Statement of Policies

Effective November 1, 2016

NOTICE: Review “Definitions” or terms at the end of this document.


SECTION 1 – CORPORATE MISSION STATEMENT

3 Believe has 3 distinct core beliefs;

(1) To help provide an affordable and highly effective product(s) to all persons that desire pure, clean macro and micro nutrients and functional foods.

(2) To help those persons that wish to exercise their right in practicing an entrepreneurial spirit in a home-based direct sales business model. 3 Believe’s mission is to reduce the demands of capacity, development, organizing, and management responsibilities that define an entrepreneur, to help ensure your chances of success.

(3) To help those who wish to look beyond their circumstances and imagine the “possible”, simply to believe. To also cultivate, mentor, and partner with those who desire to create something new, something better, something rewarding and equally fulfilling to both the provider and the receiver.


SECTION 2 – INTRODUCTION

2.1 – Policies and Independent Sales Representative Benefits Incorporated in the Independent Sales Representative Agreement as part of this Statement of Policies, in its present form and as amended at the sole discretion of Genius Functional Foods Inc., DBA 3 Believe, (hereafter “3 Believe” or the “Company”), are incorporated into, and form an integral part of, the 3 Believe Independent Sales Representative Agreement. Throughout these Policies, when the term “Agreement” is used, it collectively refers to the 3 Believe Independent Sales Representative Application and Agreement, the Statement of Policies, the 3 Believe Independent Sales Representative Benefits Program, and the 3 Believe Business Entity Registration form (if applicable). These documents are incorporated by reference into the 3 Believe Independent Sales Representative Agreement (all in their current form and as amended by 3 Believe).

It is the responsibility of each 3 Believe Independent Sales Representative (hereafter “Independent Sales Representative”) to read, understand, adhere to, and ensure that he/she or their business entity is aware of and operating under the most current version of this Statement of Policies. When enrolling a new Independent Sales Representative, it is the responsibility of the enrolling Independent Sales Representative to ensure that the applicant is provided with, or has online access to, the most current version of this Statement of Policies and the 3 Believe Independent Sales Representative Benefits Program prior to his or her execution of the Independent Sales Representative Agreement.

2.2 – Purpose of Policies

3 Believe is a direct sales company that markets its products through Independent Sales Representative . Your success and the success of your fellow Independent Sales Representative depend on the integrity of the men and women who market 3 Believe products. To clearly define the relationship that exists between our Independent Sales Representative and 3 Believe, and to set a standard for acceptable business conduct, 3 Believe has established the Independent Sales Representative Agreement.

3 Believe Independent Sales Representative are required to comply with all of the Terms and Conditions set forth in the Agreement, as well as all federal, state, and local laws governing their 3 Believe business and their conduct. Because you may be unfamiliar with many of these standards of practice, it is very important that you read and abide by the Agreement. Please carefully review the information in this Statement of Policies. It sets forth the respective duties, responsibilities, and obligations governing the relationship between you, as an Independent Sales Representative, and the Company. If you have any questions regarding any policy or rule, do not hesitate to seek an answer from 3 Believe. Your best interests are always served by seeking the advice of your attorney when you have questions regarding your particular situation.

2.3 – Modifications to the Agreement

In order to maintain a viable business and to comply with governing federal, state, and local laws, and economic conditions, 3 Believe reserves the right to amend the Agreement, its prices and product line at its sole and absolute discretion. Such modifications shall be immediately binding upon notice of any such modifications. 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. By signing the Independent Sales Representative Agreement, an Independent Sales Representative agrees to abide by all amendments or modifications that 3 Believe elects to make. The continuation of an Independent Sales Representative’s 3 Believe business or an Independent Sales Representative’s acceptance of bonuses or compensation also constitutes acceptance of any and all amendments.

2.4 – Delays

3 Believe shall not be responsible for processing or shipping delays or failures in performance of its obligations when performance is made commercially impracticable due to circumstances beyond its reasonable control. This includes, without limitation, strikes, labor difficulties, riot, war, fire, death, curtailment of a party’s source of supply, or government decrees or orders.

2.5 – 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 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.

2.6 – Waiver

The Company never gives up its right to insist on compliance with the Agreement and all applicable laws governing the conduct of a business. Failure by 3 Believe to exercise any right or power under the Agreement or to insist upon strict compliance by an Independent Sales Representative with any obligation or provision of the Agreement, shall not constitute a waiver of 3 Believe’s right to demand exact compliance with the Agreement. Nor shall any custom or practice of the parties that is at variance with the terms of the Agreement constitute a waiver. Waiver by 3 Believe of any violation of any provision of the Agreement can be effectuated only in writing by an authorized officer of the Company. 3 Believe ’s waiver of any particular breach by an Independent Sales Representative shall not affect or impair 3 Believe ’s rights with respect to any subsequent breach, nor shall it affect in any way the rights or obligations of any other Independent Sales Representative. Nor shall any delay or omission by 3 Believe to exercise any right arising from a breach affect or impair 3 Believe’s rights as to that or any subsequent breach.

The existence of any claim or course of action of an Independent Sales Representative against 3 Believe shall not constitute a defense against 3 Believe ’s enforcement of any term or provision of the Agreement.

SECTION 3 – BECOMING AN INDEPENDENT SALES REPRESENTATIVE

Independent Sales Representative are independent contractors of the Company who have been granted a non-exclusive authorization to sell 3 Believe products in accordance with the terms and conditions set forth by the Company. Acceptance by the Company of an Independent Sales Representative’s Application does not constitute the sale of a franchise or Independent Sales Representative-ship.

3.1 – Independent Contractor Status

Independent Sales Representative are independent contractors, and are not purchasers of a franchise or a business opportunity. The agreement between 3 Believe and its Independent Sales Representative does not create an employer/employee relationship, agency, partnership, or joint venture between the Company and the Independent Sales Representative. The Independent Sales Representative shall not be treated as an employee for his or her services or for Federal or State tax purposes. All Independent Sales Representative are responsible for paying local, state, and federal taxes due from all compensation earned as an Independent Sales Representative of the Company. The Independent Sales Representative has no authority (expressed or implied), to bind the Company to any obligation. Each Independent Sales Representative shall establish his or her own goals, hours, and methods of sale, so long as he or she complies with the terms of the Independent Sales Representative Agreement, this Statement of Policy, and applicable laws.

3.2 – Application Requirements

To become a 3 Believe Independent Sales Representative, each applicant must:

a) Be of contractual age (usually 18) in the jurisdiction in which they reside;

b) Reside in the United States or U.S. Territories or a country that 3 Believe has officially announced is open for business;

c) Provide a valid Social Security or Federal Tax ID number, required by federal law for income reporting purposes;

d) Accurately complete and submit an Independent Sales Representative Application and Agreement to 3 Believe in either hard copy or online format.

3.3 – Applying as a Business Entity

A corporation, limited liability company (LLC) partnership or trust (collectively referred to in this section as a “Business Entity”) may apply to be a 3 Believe Independent Sales Representative by submitting its Certificate of Incorporation, Partnership Agreement or trust documents (these documents are collectively referred to as the “Entity Documents”) to 3 Believe, along with a properly completed Business Entity Registration form. A 3 Believe business may change its status under the same enroller from an individual to a business entity or from one type of entity to another. There is a $50.00 fee for each change requested, which must be included with the written request and the completed Independent Sales Representative Application and Agreement. To be considered, the Business Entity Registration form must be signed by all the shareholders, partners or trustees. Members of the entity are jointly and severally liable for any indebtedness or other obligation to 3 Believe.

To prevent the circumvention of Section 4.25 (regarding transfers and assignments of 3 Believe business), if an additional partner, shareholder, member, or other business entity Independent Sales Representative is added to a business entity, the original applicant must remain as a party to the original Independent Sales Representative Application and Agreement. If the original Independent Sales Representative wants to terminate his or her relationship with the Company, he or she must transfer or assign his or her business in accordance with Section 4.25. If this process is not followed, the business shall be canceled upon the withdrawal of the original Independent Sales Representative. All bonus and commission checks will be sent to the address of record of the original Independent Sales Representative. Please note that the modifications permitted within the scope of this paragraph do not include a change of Enrollment. Changes of Enrollment are addressed in Section 4.5. There is a $50.00 fee for each change requested, which must be included with the written request and the completed Independent Sales Representative Application and Agreement. 3 Believe may, at its discretion, require notarized documents before implementing any changes to a 3 Believe business. Please allow thirty (30) days after the receipt of the request by 3 Believe for processing.

3.4 – Independent Sales Representative Benefits

Once an Independent Sales Representative Application and Agreement has been accepted by 3 Believe, the benefits of the Independent Sales Representative Benefits Program and the Independent Sales Representative Agreement are available to the new Independent Sales Representative. These benefits include the right to:

a) Sell 3 Believe products;

b) Participate in the 3 Believe Independent Sales Representative Benefits (receive bonuses, if eligible);

c) Enroll others as Customers, or Independent Sales Representative into the 3 Believe business and thereby build a sales and marketing organization and progress through the 3 Believe Independent Sales Representative Benefits program;

d) Receive periodic 3 Believe literature and other 3 Believe communications;

e) Participate in 3 Believe -Enrolled support, training, motivational and recognition functions, upon payment of appropriate charges, if applicable; and

f) Participate in promotional and incentive contests and programs Enrolled by 3 Believe for its Independent Sales Representative.

3.5 – Starter Kit and Product Purchases

3 Believe does not require the purchase of a Starter Kit. However, the company provides an online product and service portfolio, sales aids, and marketing techniques to assist its Independent Sales Representative in building their independent sales and marketing organization. Independent Sales Representative may terminate their agreement at will pursuant to Section 8.3. No person is required to purchase 3 Believe products to become a 3 Believe Independent Sales Representative.

3.6 – Term and Renewal of Your 3 Believe Business

The term of the Independent Sales Representative Agreement is one year from the date of its acceptance by 3 Believe (subject to reclassification pursuant to Section 11 below). Independent Sales Representative must renew their Independent Sales Representative Agreement each year by generating a minimum of $100 dollars (U.S. currency) via Customer orders on or before the anniversary date of their Independent Sales Representative Agreement. If the Independent Sales Representative has not generated $100 dollars (U.S. currency) in Customer orders within 60 days after the expiration of the current term of the Independent Sales Representative Agreement, the Independent Sales Representative Agreement will be canceled and the former Independent Sales Representative will be reclassified to Customer status.

SECTION 4 – OPERATING A 3 Believe BUSINESS

4.1 – Adherence to the 3 Believe Independent Sales Representative Benefits Program

Independent Sales Representative shall adhere to the terms of the 3 Believe Independent Sales Representative Benefits Program as set forth in official 3 Believe literature and shall refrain from offering the 3 Believe opportunity through, or in combination with, any other system, program, or method of marketing other than that specifically set forth in official 3 Believe literature. Independent Sales Representative shall not require or encourage other current or prospective Customers or Independent Sales Representative to participate in 3 Believe in any manner that varies from the program as set forth in official 3 Believe literature. Independent Sales Representative shall not require or encourage other current or prospective Customers or Independent Sales Representative to execute any agreement or contract other than official 3 Believe agreements and contracts, in order to become a 3 Believe Independent Sales Representative.

Similarly, Independent Sales Representative shall not require or encourage other current or prospective Customers or Independent Sales Representative to make any purchase from, or payment to, any individual or other entity to participate in the 3 Believe Independent Sales Representative Benefits Program other than those purchases or payments identified as recommended or required in official 3 Believe literature.

4.2 – Advertising

4.2.1 – General

All Independent Sales Representative shall safeguard and promote the good reputation of 3 Believe and its products. The marketing and promotion of 3 Believe, the 3 Believe opportunity, the Independent Sales Representative Benefits Program, and 3 Believe products shall be consistent with the public interest, and must avoid all medical claims, medical treatment(s), discourteous, deceptive, misleading, unethical or immoral conduct or practices. All Independent Sales Representative shall refrain from stating that any 3 Believe product, system, program, or protocol shall cure any ailment. All Independent Sales Representatives agree that they shall never use the word “cure” or language similar in written, spoken or impression when promoting any 3 Believe product.

To promote both the products and the tremendous opportunity 3 Believe offers, Independent Sales Representative should use the sales tools and support materials produced by 3 Believe. The rationale behind this requirement is simple: 3Believe has carefully designed its products, product labels, Independent Sales Representative Benefits Program, and promotional materials to ensure that each aspect of 3 Believe is fair, truthful, substantiated, and complies with the vast and complex legal requirements of federal and state laws. If 3 Believe Independent Sales Representatives were allowed to develop their own sales tools and promotional materials notwithstanding their integrity and good intentions, the likelihood that they would unintentionally violate any number of statutes or regulations affecting a 3 Believe business is almost certain. These violations, although they may be relatively few in numbers, would jeopardize the 3 Believe opportunity for all Independent Sales Representative.

Accordingly, Independent Sales Representative may only use literature, advertisements, sales tools and promotional materials, or Internet web pages created using the Company’s preapproved electronic marketing system.

Independent Sales Representative may create and publish their own marketing materials, advertising materials, and/or other sales aids provided these are submitted to the company for pre-approval before they can be used or made public. Unless the Independent Sales Representative receives specific written approval to use such tools, the request shall be deemed denied. All independently produced material must display the 3 Believe Independent Sales Representative logo in a prominent position at the top of the page.

3 Believe will not permit Independent Sales Representative to sell independently-produced sales aids (including websites) to other 3 Believe Independent Sales Representative. Therefore, Independent Sales Representative who receive authorization from 3 Believe to produce their own sales aids may not sell such material to any other 3 Believe Independent Sales Representative. Independent Sales Representative may make approved material available to their personally enrolled Independent Sales Representative organization free of charge if they wish, but may not charge other 3 Believe Independent Sales Representative for the material.

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

4.2.2 – Independent Sales Representative Web Sites

If an Independent Sales Representative wishes to utilize an Internet web page to promote his or her business, he or she may do so through the Company’s official electronic marketing system, using official 3 Believe templates. Alternatively, Independent Sales Representative may develop their own web pages, however, any Independent Sales Representative who does so: (a) must use the text of the Company’s official web site; and (b) may not supplement the content of his or her web site with text from any source other than the Company. Independent Sales Representative who develop or publish their own web sites must register their site(s) with the Company and receive written approval from the Company prior to the public availability of the site(s).

If an Independent Sales Representative wishes to register their site with 3Believe, they must pay a $50 review fee. This review fee must be paid on an annual basis and is non-refundable, even if the subject website is not approved for registration. If the renewal fee is not paid, prior approval of the website may be withdrawn. 3 Believe reserves the right to refuse to register or to revoke the registration of any Independent Sales Representative -developed website that does not comply with the above requirements or otherwise violates any provision of this Statement of Policies. In the event an Independent Sales Representative developed website is approved for registration by 3 Believe, the Company will supply to the Independent Sales Representative a 3 Believe Certified Website logo for use on the approved website homepage for one year.

4.2.3 – Blogs, Chat Rooms, Social Independent Sales Representative, Online Auctions, and other Online Forums

When participating in online blogs, chat rooms, social Independent Sales Representative, or any other online forum, Independent Sales Representative agree that they shall not promote or make claims about the 3 Believe opportunity or 3 Believe products unless such claims and promotions are in compliance with the requirements of Sections 4.6.2 and 4.6.3 below. The sale or advertisement of 3 Believe products in any online auction sites is strictly prohibited.

4.2.4 – Domain Names

Independent Sales Representative may not use or attempt to register any of 3 Believe’s trade names, trademarks, service names, service marks, product names, the Company’s name, or any derivative thereof, for any Internet domain name. Independent Sales Representative wishing to use personal domain names to market their 3 Believe business may do so provided the domain name has been approved by the Company in advance and the domain points directly to the Independent Sales Representative’s replicating 3 Believe website.

4.2.5 – Search Engine Marketing

Independent Sales Representative wishing to engage in search engine marketing to drive traffic to their approved Independent Sales Representative web sites (see Section 4.2.2 above) may do so provided they do not use any of the Company’s trade names or trademarks as search terms or key words. Nor may any deceptive terms such as “direct site”, “official site”, “official 3 Believe website”, etc. appear in any Independent Sales Representative Enrolled links or ads that are displayed on any search result page.

4.2.6 – Trademarks and Copyrights

3 Believe will not allow the use of its trade names, trademarks, designs, or symbols by any person, including 3 Believe Independent Sales Representative, without its prior, written permission. Independent Sales Representative may use only the Independent 3 Believe Independent Sales Representative logo developed for them by the Company.

Independent Sales Representative may not produce for sale or distribution any recorded Company events and speeches without written permission from 3 Believe. Nor may Independent Sales Representative reproduce for sale or for personal use any recording of Company produced presentations, either audio or visual.

4.2.7 – Media and Media Inquiries

Independent Sales Representative must not attempt to respond to media inquiries regarding 3 Believe, its products, or their independent 3 Believe business. All inquiries by any type of media must be immediately referred to 3 Believe’s Marketing Department. This policy is designed to assure that accurate and consistent information is provided to the public as well as a proper public image.

4.2.8 – Telemarketing

Both the US Federal Trade Commission and the US Federal Communications Commission have laws that restrict telemarketing practices. Both federal agencies (as well as a number of states and other countries) have “do not call” regulations as part of their telemarketing laws. Although 3 Believe does not consider Independent Sales Representative 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 (up to $11,000.00 per violation).

Therefore, Independent Sales Representative must not engage in telemarketing in the operation of their 3 Believe businesses. The term “telemarketing” means the placing of one or more telephone calls to an individual or entity to induce the purchase of a 3 Believe product, or to recruit them for the 3 Believe opportunity. “Cold calls” made to prospective Customers or Independent Sales Representative that promote either 3 Believe’s products or the 3 Believe opportunity constitute telemarketing and are prohibited. However, a telephone call(s) placed to a prospective Customer or Independent Sales Representative (a “prospect”) is permissible under any of the following situations:

a) If the Independent Sales Representative has an established business relationship with the prospect. An “established business relationship” is a relationship between an Independent Sales Representative and a prospect based on the prospect’s purchase, rental, or lease of goods or services from the Independent Sales Representative, or a financial transaction between the prospect and the Independent Sales Representative, within the eighteen (18) months immediately preceding the date of a telephone call to induce the prospect’s purchase of a product or service.

b) The prospect has made a personal inquiry or application regarding a product or service offered by the Independent Sales Representative, within the three (3) months immediately preceding the date of such a call.

c) If the Independent Sales Representative receives written and signed permission from the prospect authorizing the Independent Sales Representative to call. The authorization must specify the telephone number(s) which the Independent Sales Representative is authorized to call.

d) 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.

In addition, Independent Sales Representative shall not use automatic telephone dialing systems relative to the operation of their 3 Believe business. The term “automatic telephone dialing system” means equipment which has the capacity to: (a) store or produce telephone numbers to be called, using a random or sequential number generator; and (b) to dial such numbers.

By submitting an Independent Sales Representative Agreement to 3Believe, applicants and Independent Sales Representative grant permission to 3 Believe to contact them by telephone, SMS, email, and/ or fax to promote the sale of 3 Believe products and to promote the 3 Believe opportunity.

4.2.9 – Unsolicited Email

3 Believe does not permit Independent Sales Representative 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 an Independent Sales Representative that promotes 3 Believe, the 3 Believe opportunity, or 3 Believe products must comply with the following:

a) The email must clearly and conspicuously disclose that the message is an advertisement or solicitation.

b) The use of deceptive subject lines and/or false header information is prohibited.

c) The email must include the Independent Sales Representative’s physical mailing address.

d) There must be a functioning return email address to the sender.

e) There must be a functioning opt-out notice in the email that advises the recipient that he or she may reply to the email, via the return email address, to request that future email solicitations or correspondence not be sent to him or her. f) All opt-out requests, whether received by email or regular mail, must be honored. If an Independent Sales Representative receives an opt-out request from a recipient of an email, the Independent Sales Representative must forward the opt-out request to the Company.

4.2.10 – Unsolicited Faxes

Except as provided in this section, Independent Sales Representative may not use or transmit unsolicited faxes relative to the operation of their 3 Believe business. The term “unsolicited faxes” means the transmission via telephone facsimile of any material or information advertising or promoting 3 Believe, its products, its Independent Sales Representative Benefits Program or any other aspect of the company which is transmitted to any person (a) without that person’s prior express invitation or permission; or (b) when the Independent Sales Representative has not established a 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 an Independent Sales Representative and a person, on the basis of: (a) an inquiry, application, purchase or transaction by the person regarding products offered by such Independent Sales Representative; or (b) a personal or familial relationship, which relationship has not been previously terminated by either party.

4.3 – Bonus Buying Prohibited

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

3 Believe strictly and absolutely prohibits bonus buying. “Bonus buying” includes:

(a) the enrollment of individuals or entities without their knowledge;

(b) the fraudulent enrollment of an individual or entity as an Independent Sales Representative or Customer;

(c) the enrollment or attempted enrollment of non-existent individuals or entities as Independent Sales Representative or Customers (“phantoms”);

(d) Purchasing 3 Believe products on behalf of another Independent Sales Representative or Customer, or under another Independent Sales Representative’s or Preferred Customer’s I.D. number, to qualify for bonuses;

(e) purchasing excessive amounts of goods that cannot reasonably be used or resold in a month; and/or

(f) any other mechanism or artifice to qualify for Independent Sales Representative advancement, incentives, prizes, bonuses or bonuses that is not driven by bona fide product purchases by end user consumers.

4.4 – Changes to a Business Entity

Each Independent Sales Representative must immediately notify 3 Believe of all changes to the type of business entity they utilize in operating their businesses and the addition or removal of business associates. Changes shall be processed annually by November 30 to become effective on January 1 of the following year.

4.5 – Change of Enroller

Maintaining the integrity of Enrollment is vital for the success of every Independent Sales Representative and marketing organization. Accordingly, the transfer of a 3 Believe business from one Enroller to another is rarely permitted. Requests for change of Enroller must be submitted in writing to the Compliance Department, must include the reason for the transfer, and must contain signed authorization from the original Enroller. Any such requests are subject to approval by 3 Believe.

To protect the integrity of all marketing organizations and safeguard the hard work of all Independent Sales Representative , 3 Believe will only authorize direct line changes in Enrollment that are submitted within the weekly Cycle wherein a person was enrolled and before bonuses have been calculated, and must be initiated by the currently listed Enroller.

Such changes must receive final approval in writing from 3 Believe, and the effects of enrollment changes shall only apply to future qualifications and bonus computations, which shall only take effect once 3 Believe has approved and processed the changes. In no event shall bonuses be adjusted retroactively, and only one change in enrollment is allowed in the event that 3 Believe grants approval.

4.5.1 – Misplacement

A request for change of placement must be submitted within the weekly Cycle wherein the enrollment took place and must be requested by the current listed Enroller. An Independent Sales Representative can only be moved inside the same Enroller’s organization. If approved, an Independent Sales Representative is placed in the first available open position on the date that the change is made. An Independent Sales Representative that has never earned a commission or achieved Independent Sales Representative is not eligible for placement changes. Please note that decisions made for any change request – enroller or placement – are at the sole discretion of the Company.

4.5.2 – Trainer Enroller Approval

The Independent Sales Representative seeking to change enroller must submit a properly completed and fully executed Enroller Transfer Form which includes the written approval of his or her immediate Enroller. Photocopied or facsimile signatures are not acceptable. All Independent Sales Representative signatures must be notarized. The Independent Sales Representative who requests the transfer must submit a fee of $50.00 for administrative charges and data processing. If the transferring Independent Sales Representative also wants to move any of the Independent Sales Representatives in his or her marketing organization, each Independent Sales Representative must also obtain a properly completed Enrollment Transfer Form and return it to 3 Believe with the $50.00 change fee (i.e., the transferring Independent Sales Representative and each Independent Sales Representative in his or her marketing organization multiplied by $50.00 is the cost to move a 3 Believe business.) An Independent Sales Representative Independent Sales Representative will not be moved with the transferring Independent Sales Representative unless all of the requirements of this paragraph are met. Transferring an Independent Sales Representative must allow 10 business days after the receipt of the Enrollment Transfer Forms by 3 Believe for processing and verifying change requests.

In cases wherein the appropriate Enrollment change procedures have not been followed, and an Independent Sales Representative organization has been developed in the second business developed by an Independent Sales Representative, 3 Believe reserves the sole and exclusive right to determine the final disposition of the Independent Sales Representative organization. Resolving conflicts over the proper placement of an Independent Sales Representative that has developed under an organization that has improperly switched enrollers is often extremely difficult. Therefore, INDEPENDENT SALES REPRESENTATIVE WAIVE ANY AND ALL CLAIMS AGAINST 3 Believe THAT RELATE TO OR ARISE FROM 3Believe’s DECISION REGARDING THE DISPOSITION OF ANY INDEPENDENT SALES REPRESENTATIVE ORGANIZATION THAT DEVELOPS BELOW AN ORGANIZATION THAT HAS IMPROPERLY CHANGED LINES OF ENROLLMENT.

4.5.3 – Cancellation and Re-application

An Independent Sales Representative may legitimately change organizations by voluntarily canceling his or her 3 Believe business and remaining inactive (i.e., no purchases of 3 Believe products for resale, no sales of 3 Believe products, no enrolling, no attendance at any 3 Believe functions, participation in any other form of Independent Sales Representative activity, or operation of any other 3 Believe business) for six (6) full calendar months. Following the six month period of inactivity, the former Independent Sales Representative may reapply under a new Enroller; however, the former Independent Sales Representative’s Independent Sales Representative will remain in their original line of Enrollment.

3 Believe will consider waiving the six month waiting period only under exceptional circumstances. Such requests for waiver must be submitted to 3 Believe in writing.

4.6 – Unauthorized Claims and Actions

4.6.1 – Indemnification

An Independent Sales Representative is fully responsible for all of his or her verbal and written statements made regarding 3Believe products and the Independent Sales Representative Benefits Program which are not expressly contained in official 3Believe materials. Independent Sales Representative agree to indemnify 3 Believe and 3Believe’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 3Believe as a result of the Independent Sales Representative’s unauthorized representations or actions. This provision shall survive the termination of the Independent Sales Representative Agreement.

4.6.2 – Product Claims

Except for information contained in official 3 Believe literature, Independent Sales Representative may not make any claims (which include personal testimonials) as to any therapeutic, curative or beneficial properties of any products offered by 3 Believe. In particular, no Independent Sales Representative may make any claim that 3 Believe products are useful in the cure, treatment, diagnosis, mitigation or prevention of any diseases. Such statements can be perceived as medical or drug claims or as treatment or as providing medical advice without having a medical license. Not only do such claims violate 3 Believe policies, but they potentially violate federal and state laws and regulations, including the federal Food, Drug, and Cosmetic Act and Federal Trade Commission Act.

4.6.3 – Income Claims

In their enthusiasm to enroll prospective Independent Sales Representative , some Independent Sales Representative are occasionally tempted to make income claims or earnings representations to demonstrate the inherent power of Independent Sales Representative Marketing. This is counterproductive because new Independent Sales Representative may become disappointed very quickly if their results are not as extensive or as rapid as the results others have achieved. At 3 Believe, we firmly believe that the 3 Believe income potential is great enough to be highly attractive, without reporting the earnings of others.

Moreover, the Federal Trade Commission and several states have laws or regulations that regulate or even prohibit certain types of income claims and testimonials made by persons engaged in Independent Sales Representative Marketing. While an Independent Sales Representative may believe it beneficial to provide copies of checks, or to disclose the earnings of themselves or others, such approaches have legal consequences that can negatively impact 3 Believe as well as the Independent Sales Representative making the claim unless appropriate disclosures required by law are also made contemporaneously with the income claim or earnings representation. Because 3 Believe Independent Sales Representative do not have the data necessary to comply with the legal requirements for making income claims, an Independent Sales Representative, when presenting or discussing the 3 Believe opportunity or Independent Sales Representative Benefits Program to a prospective Independent Sales Representative, may not make income projections, income claims, or disclose his or her 3 Believe income (including the showing of checks, copies of checks, bank statements, or tax records).

4.6.4 – Income Disclosure Statement (“IDS”)

The 3 Believe IDS is designed to convey truthful, timely, and comprehensive information regarding the income that 3 Believe Independent Sales Representative earn. A copy of the IDS must be presented to a prospective Independent Sales Representative (someone who is not a party to a current 3 Believe Independent Sales Representative Agreement) any time the Independent Sales Representative Benefits Program 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 average Independent Sales Representative earnings, (2) statements of non-average earnings, (3) statements of earnings ranges, (4) income testimonials, (5) lifestyle claims, and (6) hypothetical claims. Examples of “statements of non-average earnings” include, “Our number one Independent Sales Representative earned $XXX last year” or “Our average (Independent Sales Representative) makes $XXX per month.” An example of a “statement of earnings ranges” is “The monthly income for (Independent Sales Representative) is $XXX on the low end to $YYY on the high end.”

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 3 Believe income exceeded my salary after six months in the business,” or “Our 3 Believe business has allowed my wife to come home and be a full-time mom” also fall within the purview of “lifestyle” claims.

A hypothetical income claim exists when you attempt to explain the operation of the Independent Sales Representative Benefits Program through the use of a hypothetical example. Certain assumptions are made regarding the: (1) number of Independent Sales Representative enrolled, (2) number of down-line Independent Sales Representative, (3) average product volume per Independent Sales Representative, and (4) total organizational volume. Running these assumptions through the Independent Sales Representative Benefits Program yields income figures which constitute income claims.

In any non-public meeting (e.g., a home meeting, one-on-one, regardless of venue) with a prospective Independent Sales Representative or Independent Sales Representatives in which the Independent Sales Representative Benefits Program 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 Independent Sales Representative Benefits Program is discussed or any type of income claims is made, you must provide every prospective Independent Sales Representative with a copy of the IDS and you must display at least one 3 foot x 5 foot poster board 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 Independent Sales Representative Benefits Program or the making of an income claim.

Copies of the IDS may be printed or downloaded without charge from the corporate website.

An Independent Sales Representative who develops sales aids and tools (as provided in Section 4.2.1 above) in which the Independent Sales Representative Benefits Program or income claims are present must incorporate the most current IDS into each such sales aid or tool prior to submission to the Company for review.

4.7 – Commercial Outlets

Independent Sales Representative may not sell 3 Believe products from a commercial outlet, nor may Independent Sales Representative display or sell 3 Believe products or literature in any retail establishment. Display of 3 Believe literature and products is permitted in service-oriented establishments that function by appointment only.

4.8 – Trade Shows, Expositions and Other Sales Forums

Independent Sales Representative may display and/or sell 3 Believe products at trade shows and professional expositions. Before submitting a deposit to the event promoter, Independent Sales Representative must contact the Compliance Department in writing for conditional approval, as 3 Believe’s policy is to authorize only one 3 Believe business per event.

Final approval will be granted to the first Independent Sales Representative who submits an official advertisement of the event, a copy of the contract signed by both the Independent Sales Representative and the event official, and a receipt indicating that a deposit for the booth has been paid. Approval is given only for one event at a time. Any requests to participate in future events must again be submitted for approval. 3 Believe 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 or the 3 Believe opportunity. Please allow a minimum of 10 business days for the authorization process.

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 3 Believe wishes to portray.

4.9 – Conflicts of Interest

4.9.1 – Non Solicitation

3 Believe Independent Sales Representative are free to participate in other marketing business ventures or marketing opportunities. However, during the term of this Agreement, Independent Sales Representative may not directly or indirectly recruit other 3 Believe Independent Sales Representative or Customers for any other Independent Sales Representative marketing business.

Following the cancellation of an Independent Sales Representative’s Independent Sales Representative Agreement, and for a period of six calendar months thereafter, with the exception of an Independent Sales Representative who is personally Enrolled by the former Independent Sales Representative, a former Independent Sales Representative may not Recruit any 3 Believe Independent Sales Representative or Preferred Customer for another Independent Sales Representative marketing business. Independent Sales Representative and the Company recognize that because Independent Sales Representative marketing is conducted through Independent Sales Representative of independent contractors dispersed globally, 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, Independent Sales Representative and 3 Believe agree that this non-solicitation provision shall apply to all markets in which 3 Believe conducts business.

The term “Recruit” means the actual or attempted solicitation, enrollment, encouragement, or effort to influence in any other way, either directly, indirectly, or through a third party, another 3 Believe Independent Sales Representative or Customer to enroll or participate in a Network Marketing, Independent Sales Representative Marketing or Direct Sales opportunity. The conduct described in the preceding sentence constitutes recruiting even if the Independent Sales Representative’s actions are in response to an inquiry made by another Independent Sales Representative or Customer.

4.9.2 – Sale of Competing Goods

Independent Sales Representative must not sell, or attempt to sell, any competing non-3 Believe programs, products or services to 3 Believe Customers or Independent Sales Representative. Any program, product or services in the same generic categories as 3 Believe products or services is deemed to be competing, regardless of differences in cost, quality or other distinguishing factors. Any exception to this rule, based on extraordinary circumstances, must be granted in writing by 3 Believe Compliance.

4.9.3 – Independent Sales Representative Participation in Other Direct Selling Programs

If an Independent Sales Representative is engaged in other non-3 Believe direct selling programs, it is the responsibility of the Independent Sales Representative to ensure that his or her 3 Believe business is operated entirely separate and apart from any other program. To this end, the following must be adhered to:

a) Independent Sales Representative shall not display 3 Believe promotional material, sales aids, or products with or in the same location (physical or virtual) as, any non-3 Believe promotional material or sales aids, products or services.

b) Independent Sales Representative shall not offer the 3 Believe opportunity or products to prospective or existing Customers or Independent Sales Representative in conjunction with any non3 Believe program, opportunity, product or service.

c) Independent Sales Representative may not offer any non-3 Believe opportunity, products, services or opportunity at any 3 Believe -related meeting, seminar or convention, or within two hours and a five mile radius of the 3 Believe event. If the 3 Believe meeting is held telephonically or on the internet, any non-3 Believe meeting must be at least two hours before or after the 3 Believe meeting, and on a different conference telephone number or internet web address from the 3 Believe meeting.

4.9.4 – Independent Sales Representative Activity (Genealogy) Reports

Independent Sales Representative Activity Reports are available for Independent Sales Representative access and viewing at 3 Believe’s official website. Independent Sales Representative access to their Independent Sales Representative Activity Reports is password protected. All Independent Sales Representative Activity Reports and the information contained therein are confidential and constitute proprietary information and business trade secrets belonging to 3 Believe. Independent Sales Representative Activity Reports are provided to Independent Sales Representative in strictest confidence and are made available to Independent Sales Representative for the sole purpose of assisting Independent Sales Representative in working with their respective Independent Sales Representative Organizations in the development of their 3 Believe business. Independent Sales Representative should use their Independent Sales Representative Activity Reports to assist, motivate, and train their Independent Sales Representative. The Independent Sales Representative and 3 Believe agree that, but for this agreement of confidentiality and nondisclosure, 3 Believe would not provide Independent Sales Representative Activity Reports to the Independent Sales Representatives. An Independent Sales Representative shall not, on his or her own behalf, or on behalf of any other person, partnership, association, corporation or other entity:

a) Directly or indirectly disclose any information contained in any Independent Sales Representative Activity Report to any third party;

b) Directly or indirectly disclose the password or other access code to his or her Independent Sales Representative Activity Report;

c) Use the information to compete with 3 Believe or for any purpose other than promoting his or her 3 Believe business; or

d) Recruit or solicit any Independent Sales Representative or Preferred Customer of 3 Believe listed on any report or in any manner attempt to influence or induce any Independent Sales Representative or Customer of 3 Believe, to alter their business relationship with 3 Believe.

4.9.5 – Leads Received From 3 Believe

3 Believe may develop a lead generation program whereby the Company acquires leads of prospective Customers and Independent Sales Representatives and sells or otherwise distributes them to qualified Independent Sales Representatives. When an Independent Sales Representative receives any such lead from the Company, the Independent Sales Representative agrees that he or she shall use such lead solely for the purpose of promoting the 3 Believe products and opportunity to the prospective Customer or Independent Sales Representative. The Independent Sales Representative further agrees that he or she shall not use the information contained in the lead to promote any non- 3 Believe product, service or opportunity.

4.10 – Targeting Other Direct Sellers.

3 Believe does not condone Independent Sales Representative specifically or consciously targeting the sales force of another direct sales company to sell 3 Believe products or for them to become Independent Sales Representative for 3 Believe, nor does 3 Believe condone Independent Sales Representatives soliciting or enticing members of the sales force of another direct sales company to violate the terms of their contract with such other company. Should Independent Sales Representatives engage in such activity, they alone bear the risk of being sued by the other direct sales company. If any lawsuit, arbitration or mediation is brought against an Independent Sales Representative alleging that he or she engaged in inappropriate recruiting activity aimed at a company’s sales force or Customers, 3 Believe will not pay any of an Independent Sales Representative’s defense costs or legal fees, nor will 3 Believe indemnify the Independent Sales Representative for any judgment, award, or settlement.

4.11 – Cross-Enrolling

Actual or attempted cross enrolling is strictly prohibited. “Cross enrolling” is defined as the enrollment of an individual who or entity that already has a current Customer or Independent Sales Representative Agreement on file with 3 Believe, or who has had such an agreement within the preceding six calendar months, within a different line of Enrollment. The use of a spouse’s or relative’s name, trade names, DBAs, assumed names, corporations, partnerships, trusts, federal ID numbers, fictitious ID numbers, any straw-man or other artifice to circumvent this policy is prohibited. Independent Sales Representative shall not demean, discredit or defame any other 3 Believe Independent Sales Representative in an attempt to entice another Independent Sales Representative to become part of the first Independent Sales Representative’s marketing organization. This policy shall not prohibit the transfer of a 3 Believe business in accordance with Section 4.25.

If Cross Enrolling is discovered, it must be brought to the Company’s attention immediately. 3 Believe may take disciplinary action against the Independent Sales Representative that changed organizations and/or those Independent Sales Representative who encouraged or participated in the Cross Enrolling. 3 Believe may also move all or part of the offending Independent Sales Representative’s down-line to his or her original down-line organization if the Company deems it equitable and feasible to do so. However, 3 Believe is under no obligation to move the Cross Enrolled Independent Sales Representative’s down-line organization, and the ultimate disposition of the organization remains within the sole discretion of 3 Believe. Independent Sales Representative waive all claims and causes of action against 3 Believe arising from or relating to the disposition of the Cross Enrolled Independent Sales Representative’s down-line organization.

4.12 – Errors or Questions

If an Independent Sales Representative has questions about or believes any errors have been made regarding bonuses, Independent Sales Representative Activity Reports, or charges, the Independent Sales Representative must notify 3 Believe in writing within 30 days of the date of the purported error or incident in question. 3 Believe will not be responsible for any errors, omissions or problems not reported to the Company within 30 days.

4.13 – Governmental Approval or Endorsement

Neither federal nor state regulatory agencies nor officials approve or endorse any direct selling or Independent Sales Representative marketing companies or programs. Therefore, Independent Sales Representative shall not represent or imply that 3 Believe or its Independent Sales Representative Benefits Program have been “approved,” “endorsed” or otherwise sanctioned by any government agency.

4.14 – Holding Applications or Orders

Independent Sales Representative must not manipulate enrollments of new applicants and purchases of products. All Independent Sales Representative Applications and Agreements, and product orders must be sent to 3 Believe within 72 hours from the time they are signed by an Independent Sales Representative or placed by a Customer, respectively.

4.15 – Identification

3 Believe uses personal identity information for income reporting purposes only. Upon enrollment, the Company will provide a unique Independent Sales Representative Identification Number to the Independent Sales Representative by which he or she will be identified. This number will be used to place orders, and track bonuses.

Under its right of contract, 3 Believe retains the right to revoke any application from an Independent Sales Representative who does not provide a valid Social Security Number or Federal Employer Identification Number (or their equivalent in the country of the application’s residence) and any earnings will be forfeited.

4.16 – Income Taxes

Each Independent Sales Representative is responsible for paying local, state and federal taxes on any income generated as an Independent Sales Representative. If a 3 Believe business is tax exempt, the USA Federal tax identification number (or their equivalent in the country of the application’s residence) must be provided to 3Believe. Every year, 3 Believe will provide an IRS Form 1099 MISC (Non-employee Compensation) (or their equivalent in the country of the application’s residence) earnings statement to each U.S. resident (or Independent Sales Representative) who: 1) Had earnings in excess of the annual minimum as established by the Internal Revenue Service (or their equivalent in the country of the application’s residence) in the previous calendar year; or 2) Made purchases during the previous calendar year in excess of $5,000 (or their equivalent in the country of the application’s residence).

4.17 – Insurance

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

4.18 – International Marketing

Independent Sales Representative are required to only market in Territories and countries where Company has officially announced permission to do so. Representatives are located within the United States and U.S. Territories and those other countries that the Company has announced are officially opened for business. Moreover, allowing a few Independent Sales Representative to conduct business in markets not yet opened by 3 Believe would violate the concept of affording every Independent Sales Representative the equal opportunity to expand internationally.

3 Believe shall hold Independent Sales Representative personally liable for losses related to illegal business activities in unauthorized markets, and Independent Sales Representative agree to indemnify 3 Believe and 3 Believe’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 3 Believe as a result of an Independent Sales Representative’s unauthorized violation of this policy. This provision shall survive the termination of the Independent Sales Representative Agreement.

Accordingly, Independent Sales Representative are authorized to sell 3 Believe products and enroll Customers or Independent Sales Representative only in the countries in which 3 Believe is authorized to conduct business, as announced in official Company literature. 3 Believe products or sales aids cannot be shipped into or sold in any foreign country. Independent Sales Representative may sell, give, transfer, or distribute 3 Believe products or sales aids only in their home country. In addition, no Independent Sales Representative may, in any unauthorized country:

(a) conduct sales, enrollment or training meetings;

(b) enroll or attempt to enroll potential Customers or Independent Sales Representative; or

(c) conduct any other activity for the purpose of selling 3 Believe products, establishing a marketing organization, or promoting the 3 Believe opportunity. Independent Sales Representative understand that conducting any pre-launch activity in countries not officially open for 3 Believe business is against company policy and may be illegal in some countries

4.19 – Inventory Loading

Independent Sales Representative 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 Independent Sales Representative to buy more products than they can reasonably use or sell to retail Customers in a month. For the protection of new Independent Sales Representative, initial orders may not exceed $1,500.

4.20 – Adherence to Laws and Ordinances

Independent Sales Representative shall comply with all federal, state, and local laws and regulations in the conduct of their businesses. Many cities, counties and counties have laws regulating certain home-based businesses. In most cases these ordinances are not applicable to Independent Sales Representative because of the nature of their business. However, Independent Sales Representative must obey those laws that do apply to them. If a city or county official tells an Independent Sales Representative that an ordinance applies to him or her, the Independent Sales Representative shall be polite and cooperative, and immediately send a copy of the ordinance to the Compliance Department of 3Believe. In most cases there are exceptions to the ordinance that may apply to 3 Believe Independent Sales Representatives.

4.21 – Minors

A person who is recognized as a minor in his/her state of residence may not be a 3 Believe Independent Sales Representative. Independent Sales Representative shall not enroll or recruit minors into the 3 Believe program.

4.22 – Position Holder Restrictions

An individual may operate or have an ownership interest, legal or equitable, as a sole proprietorship, partner, shareholder, trustee, or beneficiary, in one 3 Believe business.

An Independent Sales Representative may not have a simultaneous beneficial interest or participate in more than one Affiliation without the written consent of the company. A beneficial interest includes but is not limited to any ownership, interest, equitable interest, any rights to present or future benefits, financial or otherwise, unless otherwise approved by the company. An Independent Sales Representative shall not have an ownership interest in, operational or management control of, or derive any benefits directly or indirectly from any subsequent team membership not in the same line of Enrollment as the individual’s initial 3 Believe business.

Husbands and wives or common-law couples (collectively “spouses”) who wish to maintain separate 3 Believe business centers may do so, but must join the same line of Enrollment as his or her spouse and be directly Enrolled by the Original Enroller. Change of the Original Enroller is not permitted. The actions of one spouse will be attributed to both spouses and will result in disciplinary action against both spouses. Once enrolled a spouse may not be moved.

An Independent Sales Representative’s position may be converted into a business entity pursuant to Section 4.4 above. In order to maintain the integrity of the 3 Believe Independent Sales Representative Benefits Program, an individual wishing to conduct business as an entity may not maintain a separate Affiliation under his or her name.

4.23 – Actions of Household Members or Independent Sales Representative and Individuals

If any member of an Independent Sales Representative’s immediate household engages in any activity which, if performed by the Independent Sales Representative, would violate any provision of the Agreement, such activity will be deemed a violation by the Independent Sales Representative and 3 Believe may take disciplinary action pursuant to the Statement of Policies against the Independent Sales Representative. Similarly, if any individual associated in any way with a corporation, partnership, trust or other entity (collectively “Independent Sales Representative”) violates the Agreement, such action(s) will be deemed a violation by the entity, and 3 Believe may take disciplinary action against the entity.

4.24 – Requests for Records

Any request from an Independent Sales Representative for copies of invoices, applications, Independent Sales Representative 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.

4.25 – Sale, Transfer or Assignment of 3 Believe Business

Although a 3 Believe business is a privately owned, independently operated business, the sale, transfer or assignment of a 3 Believe business is subject to certain limitations. If an Independent Sales Representative wishes to sell his or her 3 Believe business, the following criteria must be met:

a) Protection of the existing line of Enrollment must always be maintained so that the 3 Believe business continues to be operated in that line of Enrollment.

b) The buyer or transferee must become a qualified 3 Believe Independent Sales Representative. If the buyer is an active 3 Believe Independent Sales Representative, he or she must first terminate his or her 3 Believe business and wait six calendar months before acquiring any interest in a different 3 Believe business.

c) Before the sale, transfer or assignment can be finalized and approved by 3 Believe, any debt obligations the selling Independent Sales Representative has with 3 Believe must be satisfied.

d) The selling Independent Sales Representative 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 3 Believe business.

e) 3 Believe must approve any sale or transfer in writing.

Prior to selling a 3 Believe business, the selling Independent Sales Representative must notify 3 Believe’s Compliance Department in writing of his or her intent to sell the 3 Believe business. No changes in line of Enrollment can result from the sale or transfer of a 3 Believe business. An Independent Sales Representative may not sell, transfer or assign individual business centers; if a business is sold, transferred or assigned, all business centers must be included in the transaction.

4.26 – Separation of a 3 Believe Business

3 Believe Independent Sales Representative sometimes operate their 3 Believe businesses as husband-wife partnerships, regular partnerships, corporations, or trusts. At such time as a marriage may end in divorce or a corporation, partnership or trust (the latter three entities are collectively referred to herein as “entities”) may dissolve, arrangements must be made to ensure 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. If the separating parties fail to provide for the best interests of other Independent Sales Representative and the Company in a timely fashion, 3 Believe will terminate the Independent Sales Representative Agreement.

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

a) One of the parties may, with consent of the other(s), operate the 3 Believe business pursuant to an assignment in writing whereby the relinquishing spouse, shareholders, partners or trustees authorize 3 Believe to deal directly and solely with the other spouse or non-relinquishing shareholder, partner or trustee.

b) The parties may continue to operate the 3 Believe business jointly on a “business-as-usual” basis, whereupon all compensation paid by 3 Believe 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 Independent Sales Representative Organization of divorcing spouses or a dissolving business entity be divided. Similarly, under no circumstances will 3 Believe split commission and bonus checks between divorcing spouses or members of dissolving entities. 3 Believe will recognize only one Independent Sales Representative Organization and will issue only one commission check per 3 Believe 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 bonuses and ownership of the business in a timely fashion as determined by the Company, the Independent Sales Representative Agreement shall be involuntarily canceled.

If a former spouse has completely relinquished all rights in the original 3 Believe business pursuant to a divorce, he or she is thereafter free to enroll under any enroller 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 Independent Sales Representative who retains no interest in the business must wait six calendar months from the date of the final dissolution before re-enrolling as an Independent Sales Representative. In either case, however, the former spouse or business Independent Sales Representative shall have no rights to any Independent Sales Representative in their former organization or to any former retail Customer. They must develop the new business in the same manner as would any other new Distributor.

4.27 – Enrolling

All active Customers and Independent Sales Representatives in good standing have the right to be enrolled and enroll others into 3 Believe. Each prospective Customer or Independent Sales Representative has the ultimate right to choose his or her own Enroller. If two Independent Sales Representatives claim to be the Enroller of the same new Independent Sales Representative or Customer, the Company shall regard the first application received by the Company as controlling.

4.28 – Succession

Upon the death or incapacitation of an Independent Sales Representative, his or her business may be passed to his or her heirs. Appropriate legal documentation as described in sections 4.29 and 4.30 must be submitted to the Company to ensure the transfer is proper. Accordingly, an Independent Sales Representative should consult an attorney to assist him or her in the preparation of a will or other testamentary instrument. Whenever a 3 Believe business is transferred by a will or other testamentary process, the beneficiary acquires the right to collect all bonuses and compensations of the deceased or incapacitated (has documented proof of “Power of Attorney” to act on behalf of said incapacitated person) Independent Sales Representative’s marketing organization provided the following qualifications are met. The successor(s) must:

a) Execute an Independent Sales Representative Agreement;

b) Comply with terms and provisions of the Agreement; and

c) Meet all of the status qualifications previously held by the deceased or incapacitated Independent Sales Representative.

4.29 – Transfer Upon Death of an Independent Sales Representative

To effect testamentary transfer of a 3 Believe business, the successor must provide the following to 3 Believe: (1) an original death certificate; (2) a notarized copy of the will or other instrument establishing the successor’s right to the 3 Believe business; and (3) a completed and executed Independent Sales Representative Agreement.

4.30 – Transfer Upon Incapacitation of an Independent Sales Representative

To effectuate [or say “apply for”] a transfer of a 3 Believe business because of incapacity, the successor must provide the following to 3Believe: (1) a notarized copy of an appointment as trustee or conservator; (2) a notarized copy of the trust document or other documentation establishing the trustee’s right to administer the 3 Believe business.

SECTION 5 – RESPONSIBILITIES OF AFFILIATES

5.1 – Change of Address, Telephone, and E-Mail Addresses

To ensure timely delivery of products, support materials, and commission checks, it is critically important that 3 Believe’s files are always kept current. Street addresses are required for shipping since the carrier under contract cannot deliver to a post office box. Any Independent Sales Representative planning to change their e-mail address or move must send their new address and telephone number(s) to 3 Believe’s Corporate Offices to the attention of the Independent Sales Representative services Department. To guarantee proper delivery, two weeks advance notice must be provided to 3 Believe for all changes.

5.2 – Ongoing Training and Development Obligations

Any Independent Sales Representative who enrolls another Independent Sales Representative into 3 Believe must perform a bona fide assistance and training function to ensure that his or her Independent Sales Representative is properly operating his or her 3 Believe business. Every Independent Sales Representative must have ongoing contact and communication with the Independent Sales Representative in their Independent Sales Representative Organization. Examples of such contact and communication may include, but are not limited to: personal meetings, telephone contact, voice mail, electronic mail, and the accompaniment of the Independent Sales Representative Independent Sales Representative to 3 Believe meetings, training sessions, and other functions. Trainer Enroller Independent Sales Representative are also responsible to motivate and train new Independent Sales Representative in 3 Believe product knowledge, effective sales techniques, the 3 Believe Independent Sales Representative Benefits Program, and compliance with this Statement of Policies. Communication with and the training of the down-line Independent Sales Representative must not, however, violate Section 4.2 (regarding the development of Independent Sales Representative produced sales aids and promotional materials).

Independent Sales Representative should monitor the Independent Sales Representative in their Down-line Organizations to guard against Independent Sales Representative making improper product or business claims, or engaging in any illegal or inappropriate conduct.

As Independent Sales Representative progress through the various levels of leadership, they will become more experienced in sales techniques, product knowledge, and understanding of the 3 Believe program. They will be called upon to share this knowledge with less experienced Independent Sales Representative within their organization.

Regardless of their level of achievement, Independent Sales Representative have an ongoing obligation to continue to personally promote sales through the generation of new Customers and through servicing their existing Customers.

5.3 – Non Disparagement

3 Believe wants to provide its Independent Sales Representative with the best products, Independent Sales Representative Benefits Program, and service in the industry. Accordingly, we value your constructive criticisms and comments. All such comments should be submitted in writing to the Compliance Department. Remember, to best serve you, we must hear from you! While 3 Believe welcomes constructive input, negative comments and remarks made in the field by Independent Sales Representative about the Company, its products, or Independent Sales Representative Benefits Program serve no purpose other than to sour the enthusiasm of other 3 Believe Independent Sales Representative. For this reason, and to set the proper example for their Independent Sales Representatives, Independent Sales Representative must not disparage, demean, or make negative remarks about 3Believe, other 3 Believe Independent Sales Representative, 3 Believe ’s products, the Independent Sales Representative Benefits Program, or 3 Believe ’s directors, officers, or employees.

5.4 – Providing Documentation to Applicants

Independent Sales Representative must provide the most current version of the Statement of Policies and the Independent Sales Representative Benefits Program to individuals whom they are enrolling to become Independent Sales Representative before the applicant signs an Independent Sales Representative Agreement. Additional copies of the Statement of Policies can be downloaded from 3 Believe’s website.

5.5 – Reporting Policy Violations

Independent Sales Representative observing a Policy violation by another Independent Sales Representative should submit a written report of the violation directly to the attention of the 3 Believe Compliance Department. Details of the incidents such as dates, number of occurrences, persons involved, and any supporting documentation should be included in the report.

SECTION 6 – SALES REQUIREMENTS

6.1 – Product Sales

The 3 Believe Independent Sales Representative Benefits Program is based on the sale of 3 Believe products to end consumers. Independent Sales Representative must fulfill personal and Down-line Organization retail sales requirements (as well as meet other responsibilities set forth in the Agreement, as identified below) to be eligible for bonuses and advancement to higher levels of achievement. The following sales requirements must be satisfied for an Independent Sales Representative to be eligible for bonuses:

a) Independent Sales Representative must satisfy the Personal Dollar Volume and Organization Dollar Volume requirements to fulfill the requirements associated with their Independent Sales Representatives as specified in the 3 Believe Independent Sales Representative Benefits Program. Purchases made by the Independent Sales Representative and purchases made by the Independent Sales Representative’s personal Customers. Personal Organization dollar volume shall include the total sales of all Independent Sales Representatives in his or her marketing organization, but shall not include the Independent Sales Representative’s Dollar Volume Points.

i). Each Independent Sales Representative must purchase a minimum of $135.00 (U.S.) monthly (i.e Phase 4) to receive commissions from originational sales produced from genealogical levels 1 through level 3.

ii). An individual may enroll as an Independent Sales Representative without an initial purchase of any 3 Believe products and without making monthly recurring purchases. However, they shall only receive commissions as entitled to the “enroller”. The commissionable sales volume shall only come from orders personal enrollments and or personal retail customers. Sales volumes generated from generational activity cannot be included.

iii). Bonus – Generational bonus 1 (G1, G2) shall be paid to Independent Sales Representatives who qualify for said bonus as defined in the Income Disclosure Statement (IDS). For said Independent Sales Representatives to earn G1, G2 bonus commissions they must also abide by section (i.) as defined above.

b) At least 70% of an Independent Sales Representative’s total monthly Dollar Volume must be sold to end product consumers.

c) 3 Believe recommends that Independent Sales Representative Personal Dollar Volume be at least three to five retail Customers each rolling 5-week qualification period.

6.2 – No Territory Restrictions or franchise fees

There are no exclusive territories granted to anyone. No franchise fees are required.

6.3 – Sales Receipts

All Independent Sales Representative must provide their retail Customers with a copy of an official 3 Believe sales receipt at the time of sale. These receipts set forth the Customer Satisfaction Guarantee as well as any consumer protection rights afforded by federal or state law. Independent Sales Representative must maintain all retail sales receipts for a period of two years and furnish them to 3 Believe at the Company’s request. Records documenting the purchases of Independent Sales Representative Customers and Internet Customers will be maintained by 3 Believe.

Remember that Customers must receive a copy of the sales receipt. In addition, Independent Sales Representative must orally inform the buyer of his or her cancellation rights.

SECTION 7 – BONUSES

7.1 – Bonus Qualifications

An Independent Sales Representative must be active and in compliance with the Agreement to qualify for bonuses. So long as an Independent Sales Representative complies with the terms of the Agreement, 3 Believe shall pay bonuses to such Independent Sales Representative in accordance with the Independent Sales Representative Benefits Program. The minimum amount for which 3 Believe will issue payment is $25. If an Independent Sales Representative’s bonuses do not equal or exceed $25, the Company will accrue the bonuses and compensation until they total $25. A payment will be issued once $25 has been accrued.

7.2 – Adjustment to Bonuses and Compensation

7.2.1 – Adjustments for Returned Products

An Independent Sales Representative receives bonuses and compensations based on the actual sales of products to end consumers. When a product is returned to 3 Believe for a refund or is repurchased by the Company, the following may occur at the Company’s discretion: (1) at least a portion of any bonuses applicable to the returned or repurchased product(s) will be deducted, in the rolling 5-week period in which the refund is given, and if necessary, further deductions will occur every pay period thereafter until the commission is recovered, from the Independent Sales Representative who received bonuses on the sales of the refunded products; or (2) the Independent Sales Representative who earned bonuses based on the sale of the returned products will have the corresponding sales volume deducted from their Organization sales volume in the next month and all subsequent months until it is completely recovered.

7.3 – Reports

All information provided by 3 Believe in online or telephonic Independent Sales Representative activity reports, including but not limited to Points and Organization Points (or any part thereof), and Independent Sales Representative enrolling activity is believed to be accurate and reliable. Nevertheless, due to various factors including but not limited to the inherent possibility of human and mechanical error; or the accuracy, completeness, and timeliness of orders; or denial of credit card and electronic check payments; or returned products; or credit card and electronic check charge-backs; the information is not guaranteed by 3 Believe or any persons creating or transmitting the information.

ALL PERSONAL AND GROUP 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 NON INFRINGEMENT.

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, 3 Believe AND/OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION WILL IN NO EVENT BE LIABLE TO ANY AFFILIATE

OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF OR ACCESS TO POINT AND ORGANIZATION POINT

INFORMATION (INCLUDING BUT NOT LIMITED TO LOST PROFITS, BONUSES, LOSS OF OPPORTUNITY, AND DAMAGES THAT MAY RESULT FROM INACCURACY, INCOMPLETENESS, INCONVENIENCE, DELAY, OR

LOSS OF THE USE OF THE INFORMATION), EVEN IF 3 Believe 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, 3 Believe 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 3 Believe’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 3 Believe’s online and telephone reporting services and your reliance upon the information.

SECTION 8 – PRODUCT GUARANTEES, RETURNS AND INVENTORY REPURCHASE

8.1 – Customer and Preferred Customer Product Guarantee

3 Believe offers a 100% 30 day money-back satisfaction guarantee (less shipping charges) to all Customers, or Customers who purchase product directly from the Company.

8.2 – Returns by Retail Customers

3 Believe offers, through its Independent Sales Representative, a 100% 30-day money-back guarantee to all retail Customers. Every Independent Sales Representative is bound to honor the retail Customer guarantee. If, for any reason, a retail Customer is dissatisfied with any 3 Believe product, the retail Customer may return the unused portion of the product to the Independent Sales Representative from whom it was purchased, within thirty (30) days, for a replacement, exchange or a full refund of the purchase price (including shipping costs). When an Independent Sales Representative issues a refund to a retail Customer pursuant to this policy, the Independent Sales Representative may return the product to 3 Believe for an exchange. In order to receive the exchange, the Independent Sales Representative must (a) return the product within 10 days of the date that the product was received from the retail Customer; and (b) send a copy of the retail sales receipt with the returned product.

A retail Customer who makes a purchase of $25.00 or more has three business days (72 hours) 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. When an Independent Sales Representative makes a sale or takes an order from a retail Customer who subsequently cancels or requests a refund within the 72 hour period, the Independent Sales Representative must promptly refund the Customer’s money as long as the products are returned to the Independent Sales Representative in substantially as good condition as when received. Additionally, Independent Sales Representative must orally inform Customers of their right to rescind a purchase or an order within 72 hours, 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 3 Believe 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.

8.3 – Return of Inventory and Sales Aids by Independent Sales Representatives Upon Cancellation

Upon cancellation of an Independent Sales Representative’s Agreement, the Independent Sales Representative may return any products and sales aids held in his or her inventory for a refund. Independent Sales Representative may only return products and sales aids that: (a) he or she personally purchased from 3 Believe (purchases from other Independent Sales Representative or third parties are not subject to refund); (b) are in Resalable condition (see Definition of “Resalable” below); and (c) were purchased within one year prior to the date of cancellation. Upon receipt of Resalable products and sales aids, the Independent Sales Representative will be reimbursed 90% of the net cost of the original purchase price(s). Shipping charges incurred by an Independent Sales Representative when the Starter Kit, products or sales aids 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 an Independent Sales Representative was paid a commission based on a product(s) that he or she purchased, and such product(s) is subsequently returned for a refund, the commission that was paid based on that product purchase will be deducted from the amount of the refund.

8.3.1 – Montana Residents

As with all Independent Sales Representative, a Montana resident may cancel his or her Independent Sales Representative Agreement at will.

8.4 – Procedures for All Returns

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

a) All merchandise must be returned by the Independent Sales Representative or Customer who purchased it directly from 3Believe.

b) All products to be returned must have a Return Authorization Number which is obtained by calling the Independent Sales Representative services Department. This Return Authorization Number must be written on each carton returned.

c) The return must be accompanied by a copy of the original dated retail sales receipt.

d) 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 3 Believe shipping pre-paid. 3 Believe does not accept shipping-collect packages. The risk of loss in shipping for returned product shall be on the Independent Sales Representative. If returned product is not received by the Company’s Distribution Center, it is the responsibility of the Independent Sales Representative to trace the shipment.

e) If an Independent Sales Representative is returning merchandise to 3 Believe that was returned to him or her by a personal retail Customer, the product must be received by 3 Believe within ten (10) days (if shipped from a country outside of the U.S. postmark must be prior to ten (10) days) from the date on which the retail Customer returned the merchandise to the Independent Sales Representative, and must be accompanied by the sales receipt the Independent Sales Representative gave to the Customer at the time of the sale.

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, this Statement of Policies, 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 an Independent Sales Representative 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 Independent Sales Representative’s 3 Believe business), may result, at 3Believe‘s discretion, in one or more of the following corrective measures:

• Issuance of a written warning or admonition;

• Requiring the Independent Sales Representative to take immediate corrective measures;

• Imposition of a fine, which may be withheld from bonus checks;

• Loss of rights to one or more bonus checks;

• Withholding from an Independent Sales Representative all or part of the Independent Sales Representative’s bonuses during the period that 3 Believe is investigating any conduct allegedly in violation of the Agreement. If an Independent Sales Representative’s business is canceled for disciplinary reasons, the Independent Sales Representative will not be entitled to recover any bonuses withheld during the investigation period;

• Reassignment of all or part of their marketing organization.

• Suspension of the individual’s Independent Sales Representative Agreement for one or more pay periods;

• Involuntary termination of the offender’s Independent Sales Representative Agreement;

• Suspension and/or termination of the offending Independent Sales Representative’s 3 Believe website or website access;

• Any other measure expressly allowed within any provision of the Agreement or which 3 Believe deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the Independent Sales Representative’s policy violation or contractual breach;

• In situations deemed appropriate by 3 Believe, the Company may institute legal proceedings for monetary and/or equitable relief.

Each violation is reviewed on a case by case basis and all disciplinary actions are at the sole discretion of 3 Believe. The Company will make every attempt to follow due process and allow the Independent Sales Representative to defend their position and provide evidence that refutes any alleged violation(s).

9.2 – Grievances and Complaints

When an Independent Sales Representative has a grievance or complaint with another Independent Sales Representative regarding any practice or conduct in relation to their respective 3 Believe businesses, the complaining Independent Sales Representative should first report the problem to his or her Enroller who should review the matter and try to resolve it with the other party’s Trainer Enroller. If the matter involves interpretation or violation of Company policy, it must be reported in writing to the Compliance Department at the Company. The Compliance Department will review the facts and attempt to resolve the issue.

9.3 – Mediation

Prior to instituting arbitration, the parties shall meet in good faith and attempt to resolve any dispute arising from or relating to the Agreement through nonbinding 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 attorney’s fees, costs, and individual expenses associated with conducting and attending the mediation. Mediation shall be held in the city of Salt Lake City, Utah, USA. 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. Independent Sales Representative waive all rights to trial by jury or to any court. All arbitration proceedings shall be held in the city of Salt Lake City, Utah. All parties shall be entitled to all discovery rights pursuant to the Federal Rules of Civil Procedure. 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. 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 arbitration shall survive any termination or expiration of the Agreement.

Notwithstanding the foregoing, nothing in this Statement of Policies shall prevent 3 Believe 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 3 Believe ’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 Salt Lake County, Utah. The Federal Arbitration Act shall govern all matters relating to arbitration. The law of the State of Utah shall govern all other matters relating to or arising from the Agreement. Notwithstanding the foregoing, and the mediation and arbitration provisions set forth in Sections 9.3 and 9.4 above, residents of the State of Louisiana shall be entitled to bring an action against 3 Believe in their home forum and pursuant to Louisiana law.

SECTION 10 – PAYMENT AND SHIPPING

10.1 – Payments

3 Believe accepts payments in the forms of Visa, MasterCard, American Express or Discover Card. The Company will not process orders that are not accompanied by full and proper payment. The Company will not be responsible for the loss of any bonuses or other payments because of declined payments, delays or errors in orders, charges, receiving agreements or other acts outside the control of the company.

10.2 – Restrictions on Third Party Use of Credit Cards and Checking Account Access

Independent Sales Representative shall not permit other Independent Sales Representative or Customers to use his or her credit card, or permit debits to their checking accounts, to Enroll in or to make purchases from the Company, unless an authorization letter is on file with the Company prior to the transaction.

10.3 – Sales Taxes

In designing the 3 Believe opportunity, one of our guiding philosophies has been to free Independent Sales Representative from as many administrative, operational, and logistical tasks as possible. In doing so, Independent Sales Representative are free to concentrate on those activities that directly affect their incomes, namely product sales and enrollment activities. To these ends, 3 Believe relieves Independent Sales Representative of the burdens of collecting and remitting sales taxes, filing sales tax reports, and keeping records relative to sales taxes.

By virtue of its business operations, 3 Believe is required to charge sales taxes on all purchases made by Independent Sales Representative and Customers, and to remit the taxes charged to the respective states. Accordingly, 3 Believe will collect and remit sales taxes on behalf of Independent Sales Representative, 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.

SECTION 11 – INACTIVITY, RECLASSIFICATION & CANCELLATION

11.1 – Effect of Cancellation

So long as an Independent Sales Representative remains active and complies with the terms of the Independent Sales Representative Agreement and this Statement of Policies, 3 Believe shall pay bonuses to such Independent Sales Representative in accordance with the Independent Sales Representative Benefits Program. An Independent Sales Representative’s bonuses constitute the entire consideration for the Independent Sales Representative’s efforts in generating sales and all activities related to generating sales (including building an Independent Sales Representative organization). Following an Independent Sales Representative’s cancellation for inactivity, or voluntary or involuntary cancellation of his or her Independent Sales Representative Agreement (all of these methods are collectively referred to as “cancellation”), the former Independent Sales Representative shall have no right, title, claim or interest to the marketing organization which he or she operated, or any bonus from the sales generated by the organization. An Independent Sales Representative whose business is cancelled will lose all rights as an Independent Sales Representative. This includes the right to sell 3 Believe products and services and the right to receive future bonuses, or other income resulting from the sales and other activities of the Independent Sales Representative’s former Independent Sales Representative sales organization. In the event of cancellation, Independent Sales Representative agree to waive all rights they may have, including but not limited to property rights, to their former Independent Sales Representative organization and to any bonuses, compensations or other remuneration derived from the sales and other activities of his or her former Independent Sales Representative organization.

Following an Independent Sales Representative’s cancellation of his or her Independent Sales Representative Agreement, the former Independent Sales Representative shall not hold himself or herself out as a 3 Believe Independent Sales Representative and shall not have the right to sell 3 Believe products or services. An Independent Sales Representative whose Independent Sales Representative Agreement is canceled shall receive bonuses and compensations 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).

11.2.1 – Reclassification Following Cancellation Due to Inactivity

If an Independent Sales Representative has not earned a bonus for six consecutive months (and thus becomes “inactive”), his or her Independent Sales Representative Agreement shall be canceled for inactivity and the Independent Sales Representative shall be reclassified as a Customer. Said Independent Sales Representative will be reclassified as a Customer and entitled to continue purchasing products directly from the company at the Suggested Retail Price.

11.3 – Involuntary Cancellation

An Independent Sales Representative’s violation of any of the terms of the Agreement, including any amendments that may be made by 3 Believe in its sole discretion, may result in any of the sanctions listed in Section 9.1, including the involuntary cancellation of his or her Independent Sales Representative Agreement. Cancellation shall be effective on the date on which written notice is mailed, faxed, or delivered to an express courier, to the Independent Sales Representative’s last known address (or fax number), or to his/her attorney, or when the Independent Sales Representative receives actual notice of cancellation, whichever occurs first.

3 Believe reserves the right to terminate all Independent Sales Representative 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 Independent Sales Representative 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. The written notice must include the Independent Sales Representative’s signature, printed name, address, and Independent Sales Representative I.D. Number.

11.5 – Non-renewal

An Independent Sales Representative may also voluntarily cancel his or her Independent Sales Representative Agreement by failing to renew the online version of the Agreement at least annually. The Company may also elect not to renew an Independent Sales Representative’s Agreement.

SECTION 12 – DEFINITIONS

Active Independent Sales Representative — An Independent Sales Representative who satisfies the Sales minimum requirements, as set forth in the 3 Believe Independent Sales Representative Benefits Program, to ensure that he or she is eligible to receive bonuses and compensations .

Active Independent Sales Representative — The term “active Independent Sales Representative” refers to the current Independent Sales Representative of an Independent Sales Representative, as determined by the 3 Believe Independent Sales Representative Benefits Program, for any bonus qualification period. To be considered “active” relative to a particular Independent Sales Representative, an Independent Sales Representative must meet the criteria set forth in the 3 Believe Independent Sales Representative Benefits Program for his or her respective Independent Sales Representative. (See the definition of “Independent Sales Representative” below.)

Agreement — The contract between the Company and each Independent Sales Representative includes the Independent Sales Representative Application and Agreement, the 3 Believe Statement of Policies, the 3 Believe Independent Sales Representative Benefits Program, and the Business Entity Form (where appropriate), all in their current form and as amended by 3 Believe in its sole discretion. These documents are collectively referred to as the “Agreement.”

Automatic Telephone Dialing System – Any equipment which has the capacity to: (a) store or produce telephone numbers to be called, using a random or sequential number generator; and (b) to dial such numbers.

Cancel — The termination of an Independent Sales Representative’s business. Cancellation may be either voluntary, involuntary, through non-renewal or inactivity.

Independent Sales Representative Benefits Program – The guidelines and referenced literature for describing how Independent Sales Representative can generate bonuses and compensations.

Customers — Individuals or entities who purchase 3 Believe products but do not enroll as 3 Believe Independent Sales Representative. Customers may purchase products at the Suggested Retail Price through an Independent Sales Representative’s website or via the 3 Believe Customer program.

Enroller — Also referred to as “Enroller” An Independent Sales Representative who introduces and enrolls a Customer, Preferred Customer, or a new Independent Sales Representative to 3 Believe and is listed as the Enroller on the Independent Sales Representative Application and Agreement. Because of placement and spillover, the Enroller/Enroller might not also be the new Independent Sales Representative’s Placement Trainer Enroller. See the definition of “Placement” below.

Genealogy Report — A monthly report generated by 3 Believe that provides critical data relating to the identities of Independent Sales Representative, sales information, and enrollment activity of each Independent Sales Representative’s Marketing Organization. This report contains confidential and trade secret information which is proprietary to 3 Believe.

Points — The commissionable value of 3 Believe products purchased directly from 3 Believe through an Independent Sales Representative’s binary organization. Group Volume does not include the Personal Volume of the subject Independent Sales Representative – (Independent Sales Representative starter Kits, Shipping cost and Sales aids have no commissionable value.)

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

Level — The layers of Independent Sales Representatives in a particular Independent Sales Representative’s Marketing Organization. This term refers to the relationship of an Independent Sales Representative relative to a particular Trainer Enroller Independent Sales Representative, determined by the number of Independent Sales Representative between them who are related by enrollment or placement Enrollment. 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 Independent Sales Representative Enrolled below a particular Independent Sales Representative.

Official 3 Believe Material — Literature, audio or video tapes, and other materials developed, printed, published and distributed by 3 Believe to Independent Sales Representative.

Personal Production — Moving 3 Believe products to an end consumer for personal use.

Sales Volume —A value (matched by the wholesale value in U.S. dollars) assigned to each 3 Believe product that is used to track business activity, qualify for bonuses and compensations , and calculate bonuses.

Monthly Sales Volume — The total dollar value of sales generated by an Independent Sales Representative in a calendar month based on sales: (1) by the Company to the Independent Sales Representative; and (2) by the Company to the Independent Sales Representative’s Internet Customers and personally enrolled Customers. Sales from personal Independent Sales Representative purchases contribute 100% toward meeting bonus requirements. No sales volume credit will be applied to bonuses on: an Individual Independent Sales Representative’s application fee of $25.00. Nor for the Equipment Starter Kit of $95.00.

Placement Trainer Enroller — An Independent Sales Representative under whom an Enroller places a new Independent Sales Representative, and is listed as the “Placement” on the Independent Sales Representative or Customer Application and Agreement.

Executive Title — The highest “title” that an Independent Sales Representative has achieved pursuant to the 3 Believe Independent Sales Representative Benefits Program. Titles are used to recognize productivity at corporate events and in official publications and are permanent until a higher recognition title is achieved. May also be referred to as Executive Independent Sales Representative, but can differ from an Independent Sales Representative’s Active Independent Sales Representative (see definition of “Active Independent Sales Representative” above).

Recruit — For purposes of 3 Believe’s Conflict of Interest Policy (Section 4.9), the term “Recruit” means the actual or attempted Enrollment, solicitation, encouragement, or effort to influence in any other way, either directly, indirectly, or through a third party, another 3 Believe Independent Sales Representative or Customer to enroll or participate in another Independent Sales Representative 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 3 Believe within one year from the date of purchase; 5) the product contains current 3 Believe labeling. Any merchandise that is clearly identified at the time of sale as nonreturnable, discontinued, or as a seasonal item, shall not be resalable.

Enroller — An Independent Sales Representative who introduces and enrolls a Customer, or another Independent Sales Representative to 3 Believe, and is listed as the Enroller on the Independent Sales Representative Application and Agreement. because of placement, the Enroller might not also be the new Independent Sales Representative’s Placement Trainer Enroller (See “Placement Trainer Enroller” above). The act of enrolling others and training them to become Independent Sales Representatives is called “enrolling.”

Trainer Enroller — This term refers to the Independent Sales Representative or Independent Sales Representative above a particular Independent Sales Representative in an Enrollment or placement line up to the Company. Conversely stated, it is the line of enrollers that links any particular Independent Sales Representative to the Company.