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Independent Representative Policies and Procedures
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International Sports Sciences Association (ISSA)
400 East Gutierrez St. Santa Barbara Ca. 93101

ISSA Independent Representative Policies and Procedures


One of the ways you demonstrate integrity as a Representative of ISSA is to understand and comply with all rules, regulations, policies and procedures contained in your Representative Manual or that may be published or disseminated by ISSA. ISSA reserves the right to amend these Rules and Regulations by publishing or transmitting amendments as it deems appropriate, and you are required to comply with them in their currently published detail.

ISSA honors all federal, state and local regulations governing direct sales and requires every Representative to do the same. It is, therefore, very important that you read and understand the information in this section. If you have any questions regarding any rule or policy, seek an answer from the ISSA Director of Business Development.

A. Professional Ethics

As a Representative of ISSA, I hereby promise and agree that:

  1. I will be honest and fair in all my dealings while acting as a Representative of ISSA.

  2. I will respect the privacy of the people I contact to become retail customers of ISSA. I will be courteous and respectful to every person in the course of my ISSA business. I recognize that ISSA has strong convictions regarding the ethical conduct of all ISSA Representatives.

  3. I will perform all of my business activities in a manner that will enhance my reputation and the reputation of ISSA.

  4. I will not engage in any deceptive or illegal practice.

  5. I will not make claims for ISSA products or services except as contained in official ISSA literature. I also understand and agree that the responsibilities of "commercial speech" (claims made in the promotion of commercial goods and services) exceed the requirements of either scientific, research, or other forms of "free speech". Therefore, I will remember that even my personal experience of benefits received from ISSA products and services may be interpreted as an 'extension of labeling claims' if I use those experiences as a sales device.

  6. I understand and agree that I am solely responsible for all financial and/or legal obligations incurred by me in the course of my business as a Representative of ISSA products and services including self-employment taxes, income taxes, sales taxes, license fees, etc. I understand that I am an independent contractor for all federal and state tax purposes.

B. Representative Status

  1. Becoming a Representative. An applicant becomes a Representative of ISSA when both of the following requirements are completed:
    1. The applicant purchases at company cost of $179.00 an ISSA Representative Starter Kit* which is sales material (not for resale); and

    2. The applicant's completed online Enrollment Form with payment for the previously mentioned $179.00 application fee (for startup materials at cost) has been received and accepted by ISSA home office. ISSA reserves the right to decline any Representative Application Form.

      *Optional in North Dakota

  2. No Purchase Required. No person is required to purchase any ISSA products or services. The only purchase required of new Representatives is the purchase of an ISSA Representative Starter Kit (optional in the state of North Dakota). The Representative Starter Kit is sold at company cost to support the efforts of each new Representative with training tools, sales tools, communication and training.

  3. Representative Rights. All Representatives are authorized to sell ISSA products and services and to participate in the ISSA Commission Plan.

  4. Legal Age. Representatives must be of legal age in the state of their residency.

  5. Married Couples. Married couples and their dependent children must share a single Representative entity. Representatives who marry may maintain separate Representative status or consolidate their business by terminating one of the Representative entities. When a couple sharing a Representative entity divorces or separates, ISSA will continue to pay commission checks as before the divorce or separation until it receives written notice, signed by both parties or by a court decree specifying how future commission checks should be paid.

  6. Simultaneous Interests. Representatives and their spouses or dependents may not have simultaneous beneficial interests in more than one Representative entity without the written consent of ISSA. For example, a shareholder of a corporation that is an ISSA Representative may not become an ISSA Representative individually.

  7. Corporate and Partnership Guarantee for Owners. Although the ISSA has offered Representatives the opportunity to conduct their distributorship as corporate or partnership entities, it is agreed that since the distributorship entity is under the control if its owners or principals, the actions of individual owners as they may affect the ISSA and the distributorship are also critical to the ISSA's business. Therefore, it is agreed that actions of corporate shareholders, officers, directors, agents or employees and the actions of partnership partners, agents or employees which are in contravention to the ISSA's policies shall be attributable to the corporate or partnership entity.

  8. Furthermore, corporations, partnerships and/or trusts may be signed as Representatives of ISSA only when the Representative Application and Agreement is accompanied by notarized copies of:

    1. Articles of incorporation, partnership agreement or trust documents as filed with the State.

    2. To ensure compliance with Rule and Regulation #6, Representatives must disclose a complete list of all directors, officers, and shareholders involved in the corporation. Partnerships must disclose all general and limited partners. Trusts must disclose the trustee and beneficiary.

    3. Proof must be provided of a Federal ID Number and a copy of the Annual Certification from the Secretary of State from the State of partnership registration or incorporation.

    4. Shareholders, partners, beneficiaries and trustees, directors and officers, as applicable, agree to remain personally liable to ISSA and bound by rules and regulations.

  9. Fictitious and/or Assumed Names. A person or entity may not apply as a Representative using a fictitious or assumed name but may apply under a business name registered as a DBA with their local county authority.

  10. Annual Renewal. Representatives must renew their Representative status annually. Although the responsibility for renewing belongs to each Representative, ISSA will remind Representatives when their renewal is due via a computer generated notice, etc. Any Representative not renewing by the renewal date shall be deemed to have voluntarily terminated their Representative status relationship with ISSA, and thereby forfeit the Representative entity, all rights and any applicable commissions as provided for in the Commission Plan.

  11. Independent Contractor Status. All Representatives are independent contractors with ISSA. They are not franchisees, joint ventures, partners, employees, or agents of ISSA. Representatives are strictly prohibited from stating or implying, whether orally or in writing, that they are franchisees, joint venture partners, employees or agents of ISSA. Representatives have no authority to bind ISSA to any obligation.

  12. Indemnity Agreement. Each and every Representative agrees to indemnify and hold harmless ISSA, its shareholders, employees, agents, general/limited partners, and successors in interest from and against any claim, demand, liability, loss, cost or expense, including, but not limited to, attorney's fees, arising or alleged to arise in connection with that Representatives ISSA business, its affiliates' activities as an ISSA Representative and any other matter related to Representative's performance under the Representative Agreement.

  13. Taxation. Representatives will be treated as independent contractors for all federal or state tax purposes. As independent contractors, Representatives will not be treated as employees, franchisees, joint ventures, partners, employees, or agents with respect to the Internal Revenue Code, Social Security Act, Federal Unemployment Act, state unemployment acts, or any other federal, state, or local statute, ordinance, rule, or regulation.

  14. Legal Compliance. All Representatives shall comply with all federal and state statues and regulations and local ordinances and regulations concerning the operation of their own businesses. All Representatives are responsible for their own managerial decisions and expenditures including all estimated income and self-employment taxes. At the end of each calendar year, ISSA will issue an IRS Form 1099-MISC for non-employee compensation for Representatives as required. Since ISSA Representatives are not ISSA employees, ISSA is not responsible for payment or co-payment of any employee benefits.

  15. Personal Identification Number. All Representatives are required by federal law to obtain a Social Security number or Federal I.D. number and ISSA will use this number until such time as a Representative ID number is assigned and for all government reporting purposes. Representatives will also be identified by a Personal Identification Number assigned to each Representative when the Representative Application is accepted by ISSA and the Representative is entered into the computer. This Personal Identification Number must be indicated by the Representative on all correspondence with ISSA, including paperwork for product ordering or returns.

  16. No Exclusive Territories. There are no exclusive territories for marketing or promotional purposes, nor shall any Representative imply or state that he or she does have an exclusive territory. There are no geographical limitations on Representative marketing and sales activity.

  17. Acquisition of Business. Any Representative desiring to acquire an interest in another Representative's business must submit a Request for Purchase to ISSA. Such Request must be signed by both parties to the acquisition and submitted to ISSA for such a purchase or partnership arrangement. All such transactions must be fully disclosed to ISSA and must be approved by ISSA in advance. Purchaser must submit an ISSA Independent Representative Agreement to ISSA and Agreement must be accepted by ISSA prior to authorization.

  18. Voluntary Termination. Any Representative may voluntarily terminate his/her Representative status by failing to renew when applicable or by sending a NOTARIZED written notice to ISSA that he/she is terminating his/her Representative status. Voluntary termination is effective upon receipt of such notice by ISSA at its home office. Notification of the voluntary termination may be forwarded to affected parties. Any Representative who voluntarily terminates his/her Representative status may reapply after waiting three (3) months before application. Any Representative who fails to renew his/her Representative status when renewal is required may not apply under a new Representative status before a three month waiting period has elapsed.

  19. Termination. A Representative may be terminated or suspended for materially violating the terms of his/her Representative Application and Agreement, for failing to meet or maintain the ISSA Code of Professional Ethics, or for violating any of the Rules and Regulations. ISSA may suspend the Representative status of a violating Representative while serving notice of cause, citing instance(s) of the violations(s). Should satisfactory explanation, defense, or remedy not be provided by the Representative within 15 days, termination will become effective upon final decision of ISSA. Notice of the decision will be sent by certified mail to the violating Representative's address of record. In instances where applicable state law is inconsistent with the foregoing, such procedure shall be automatically amended for compliance. An involuntarily terminated Representative may not make application to ISSA for a period of one (1) year following the effective date of termination.

  20. Appeal. An involuntarily terminated Representative may appeal the termination by submitting a letter of appeal, stating the grounds of the appeal. This letter must be sent REGISTERED U.S. Mail Return Receipt Requested Accepting signature Required and must be received by ISSA within fifteen (15) days of the date of mailing of the ISSA's termination notice. If the ISSA has not received a letter of appeal by that deadline, the involuntary termination shall automatically become final. If a Representative files a timely appeal, ISSA will, in its sole discretion, review and reconsider the termination and notify the Representative of its' decision. The decision of the ISSA shall be final and subject to no further review. If the appeal is denied, the termination shall remain in effect as of the date of the ISSA's original termination notice.

  21. Effect of Suspension. Should ISSA deem it necessary to suspend a Representative, such suspension could mean that the Representative may not have the right to represent him/herself as a Representative of ISSA and that any commissions due will be held in abeyance by ISSA pending resolution. Products may be purchased by a suspended Representative, however, should termination result product may be purchased only at retail from another ISSA Representative.

  22. Effect of Termination. In the event a Representative is terminated, effective with such termination the Representative can no longer sell ISSA products and services. The Representative also loses all rights to his/her Representative entity, to sales commissions and all other benefits associated with the activities of a Representative. An involuntarily terminated Representative may not make application to ISSA for a period of one (1) year following the effective date of termination.

  23. Limit on Transferability or Sale. Except as provided in Section 5 herein, a Representative may not sell, assign, or otherwise transfer his/her Representative entity (or Representative rights) to another ISSA Representative.

    Any Representative may sell, assign, or transfer his/her Representative entity (or Representative rights) to another, as long as the purchaser is not a Representative, married to or a dependent of a Representative, or has corporate, partnership or trust interest in another Representative entity subject to the following. No sale, assignment, or transfer of any Representative entity (or Representative rights) shall be effective without the prior written approval of ISSA whose approval will not be unreasonably withheld. Prior to approval, ISSA requires that all documents of sale or transfer must first be signed and notarized by all interested parties of the sale, transfer, or assignment, and then submitted to ISSA FOR REVIEW AND APPROVAL. If It is determined in ISSA's sole discretion that the Representative entity was transferred in an effort to circumvent compliance with the Agreement, the Rules and Regulations, or the Compensation Plan, the transfer shall be declared null and void, and the Representative entity shall revert back to the transferring Representative, who shall be treated as if the transfer had never occurred from the reversion day forward. If necessary, and in ISSA's sole discretion, appropriate action, including without limitation, termination may be taken against the transferring Representative to ensure compliance with the Agreement and the Rules and Regulations.

  24. Succession. Notwithstanding any other provision of this section, upon the death of a Representative, the Representative entity shall pass to his/her successors in interest as provided by law. However, ISSA will not recognize such a transfer until the successor in interest has submitted an ISSA Application and Succession Agreement Form together with certified copies of the death certificate and will, trust, or other instrument. The successor shall thereafter be entitled to all the rights and subject to all the obligations as any other ISSA Representative.

  25. Confidentiality Agreement. Information contained in any customer report provided to a Representative by ISSA is proprietary and confidential to ISSA, and is transmitted to the Representative in strictest confidence. The Representative agrees that he or she will not disclose any such information to any third party directly or indirectly, nor use the information to compete with ISSA or for any purpose other than promoting the ISSA program. The Representative and ISSA agree that, but for this agreement of confidentiality and non-disclosure, ISSA would not provide the information to the Representative. Any Representative who is found, or reported to be, in violation of this rule may not only risk loss of buying privileges, possible suspension/termination from participation in ISSA commission plan and termination of Representative status, but ISSA may seek remedy for damages to the fullest extent that the law makes available.

  26. Vendor Confidentiality. ISSA's business relationships with its vendors and manufacturers and suppliers are confidential. Any Representative shall not contact, directly or indirectly, or speak to or communicate with any representative of any supplier or manufacturer of ISSA except at an ISSA sponsored event at which the representative is present at the request of ISSA. Violation of this regulation may result in termination of Representative benefits and possible claims for damages if the vendor/manufacturer association is compromised by the Representative contact.

TRADEMARKS, LITERATURE AND ADVERTISING

  1. Trademarks. The name ISSA and the names of all ISSA programs, services and products are the trademarks of and owned by ISSA. Only ISSA is authorized to produce and market products, services and literature under these trademarks. Use of the ISSA name on any item not produced or authorized by ISSA is prohibited, excepted in the manner described below:

    Robert Smith
    ISSA Representative

  2. Yellow and White Page Listing. Representatives are not permitted to use the ISSA trade name in advertising their telephone and fax numbers in the white or yellow page sections of the telephone book in such a way to leave the impression that the Representative is the ISSA. Such listing should appear in the manner described below:

    Robert Smith
    ISSA Representative

  3. Imprinted Checks. ISSA Representatives are not permitted to use the ISSA trade name or any of its trademarks on their business or personal checking accounts. However, Representatives may imprint their ISSA business checks as being a "Representative of ISSA".

  4. Imprinted Business Cards or Letterheads. ISSA Representatives are not permitted to "create" their own business card or letterhead graphics if the ISSA trade name and/or trademarks are used. Only the approved ISSA graphics version and wording are permitted. The ISSA logo may be used on a Representative's existing business cards or letterhead only if submitted and approved by ISSA.

  5. ISSA Literature. Only official ISSA literature may be used in representing ISSA products and services. ISSA literature may not be duplicated or reprinted without prior written permission from ISSA. Banners, trade show materials, and other related promotional material, must be approved in advanced and in writing by ISSA.

  6. Print and Electronic Advertising. Only ISSA approved materials may be used in the placement of any advertising in any print or electronic media. No person shall use the ISSA name, logos, trademarks or copyrighted material in any advertising not produced by Issa or without express written permission from ISSA. For approval mail or fax a copy of the proposed advertising to ISSA corporate headquarters, attention: Director of Business Development. Include a description of placement (publication information). ISSA will fax or mail edits/approvals to Representative. Allow 14 days for processing and approval.

  7. Internet and Website Policy. ISSA maintains an official Corporate website at www.ISSACentral.com. ISSA Representatives are allowed to advertise on the internet only through the approved ISSA program. Violation of the preceding or following indications and prohibitions will result in discipline:

    1. No Representative may independently design a website that uses the names, logos, or product descriptions of ISSA without written permission from ISSA.

    2. No Representative may use "blind' ads on the internet making product claims which are ultimately associated with ISSA.

    3. No Representative may under any circumstance use the internet for the purpose of indiscriminate 'bulk' contact or email broadcast (generally known as "spamming"). Nor may any ISSA Representative circulate any unsolicited email for any purpose.

    4. No Representative may violate any local, state or federal laws regarding the internet or any generally accepted ethical codes of internet conduct.

    Any Representative violating any of the above prohibitions or failing to keep any of the above indications of appropriate behavior, and any Representative using the ISSA names, trademarks, logos, etc. on the internet or in any other advertising medium, except as permitted by ISSA Policies and Procedures, shall be subject to immediate discipline, which may include termination of Representative status and forfeiture of all Representative benefits, including (but not limited to) loss of income and whatever other damages may be deemed appropriate in a court of law.

  8. Media Interviews. Representatives are prohibited from granting radio, television, newspaper, tabloid, or magazine interviews, or making any type of statement to the public media to publicize ISSA, its products, or their individual ISSA business except with the express, prior written approval of ISSA. All media contacts and inquiries must be coordinated through the approval and representation of the ISSA Director of Business Development.

  9. Endorsements. No endorsements by any ISSA officers or administrators or third parties may be alleged, except as expressly communicated in ISSA literature and communications.

  10. Independent Communications. Representatives, as independent contractors, are encouraged to distribute information and direction to their respective customers. ISSA encourages the prudent distribution of information communication. However, Representatives must identify and distinguish between personal communications and the official communications of ISSA.

  11. Re-packaging Prohibited. Representatives may not re-package ISSA programs, information, materials, or products in any way.

  12. Recordings. Representatives shall not produce or reproduce for sale or personal use ISSA produced audio or video taped material detailing ISSA programs, services, products or events, including conference calls without written permission from ISSA. Video and/or audio taping of ISSA trainings or conferences is strictly prohibited.

  13. Telephone Answering. Representatives may not answer the telephone by saying "ISSA: or in any other manner that would lead the caller to believe that he or she has reached the corporate offices of ISSA.

  14. Liability. Violation of any of the rules explained in this section, as with all other sections of these Rules and Regulations, is grounds for termination of the individual's Representative status. ISSA may seek injunctive relief or damages from the violator for the unauthorized use of ISSA copyrights, trademarks and materials.

PAYMENT OF COMMISSIONS

  1. Representative Application and Agreement. Commissions cannot be paid until a completed Representative Application and Agreement has been received and accepted by ISSA. Commissions are paid only on the sale of ISSA products and services. No commissions are paid on the purchase of the Representative Starter Kit.

  2. Calendar Period. Commissions are calculated on a calendar period basis. A calendar period runs from the 1st through the last day of the month.

  3. Commission Payment Date. Commissions are paid monthly on the 15th for commission earned during the preceding calendar month. Should the payment day fall on a legal holiday or weekend, commission checks will then be mailed the next regular scheduled business day.

  4. Equipment Purchases. Commissions for high end exercise equipment that are dropped shipped by vendor to customer will be paid to Representative after the guaranteed return sixty day trial period has expired. ISSA Representatives are required to repay ISSA commissions for any product returned after the trial period by having commission amount deducted from future commission payments.

    Minimum amount for payment of commission checks is $100. Commissions will accrue until $100 in commissions has accumulated at which point a monthly check will be generated.

PURCHASE AND SALE OF PRODUCTS

  1. No Purchase Prerequisite to become a Representative. No purchase of products or services are required to become an ISSA Representative.

  2. Direct Purchase. All ISSA Representatives purchase his/her products and services directly from ISSA at the established retail price. As a Representative of ISSA, he/she will receive a specific commission on all purchases made from ISSA, including one's own.

  3. Payment Options. Purchases may be paid by money order, cashier's check, bank wire transfer, FAX check, automatic bank draft/check withdrawal or credit card (American Express, Visa, Mastercard and Discover).

  4. Shipping Costs. It is the ordering Representative's sole responsibility to indicate method and means of shipping and destination address. The methods available are stated on each order form and the prepaid costs, if selected, can be calculated by the shipping and handling cost information also provided.

  5. Timely Product and Materials Delivery. Upon clearance of payment, ISSA processes for shipment the products and materials ordered. If an item is temporarily not available (TNA) the consignee is notified by way of the packing list included with the shipment. Should a TNA occur, the item(s) will be shipped as soon as available and usually within ten (10) days of the date the original order and payment was received.

  6. Damaged Goods. The shipping company is responsible for any damage that occurs after it takes physical custody of the goods. Any Representative who receives damaged goods should follow this procedure:

    1. Accept delivery.

    2. Before the driver leaves, document on the delivery receipt the number of boxes which seem damaged.

    3. Save the damaged boxes or product for inspection by the shipping agent.

    4. Make an appointment with the shipping company to have the damaged goods inspected.

    5. File a claim with the shipping company.

  7. Price Changes. All ISSA product and literature prices are subject to change without prior notice.

  8. Sales Tax. For purchases made from ISSA, ISSA collects and remits applicable state tax which may be due on the suggested selling price of those products and/or materials which are subject to tax. The applicable rate of tax due is based on the address to which the product and/or material is delivered.

    Representatives who request a tax-exempt purchase for resale from ISSA must provide ISSA with a true and correct copy of their valid and current resale exemption certificate showing a resale tax number and thereafter this number must appear on all orders placed with ISSA. The Representative must then collect the tax from his/her retail customer and remit it to the proper state and local taxing authority. All Representatives must pay tax to ISSA on their personal purchases made for personal use and consumption.

  9. Service Oriented Establishments. It is permissible to display and take orders for ISSA products and services in businesses such as professional services offices, private training studios, fitness clubs, or similar non-retail establishments.
RETAIL GUARANTEE AND REFUND POLICY

  1. Retail Customer Returns. ISSA offers a "100% unconditional 30 day money-back guarantee" to all retail customers. Every ISSA Representative is bound by their Representative Agreement and the Rules and Regulations to honor this guarantee. If a retail customer is dissatisfied with any ISSA product for any reason, then that retail customer may return the product to the Representative from whom it was purchased, within 30 days, for either a replacement or a full refund of the purchase price. If the retail customer purchased product that was shipped directly from ISSA, then that retail customer may return the product to ISSA for either a replacement or a full refund of the purchase price. Should a customer return this product for a full refund, the Representative's next commission payment will be adjusted by deducting the amount paid at the time of purchase for the returned product.

    ISSA will replace the returned product providing the following steps and conditions are met:

    1. The product is returned to ISSA by the Representative through whom the purchase was made or is returned directly by the customer who purchased the product.

    2. The product must be received by ISSA within ten (10) days of the return date to the Representative by the customer.

    3. The return is accompanied by a completed and signed statement indicating:

      1. the reason for the return;

      2. a copy of the original retail sales receipt, and

      3. the unused portion of the product in its original container

      4. the name, address and telephone number of the retail customer.

    4. Proper shipping carton(s) and packing materials are to be used in packaging the product(s) being returned for replacement, and the best and most economical means of shipping is utilized.

    5. ISSA will pre-pay the cost of shipping the replacement product(s).

    ISSA will not refund to any Representative or customer the purchase price of any retail customer returns and no replacement of product will be made if the conditions of this rule are not met.

  2. Representative Returns of Defective Product. ISSA will replace, within 30 days of purchase by Representative, any product found to be defective. However, no product(s) should be returned to ISSA before prior approval is sought and received. A Return Authorization Number (RAN) must be secured from ISSA Customer Service. The RAN shall be prominently displayed on the exterior packaging of the return as well as the paperwork enclosed inside. In order to assure that replacement of product will be issued, strict compliance to the following procedures is required:

    1. A written replacement request must be submitted, stating the reason for the request and accompanied by RAN, proof of payment and a copy of the Purchase Order Form or packing slip. Product returned without prior authorization will be returned to the Representative.

    2. ISSA will instruct the Representative where to ship the product for inventory and verification, and will also provide the appropriate quantity of authorized product return shipping labels. Upon receipt and verification of the product, ISSA will ship out replacement product as appropriate.

    NOTE: Any return received without prior approval will cause the status of that Representative to be made "inactive". Further, there is no assurance that the product will be considered replaceable.

  3. Termination and Cancellation Returns. If the Representative has purchased products for inventory purposes or sales aids while the Representative agreement was in effect, all products or aids in a re-saleable condition then in possession of the Representative, which have been purchased within 12 months of cancellation or termination, shall be repurchased. The repurchase shall be at a price of not less than ninety percent (90%) of the original net cost to the Representative prior to notification to ISSA of the election to cancel or ISSA's notification to terminate. Buyback is 12 months in Massachusetts, Maryland, Georgia, Louisiana, Montana, Wyoming, Texas, Oklahoma and Puerto Rico. In addition, ISSA will honor statutory mandated buyback requirements of every jurisdiction. ISSA will also repurchase any sales materials and the ISSA Representative Starter Kit for a period of one year from the time of purchase providing they are current and in resaleable condition.
    1. A written return request must be submitted with RAN, stating the reason for the termination, the reason for the return of product and/or sales materials, and accompanied by proof of payment and a copy of the Purchase Order.

    2. ISSA will instruct the Representative where to ship the product for inventory and verification, and will also provide the Representative with the appropriate quantity of authorized product return shipping labels. Upon receipt and inspection of the return, ISSA will process the appropriate refund for payment.

    3. Representative must pay the cost of return freight and/or shipping.

    NOTE: Product or sales materials not in resaleable condition will be returned to Representative at the Representative's cost.

  4. Buyer's Right to Cancel. Federal law empowers a buyer to cancel certain sales without penalty prior to midnight of the third business day after the transaction. This rule covers retail consumer sales of $25.00 or more that occur away from the seller's main office. The ISSA Order Form contains all legally required notices. It must be signed by the buyer and two copies must be given to the buyer on every sale. In addition, the Representative must orally inform the buyer of the three-day right to cancel at the time the buyer signs the contract of sale or purchases the goods.

  5. Representative's Responsibility. If a retail customer mails or delivers to a Representative a valid notice of cancellation prior to midnight on the third business day after ordering or purchasing the product or service, it must be honored by the Representative. If the buyer has taken delivery of any goods, they must be returned with the notice in substantially as good condition as when delivered. Within 10 business days after receiving the notice, the Representative must refund all payments made under the contract of sale.

GENERAL PROVISIONS
  1. Liability. To the extent permitted by law, ISSA shall not be liable for and Representative releases ISSA from, and waives all claims for any loss of profits, indirect, direct, special or consequential damages or any other loss incurred or suffered by Representatives as a result of (a) the breach by Representative of the Agreement and/or the terms and conditions of the Rules and Regulations and Policies and Procedures, (b) the operation of Representative's business, (c) any incorrect or wrong data or information provided by Representative, or (d) the failure to provide ISSA any information or data necessary for ISSA to operate its business, including without limitation, the enrollment and acceptance of Representative into the Commission plan or the payment of commissions and bonuses.

  2. Record Keeping. ISSA encourages all its Representatives to keep complete and accurate records of all their business dealings.

  3. Press Inquiries. Representatives may not solicit media attention or respond to media inquiry on behalf of ISSA. Nor are any Representatives authorized to give personal testimonials or product information to the media, except as authorized by ISSA. All media inquiries should be immediately referred to the attention of the ISSA Director of Business Development.

  4. Governmental Endorsement. Federal and state regulatory agencies do not approve or endorse direct selling program and nutritional products. Therefore, Representatives may not represent or imply, directly or indirectly, that the ISSA program has been approved or endorsed by any governmental agency.

  5. Refund Provisions, Training Materials. Cumulative purchases during the first six months are limited to less than $500 in George, Louisiana, Indiana and Michigan. See specific states as to statutory purchasing limitations, buyback rules and other restrictions, disclosures and additional distributor rights and responsibilities.

    The following provision applies only to those residents of Massachusetts, Maryland, Montana, Georgia, Louisiana, Wyoming, Texas, Oklahoma and Puerto Rico (and other states making similar requirements) who are applying to become a Representative of ISSA.

    "If participant wishes to cancel this Agreement, ISSA agrees to repurchase from participant all products, sales aids, literature ad promotional items which are in a reasonably reusable condition and which were acquired by the participant from ISSA, at a price not less than 90% of the original net cost to the participant for purchase of the goods which is attributable to specific goods being returned. In addition, ISSA agrees to repay 90% of all administrative fees that have not, at the time of termination, been provided to participant. "Said product or materials must be returned shipping prepaid by participant in order to receive the above refund."

  6. Amendment. ISSA reserves the right to amend the Rules and Regulations set forth herein, its suggested retail prices, product availability and formulation, and Commission Plan as it deems appropriate. Amendments will be communicated to all Representatives through the official ISSA publications or other means. Amendments are effective and binding on all Representatives as of the date of issuance. In the event of any conflict between the agreement of the Rules and Regulations and any such amendment, the amendment shall control.

  7. Non-Waiver Provision. No failure of ISSA to exercise any power under these Rules and Regulations or to insist upon strict compliance by an Asssociate with any obligation or provision herein, and no customer or practice of the parties at variance with these Rules and Regulations, shall constitute a waiver of ISSA's right to demand exact compliance with these Rules and Regulations. Waiver by ISSA can be effected only in writing by an authorized officer of ISSA.

    The ISSA's waiver of any particular default by a Representative shall not affect or impair ISSA's rights with respect to any subsequent default, nor shall it affect in any way the rights or obligations of any other Representative. Nor shall any delay or omission by ISSA to exercise any right arising from default affect or impair ISSA's rights as to that or any subsequent default.

  8. Jurisdiction. All disputes and claims relating to ISSA, the Agreement, ISSA Commission Plan or its products and services, the rights and obligations of a Representative and ISSA, or any other claim or causes of acting relating to the performance of either a Representative or ISSA under the Agreement or the Rules and Regulations, and/or a Representative's purchase of products shall be adjudicated totally and finally in Santa Barbara, CA or such other location as ISSA prescribes.

  9. Entire Agreement. This statement of Rules and Regulations (along with the Commission Plan) is incorporated into the Representative application and Agreement and constitutes the entire agreement of the parties regarding their business relationship.

  10. Severability. If, under any applicable and binding law or rule of any applicable jurisdiction, any provision of the Agreement, including these Rules and Regulations, or any specification, standard or operating procedure which ISSA has prescribed is held to be invalid or unenforceable,

    ISSA shall have the right to modify the invalid or unenforceable provision, specification, standard or operating procedure or any portion thereof to the extent required to be valid and enforceable. The associate shall be bound by any such modification. The modification will be effective only in the jurisdiction in which it is required.

  11. Limitation of Damages. To the extent permitted by law, ISSA and its affiliates, officers, directors, employees and other representatives shall not be liable for, and the Representative hereby release the foregoing from, and waives any claim for loss of profit, incidental, special, consequential or exemplary damages which may arise out of any claim whatsoever relating to ISSA performance, non-performance, act of omission with respect to the business relationship or other matters between the Representative and ISSA whether sounding in contract, tort or strict liability. Furthermore, it is agreed that any damage to the Representative shall not exceed, and is hereby expressly limited to, the amount of unsold ISSA products or services owned by the Representative and commissions owed.