Wealtheo, Inc.
Policies and Procedures
Effective March 22, 2022
SECTION 1 – MISSION STATEMENT
1.1 – At Wealtheo™, we believe that financial education and unlimited opportunity can change lives and change the world
Our mission is to change lives, one family at a time, by providing them with sound financial principles, learning tools to become free of debt and financially literate, and an opportunity to become entrepreneurs for those that aspire to financial independence. At Wealtheo™, we want to solve the largest problem in personal finance: debt.
SECTION 2 – INTRODUCTION
2.1 – Purpose of the Affiliate Agreement and the Policies and Procedures
The purposes of the Affiliate Agreement and the Policies and Procedures include the following:
a. To assist Affiliates in building and protecting their businesses;
b. To protect Wealtheo™ and Affiliates from legal and regulatory risks;
c. To establish standards of acceptable behavior;
d. To set forth the rights, privileges, and obligations of Wealtheo™ and Affiliates; and
e. To define the relationship between Wealtheo™ and Affiliates.
2.2 – Policies and Procedures Incorporated into Affiliate Agreement
These Policies and Procedures, in their present form and as amended by Wealtheo™, Inc. (hereafter “Wealtheo™” or the “Company”), are incorporated into, and form an integral part of, the Wealtheo™ Affiliate Application and Agreement (“Affiliate Agreement”). It is the responsibility of each Affiliate (“Affiliate” includes former Consultants) to read, understand, adhere to, and insure that he or she is aware of and operating under the most current version of these Policies and Procedures. Throughout these Policies, when the term “Agreement” is used, it collectively refers to the Wealtheo™ Affiliate Application and Agreement (including Terms and Conditions)(if applicable) and these Policies and Procedures. These documents are incorporated by reference into the Wealtheo™ Affiliate Agreement (all in their current form and as amended by Wealtheo™).
2.3 – Changes to the Agreement
Wealtheo™ reserves the right to amend the Agreement, the Compensation Plan, and its prices in its sole and absolute discretion. By executing the Affiliate Agreement, an Affiliate agrees to abide by all amendments or modifications that Wealtheo™ elects to make. Amendments shall be effective thirty (30) days after publication of notice that the Agreement has been modified. Amendments shall not apply retroactively to conduct that occurred prior to the effective date of the amendment. Notification of amendments shall be published by one or more of the following methods: (1) posting on the Company’s official website; (2) electronic mail (e-mail); (3) posting in the Dashboard; or (4) inclusion in Company periodicals. The continuation of an Affiliate’s Wealtheo™ business, the acceptance of any benefits under the Agreement, or an Affiliate’s acceptance of commissions constitutes acceptance of all amendments.
2.4 – Policies and Provisions Severable
If any provision of the Agreement, in its current form or as may be amended, is found to be invalid, or unenforceable for any reason, only the invalid portion(s) of the provision shall be severed and the remaining terms and provisions shall remain in full force and effect. The severed provision, or portion thereof, shall be reformed to reflect the purpose of the provision as closely as possible.
2.5 – Waiver
The Company never gives up its right to insist on compliance with the Agreement and with the applicable laws governing the conduct of a business. No failure of Wealtheo™ to exercise any right or power under the Agreement or to insist upon strict compliance by a Consultant or Affiliate with any obligation or provision of the Agreement, and no custom or practice of the parties at variance with the terms of the Agreement, shall constitute a waiver of Wealtheo™’s right to demand exact compliance with the Agreement. The existence of any claim or cause of action of a Consultant or Affiliate against Wealtheo™ shall not constitute a defense to Wealtheo™’s enforcement of any term or provision of the Agreement.
2.6 – Company Use of Information
By submitting an Affiliate Application and Agreement that is accepted by Wealtheo™, the Affiliate consents to allow Wealtheo™, its affiliates, and any related company to: (a) process and utilize the information submitted in the Affiliate Application and Agreement (as amended from time to time) for business purposes related to the Wealtheo™ business; and (b) disclose, now or in the future, such Affiliate information to companies which Wealtheo™ may, from time to time, deal with to deliver information to an Affiliate to improve its marketing, operational, and promotional efforts. An Affiliate has the right to access his or her personal information via his or her respective dashboard, and to submit updates thereto.
SECTION 3 – CONSULTANT PROGRAM TERMINATED
3.1 – Consultant Program Terminated
Effective immediately, the Wealtheo™ Consultant program is now terminated. All Consultants are converted into Affiliates and are bound by all terms applicable to Affiliates under the prior Consultant & Affiliate Agreement replaced by the Affiliate Agreement. Wealtheo™ no longer pays commissions or operates a Wealtheo™ Compensation Plan for Consultants. All Consultants, upon eligibility, will receive commissions based on the Affiliate commissions payout.
SECTION 4 – BECOMING AN AFFILIATE
4.1 – Requirements to Become an Affiliate
To become a Wealtheo™ Affiliate, each applicant must:
a. Be at least 18 years of age;
b. Reside in the United States or U.S. Territories or country that Wealtheo™ has officially announced is open for business;
c. Provide Wealtheo™ with his/her valid Social Security; and
d. Submit a properly completed Affiliate Application and Agreement to Wealtheo™ in online format.
Wealtheo™ reserves the right to accept or reject any Affiliate Application and Agreement for any reason or for no reason. Wealtheo™ employees are not eligible to be an Affiliate during their term of employment.
4.2 – Registration Fee and Product Purchases
No person is required to purchase Wealtheo™ products, services or sales aids, or to pay any charge or other fee to become an Affiliate.
4.3 – Affiliate Benefits
Once an Affiliate Application and Agreement has been accepted by Wealtheo™, the benefits of the commission payouts and the Affiliate Agreement are available to the new Affiliates. These benefits include the right to:
a. Sell Wealtheo™ products;
b. Participate in the Wealtheo™ commission payout for personal sales commissions;
c. Enroll other individuals as Customers, or Affiliates into the Wealtheo™ business; and
d. Receive periodic Wealtheo™ literature and other Wealtheo™ communications.
4.4 – Term and Renewal of Your Wealtheo™ Business
The term of the Affiliate Agreement is one year from the date of its acceptance by Wealtheo™. Affiliates must renew their Affiliate Agreement each year on or before the anniversary date of their Affiliate Agreement. If the Affiliate Agreement is not renewed within thirty (30) days after the expiration of the current term of the Affiliate Agreement, the Affiliate Agreement will be automatically terminated. Wealtheo™ shall have the right in its sole and absolute discretion not to accept the Agreement or any renewal of it.
SECTION 5 – OPERATING A WEALTHEO™ BUSINESS
5.1 – Adherence to the Wealtheo™ Commissions
Affiliates must adhere to the terms of the Wealtheo™ commissions as set forth in official Wealtheo™ literature. Affiliates shall not offer the Wealtheo™ opportunity through, or in combination with, any other system, program, sales tools, or method of marketing other than that specifically set forth in official Wealtheo™ literature. Affiliates shall not require or encourage other current or prospective Customers or Affiliates to execute any agreement or contract other than official Wealtheo™ agreements and contracts in order to become a Wealtheo™ Affiliate. Similarly, Affiliates shall not require or encourage other current or prospective Customers or Affiliates to make any purchase from, or payment to, any individual or other entity to participate in Wealtheo™ commissions other than those purchases or payments identified as recommended or required in official Wealtheo™ documents or literature.
5.2 – Advertising
5.2.1 – General
All Affiliates shall safeguard and promote the good reputation of Wealtheo™ and its products. The marketing and promotion of Wealtheo™, the Wealtheo™ opportunity, and Wealtheo™ products must avoid all discourteous, deceptive, misleading, unethical or immoral, or illegal conduct or practices.
To promote both the products and services, and the tremendous opportunity Wealtheo™ offers, Affiliates must use the sales aids, business tools, and support materials produced by Wealtheo™. The Company has carefully designed its products, product labels, and promotional materials to ensure that they are promoted in a fair and truthful manner, that they are substantiated, and the materials comply with the legal requirements of federal and state laws.
Accordingly, Affiliates must not produce or use the literature, advertisements, sales aids, business tools, promotional materials, or Internet web pages or content of or for themselves or other third parties.
5.2.2 – Trademarks and Copyrights
The name of Wealtheo™ and other names as may be adopted by Wealtheo™ are proprietary trade names, trademarks and service marks of Wealtheo™ (collectively “marks”). As such, these marks are of great value to Wealtheo™ and are supplied to Consultants and Affiliates for their use only in an expressly authorized manner. Wealtheo™ will only allow the limited non-exclusive use of its marks, designs, or symbols, or any derivatives thereof, solely by an Affiliate in the furtherance or operation of his or her Wealtheo™ business, consistent with these Policies and Procedures. Wealtheo™ will not allow the use of its marks, designs, or symbols, or any derivatives thereof, by any person, including Wealtheo™ Affiliates, in any manner without its prior, written permission.
The content of all Company sponsored events is copyrighted material. Affiliates shall not produce for sale or distribution any recorded Company events and speeches without written permission from Wealtheo™, nor may Affiliates reproduce for sale or for personal use any recording of Company-produced audio or video tape presentations.
As an Affiliate, you may use the Wealtheo™ name in the following manner
Affiliate’s Name
Independent Wealtheo™ Affiliate
Example:
Alice Smith
Independent Wealtheo™ Affiliate
or
Alice Smith
Wealtheo™
Independent Affiliate
Affiliates may not use the name Wealtheo™ in any form in your team name, a tagline, an external website name, your personal website address or extension, in an e-mail address, as a personal name, or as a nickname. Additionally, only use the phrase Independent Wealtheo™ Affiliate in your phone greeting or on your answering machine to clearly separate your independent Wealtheo™ business from Wealtheo™, LLC. For example, you may not secure the domain name www.buyWealtheo™.com, nor may you create an email address such as Wealtheo™[email protected].
5.2.2.1 – Independent Wealtheo™ Affiliate Logo
If you use a Wealtheo™ logo in any communication, you must use the Independent Affiliate version of the Wealtheo™ logo. Using any other Wealtheo™ logo requires written approval. Please see examples below:
Logos Approved for Consultant Use
5.2.3 – Media and Media Inquiries
Affiliates must not attempt to respond to media inquiries regarding Wealtheo™, its products or services, or their independent Wealtheo™ business. All inquiries by any type of media must be immediately referred to Wealtheo™’s Corporate Department. This policy is designed to assure that accurate and consistent information is provided to the public as well as a proper public image.
5.2.4 – Unsolicited Email
Wealtheo™ does not permit Affiliates to send unsolicited commercial emails unless such emails strictly comply with applicable state and federal laws and regulations including, without limitation, the federal CAN SPAM Act. The CAN-SPAM Act regulates the transmission of all commercial e-mail messages, not just unsolicited messages. A commercial e-mail message is defined as any e-mail that has a “primary purpose of . . . commercial advertisement or promotion of a commercial product or service.” This includes commercial e-mails sent to business e-mail accounts, as well as those sent to individual consumers.
5.2.4.1 – Requirements for All Commercial Email Messages
The Mailing List
a. The mailing list may include only persons who have affirmatively agreed (opted in) to receive commercial e-mail from you.
b. The mailing list must not include any recipient who has previously asked not to receive commercial e-mail from the business (opted out).
c. You must “scrub” the mailing list against available “do not e-mail” list at the last possible, commercially reasonable moment before the e-mail is sent.
The E-mail Message
a. The message must include complete and accurate transmission and header information.
b. The “From” line must identify your business as the sender. This does not have to include your business’s formal name, if any. For example, it may contain your business’s name, trade name, or product or service name. The key requirement is that the “From” line provide the recipient with enough information to understand who is sending the message.
c. The “Subject” line must accurately describe the message’s content.
d. The message must clearly include the business’s valid, current physical postal address. This address can be a:
o street address;
o post office box that the business has accurately registered with the US Postal Service; or
o private mailbox that the business has accurately registered with a commercial mail receiving agency established pursuant to US Postal Service regulations.
e. The message must disclose that it is an advertisement or solicitation unless the e-mail message is sent only to recipients who have affirmatively agreed (opted in) to receive these messages from the business.
f. There must be a functioning return email address to the sender.
g. The use of deceptive subject lines and/or false header information is prohibited.
The Opt-out Mechanism
a. The message must clearly explain that the recipient may opt out of receiving future commercial messages from the business.
b. The message must include either an e-mail address or other online mechanism that the recipient may use for this opt out. The mechanism must not require the recipient to:
1. do anything more than reply to the e-mail or visit a single web page to opt out;
2. make any payment or submit any personal information, including account information (other than e-mail address), to opt out; and
3. the opt-out mechanism must work for at least 30 days after the e-mail is sent.
c. You must ensure that the explanation of how a recipient can opt out is easy to read and understand.
d. You may include a menu of opt-out options that permit the recipient to select the types of commercial messages the recipient would like to continue receiving. However, one option must permit opting out of all commercial messages from you.
e. You must honor all opt-out requests within ten business days.
f. Opt-out requests do not expire. An opt-out is overridden only by the recipient’s subsequent express (opt in) request to receive commercial e-mail.
g. All opt-out requests, whether received by email or regular mail, must be honored. If you receive an opt-out request from a recipient of an email, you must forward the opt-out request to the Company.
h. You may not sell, share or use a business’s opt-out list for any reason other than to comply with the law.
Monitoring Opt-out Capabilities – If you use a third-party service provider you must implement procedures to ensure that your opt-out capabilities actually work. An example of a basic procedure to test the opt-out procedure is as follows:
a. Establish e-mail accounts with several major private e-mail account providers (for example, Gmail, Yahoo, Hotmail, AOL, and so on) and add these e-mail addresses to the business’s mailing list. For each e-mail address created for monitoring purposes, use the business’s opt-out mechanism to remove the e-mail address from the mailing list.
b. Repeat this procedure on a regular basis (for example, at least every two weeks).
c. Examine the e-mail received by the monitoring e-mail account to confirm that the: the opt-out mechanism works; the opt-out request is honored within 10 business days; and the monitoring e-mail account no longer receives commercial messages from the business.
d. If the monitoring and testing process reveals problems, the business should immediately fix the issues.
Third-party Marketing Affiliates or Service Providers – When using third-party service providers, including affiliate marketers you should ensure that the written contract with the service provider clearly sets out each party’s responsibilities for compliance with the CAN-SPAM Act and includes appropriate and adequate remedies for noncompliance.
5.2.4.2 – Additional Requirements for Email Messages Sent to Wireless Devices
When sending commercial messages to wireless devices:
a. Ensure that you have the recipient’s prior, affirmative consent (opt in) to send the commercial message. The consent can be oral, written or electronic.
b. Ask for consent in a way that involves no cost to the recipient, for example:
1. do not send the request to the wireless device; and
2. allow the recipient to respond in a way that involves no cost (such as an online, e-mail or postal mail sign-up).
c. When seeking consent, make it clear that the recipient:
1. is agreeing to receive commercial e-mail on his wireless device;
2. may be charged to receive the e-mail; and
3. can revoke his consent at any time.
5.2.4.3 – Commercial Email Messages Sent on Behalf of Affiliates
Wealtheo™ may periodically send commercial emails on behalf of Affiliates. By entering into the Affiliate Agreement, Affiliate agrees that the Company may send such emails and that the Affiliate’s physical and email addresses will be included in such emails as outlined above. Affiliate shall honor opt-out requests generated as a result of such emails sent by the Company.
5.2.5 Unsolicited Faxes
Except as provided in this section, Affiliates may not use or transmit unsolicited faxes in connection with their Wealtheo™ business. The term “unsolicited faxes” means the transmission via telephone facsimile or computer of any material or information advertising or promoting Wealtheo™, its products, its compensation plan or any other aspect of the Company which is transmitted to any person, except that these terms do not include a fax: (a) to any person with that person’s prior express invitation or permission; or (b) to any person with whom the Consultant or Affiliate has an established business or personal relationship. The term “established business or personal relationship” means a prior or existing relationship formed by a voluntary two way communication between an Affiliate and a person, on the basis of: (a) an inquiry, application, purchase or transaction by the person regarding products offered by such Affiliate; or (b) a personal or familial relationship, which relationship has not been previously terminated by either party.
5.2.6 Television and Radio Advertising
Affiliates may not advertise on television and radio except with Wealtheo’s express written approval.
5.2.7 Advertised Prices
Affiliates may not create their own marketing or advertising material offering any Wealtheo™ products at a price less than the current price on www.Wealtheo™.com. Similarly, Affiliates may not sell any Wealtheo™ products at a price less than the current price on www.Wealtheo™.com.
5.3 Online Conduct
5.3.1 Affiliates Web Sites
Affiliate are provided with a replicated website by Wealtheo™, from which they can take orders, enroll new Affiliates, as well as manage their Wealtheo™ business. Affiliate may use only replicated websites provided by Wealtheo™ to promote their Wealtheo™ business, and may not create their own websites to directly or indirectly promote Wealtheo™’s products, services, or the Wealtheo™ opportunity.
5.3.2 Wealtheo™ Replicated Websites
Affiliates receive a Wealtheo™ Replicated Website to facilitate online buying experience for their Customers and enrollments for prospective Affiliates.
Affiliate may not alter the branding, artwork, look, or feel of their Replicated Website, and may not use their Replicated Website to promote, market or sell non-Wealtheo™ products, services or income opportunities. Specifically, you may not alter the look (placement, sizing etc.) or functionality of the following:
a. The Wealtheo™ Independent Affiliate Logo
b. Your Name
c. Wealtheo™ Corporate Website Redirect Button
d. Artwork, logos, or graphics
e. Original text.
Because Replicated Websites reside on the Wealtheo™.com domain, Wealtheo™ reserves the right to receive analytics and information regarding the usage of your website.
By default, your Wealtheo™ Replicated Website URL is www.Wealtheo™.com/<consultantD#>.
5.3.3 Domain Names, email Addresses and Online Aliases
Affiliates are not allowed to use or register Wealtheo™ or any of Wealtheo™’s trademarks, product names, or any derivatives, for any Internet domain name, email address, social media website, blog website, online handles or online aliases. Additionally, you cannot use or register domain names, email addresses, social media websites, blog websites, online handles and/or online aliases that could cause confusion, or be misleading or deceptive, in that they cause individuals to believe or assume the communication is from, or is the property of Wealtheo™. Examples of the improper use of Wealtheo™ include, but are not limited to any form of Wealtheo™ showing up as the sender of an email or examples such as:
www.MyWealtheo™Biz.com www.Wealtheo™DreamTeam.com
www.ISellWealtheo™.com www.Wealtheo™byJaneDoe.com
www.Wealtheo™Money.net www.JanesWealtheo™Opportunity.net
5.3.4 Online Classifieds
Affiliates may not use online classifieds (including Craigslist) to list, sell or retail specific Wealtheo™ products or product bundles. You may use online classifieds (including Craigslist) for prospecting, recruiting, sponsoring and informing the public about the Wealtheo™ income opportunity, provided Wealtheo™-approved templates/images are used. These templates will identify you as an Independent Wealtheo™ Affiliate. If a link or URL is provided, it must link to your Replicated Website or Affiliate link.
5.3.5 eBay / Online Auctions
Wealtheo™’s products and services may not be listed on eBay or other online auctions, nor may Affiliates enlist or knowingly allow a third party to sell Wealtheo™ products on eBay, other online auction site, or ecommerce sites, such as Amazon.com, MercadoLibre.com, AliBaba.com, TowBow.com, etc.. An Affiliate who becomes aware, or should have reasonably become aware, that a third party to whom he or she sells Wealtheo™ products on eBay or any other online auctions must immediately discontinue all sales to the third party.
5.3.6 Online Retailing
Affiliates may not list or sell Wealtheo™ products on any online retail store or ecommerce site (such as Amazon), nor may you enlist or knowingly allow a third party to sell Wealtheo™ products on any online retail store or ecommerce site. An Affiliate who becomes aware, or should have reasonably become aware, that a third party to whom he or she sells Wealtheo™ products on any online retail store or ecommerce site must immediately discontinue all sales to the third party.
5.3.7 Banner Advertising
Affiliates may place banner advertisements on a website provided you use Wealtheo™-approved templates and images. All banner advertisements must link to your Replicated Website. Affiliates may not use blind ads (ads that do not disclose the identity of the Company) or web pages that make product or income claims that are ultimately associated with Wealtheo™ products or the Wealtheo™ opportunity. Banner advertisements may not be placed on any website that contains any violent, hateful, pornographic, or illegal content or any other content which may damage Wealtheo™’s reputation . Whether content is or may be damaging to Wealtheo™’s reputation shall be in the sole discretion of Wealtheo™.
5.3.8 Spam Linking
Spam linking is defined as multiple consecutive submissions of the same or similar content into blogs, wikis, guest books, websites or other publicly accessible online discussion boards or forums and is not allowed. This includes blog spamming, blog comment spamming and/or spamdexing. Any comments you make on blogs, forums, guest books, etc., must be unique, informative and relevant.
5.3.9 Digital Media Submission (YouTube, iTunes, PhotoBucket etc.)
Affiliates may upload, submit or publish Wealtheo™-related video, audio or photo content that they develop and create so long as it aligns with Wealtheo™’s values, contributes to the Wealtheo™ community greater good, and is in compliance with Wealtheo™’s Policies and Procedures. All submissions must clearly identify you as an Independent Wealtheo™ Affiliate in the content itself and in the content description tag, must comply with all copyright/legal requirements, and must state that you are solely responsible for this content. Affiliates shall not upload, submit or publish any content (video, audio, presentations or any computer files) received from Wealtheo™ or captured at official Wealtheo™ events or in buildings owned, leased, or operated by Wealtheo™ without prior written permission from Wealtheo™.
5.3.10 Sponsored Links / Pay-Per-Click (PPC) Ads
Except as prohibited elsewhere within the Policies and Procedures, sponsored links or pay-per-click ads (PPC) are acceptable. The destination URL must be to the Affiliate link. The display URL must also be to the Affiliate link, and must not portray any URL that could lead the user to believe they are being directed to a Wealtheo™ Corporate site, or be inappropriate or misleading in any way.
5.3.11 Domain Names and Email Addresses
Except as set forth in the Affiliate Application and Agreement, Affiliates may not use or attempt to register any of Wealtheo™’s trade names, trademarks, service names, service marks, product names, the Company’s name, or any derivative of the foregoing, for any Internet domain name, email address, or social media name or address.
5.3.12 Social Media
In addition to meeting all other requirements specified in these Policies and Procedures, should you utilize any form of social media, including but not limited to Facebook, Instagram, Snapchat, Twitter, LinkedIn, YouTube, or Pinterest, you agree to each of the following:
a. No product sales or enrollments may occur on any social media site. To generate sales, a social media site must link only to your Wealtheo™ Affiliate link.
b. It is your responsibility to follow the social media site’s Terms of Use. If the social media site does not allow its site to be used for commercial activity, you must abide by the site’s Terms of Use.
c. Any social media site that is directly or indirectly operated or controlled by an Affiliate that is used to discuss or promote Wealtheo™’s products or the Wealtheo™ opportunity may not link to any website, social media site, or site of any other nature, other than the Affiliate link.
d. During the term of this Agreement and for a period of 12 calendar months thereafter, a Affiliate may not use any social media site on which they discuss or promote, or have discussed or promoted, the Wealtheo™ business or Wealtheo™’s products to directly or indirectly solicit Wealtheo™ Affiliates for another direct selling, multilevel marketing or network marketing program (collectively, “Direct Selling”). In furtherance of this provision, an Affiliate shall not take any action that may reasonably be foreseen to result in drawing an inquiry from other Affiliates relating to the business activities. Violation of this provision shall constitute a violation of the non-solicitation provision in Section 4.10 (Conflicts of Interest) below.
e. Affiliates who engage in another Direct Selling Business (as defined in Section 4.10.2) must not, directly, indirectly or through a third party use any social media account (e.g., Facebook, Twitter, LinkedIn, YouTube, Pinterest, Instagram, etc.) that the Affiliate currently uses or has used in the past to promote or discuss Wealtheo™, its products, programs, services or the business opportunity (“Wealtheo™ Social Media”), to promote another Direct Selling Business. If an Affiliate is involved in another Direct Selling Business, the Affiliate must create a separate social media account to promote the other Direct Selling Business. Affiliates are also prohibited from “cross-posting” from their other Direct Selling Business social media account on to the Affiliate’s Wealtheo™ Social Media and vice versa.
f. An Affiliate may post or “pin” photographs of Wealtheo™ products on a social media site, but only photos that are provided by Wealtheo™ and downloaded from the Affiliate’s Dashboard may be used.
In addition to the requirements specified in elsewhere in these Policies and Procedures, if a Affiliate utilizes any form of Social Media, he or she agrees to each of the following:
a. To generate sales and/or enroll an Affiliate, a Social Media site must link only to the Affiliate link.
b. Other than Pinterest and similar Social Media sites, any Social Media site that is directly or indirectly operated or controlled by an Affiliate that is used to discuss or promote Wealtheo™ products or the Wealtheo™ opportunity may not link to any website, Social Media site, or site of any other nature, other than the Affiliate link.
c. If an Affiliate creates a business profile page on any Social Media site that promotes or relates to Wealtheo™, its products, or opportunity, the business profile page must relate exclusively to the Affiliate’s Wealtheo™ business and Wealtheo™ products. If the Affiliate’s Wealtheo™ business is terminated for any reason, or if the Affiliate becomes inactive, the Affiliate must deactivate the business profile page.
5.3.13 Prohibited Postings
An Affiliate may not make any postings, or link to any postings or other material that are:
a. Sexually explicit, obscene, or pornographic;
b. Offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory (whether based on race, ethnicity, creed, religion, gender, sexual orientation, physical disability, or otherwise);
c. Graphically violent, including any violent video game images;
d. Solicitous of any unlawful behavior;
e. Engaged in personal attacks on any individual, group, or entity; or
f. In violation of any intellectual property rights of the Company or any third party.
5.3.14 Responding to Negative Posts
An Affiliate is prohibited from conversing with others who place a negative post against them, other Affiliates, or the Company. The Affiliate must report negative posts to Wealtheo’s Compliance Department at [email protected].
5.4 Unauthorized Claims and Actions
5.4.1 Indemnification
An Affiliate is fully responsible for all of his or her verbal and written statements made regarding Wealtheo™ products, services, and the commission payout that are not expressly contained in official Wealtheo™ materials. This includes statements and representations made through all sources of communication media, whether person-to-person, in meetings, online, through Social Media, in print, or any other means of communication. Affiliates agree to indemnify Wealtheo™ and Wealtheo™’s directors, officers, employees, and agents, and hold them harmless from all liability including judgments, civil penalties, refunds, attorney fees, court costs, or lost business incurred by Wealtheo™ as a result of the Affiliate’s unauthorized representations or actions. Affiliate expressly assume all liability for any non-compete violation with any other business that Affiliate is or previously was engaged with prior to becoming a Wealtheo™ Affiliate. This provision shall survive the termination of the Consultant Agreement or Affiliate Agreement.
5.4.2 Compensation Plan Claims
Effective immediately, the Wealtheo™ Compensation Plan is terminated and will not pay any commissions. You must cease the promotion and marketing of the Wealtheo™ Compensation Plan.
5.4.3 Income Claims
Effective immediately, all former Consultants and Affiliates will no longer promote the Wealtheo™ Compensation Plan. Because Wealtheo™ Affiliates do not have the data necessary to comply with the legal requirements for making income claims, discussing the Wealtheo™ opportunity, Affiliates may not make income projections, income claims, or disclose his or her Wealtheo™ income (including, but not limited to, the showing of checks, copies of checks, bank statements, or tax records).
5.5 Commercial Outlets
Affiliates may not sell Wealtheo™ products from a commercial outlet, nor may Affiliates display or sell Wealtheo™ products or literature in any retail or service establishment. Online auction and/or sales facilitation websites, including but not limited to eBay and Craig’s List constitute Commercial Outlets, and may not be used to sell Wealtheo™ products.
5.6 Military Installations
The offer, promotion, or sale of the goods and services, or the offer and promotion of the Wealtheo™ opportunity on a military installation is not a right – it is a privilege. Even if an Affiliate lives on a military installation, he or she does not have the right to offer our products or opportunity to anyone on that installation without the permission of the installation Commander. For the purposes of the U.S. Navy personnel and Navy Regulations, the definition of an “installation” also includes U.S. Navy vessels.
Any Affiliate who wants to offer, promote, or sell Wealtheo™ products, or offer and promote the Wealtheo™ opportunity (these activities will be collectively referred to as “commercial solicitation activities”) on a military installation must make an inquiry to the office of the installation Commander to determine whether the Commander has granted permission for Wealtheo™ Affiliates to engage in such activities on the installation. If the Commander has not done so, the Affiliate must contact Wealtheo™’s offices to ask the Company to obtain the Commander’s permission. Affiliates are prohibited from seeking such permission from any installation Commander. If obtained, the permission to engage in commercial solicitation activities on a military installation is granted only for one particular installation.
Any Affiliate who intends to engage in commercial solicitation activities on a military installation must be aware of and become completely familiar with the applicable military Regulation or Instruction. There are many activities that are permissible in a civilian environment that are not permissible on a military installation. Some of these activities include, but are not limited to:
a. Solicitation during enlistment or induction processing or during basic combat training, and within the first half of the one station unit training cycle.
b. Solicitation of “mass,” “group,” or “captive” audiences.
c. Making appointments with or soliciting military personnel during their normally-scheduled duty hours.
d. Soliciting without an appointment in areas used for housing or processing transient personnel, or soliciting in barracks areas used as quarters.
e. Use of official military identification cards or vehicle decals by active duty, retired, or reserve members of the military services to gain access to Army installations for the purpose of soliciting. (When entering the installation for the purpose of solicitation, Affiliates with military identification cards and/or installation vehicle decals must present documentation issued by the installation authorizing solicitations.)
f. Offering rebates to promote transaction or to eliminate competition.
g. Any oral or written representations which suggest or appear that the military branch sponsors or endorses the Company or its Affiliates, or the goods, services, and commodities offered for sale.
h. The designation of any agent or the use by any agent of titles (for example, “Battalion Insurance Counselor,” “Unit Insurance Advisor,” “Servicemen’s Group Life Insurance Conversion Affiliate”) that in any manner states or implies any type of endorsement from the U.S. Government, the Armed Forces, or any State or Federal agency or Government entity.
i. Entry into any unauthorized or restricted area.
j. Distribution of literature other than to the person being interviewed.
k. Contacting military personnel by calling a Government telephone, faxing to a Government fax machine, or sending e-mail to a Government computer, unless a pre-existing relation (that is, the military member is a current client or requested to be contacted) exists between the parties and the military member has not asked for the contact to be terminated.
l. Soliciting door to door or without an appointment.
The foregoing items are not an all-inclusive list. There are many more prohibited activities that are addressed in the applicable military Regulation or Instruction. The violation of military Regulations or Instructions by one Affiliate could jeopardize the ability of all Wealtheo™ Affiliates to engage in commercial solicitation activities on a particular military installation or even the entire branch of the military involved (e.g., Army, Air Force, Navy, Marines, or Coast Guard).
5.7 Trade Shows, Expositions and Other Sales Forums
Affiliates may not display and/or sell Wealtheo™ products at trade shows and professional expositions.
5.8 Conflicts of Interest
5.8.1 Non-solicitation
Wealtheo™ Affiliates are free to participate in other direct selling entities, businesses, organizations, opportunities, or ventures (collectively referred to as a “Direct Selling Business”). However, during the term of this Agreement, any renewal or extension hereof, and for a period of three years following the termination of an Affiliate Agreement, an Affiliate may not recruit any Wealtheo™ Affiliate or Customer for another Direct Selling Business. Affiliates and the Company recognize that because direct selling is conducted through networks of independent contractors dispersed across the entire United States and internationally, and business is commonly conducted via the internet and telephone, an effort to narrowly limit the geographic scope of this non-solicitation provision would render it wholly ineffective. Therefore, Affiliates and Wealtheo™ agree that this non-solicitation provision shall apply nationwide throughout the United States and to all international markets in which Affiliates are located. This provision shall survive the termination or expiration of the Consultant Agreement or Affiliate Agreement.
For the purposes of this Section 5.10.2, the term “recruit” means the actual or attempted sponsorship, solicitation, enrollment, encouragement, or effort to influence in any way (either directly, indirectly, or through a third party) another Wealtheo™ Affiliate or Customer to: (1) enroll, join, or otherwise participate in another Direct Selling Business; or (2) terminate or alter his or her business or contractual relationship with the Wealtheo™. The term “recruit” also includes the above activities in the event that the Affiliate’s actions are in response to an inquiry made by another Affiliate or Customer.
5.8.2 Confidential Information
“Confidential Information” includes, but is not limited to, the identities of Wealtheo™ customers and Affiliates, contact information of Wealtheo™ customers, Affiliates, Affiliate’s personal and group sales volumes, and other financial and business information. All Confidential Information (whether oral or in written or electronic form) is proprietary information of Wealtheo™ and constitutes a business trade secret belonging to Wealtheo™. Confidential Information is, or may be available, to Affiliates in their respective back-offices. Affiliate access to such Confidential Information is password protected, and is confidential and constitutes proprietary information and business trade secrets belonging to Wealtheo™. Such Confidential Information is provided to Affiliate in strictest confidence and is made available to Affiliate for the sole purpose of assisting Affiliate in working with their respective Wealtheo™ business. Affiliates may not use the reports for any purpose other than for developing, managing, or operating their Wealtheo™ business. Affiliates and Wealtheo™ agree that, but for this agreement of confidentiality and nondisclosure, Wealtheo™ would not provide Confidential Information to the Affiliate.
To protect the Confidential Information, Affiliates 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 Confidential Information to any third party;
b. Directly or indirectly disclose the password or other access code to his or her back-office;
c. Use any Confidential Information to compete with Wealtheo™ or for any purpose other than promoting his or her Wealtheo™ business;
d. Recruit or solicit any Affiliate or Customer of Wealtheo™ listed on any report or in the Affiliate’s back-office, or in any manner attempt to influence or induce any Affiliate or Customer of Wealtheo™, to alter their business relationship with Wealtheo™; or
e. Use or disclose to any person, partnership, association, corporation, or other entity any Confidential Information.
The obligation not to disclose Confidential Information shall survive cancellation or termination of the Agreement, and shall remain effective and binding irrespective of whether an Affiliate’s Agreement has been terminated, or whether the Affiliate is or is not otherwise affiliated with the Wealtheo™. Upon nonrenewal or termination of the Agreement, Affiliate must immediately discontinue all use of the Confidential Information and if requested by the Wealtheo™ promptly return all materials in their possession to the Wealtheo™ within five (5) business days of request at their own expense.
5.9 Targeting Other Direct Sellers
Wealtheo™ does not condone Affiliates specifically or consciously targeting the sales force of another direct sales company to sell Wealtheo™ products or to become Affiliates for Wealtheo™, nor does Wealtheo™ condone Affiliates solicitation or enticement of members of the sales force of another direct sales company to violate the terms of their contract with such other company. Should Affiliates engage in such activity, they bear the risk of being sued by the other direct sales company. If any lawsuit, arbitration or mediation is brought against an Affiliate alleging that he or she engaged in inappropriate recruiting activity of its sales force or customers, Wealtheo™ will not pay any of the Affiliate’s defense costs or legal fees, nor will Wealtheo™ indemnify the Affiliate for any judgment, award, or settlement.
5.10 Errors or Questions
If an Affiliate has questions about or believes any errors have been made regarding commissions or charges, the Affiliate must notify Wealtheo™ in writing within 30 days of the date of the purported error or incident in question. Wealtheo™ will not be responsible for any errors, omissions or problems not reported to the Company within 30 days.
5.11 Governmental Approval or Endorsement
Neither federal nor state regulatory agencies or officials approve or endorse any direct selling or network marketing companies or programs. Therefore, Affiliates shall not represent or imply that Wealtheo™ or its commission payout structure have been “approved,” “endorsed” or otherwise sanctioned by any government agency.
5.12 Income Taxes
Each Affiliate is responsible for paying local, state, and federal taxes on any income generated as an Independent Affiliate. Unfortunately, we cannot provide you with any personal tax advice. Please consult your own tax accountant, tax attorney, or other tax professional. If an Affiliate’s Wealtheo™ business is tax exempt, the Federal tax identification number must be provided to Wealtheo™. Every year, Wealtheo™ will provide an IRS Form 1099 MISC (Non-employee Compensation) earnings statement to each U.S. resident who: (1) Had earnings of over $600 in the previous calendar year; or (2) Made purchases during the previous calendar year in excess of $5,000.
5.13 Independent Contractor Status
Affiliates are independent contractors. The agreement between Wealtheo™ and its Affiliates does not create an employer/employee relationship, agency, partnership, or joint venture between the Company and the Affiliate. Affiliates shall not be treated as an employee for his or her services or for Federal or State tax purposes. All Affiliates are responsible for paying local, state, and federal taxes due from all compensation earned as an Affiliate of the Company. The Affiliate has no authority (expressed or implied), to bind the Company to any obligation. Each Affiliate shall establish his or her own goals, hours, and methods of sale, so long as he or she complies with the terms of the Affiliate Agreement, these Policies and Procedures, and applicable laws.
5.14 International Marketing
Affiliates are authorized to promote and/or sell Wealtheo™ products and services, and enroll Customers or Affiliates only in the countries in which Wealtheo™ is authorized to conduct business, as announced in official Company literature (an “Official Country”). Wealtheo™ products or sales aids may not be given, transferred, distributed, shipped into or sold in any Unauthorized Country (see definition below). Affiliates may not sell, give, transfer, or distribute Wealtheo™ products or sales aids from one Official Country into another Official Country.
Affiliates have no authority to take any steps in any country toward the introduction or furtherance of the Company. This includes, but is not limited to, any attempt to register, reserve or otherwise secure any Company names, trademarks, trade names, copyright, patent, other intellectual property, to secure approval for products or business practices, or to establish business or governmental contacts. You agree to indemnify the Company for all costs incurred by it for any remedial action needed to exonerate the Company in the event you improperly act purportedly on behalf of the Company.
Only after the Company has announced that a country is officially open for business (an “Official Country”) may Consultants conduct business in that Official Country by promoting the Company (or related entity) and/or promoting, marketing or selling Products, and enrolling other Affiliates or Customers. Affiliates are required to follow all laws, rules and regulations of the Official Country. Affiliates may use only promotional materials approved by the Company for use in an Official Country and sell only products approved for sale in that country.
In addition, no Affiliate may, in any Unauthorized Country:
a. advertise the Company or its products;
b. offer Company products for sale or distribution
c. conduct sales, enrollment or training meetings;
d. enroll or attempt to enroll potential Customers or Affiliates;
e. Accept payment for enrollment or recruitment from citizens of countries where Wealtheo™ does not conduct business;
f. promote international expansion via the Internet or in promotional literature; or
g. conduct any other activity for the purpose of selling Wealtheo™ products, establishing a marketing organization, or promoting the Wealtheo™ opportunity.
An Affiliate is solely responsible for compliance with all laws, tax requirements, immigration customs laws, rules and regulations of any country in which he or she conducts business. Affiliates accept the sole responsibility to conduct their independent businesses lawfully within each country in which he or she conducts business.
An Affiliate’s right to receive commissions in a country may be revoked at any time if the Company determines that he or she has not conducted business in particular country in accordance with the terms and conditions contained herein or the governing operations within such country.
The Company reserves the right to establish additional policies and procedures that are applicable to a specific country. An Affiliate who conducts business internationally agrees to abide by all special policies established by the Company for the specific country or countries in which he or she conducts business.
5.15 Bonus Buying
Bonus buying includes any mechanism or artifice to qualify for commissions or bonuses that is not driven by bona fide product or service purchases by end user consumers. Bonus buying includes, but is not limited to, purchasing products through a straw man or other artifice. Bonus buying is strictly prohibited and Affiliate’s right to receive commissions may be revoked at any time if the Company determines that he or she has engaged in Bonus buying tactics.
5.16 Adherence to Laws, Regulations and the Agreement
Affiliates must comply with all federal, state, and local laws, regulations, ordinances, codes, and the terms of the Agreement in the conduct of their businesses. Many cities and counties have laws regulating certain home-based businesses. In most cases these ordinances are not applicable to Affiliates because of the nature of their business. However, Affiliates must obey those laws that do apply to them. If a city or county official tells an Affiliate that an ordinance applies to him or her, the Affiliate shall be polite and cooperative, and immediately send a copy of the ordinance to the Corporate Department of Wealtheo™. In addition, Affiliates must not recommend, encourage or teach other Affiliates to violate federal, state, or local laws, regulations, ordinances, codes, or the terms of the Agreement in the operation of their Wealtheo™ business.
5.17 One Wealtheo™ Business Per Affiliate and Per Household
An Affiliate may operate or have an ownership interest, legal or equitable, as a sole proprietorship, partner, shareholder, trustee, or beneficiary, in only one Wealtheo™ business. No individual may have, operate or receive compensation from more than one Wealtheo™ business.
Individuals of the same Household may maintain, own, and operate their own Wealtheo™ Business. A “Household” is defined as spouses and dependent adult children living at or doing business at the same address. In the event that two members of the same Household elect to become Affiliates at the same time, one must be enrolled by the other. In the event that more than two members of the same Household elect to become Affiliates at the same time, they must elect one Household member to enroll the others. In the event that members of the same Household elect to become Affiliates at different times, the Household member who joined Wealtheo™ first must be the Sponsor for all other Household members.
5.18 Actions of Household Members or Affiliates
If any member of an Affiliate’s Household, engages in any activity which, if performed by the Affiliate, would violate any provision of the Agreement, such activity will be deemed a violation by the Affiliate and Wealtheo™ may take disciplinary action pursuant to the these Policies and Procedures against the Affiliate.
5.19 Roll-up of Organization
When a vacancy occurs in an Organization due to the termination of a Wealtheo™ business, each Affiliate in the first level immediately below the terminated Affiliate on the date of the termination (referred to in this Section as a “First Level Affiliate”) will have the opportunity to qualify to roll up into the position of the terminated Affiliate provided the prospective First Level Affiliate has not been in violation of the terms of the Wealtheo™ Affiliate Application and Agreement or any provision of the Policies and Procedures within the previous 12 months. The roll up will be awarded to the qualified First Level Affiliate on the date of the termination.
5.20 Sale, Transfer or Assignment of Wealtheo™ Business
Although a Wealtheo™ business is a privately owned and independently operated business, the sale, transfer or assignment of a Wealtheo™ business, is subject to certain limitations. If a Affiliate wishes to transfer his or her Wealtheo™ business, or transfer an interest, the following criteria must be met:
a. The selling Affiliate must offer Wealtheo™ the right of first refusal to purchase the business on the same terms as agreed upon with a third-party buyer. Wealtheo™ shall have fifteen days from the date of receipt of the written offer from the seller to exercise its right of first refusal.
b. The buyer or transferee must become a qualified Wealtheo™ Affiliate.
c. Before the transfer can be finalized and approved by Wealtheo™, any debt obligations the selling party has with Wealtheo™ must be satisfied.
d. The transferring party must be in good standing and not in violation of any of the terms of the Agreement in order to be eligible to transfer a Wealtheo™ business.
Prior to transferring an independent Wealtheo™ business, the transferring Affiliate must notify Wealtheo™’s Corporate Department in writing and advise of his or her intent to transfer his/her Wealtheo™ business. The transferring Affiliate must receive written approval from the Corporate Department before proceeding with the transfer. The decisions of Wealtheo™ regarding a transfer shall be made in its sole and absolute discretion. In the event that a Affiliate transfers his or her Wealtheo™ business without the express written approval of the Corporate Department, such transfer shall be voidable in the sole and absolute discretion of Wealtheo™.
5.21 Separation of a Wealtheo™ Business
Wealtheo™ Affiliate sometimes operate their Wealtheo™ businesses as husband-wife partnerships, regular partnerships, or trusts. At such time as a marriage may end in divorce or a partnership or trust may dissolve, arrangements must be made to assure that any separation or division of the business is accomplished so as not to adversely affect the interests and income of other businesses up or down the line of sponsorship.
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 Wealtheo™ business pursuant to an assignment in writing whereby the relinquishing spouse, partners, or trustees authorize Wealtheo™ to deal directly and solely with the other spouse or non-relinquishing partner or trustee.
b. The parties may continue to operate the Wealtheo™ business jointly on a “business-as-usual” basis, whereupon all compensation paid by Wealtheo™ 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 downline organization of divorcing spouses or a dissolving business entity be divided. Similarly, under no circumstances will Wealtheo™ split commission and bonus checks between divorcing spouses or members of dissolving entities. Wealtheo™ will recognize only one downline organization and will issue only one commission check per Wealtheo™ business per commission cycle. Commission checks shall always be issued to the same individual or entity.
If a former spouse has completely relinquished all rights in the original Wealtheo™ business pursuant to a divorce, he or she is thereafter free to enroll under any sponsor of his or her choosing. The former spouse shall have no rights to any Affiliates in their former organization or to any former Customer. They must develop the new business in the same manner as would any other new Affiliate.
5.22 Succession
Upon the death or incapacitation of an Affiliate, his or her business may be passed to his or her heirs. Appropriate legal documentation must be submitted to the Company to ensure the transfer is proper, including but not limited to, letters of administration, letter testamentary and the Final Order of Probate. Accordingly, an Affiliate should consult an attorney to assist him or her in the preparation of a will or other testamentary instrument. Whenever a Wealtheo™ business is transferred by a will or other testamentary process, the beneficiary acquires only the limited right to collect all bonuses and commissions of the deceased Affiliate’s organization provided the following qualifications are met. The successor(s) must be an individual and:
a. Execute an Affiliate Agreement;
b. Comply with terms and provisions of the Agreement;
c. Meet all of the qualifications for the deceased Affiliate’s status;
d. Provide Wealtheo™ with a name, email address, and “address of record” to which all bonus and commission checks will be issued pursuant herein.
If the business is bequeathed to joint devisees, they must form a business entity and acquire a Federal Taxpayer Identification Number. Wealtheo™ will temporarily issue all bonus and commission checks and one 1099 to the business entity.
If an Affiliate bequeathed the business to multiple beneficiaries, the formed entity must sell the Wealtheo™ business to either (i) an individual who was a beneficiary of Affiliate’s business with ownership interest in the formed entity or (ii) to Wealtheo™. The seller must offer Wealtheo™ the right of first refusal to purchase the business on the same terms as agreed upon with a beneficiary individual in (i) above. Wealtheo™ shall have fifteen days from the date of receipt of the written offer from the seller to exercise its right of first refusal. If the business is sold to a beneficiary individual in (i), the person must meet the successor requirements of (a) – (d) above.
5.22.1 Transfer Upon Death of an Affiliate
To effect a testamentary transfer of a Wealtheo™ business, the executor of the estate must provide the following to Wealtheo™: (1) an original death certificate; (2) certified letters testamentary or a letter of administration appointing an executor; and (3) written instructions from the authorized executor to Wealtheo™ specifying to whom the business and income should be transferred.
5.22.2 Transfer Upon Incapacitation of an Affiliate
To effectuate a transfer of a Wealtheo™ business because of incapacity, the successor must provide the following to Wealtheo™: (1) a notarized copy of an appointment as trustee; (2) a notarized copy of the trust document or other documentation establishing the trustee’s right to administer the Wealtheo™ business; and (3) a completed Affiliate Agreement executed by the trustee.
5.23 Telemarketing Techniques
The Federal Trade Commission and the Federal Communications Commission each have laws that restrict telemarketing practices. Both federal agencies (as well as a number of states) have “do not call” regulations as part of their telemarketing laws. Although Wealtheo™ does not consider Affiliates to be “telemarketers” in the traditional sense of the word, these government regulations broadly define the term “telemarketer” and “telemarketing” so that your inadvertent action of calling someone whose telephone number is listed on the federal “do not call” registry could cause you to violate the law. Moreover, these regulations must not be taken lightly, as they carry significant penalties.
Therefore, Affiliates must not engage in telemarketing in the operation of their Wealtheo™ businesses. The term “telemarketing” means the placing of one or more telephone calls to an individual or entity to induce the purchase of a Wealtheo™ product or service, or to recruit them for the Wealtheo™ opportunity. “Cold calls” made to prospective customers or Consultants that promote either Wealtheo™’s products or services or the Wealtheo™ opportunity constitute telemarketing and are prohibited. However, a telephone call(s) placed to a prospective customer or Consultant (a “prospect”) is permissible under the following situations:
a. If the Affiliate has an established business relationship with the prospect. An “established business relationship” is a relationship between an Affiliate and a prospect based on the prospect’s purchase of goods or services from the Affiliate, or a financial transaction between the prospect and the Affiliate, 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’s personal inquiry or application regarding a product or service offered by the Affiliate, within the three (3) months immediately preceding the date of such a call.
c. If the Affiliate receives written and signed permission from the prospect authorizing the Affiliate to call. The authorization must specify the telephone number(s) which the Affiliate 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.
e. Affiliate shall not use automatic telephone dialing systems or software relative to the operation of their Wealtheo™ businesses.
f. Affiliate shall not place or initiate any outbound telephone call to any person who delivers any pre-recorded message (a “robocall”) regarding or relating to the Wealtheo™ products, services or opportunity.
5.24 Dashboard Access
Wealtheo™ makes an online dashboard available to its Affiliates. The Dashboard provides Affiliates access to confidential and proprietary information that may be used solely and exclusively to promote the development of an Affiliate’s Wealtheo™ business and to increase sales of Wealtheo™ products. However, access to the dashboard is a privilege, and not a right. Wealtheo™ reserves the right to deny Affiliates’ access to the back office at its sole discretion.
5.25 Unauthorized Communication
In the excitement and enthusiasm of working his or her Wealtheo™ business, an Affiliate may attempt to contact the Company’s vendors, suppliers, or advisors with questions or ideas. Any such communication without the Company’s prior written consent is strictly prohibited. Vendors, suppliers, and advisors are often not set up to handle a large volume of contacts. Equally important, we must respect their rights to privacy. Questions regarding any of these Entities may be directed to Corporate Department.
SECTION 6 – RESPONSIBILITIES OF AFFILIATES
6.1 Change of Address, Telephone, and E-Mail Addresses
To ensure timely delivery of products, support materials, commission, and tax documents, it is important that the Wealtheo™’s files are current. Street addresses are required for shipping since UPS and FedEx cannot deliver to a post office box. Affiliates planning to change their e-mail address or move must send their new address and telephone numbers to Wealtheo™’s Corporate Offices to the attention of the Support Department. To guarantee proper delivery, two weeks advance notice must be provided to Wealtheo™ on all changes. Additionally, Affiliate’s contact information changes must be amended in their Affiliate Dashboard.
6.2 Non-disparagement
Wealtheo™ wants to provide its independent Affiliates with the best products, compensation plan, and service in the industry. Accordingly, we value your constructive criticisms and comments. All such comments should be submitted in writing to the Compliance Department. Remember, to best serve you, we must hear from you! While Wealtheo™ welcomes constructive input, negative comments and remarks made in the field by Affiliates about the Company or its products serve no purpose other than to sour the enthusiasm of other Wealtheo™ Affiliates.
For this reason, and to set the proper example for their downline, during the term of this Agreement and at any time thereafter, Affiliate agrees not make any false, derogatory, demeaning or disparaging statements (collectively “disparage”) or encourage or induce others to disparage Wealtheo™, other Wealtheo™ Affiliate or any of Wealtheo™’s past and present owners, officers, directors, employees or products (the “Company Parties”). Affiliates further agree not to (i) make any statements, or take any other actions whatsoever, to disparage, defame, demean, sully or compromise the goodwill, name, brand or reputation of the Company, its products, Marketing, Customers, or any of its Wealtheo™ Affiliates (as defined in Sections 3 and 4) (collectively, the “Company Goodwill”) or (ii) commit any other action that could likely injure, hinder or interfere with the Business, business relationships or Company Goodwill of the Company, its Ambassadors, Customers or its Wealtheo™ Affiliates.
For purposes of this Section 6.2, the term “disparage” includes, without limitation, comments or statements to the press, any media outlet, industry group, financial institution, the Wealtheo’s Affiliates, employees or to any individual or entity with whom Wealtheo™ has a business relationship (including, without limitation, any vendor, supplier, Customer, Affiliate or independent contractor), social media posts, or any public statement, that in each case is intended to, or can be reasonably expected to, materially damage any of the Company Parties. Notwithstanding the foregoing, nothing in this Section 6.2 shall prevent a Affiliate from making any truthful statement to the extent, but only to the extent: (1) necessary with respect to any litigation, arbitration or mediation involving this Agreement, including, but not limited to, the enforcement of this Agreement, in the forum in which such litigation, arbitration or mediation properly takes place; or (2) required by law, legal process or by any court, arbitrator, mediator or administrative or legislative body (including any committee thereof) with apparent jurisdiction over the Affiliate.
SECTION 8 – COMMISSIONS
8.1 Commission Qualifications and Accrual
So long as an Affiliate complies with the terms of the Agreement, Wealtheo™ shall pay commissions to such Affiliate in accordance with the Wealtheo™ commissions payout. The minimum amount for which Wealtheo™ will issue a commission is $20. If an Affiliate’s commissions do not equal or exceed $20, the Company will accrue the commissions until they total $20. Payment will be issued once $20 has been accrued. Notwithstanding the foregoing, all commissions owed an Affiliate, regardless of the amount accrued, will be paid at the end of each fiscal year or upon the termination of an Affiliate’s business.
8.2 Adjustment to Commissions
8.2.1 Adjustments for Returned Products and Canceled Services
Affiliates receive commissions based on the actual sales of products and services to end consumers. When a service is canceled or a product is returned to Wealtheo™ for a refund or is repurchased by the Company, any of the following may occur at the Company’s discretion: (1) the commissions attributable to the returned or repurchased product(s) or canceled service will be deducted from payments to the Affiliate and upline Affiliate who received commissions on the sales of the refunded product(s) or canceled service, in the month in which the refund is given, and continuing every pay period thereafter until the commission is recovered; (2) the commissions attributable to the returned or repurchased product(s) or canceled service may be deducted from any refunds or credits to the Affiliate who received the commissions on the sales of the refunded product(s) or canceled service. In the event that the Company is unable, within three months from the payment of any refund(s) by the Company, to recover all commissions on the sales of the refunded product(s) or canceled service(s) from the Affiliate or upline Affiliates who received them, the Company shall be entitled to assert a claim against such Affiliate(s) for payment.
8.2.2 Commission Payments
The Company pays commissions via deposit onto a Company provided account with a debit card. An Affiliate may also request a transfer of funds to your bank account wherein applicable fees are applied for this.
8.2.3 Tax Withholdings
If an Affiliate fails to provide his or her correct tax identification number, Wealtheo™ will deduct the necessary withholdings from the Affiliate’s commission checks as required by law.
8.3 Reports
All information provided by Wealtheo™ in downline activity reports, including but not limited to personal and group sales volume (or any part thereof), and downline sponsoring activity is believed to be accurate and reliable. Nevertheless, due to various factors including but not limited to the inherent possibility of human, digital, and mechanical error; the accuracy, completeness, and timeliness of orders; denial of credit card and electronic check payments; returned products; credit card and electronic check charge-backs; the information is not guaranteed by Wealtheo™ or any persons creating or transmitting the information.
ALL PERSONAL AND GROUP SALES VOLUME INFORMATION IS PROVIDED “AS IS” WITHOUT WARRANTIES, EXPRESS OR IMPLIED, OR REPRESENTATIONS OF ANY KIND WHATSOEVER. IN PARTICULAR BUT WITHOUT LIMITATION THERE SHALL BE NO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, OR NON-INFRINGEMENT.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WEALTHEO™ AND/OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION WILL IN NO EVENT BE LIABLE TO ANY CONSULTANT OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF OR ACCESS TO PERSONAL AND/OR GROUP SALES VOLUME INFORMATION (INCLUDING BUT NOT LIMITED TO LOST PROFITS, BONUSES, OR COMMISSIONS, LOSS OF OPPORTUNITY, AND DAMAGES THAT MAY RESULT FROM INACCURACY, INCOMPLETENESS, INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE INFORMATION), EVEN IF WEALTHEO™ 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, WEALTHEO™ 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 Wealtheo™’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 Wealtheo™’s online and telephone reporting services and your reliance upon the information.
SECTION 9 – PRODUCT GUARANTEES, RETURNS AND INVENTORY REPURCHASE
9.1 Product Guarantee
Wealtheo™ offers a no questions asked 3-day money-back guarantee refund for all un-accessed Wealtheo™ products. Every Affiliate is bound to honor the retail customer guarantee.
If an Affiliate returns more than two Wealtheo™ products for a refund in any 12 consecutive month period, the request will constitute the Affiliate’s voluntary termination of his/her Affiliate Agreement, the Affiliate’s Agreement will be terminated and his or her Wealtheo™ business will be canceled.
By purchasing a subscription to any product, you are agreeing to Wealtheo™ granting access to the purchased product during the duration of the subscription period only. For all products that are not subscription-based purchases, Wealtheo™ is only granting online access for the limited-period of six (6) months. Wealtheo™ retains the sole and exclusive right to extend this time on a case-by-case basis as it sees fit.
9.2 Rescission
9.2.1 Retail Customers
Federal and state law requires that a retail customer who makes a purchase of $25.00 or more has three business days (excluding Sundays and legal holidays) (5 business days for Alaska residents and 15 business days in North Dakota for Individuals age 65 and older) 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 or sales receipt stating the product is un-accessed. When an Affiliate makes a sale or takes an order from a retail customer who cancels or requests a refund within the three-business day period, the Affiliate must promptly refund the customer’s money as long as the products are un-accessed prior to return (five business days for Alaska residents). Sales tax is not refundable.
9.3 Procedures for All Merchandise Returns
The following procedures apply to all merchandise returns for refund, repurchase, or exchange:
a. All items must be returned by the Affiliate or customer who purchased it directly from Wealtheo™.
b. Proper shipping carton(s) and packing materials are to be used in packaging the items(s) being returned, and the best and most economical means of shipping is suggested. All returns must be shipped to Wealtheo™ shipping pre-paid. Wealtheo™ does not accept shipping-collect packages. The risk of loss in shipping for returned items shall be on the Affiliate. If the returned items are not received by the Company’s Distribution Center, it is the responsibility of the Affiliate to trace the shipment.
No refund or replacement of any items will be made if the conditions of these rules are not met.
SECTION 10 – DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
10.1 Disciplinary Sanctions
Violation of the Agreement, these Policies and Procedures, violation of any common law duty, including but not limited to any applicable duty of loyalty, any illegal, fraudulent, deceptive or unethical business conduct, or any act or omission by an Affiliate 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 Affiliate’s Wealtheo™ business), may result, at Wealtheo™’s discretion, in one or more of the following corrective measures:
a. Issuance of a written warning or admonition;
b. Requiring the Affiliate to take immediate corrective measures;
c. Imposition of a fine, which may be withheld from bonus and commission checks;
d. Loss of rights to one or more bonus and commission checks;
e. Wealtheo™ may withhold from an Affiliate all or part of the Affiliate’s commissions during the period that Wealtheo™ is investigating any conduct allegedly violative of the Agreement. If an Affiliate’s business is canceled for disciplinary reasons, the Affiliate will not be entitled to recover any commissions withheld during the investigation period;
f. Suspension of the individual’s Affiliate Agreement for one or more pay periods;
g. Transfer or removal of some or all of an Affiliate’s downline Consultants from the offending Affiliate’s downline organization;
h. Involuntary termination of the offender’s Affiliate Agreement;
i. Suspension and/or termination of the offending Affiliate’s link or website access;
j. Any other measure expressly allowed within any provision of the Agreement or which Wealtheo™ deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the Affiliate’s policy violation or contractual breach;
k. In situations deemed appropriate by Wealtheo™, the Company may institute legal proceedings for monetary and/or equitable relief.
10.2 Mediation
Prior to instituting an arbitration, the parties shall meet in good faith and attempt to resolve any dispute arising from or relating to the Agreement through non-binding mediation. One individual who is mutually acceptable to the parties shall be appointed as mediator. The mediation shall occur within 60 days from the date on which the mediator is appointed. The mediator’s fees and costs, as well as the costs of holding and conducting the mediation, shall be divided equally between the parties. Each party shall pay its portion of the anticipated shared fees and costs at least 10 days in advance of the mediation. Each party shall pay its own attorneys’ fees, costs, and individual expenses associated with conducting and attending the mediation. Mediation shall be held in Conroe, Texas, and shall last no more than two business days.
10.3 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. The Parties waive all rights to trial by jury or to any court. The arbitration shall be filed with, and administered by, the American Arbitration Association (“AAA”) under its respective rules and procedures. The Commercial Arbitration Rules and Mediation Procedures of the AAA are available on the AAA’s website at www.adr.org. Copies of AAA’s Commercial Arbitration Rules and Mediation Procedures will also be emailed to Consultants upon request to Wealtheo™’s Corporate Department.
Notwithstanding the rules of the AAA, the following shall apply to all Arbitration actions:
a. The Federal Rules of Evidence shall apply in all cases;
b. The Parties shall be entitled to all discovery rights permitted by the Federal Rules of Civil Procedure;
c. The Parties shall be entitled to bring motions under Rules 12 and/or 56 of the Federal Rules of Civil Procedure;
d. The arbitration shall occur within 180 days from the date on which the arbitrator is appointed, and shall last no more than five business days;
e. The Parties shall be allotted equal time to present their respective cases, including cross-examinations.
All arbitration proceedings shall be held in Conroe, Texas. There shall be one arbitrator selected from the panel that the Alternate Dispute Resolution service provides. Each party to the arbitration shall be responsible for its own costs and expenses of arbitration, including legal and filing fees. The parties shall be allotted equal time to present their respective cases. The decision of the arbitrator shall be final and binding on the parties and may if necessary, be reduced to a judgment in any court of competent jurisdiction. This agreement to arbitrate shall survive the cancellation or termination of the Agreement.
The parties and the arbitrator shall maintain the confidentiality of the entire arbitration process and shall not disclose to any person not directly involved in the arbitration process:
a. The substance of, or basis for, the controversy, dispute, or claim;
b. The content of any testimony or other evidence presented at an arbitration hearing or obtained through discovery in arbitration;
c. The terms or amount of any arbitration award;
d. The rulings of the arbitrator on the procedural and/or substantive issues involved in the case.
Notwithstanding the foregoing, nothing in these Policies and Procedures shall prevent either party 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 its intellectual property rights, and/or to enforce its rights under the non-solicitation provision of the Agreement.
10.4 Governing Law, Jurisdiction, and Venue
Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in Montgomery County, State of Texas. The Federal Arbitration Act shall govern all matters relating to arbitration. The law of the State of Texas shall govern all other matters relating to or arising from the Agreement.
10.4.1 Louisiana Residents
Notwithstanding the foregoing, and the arbitration provision in Section 10.4, residents of the State of Louisiana shall be entitled to bring an action against Wealtheo™ in their home forum and pursuant to Louisiana law.
SECTION 11 – PAYMENTS
11.1 Sales Taxes
Wealtheo™ is required to charge sales taxes on all purchases made by Affiliates and Customers, and remit the taxes charged to the respective states. Accordingly, Wealtheo™ will collect and remit sales taxes on behalf of Affiliates, based on the suggested retail price of the products, according to applicable tax rates in the state or province to which the shipment is destined. If an Affiliate has submitted, and Wealtheo™ has accepted, a current Sales Tax Exemption Certificate and Sales Tax Registration License, sales taxes will not be added to the invoice and the responsibility of collecting and remitting sales taxes to the appropriate authorities shall be on the Affiliate (unless the state in question does not accept a Sales Tax Exemption Certificate and Sales Tax Registration License from a direct selling independent contractor). Exemption from the payment of sales tax is applicable only to orders which are shipped to a state for which the proper tax exemption papers have been filed and accepted. Applicable sales taxes will be charged on orders that are drop-shipped to another state. Any sales tax exemption accepted by Wealtheo™ is not retroactive.
SECTION 13 – DEFINITIONS
Affiliate – A person that contracts with Wealtheo™ to promote and sell Wealtheo™ products to retail customer or other Affiliates to earn commissions.
Agreement – The contract between the Company and each Affiliate includes the Affiliate Application and Agreement Terms and Conditions and the Wealtheo™ Policies and Procedures, all in their current form and as amended by Wealtheo™ in its sole discretion. These documents are collectively referred to as the “Agreement.”
Cancel — The termination of a Consultant’s business. Termination may be either voluntary, involuntary, through non-renewal or inactivity.
Consultant — A Consultant is no longer applicable. All Consultants are now incorporated into Affiliates.
Immediate Household — Spouses, heads-of-household, and dependent family members residing in the same residence.
Official Wealtheo™ Material — Literature, audio or video tapes, websites, and other materials developed, printed, published and/or distributed by Wealtheo™.
Personal Volume — The commissionable value of services and products purchased by: (1) a personally enrolled Affiliates and (2) personal Retail Customers who purchase from the Affiliate’s Wealtheo™ replicated website.
Replicated Website – A website provided by Wealtheo™ to Affiliates which utilizes website templates developed by Wealtheo™.
Retail Customer – An individual who or entity that purchases Wealtheo™ products or services from or through an Affiliate, but who is not an Affiliate or an immediate household family member of an Affiliate.
Retail Sales – Sales to a Retail Customer.
Social Media – Any type of online media that invites, expedites or permits conversation, comment, rating, and/or user generated content, as opposed to traditional media, which delivers content but does not allow readers/viewers/listeners to participate in the creation or development of content, or the comment or response to content. Examples of Social Media include, but are not limited to, blogs, chat rooms, Facebook, MySpace, Twitter, LinkedIn, Delicious, Instagram, TikTok, Snapchat, and YouTube.
