Club Bizssmart
POLICIES & PROCEDURES April 2018

Electronic Signature

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

Section 1

1.0 Applicability

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

1.1 Amendments

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

1.2 Invalid Terms

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

1.3 Waiver

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

1.4 Company Use of Applicant Information

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

Section 2

Each Promoter shall adopt and live by the Club Bizssmart Code of Ethics as a BizsSmartPromoter:

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

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

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

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

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

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

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

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

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

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

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

Section 3

PROMOTER Relationship with Club Bizssmart.

3.0 Becoming a Promoter

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

3.1 Independent Contractor

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

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

3.2 Indemnification

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

3.3 PROMOTER Eligibility and Restrictions

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

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

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

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

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

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

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

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

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

3.12 Retail Customers

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

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

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

3.12.3

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

3.13 Change of Sponsorship

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

Section 4

Ordering, Purchasing and Reselling Products

4.0 Initial Purchase

You are not required to purchase any product in order to be an Promoter.

4.1 Inventory Purchases

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

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

4.2 70% Resale Rule:

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

4.3 Payment

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

4.4 Autoship Orders

You can ensure that you receive a shipment of our products every 30 days by enrolling in our Autoship Program. It also eliminates the inconvenience of placing monthly orders. You are not required to have a autoship order to earn commissions.

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

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

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

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

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

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

4.11 Resale of Product

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

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

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

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

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

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

4.17 Sales Tax

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

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

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

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

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

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

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

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

Section 5

Company Refund Policy

5.0 Promoters Refunds

There is a 30 day refund policy on all of our products.

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

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

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

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

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

5.6 Refunds and Replacement for PROMOTERS

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

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

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

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

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

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

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

Section 6

General Operational Policies

6.0 Out-of-Market Sales

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

6.1 Confidential Information

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

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

6.3 Cross Sponsoring/Other Business Opportunities

An PROMOTER shall not sell to other Club Bizssmart PROMOTERS, non - Club Bizssmart products or in any way promote to such Club Bizssmart PROMOTER ’s the opportunities in marketing program s of other companies.

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

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

6.6 Ghost PROMOTERS

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

6.7 Income Claims

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

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

6.8 Product Claims

You may not make any product claims at all.

6.9 Disciplinary Actions

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

a. Issuance of a written warning or ad monition.

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

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

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

e. Termination of your Promoter.

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

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

6.11 Suspension or Termination

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

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

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

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

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

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

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

6.17 Dispute Resolution and Governing Law

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

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

Section 7

Advertising and Use of Company Name

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

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

7.2 Internet and Web Site Policy

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

7.16 Repackaging Products

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

7.17 Trade Shows

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

7.18 Unsolicited Activities

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

Automatic calling devices or “boiler room” operations

E-mail Broadcasts

Fax Broadcasts

Electronic mail advertisement (e.g., spamming)

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

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

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

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

Section 8

General Information

8.0 Referral Policy

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

8.1 Employee Opinions or Representations

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

Section 9

Additional Legal

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

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

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

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

Section 10

DEFINITIONS

Promoter (PROMOTER): An PROMOTER is also someone that has join or upgraded from a Customer and want to work the business and earn an income by selling products and referring others.

Agreement: This is a contract between the Company and the PROMOTER. This includes the PROMOTER Application and Agreement, the Company’s Policies and Procedures, the Company’s Rewards Plan, and the Business Entity Form (where appropriate), all in their current form and as amended by Company’s in its sole discretion. These documents are collectively referred to as the “Agreement.”

Active Rank: The term “active rank” refers the current rank of a n PROMOTER as determined by the Company’s Rewards Plan.

Upline: This term refers to the PROMOTER or PROMOTERS above a particular PROMOTER in an enrollment line up to the Company. All PROMOTERS in the genealogy above a PROMOTER are referred to as that PROMOTERS “Upline”.

Bonus Period: The period as defined by the Company during which Bonuses are calculated and paid to qualified PROMOTER.

Genealogy: This is the Company’s overall structure that indicates how and where Promoter s are placed. Company supports a Duel Team Binary Genealogy based on product sales.

CV – Commissionable Volume – Each product has a commissionable volume attached to it. Commissions are paid on commissionable volume. CV is also used to calculate Rank Advancements.

Personally Sponsored Group – The Promoter that you personally sponsor and anyone that they sponsor are considered part of your personally sponsored group.

PV – Personal Volume – Your personal commissionable volume.

PS Genealogy – Everyone you sponsor, plus everyone they sponsor and so on. Your personally sponsored team.

Downline – The team of people that have joined after you.

Sponsor – The person who referred and enrolled you into the business. Your immediate PS Upline.

Cancel: The termination of a PROMOTER’S business. Cancellation may be either voluntary, involuntary, through non-renewal or inactivity.

If you have any questions, please send us an email at support@clubbizssmart.com or call us at 760-550-9224 and we will make every reasonable effort to address your concerns and remedy any problems you bring to our attention.

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