartConsultant.” A Consultant’s title may not imply that the Consultant is an employee or agent of the company. Each time Club Bizssmart logo or name is used in writing and in relation to an Independent CONSULTANT, the Consultant must identify itself as a “Club BizssmartConsultant” and include the small “signifying the mark is trademarked.

7.13 News Media: Club BizssmartConsultant s are not permitted to contact the news media to promote Club Bizssmart and/or their independent Club Bizssmart business. If contacted by the news media, Consultants are required to have the news media call Club Bizssmart at 760-550-9224 or email support@jamaicamoringa.com. Any interviews of Consultants by the news media must have prior approval and be coordinated through the Club Bizssmart Home Office. Any violation of these news media policies may result in immediate termination of status.

7.14 Print Advertisement: Some Consultant s use classified advertising in the newspapers to find prospects. The following rules apply:

a. No advertisement may imply that a job or position is available.

b. No specific income or income claims can be promised.

Advertisements may not contain references to Club Bizssmart or its membership or products.

Advertisements may not contain references to Club Bizssmart or its membership or products. You may not use any of Club Bizssmart trademarks or trade names.

7.15 Print Advertisement: Print Advertisement: Consultants must obtain prior written approval from the Compliance Department for all advertising.


7.16 Repackaging Products

Under no circumstances may a n Consultant print their own product labels or repackage Club Bizssmart membership products. Products are to be sold in their original packaging only.


7.17 Trade Shows

With our written authorization, you, as a n Consultant, may present our products and income opportunity at trade shows. We must receive a written request for participation in trade shows at least three weeks prior to the show. Only Club Bizssmart products and/or opportunity may be offered in the trade show booth. Only Club Bizssmart produced marketing materials may be displayed or distributed. You may not sell or promote our products or income opportunity at flea markets, swap meets or garage sales.


7.18 Unsolicited Activities

The following activities are prohibited, except to your own down line:

Automatic calling devices or “boiler room” operations

E-mail Broadcasts

Fax Broadcasts

Electronic mail advertisement (e.g., spamming)

7.19 Release for use of Photo, Audio, or Video Image, and/or Testimonial Endorsement

As a Club Bizssmart CONSULTANT , you grant to Club Bizssmart , its successors, assignees, employees and agents, the absolute and irrevocable right and permission, to reproduce, use, reuse, create derivative works, broadcast, rebroadcast, publish, or republish any such photos, audios, videos, or endorsements, in all or in part, individually or in conjunction with any other photograph, audio or video, or any other endorsement, in any current or future medium and for any purpose whatsoever, including (but not by way of limitation) marketing, advertising, promotion, and/or publicity; and to apply for copyright protection for such photograph, audio works and/or video works, in the original form or as republished, in the name of Club Bizssmart , or in any other name as Club Bizssmart may select. In addition, to the extent you own any right, title, or interest, including any copyrights, in any photograph, audio works, video works, audiovisual works, any endorsement, or a ny other original works of authorship in connection with Club Bizssmart products, services, or business, you shall promptly assign any and all such rights, title, and interest to Club Bizssmart and you shall assist Club Bizssmart to obtain copyright protection or other forms of protection for such assigned rights, title, and interest. Regardless of any other agreements or contracts you may have with any other entity, you agree that any use by Club Bizssmart as set forth in this section shall be royalty fre e and not subject to any other claim. You agree to defend and indemnify Club Bizssmart against any claims by any other party arising out of Club Bizssmart use of the rights granted herein.

7.20 You confirm that the information you give as a testimonial endorsement, or as represented in a photograph, video or audio is true and accurate to the best of your knowledge. You waive any right you may have to inspect, approve or revoke the finished or unfinished product(s), the advertising copy, printed, recorded, photographic or video matter that may be used in connection with it or any use that may be made of it.

7.21 You agree to release and discharge Club Bizssmart, and its successors, assignees, employees, and agents, from any and all liability, claim and/or demands arising out of or in connection with the creation and the use of any photograph, video, audio or endorsement, including any claim for slander or defamation.


Section 8

General Information

8.0 Referral Policy

Occasionally, potential Consultants will contact Club Bizssmart directly. Every effort will be made to determine the source of the referral and to give proper credit to the referring Consultant. If the prospect has not already spoken to aConsultant, we will forward the information about the prospect to those that have chosen to participate in any Lead Generation Program. We will attempt to distribute all leads according to the terms of any Leads Distribution Program then in effect. This policy does not apply to any special lead or referral promotions that Club Bizssmart may sponsor.


8.1 Employee Opinions or Representations

From time to time, CONSULTANTS ask Club Bizssmart employees for opinions regarding the meaning of policies, qualifications for commissions, placement or sponsorship changes, down line positioning, etc. Employees may not give their opinions or interpretations of the Club Bizssmart Policies and Procedures. We are not liable for any such opinions or representations, and you are not authorized to rely on them. You can only rely on our current Policies and Procedures.


Section 9

Additional Legal

9.0 Attorney Fees. If any suit, action, or proceeding is brought to enforce any term or provision of this

9.1 Contract, the prevailing party shall be entitled to recover reasonable attorneys’ fees, costs, and expenses incurred, in addition to any other relief to which such party may be legally entitled.

9.2 Successors and Assigns. The Contract will be legal and binding upon and inure to the benefit of the heirs, devisees, executors, administrators, personal representatives, successors, and assigns (as applicable) of the respective par - ties hereto.

9.3 Limitation of Liability. To the extent permitted by law, the Company, its di-rectors, officers, Consultants, managers, shareholders, employees, assigns and agents (collectively referred to as “Responsible Parties”) shall not be liable for, and the Consultant releases Company and its Responsible Parties from and waive all claims, for any loss of profits, indirect, direct, special or consequential damages, and for any other losses incurred or suffered by Consultants as a result of: Consultant’s breach of the Contract, the promotion or operation of the Consultant’s and the Consultant’s Business; Consultant’s incorrect or wrong data or information provided to the Company or its Responsible Parties; or the Consultant’s failure to provide any information or data necessary for the Company to operate its business.


Section 10

DEFINITIONS

Before starting your Club BizsSmart business, it is very important that you familiarize yourself with terms listed in the “glossary” that will be used throughout this document to better understand, as well as to be able to eventually maximize the Marketing Plan.

Here are common terms you will need to know as you build your Club BizsSmart business:

Active:A Member or Affiliate that has purchased a Business Starter pack and maintains a minimum product order of at least 30 PV over a 30-day period, via a monthly autoship or manual order, or by having directly sponsored at least 1 Retail Customer or 1 Preferred Customer with a minimum 30 PV order each month.

Account: A maximum of 3 accounts per household is permitted, with each having its own unique SSN, TIN, or EIN.

Affiliate: A Member that has sponsored at least 1 Active Member. Affiliates can earn FSCBs on Business Starter Packs and Retail Customer Orders. No purchase is required to be an Affiliate.

Affiliate, Qualified: An Active Affiliate that has sponsored at least 2 Active Members and placed one on the left team and one on the right team. This also promotes the Affiliate to the first Rank of Copper Consultant.

Autoship (A/S): This enables Members, Affiliates, and Customers to automatically and conveniently receive a monthly shipment of product, without the need to place re-orders (hassle-free). It also helps Members and Affiliates to easily qualify for commissions in the compensation plan.

Binary: The Team Bonus structure is based on a binary plan structure. Therefore, whenever the term “binary” is used, it is describing both the Team Bonus and Team Matching Bonuses.

Cap/Max: Either term signifies the max daily earnings potential a Qualified Affiliate can achieve in the TB (binary), based on their Rank, e.g. a Consultant with a qualified Rank of “Diamond” can earn up to $10,000 per day.

Carry Over: This is non-paid CV that will accumulate and be paid out during the next Pay Period.

Coded Line: This is a term used to describe the direct sales that entitle you to earn unlimited “Fast Start Coded Bonuses”, which starts with your 3rd direct sale.

Commission Qualified (CQ): An Affiliate of any Rank that has met the minimum requirements to earn commissions.

Commissionable Volume (CV): This is the accumulation of total sales volume generated from both an Affiliate’s organization and spillover and is what commission payouts are based on.

Consultant: This is another description of an Affiliate and is also used when an Affiliate joins for free, e.g. the “Free Consultant” position is valid for 60 days from registration date.

Consultant, Free: This option allows a Member to earn 3 of 9 ways (Fast Start Bonuses & Fast Start Coded Bonuses).

Customer, Preferred: A person that orders any product at a discounted price via a monthly autoship. They must agree to autoship for at least 2 months to receive this preferred pricing.

Customer, Retail: A person that orders any product at the full retail price with no further order obligation.

Cut-Off Period: CV is accumulated in real-time and calculated by 12:00 AM EST every day.

Grace Period: All Members and Affiliates will be given a 5-day grace period to maintain Active status after exceeding 30 days from previous order, to either direct purchase, or refer a customer that directly purchases at least 30 PV of product.

Greater Volume Leg (GVL): Also, sometimes referred to as the “Strong Leg” or “Power Leg”, is the “Team” that has the greatest amount of CV every 24 hours. Any CV amount in your GVL that is greater than the LVL amount for a 24-hour period carries over to the same leg for the following day.

Group Volume: The total amount of product sales CV accumulated within your entire Team Bonus organization.

Holding Period: There is a 2-week hold on all commissions, except the one-time Rank Advance Bonuses, which require a 1-month hold. Therefore, all commissions on new sales are paid out the third Friday after date of registration, then every week thereafter.

Inactive: This occurs whenever a Member, Customer or Affiliate has not placed an order within a 4-week period.

Lesser Volume Leg (LVL): Also, sometimes referred to as the “Pay Leg”, is the “Team” that has the lowest amount of CV every 24 hours. The total CV on the LVL is used for Team Bonuses calculations every day, which is then paid out weekly, every Friday.

Member: A person that registers as a “Free Consultant” or purchases any Business Starter Pack.

Organization: Also, sometimes referred to as a “Downline”, this is the sales team directly connected to an Affiliate and does not include spillover. This is sometimes referred to as a “Personal Enrollment Team” or “Unilevel Team”.

Pay Period: Pay period is Sunday to Sunday at midnight EST. Commissions are paid out every week on Friday after Holding Period, with a $20 minimum pay out. Ewallet balance resets every Monday.

Personal Volume (PV): This is the sales volume of your personal purchases, and those of your Retail Customers and Preferred Customers, which is used for calculating commissions. Minimum monthly PV for all commissions is 30 PV.

Points Reset: The reset of CV means the sales volume is removed and non-calculated for commissions if an Affiliate does not have an active 30 CV autoship, manual order, or one personally sponsored active Retail Customer or Preferred Customer within the required period of 60 days from last date of order.

Rank: A designation that, once achieved and maintained, will allow the qualified Affiliate to earn higher daily income in the TB (binary). There are currently 6 Consultant Ranks that a qualified Affiliate can achieve: Copper Consultant, Silver Consultant, Platinum Consultant, Gold Consultant, Diamond, and Black Diamond Consultant.

Rank, Paid: A designation that is given when a Member purchases or upgrades to specific “Business Starter Packs” that include a “Paid Rank” for 60 days. After 60 days, the Paid Rank will still display in the Active Member’s back office, but the Active Member will only continue be paid at Rank if they maintain a “Qualified Rank” status.

Rank, Qualified: A designation that is given to an Active Affiliate that has purchased a Business Starter Pack, once certain qualifications have been met and maintained each month. For example: A Copper Rank Affiliate needs to sponsor and maintain 2 Active Members each month; a Silver Rank Affiliate needs to sponsor and maintain 5 Active Members each month; a Platinum Rank Affiliate needs to sponsor and maintain 10 Active Members each month; a Gold Rank Affiliate needs to sponsor and maintain 15 Active Members each month; a Diamond Rank Affiliate needs to sponsor and maintain 20 Active Members each month; and a Black Diamond Rank Affiliate needs to sponsor and maintain 50 Active Members each month.

Refund Period: All nutritional products include a 30-day refund policy (minus 15% restocking fee). Refunds do not include shipping& handling fee, or one-time $25 Admin fee.

Retail Customer (RC): A person that orders any product from a Member’s or Affiliate’s personal inventory, or from their personalized 24/7 ecommerce website at full retail price.

Reward: A physical product option chosen in lieu of cash in the LRB that has a value of double the cash value.

Spillover: This occurs when a Member’s or Affiliate’s TB (binary) structure receives sales from above the Member’s or Affiliates own organization.

Sponsor: A Member that has referred at least 1 Member becomes the permanent Sponsor of that Member.

Team: Sometimes referred to as a “leg”, represents both the left and right side of a Member’s or Affiliate’s Team Bonus (binary) organization.

Upgrade: Customers and Free Members can upgrade to Affiliate status by purchasing any Business Starter Pack.

Upline: This is the hierarchy of Members and Affiliates directly above each Member’s and Affiliate’s organization.

Cancel: The termination of a CONSULTANT’S business. Cancellation may be either voluntary, involuntary, through non-renewal or inactivity. If you have any questions, please send us an email at support@clubbizssmart.com or call us at 480-626-4917 and we will make every reasonable effort to address your concerns and remedy any problems you bring to our attention.

EACH CONSULTANT AGREES THAT THE ENTIRE LIABILITY OF THE COMPANY AND ITS RESPONSIBLE PARTIES FOR ANY CLAIM WHATSOEVER RELATED TO THE CONTRACT, BUT NOT LIMITED TO, ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT, OR EQUITY, SHALL NOT EXCEED, AND SHALL BE LIMITED TO, THE AMOUNT OF MEMBERSHIP OR PRODUCTS THE CONSULTANT HAS PURCHASED FROM THE COMPANY THAT ARE IN RESALABLE CONDITION.

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