To download a PDF of Zija's Policies & Procedures, click here.

1. PURPOSE OF THESE POLICIES AND PROCEDURES

This document must be read in its entirety. Distributors must be intimately familiar with these Policies and Procedures and agree to comply with all policies set forth herein. Distributors are subject to the regulations of the Policies and Procedures from the time they receive their Distributor Identification Number. Submission of the Distributor Application and acceptance of any commissions constitutes acknowledgement on the part of the Distributor that he/she has read and agrees to abide by the Policies and Procedures. This manual, in its entirety, is applicable to all Distributors. Some aspects of the manual may be modified by a separate, local Addendum for Distributors in other countries. If a conflict should arise between the Policies and Procedures and the Addendum, the terms of the Addendum shall be controlling. Distributors must regularly review the most recent Policies and Procedures as they are published at www.zijacorp.com.

Zija International Inc. (the Company), and its affiliated companies (collectively "the Company" herein), is a network marketing Company which honors the Policies and Procedures (P&P) outlined hereafter. This document is an integral part of the Distributor Agreement. It was created to protect the rights of all Distributors and to provide a clear, procedural framework within which they may work effectively. Adherence to these P&P will assist in the success of the Company and its Independent Distributors in several ways, including the following:

A. By providing equal opportunity for rewards through the Compensation Plan.

B. By providing to Independent Distributors adequate definition and explanation of the Compensation Plan.

C. By defining the contractual relationships between the Company and its Distributors.

D. By complying with regulatory requirements and by providing specific information about the programs to appropriate agencies.

E. By providing to Independent Distributors a guide that informs them of the Policies and Procedures to which they must adhere, both in terms of what they must do as well as what they may not do.

F. By establishing a basis for problem resolution between Distributors and the Company.

Section I: DISTRIBUTOR/COMPANY RELATIONS

2. INTERPRETATION, ENFORCEMENT, AMENDMENT, AND WAIVER OF POLICIES & PROCEDURES

A. These P&P are incorporated herein by reference as part of the Independent Distributor Application and made a part there of, and the Independent Distributor Application and Agreement, and the instruments and documents referred to herein constitute the entire understanding of the parties with respect to the subject matter. The Independent Distributor Application and Agreement must be received by the company within thirty (30) days of enrollment or the Distributorship may be suspended, terminated, or commission and bonus checks may be withheld. The P&P will be subject to amendment at the discretion of the Company and will be published for availability to the Distributors. The P&P and Independent Distributor Agreement shall be controlling in defining the relationships between the Company and the Distributor.

B. Interpretation: Any questions regarding interpretation of these P&P must be directed to the Compliance Department. Distributors may only rely upon the opinion of the Compliance Department agents in interpreting these P&P. Distributors must not rely upon the opinion expressed by the employees of any other departments of the Company or by other Distributors.

C. Enforcement: The most recent and applicable P&P will be posted on the Company websites at www.zijacorp.com and www.MyZivo.com. The P&P posted on the Company websites will be enforced from the date of posting. It is recommended that Distributors refer to the above websites each month in order to check for updates.

D. The P&P set forth herein shall be deemed severable. The invalidity or unenforceability of any provision shall not affect the validity or enforceability of any other provisions. If any provision of these P&P or application thereof to any person or any circumstance is invalid or unenforceable, then the following shall occur:

1. A suitable and equitable provision shall be substituted in order to carry out, so far as may be valid and enforceable, the intent and purpose of such invalid or unenforceable provision.

2. The remainder of these P&P and the application of the provision in question to other persons or circumstances shall not be affected by such invalidity or unenforceability, nor shall such invalidity or unenforceability affect the validity or enforceability of the provision in question, or the application thereof, in any other jurisdiction.

E. Amendment: The Company reserves the right to amend these P&P at any time and will publish these P&P so that the Distributor can make examination. The Distributor will be responsible to adhere to these P&P upon publication, in any form, by the Company. Amendments shall be in effect and binding to all Distributors upon publication by the Company in any form generally made available to all Distributors.

F. Waiver: Any requests for exceptions to these P&P must be submitted in writing to the Compliance Department only. You may direct your Compliance Department inquiries or reports by e-mail to compliance@zijacorp.com, by facsimile to 801-494-2323, or by mail to:
Zija International - Compliance Department, 384 South 400 West, Suite 100, Lindon, UT 84042 USA

G. No failure of the Company to exercise any power given to it under these P&P or Distributor Application and Agreement, to insist upon strict compliance by a Distributor, or to allow any variance of the terms shall constitute a waiver of the Company's right to demand exact compliance with these P&P. Only an authorized Compliance Department officer, in writing, can grant waiver by the Company.

3. DISTRIBUTOR STATUS AS INDEPENDENT CONTRACTOR

A. Distributors are not employees or agents of their Sponsor or of the Company. The Company does not dictate Distributor hours, expenditures, selling or marketing methods or plans, etc. No printed or verbal representations may be made stating or implying otherwise.

B. As independent contractors, all Distributors are responsible for any expenses which result from building or maintaining a downline, including, but not limited to, responsibility for any required licenses, fees, insurance, liabilities, operating expenses, and taxes including sales, income, social security, and unemployment taxes.

4. DISTRIBUTOR STATUS AS INDEPENDENT CONTRACTOR

A. To enroll as an Independent Distributor, an applicant must fill out, sign, and submit to the Company a current Application Form (appropriate to the country within which the Distributor resides) and pay the enrollment fee and applicable shipping, handling, and tax. International applications and product shipments will be charged a higher S&H fee depending upon destination (call 801-221-9452 for specific fees). Applicants who have paid the enrollment fee are provisionally authorized as Distributors. http://www.zijacorp.com/English/opportunity/Dist_Application.pdf

B. The Independent Distributor Application fee is a non-refundable fee, and, includes a Zija Business Kit containing marketing and demonstration materials. There are no commissionable products in the Zija Business Kit.

C. The Recruiting Distributor has the duty to provide the Company with correct documentation concerning Sponsor and/or placement of the new Distributor at the time of enrollment of the new Distributor.

D. The Company reserves the right to reject any application, thus terminating provisional Distributor authorization, at any time prior to receiving an original, signed and completed application. Internet or telephone applications are generally processed immediately but must be followed by an original, signed application form within thirty (30) days. Failure to provide an original, signed application form within this time period may result in the Distributorship being suspended, terminated, or commission and bonus checks may be withheld. Faxed applications will be processed when they are received by the Company and may be deemed as originals. The Company may require that a faxed version be followed with an original, signed form. The initial enrollment fee is meant to pay for services provided to the Distributors by the Company in support of sales and marketing of Company products. Other than the initial enrollment fee and the annual renewal fee, no additional fees are required to become and maintain an Independent Distributor status.

E. Fabricated and/or duplicate Distributor accounts, as well as signing-up any individual as a Zija International Distributor without their knowledge and/or consent, is prohibited. Any fees and/or costs incurred by the Company due to violation of these P&P will be forwarded directly to the responsible party.

5. RESTRICTIONS ON BECOMING A DISTRIBUTOR

A. All individual Distributor applicants must be of the age of majority (usually 18 years of age) in the jurisdiction in which they reside.

B. Simultaneous Interests: A Distributor may not have a simultaneous beneficial interest or participate in more than one Distributorship. A Distributor may not encourage or facilitate a simultaneous, beneficial interest in more than one Distributorship. A simultaneous, beneficial interest includes, but is not limited to, any ownership interest directly or indirectly in a Distributorship as a shareholder, partner, trustee, beneficiary, or principal; any control or ability to control a Distributorship; any direct or indirect receipt of income derived from a Distributorship; spousal support derived from a Distributorship; familial support derived from a Distributorship; access to a bank account into which commissions derived from a Distributorship are deposited; and any other similar interests pertaining to a Distributorship. An individual has a beneficial interest in the Distributorship of a spouse or co-habitant. If a spouse or co-habitant of a Distributor wishes to become a Distributor, he/she must be added to the Distributorship previously formed by the spouse or co-habitant. A beneficial interest includes, but is not limited to, any ownership interest, any rights to present or future benefits, financial or otherwise, rights to purchase at wholesale prices, recognition, or other tangible or intangible benefits associated with a Distributorship.

C. In the case of two (2) Distributors subsequently marrying, the Company shall not cause the Distributors to abandon either Distributorship. In this case only, both husband and wife shall be allowed to retain their existing Distributorships. Written notice should be given to the Company prior and/or within 30 days thereafter to the marriage.

D. If a married couple with a jointly held Distributorship divorces, written notification, including the notarized signatures of both parties, must be provided to the Company indicating how the Distributorship is to be managed thereafter. Otherwise, the Company shall either consider the principal account holder as the sole continuing Distributor or restructure the Distributorship pursuant to a court order. The Company reserves the right to charge the Distributor a fee in connection with such reorganization. These rules shall also be applied to non-married, co-applicant Distributorships.

6. DISTRIBUTORSHIP RENEWAL

A. Distributor authorization extends for one (1) year from the Company acceptance date. For each subsequent year, a renewal of Distributor authorization is required. The Company assesses a non-refundable renewal fee of $25 (USD) per Distributor. This fee is billed annually and automatically to the Distributor's account thirty (30) days before the anniversary of sign up. The fee is applied to back office and sales support. The fee is automatically deducted from the Distributor's bonus check for the anniversary month of the Distributor Agreement; or charged to the Distributor's credit card or checking account. Failure to collect this fee immediately does not waive the Company's right to collect.

B. Distributors who fail to renew their account by their anniversary of sign up date will be placed on suspension status, preventing the Distributor from placing orders, sponsoring new Distributors, or collecting commissions and bonuses until the fee is paid. After thirty (30) days the suspended status period ends and if the Distributor has still not renewed, the Distributorship will be converted to the status of Customer and forfeit all sponsorship rights, placement rights, and positions earned.

C. It is the responsibility of the Distributor to maintain his/her Distributorship status and to pay the renewal fee in a timely manner.

D. After six (6) months of non-activity, a Distributor or Customer will be terminated and forfeit all sponsorship rights, placement rights, and positions earned.

7. DISTRIBUTOR COMPLIANCE

A. The Company may terminate a Distributor's authorization for cause including, but not limited to, violation of these P&P, a breach of any other promise made in the Distributor Application and Agreement, or any misstatement or misrepresentation made by the Distributor in the agreement or on any other form as determined within the sole discretion of the Company.

B. An active Distributor is a Distributor who has a minimum of 50 PSV in the current period. If the current period has not yet completed and Distributor has no PSV but is enrolled in AS, then the Distributor is considered active. To receive a commission/bonus a Distributor must have been active for the previous commission/bonus period and be active at the time of the current commission/bonus period run. After six (6) months of non-activity, a Distributor or Customer will be terminated and forfeit all sponsorship rights, placement rights, and positions earned.

C. The Company will monitor a Distributor's compliance with the established and published P&P. This may include, but is not limited to, reviewing advertising materials, electronic media, training materials, etc. Comments from the Company regarding compliance must not be interpreted or construed as approval, disapproval, or sanctioning by the Company, but must be considered only as the Company's demand and/or warning to the Distributor to comply with the agreements and established P&P between the Distributor and the Company.

D. In accordance with the agreements and established P&P, the Company's Compliance Department shall make determinations as to whether a Distributor has violated the Independent Distributor Agreement or the established P&P. Investigation results shall be maintained as confidential between the accused Distributor and the Company.

E. Each Distributor must be self-policing and ensure his/her own strict compliance with established P&P and agreements by being intimately familiar with such Policies and Procedures and agreements, as well as the rules, laws, statutes, and regulations of the jurisdiction within which the Distributors operates his/her business. Failure to comply with these P&P may be cause for discipline.

F. Distributors shall comply with all instructions from the Company's Compliance Department in a reasonable time and shall promptly provide the Compliance Department with all requested information. It is the responsibility of the Distributor to provide the Company with all of the Distributor's contact information, including, but not limited to, address(es), telephone number(s), fax number(s), website address(es), and e-mail address(es), in order to facilitate prompt communication between the Company and the Distributor. It is the Distributor's responsibility to ensure that all contact information is current and correct in the Company's records. The Company will not be held responsible for situations arising from communication that is delayed, misdirected, or returned to the Company due to incorrect or outdated information provided by the Distributor.

G. The Compliance Department shall respond to all questions posed by Distributors as promptly as possible. Advice rendered by the Compliance Department shall not be construed as legal advice and the Distributor should not rely upon the Company or any of its divisions to provide legal advice. Distributors, if they need legal advice, should consult with legal counsel of their choosing.

H. The Company reserves the right to disclipline a Distributor for inappropriate and/or nuisance communications to Distributors and/or Customers. Distributors will not participate in any unlawful practices.

I. Distributors shall not engage in the practice of generating, replicating, or repeating monthly, annual, or total sales figures of the Company unless such figures are publicly published by the Company.

J. Distributors who intentionally circumvent P&P to accomplish indirectly what is prohibited directly, will be disciplined as if the applicable policy or rule had been broken directly. At its sole discretion, the Company shall have the right to adjust bonuses, commissions, and/or the placement or status of a Distributor and of those in the Distributor's upline who were affected. None of the P&P herein are intended to create third-party rights in any Distributorship regarding the conduct of any other Distributor.

8. CONFLICTS OF INTEREST

A. Company Distributors may participate in other direct selling or network marketing or multilevel marketing ventures (collectively "network marketing"), and Distributors may engage in selling activities related to non-Company products and services if they desire to do so. However, if a Distributor elects to participate in another network marketing opportunity, in order to avoid conflicts of interest and loyalties, Distributors are prohibited from unauthorized recruiting, which includes the following:

B. During the term of this agreement, any actual or attempted recruitment or enrollment of Company Customers or Distributors for other network marketing business ventures, either directly or through a third party. This includes, but is not limited to, presenting or assisting in the presentation of other network marketing business ventures to any Company Customer or Distributor, or implicitly or explicitly encouraging any Company Customer or Distributor to join other business ventures. Because there is an extreme likelihood that conflicts will arise if a Distributor operates two network marketing programs, it is the Distributor's responsibility to first determine whether a prospect is a Zija Customer or Distributor before recruiting or enrolling the prospect for another network business venture.

C. For a period of six months following the cancellation of an Independent Distributor Agreement, the former Distributor may not recruit any Company Distributor or Customer for another network marketing program. Producing or offering any literature, tapes or promotional material of any nature for another network marketing business which is used by the Distributor or any third person to recruit Company Customers or Distributors for that business venture.

D. Selling, offering to sell, or promoting any competing non-Company products to Company Customers or Distributors. Any product in the same generic category as a Company product is deemed to be competing; e.g.; Any dietary supplement is in the same generic category as Company dietary supplements, and is therefore a competing product, regardless of differences in cost, quality, ingredients or nutrient content.

E. Offering Company products or promoting Company's Compensation Plan, in conjunction with any non-products, services, business plan, opportunity, or incentive.

F. Offering any non-Company products, services, business plan, opportunity, or incentive at any Company meeting, seminar, launch, convention, or other Company function, or immediately following such event.

9. POLICY VIOLATION AND ACCOUNTABILITY PROCEDURES

A. The Company reserves the exclusive right to discipline, terminate, and/or withhold payment of commissions and bonuses to any Distributor who violates any provision of the Distributor Application and Agreement, the P&P, amendments, Addendums, or any other violation as determined by the Company upon proper notice to the Distributor. The offending Distributor will be notified of such action. Such termination revokes any and all rights under the Independent Distributor Agreement and Compensation Plans and will be effective upon the verification by the Company of said violations. Upon cancellation, the Company shall be entitled to seek legal remedy for any damages to which it is entitled to by law and is authorized to contact any governmental entity responsible for oversight of any laws, rules, statutes, or regulations that the Distributor may have violated.

B. When the Company becomes aware of a violation or of an alleged violation, the following procedures may apply:

1. Warning: Notice of violation provided to the Distributor. Request to cease non-compliant behavior.
2. Notice of Violation: Official commencement of disciplinary procedures. The accused Distributor is informed of alleged violations in writing and is provided ten (10) days to respond to the allegations in writing. After ten (10) days, any response will be considered and a decision will be made by the Compliance Department as to appropriate discipline.
3. Probation: The Distributor may not maintain leadership status, is prohibited from holding opportunity meetings, from initiating or requesting sponsor/placement changes, and from making changes to the information in the back office of the website. Distributor has sixty (60) days to make corrective changes and must commit to comply with these P&P (Probation does not prevent a Distributor from signing off on sponsor/placement change requests initiated by Distributors in his/her downline organization).
4. Suspension: The Distributor is prohibited from placing orders, from receiving commission and bonus checks, from receiving AS, and from sponsoring new Distributors. Distributor has sixty (60) days to make corrective changes and must commit to comply with these P&P.
5. Termination: The Distributorship of the violating Distributor is terminated. Policies and Procedures pertaining to termination and re-application apply.

C. The Company reserves the right to charge a fine as determined by the Compliance Department to a violating Distributor at any stage of the disciplinary procedures. The fine will be taken from the commission check or billed directly to the Distributor (payable by any means that the Distributor has provided to the Company for payment of product). Failure to pay the fine after sixty (60) days may result in the automatic advancement of that Distributor to a higher disciplinary level.

D. Violations of any provision of the P&P or any applicable regulations, ordinances, or statutes whether local or national are grounds for immediate termination.

10. TERMINATION

A. Distributor may terminate his/her Distributorship at any time by providing to the Company written notification of his/her intent to terminate. The written request must be signed by the Distributor and any co-applicants (if applicable). A Distributor may resign at any time for any reason.

B. After a Distributorship has been terminated, either voluntarily or involuntarily, the former Distributor must immediately cease to represent himself/herself as a Distributor of the Company. The downline of a terminated Distributor will ensue to his/her sponsor/placement upline.

C. A Distributor who has resigned is eligible to reapply to be a Distributor no less than six (6) months after termination. During this six (6) month period, he/she is not permitted to participate in any way in the building or development of their organization. The six (6) month waiting period will begin either after the Compliance Department receives a termination notice in writing from the Distributor or sixty (60) days after the Distributor's annual renewal date has passed without renewal on the part of the Distributor.

D. The terminated Distributor, upon re-application for Distributor status, will be treated as if he/she had never been a Distributor, will be required to follow standard application procedures, and will be asked to pay the enrollment fee. He/she will not retain prior rights to bonuses, rank, downline organization, or position in any former line of descent.

11. CONFLICT RESOLUTION

A. From time to time, there may arise disagreements or conflicts between Distributors pertaining to observance of the P&P. Problems should be handled as soon as possible after they arise. It is important that matters of dispute between Distributors be resolved between the Distributors, without Company involvement, by following the procedures described below.

B. Distributors noticing P&P violations should bring them to the attention of the Distributor perceived to be in violation. This procedure should solve most problems, as most violations are caused by lack of understanding of the P&P. If this procedure does not solve the problem, violators should be reported to their upline Distributor of Senior Director Distributor level or above, together with written details such as dates, witnesses, etc.

C. If the problem isn't solved by the upline Distributor, or if two (2) disputing parties have different Senior Director Distributors, the problem may be referred to the Compliance Department in writing. When the dispute involves the Company as a party, Distributors have a duty to bring such disagreements to the Company before taking any dispute public through the filing of any action seeking judicial and/or arbitration intervention.

D. Upon notice of such violation, the Company may confer with anyone at any time concerning any alleged violation of the Distributor Agreement and/or the P&P as may be necessary to conduct an investigation. Upon Company request, a Distributor must provide to the Company all documentation directly related to an alleged violation. Upon completion of an investigation, the Company may notify the involved Distributors of a hearing on the issues relating to the alleged violation. Any information ascertained during an investigation or hearing shall be treated as confidential, except in cases where the accused member has been determined to have violated federal, state, or local statutes. The Company's failure to request or initially obtain documentation does not waive the Company's rights to obtain such information and/or documentation.

E. If the involved Distributors are unable to resolve the dispute and the Company is involved, then such Distributors and the Company must submit to binding arbitration in Utah using the rules of the American Arbitration Association prior to filing any cause of action in a court having jurisdiction. The jurisdiction and venue shall be the State of Utah, in the judicial district where the Company is located. Each party having a concern shall first give notice of intent to submit to arbitration prior to filing for arbitration. However, if the Company is not involved with the dispute, the involved Distributors are free to use any method of solution available to them under the law.

F. Distributors violating any of the P&P may be required to cancel advertising, destroy unauthorized literature, remove offending signs, disconnect phones with no referral, and/or any other relevant remedy. Distributor authorization may be cancelled. Violators will be liable to the Company for any damages, including attorney fees, resulting from violations.

12. SPECIAL REQUESTS

A. The Company provides numerous services to its Distributors without charge. However, Distributors occasionally make requests that require special time and effort to fulfill. Requests in this category would include copies of receipts, paperwork, in-depth bonus information that must be calculated or extracted, research, banking instructions, stop-payment requests, reissue of payments, etc. These and other special requests are available to the Distributor for a cost of $35 (USD) per hour, plus actual costs, with a minimum charge of $35 (USD), plus actual costs, per request. Costs would include banking fees, photocopy fees or expenses, legal fees, accounting fees, etc.

B. Distributors may be asked for a signed confirmation of special work requests before they are started. If a special service is requested due to an error caused by the Company, charges for this request may be waived.

13. EXECUTIVE DIRECTOR SERVICES

A. Executive Director Services is a corporate service available to all Executive Director Distributors. Once a Distributor achieves Executive Director status, they are assigned an Executive Director Services Agent. In order to continue to receive these services, the Distributor must continue to achieve Executive Director status.

B. Executive Director Services will eagerly assist Distributors in reaching their optimum qualifications. However, all commissions will be based on computed downline qualifications as determined by the Company and not titles specified by Executive Director Service agents. Executive Director Services can make no representation with regards to Distributor status that will be binding.

14. PRIVACY POLICY

A. All information provided by an Applicant on the Distributor Application will be used for the purpose of appointing that Applicant a Distributorship and for purposes relative to the activities of that Distributorship. No other use of the information will be made.

B. All information held by the Company with reference to downline, genealogy, and/or placement of Independent Distributors is the property of the Company. As such, this information is confidential and proprietary. The Distributor maintains no rights or ownership with reference to this information and/or data. Distributors must treat this information as confidential and proprietary to the Company. Improper and unauthorized use of this information by a Distributor may be cause for termination and/or any other legal remedy available to the Company.

C. By signing up, the Distributor authorizes the Company to disclose the provided contact information to upline sponsors. This information will be available for business use only and will not be provided to any other parties, including other Zija International Distributors. The information is proprietary and owned by the Company. It may not be sold, disseminated, or provided to any other parties.

D. The Company will supply data processing information and reports to the Distributor concerning his/her downline sales organization (This information does not include personal information such as tax identification numbers). The Distributor agrees that he/she will not disclose such information to a third party directly or indirectly (including other Zija International Distributors) nor use the information to compete with the Company directly or indirectly. The Distributor agrees that this information is, and remains, the property of the Company. Violation of this confidentiality requirement is grounds for termination. The Privacy Policy remains in effect even after a Distributor chooses to resign his/her Distributorship. Resignation does not bring exemption to this policy.

15. TAXATION

A. The Applicant must provide a tax identification number with the Application. If the Applicant is an individual, then a Social Security number (or equivalent tax identification number) is required with the application. A tax identification number issued by a national or federal taxing authority (Form W-9, or equivalent, in the U.S.) is required for individuals and business entities such as partnerships, organizations, corporations, trusts, limited liability companies, etc.

B. Falsification of Tax Information: Distributors must provide accurate and truthful tax information. If a person establishes a Distributorship using a false national insurance or tax identification number, or uses another person's information without permission, the Distributorship may be terminated immediately and the Distributor will forfeit any rights associated with the Distributorship. The Company reserves the right to contact the person, their sponsor, or a government body to determine if the tax information is false. The terminated Distributor and his/her Sponsor may be required to compensate the Company for any commissions and bonuses paid out during the existence of the falsified Distributorship.

C. Invalid Social Security number (or equivalent tax identification number): If Company has an invalid Social Security number (or equivalent tax identification number) on file and commissions and bonus for the calendar year exceed six-hundred ($600 USD) dollars, Company reserves the right to withhold paying future commissions and bonuses until company has a valid Social Security number (or equivalent tax identification number) on file.

D. Income Tax: Distributors will not be treated as an employee for taxation purposes. Distributors are independent contractors for all purposes and do not have income (or equivalent) tax withheld from commissions, unless the Distributor fails to provide the Company with information required by law. Distributors must fulfill their tax obligations as independent contractors. Distributors shall provide to the Company all relevant tax forms required by the jurisdiction in which they live. Failure to provide such information to the Company may result in withholding a portion of the Distributor's commission, as required by law. The Company will report income or sales information to the appropriate governmental authority, as required by the applicable law. Distributors are responsible for contacting proper taxing authorities or an accountant for up-to-date information on tax law. All Distributors agree to indemnify and hold harmless the Company for any tax related penalties and charges incurred because of incorrect or incomplete information provided by Distributor.

E. 1099 Forms: 1099 forms are generated and mailed by the Company by January 31 of the each year only for those Distributors whose commissions and bonuses total equals or exceeds the amount of six-hundred ($600 USD) dollars or other amounts foreign laws requires.

F. Sales Tax (or Applicable Tax) & Exemption: If a Distributor has registered as a withholding agent through their local sales tax agency and submitted their state resell certificate to the Company's Compliance Department, the collection of sales tax, VAT, GST, indirect tax (or any other "Sales Tax Equivalent") will be the responsibility of the Distributor. The Company will not withhold sales taxes after the appropriate documentation is received and approved by the Company. Such information must be provided to the Company in an appropriate form, before the order is submitted. If the Distributor does not provide such certification from the appropriate taxing authority, the Company will collect sales tax based on the suggested retail price. The applicable tax rate will be calculated based on the area in which the sale is made or products are shipped to by the Company. It is the responsibility of the Distributor to provide an updated copy of their certification for exemption from sales tax each year. Pursuant to California Sales and Use Tax Law Section 6015, unless the Distributor has a storefront as defined in California law, the providing of a California sales tax number will not exempt the Distributor from California sales tax and the Company will continue to collect sales tax based on the suggested retail price.

G. Self-Employment Tax: Distributors must individually pay appropriate self-employment taxes unless an adequate amount of tax is being paid as a result of other employment. Forms and instructions may be obtained from the local taxation authority.

H. Unemployment Tax: The Company makes no contribution to any of the various unemployment funds because of the Distributor's independent contractor status. Because contributions are not made, a Distributor is not eligible to claim unemployment compensation, Labor, Social Security (or equivalent), or make workman's compensation claims as a result of having been a Distributor.

I. Distributors must not give any assurance concerning the present or future income tax consequences or estate, gift, or inheritance tax consequences of any commission benefits. All of such consequences are subject to change.

16. DISTRIBUTORSHIPS FOR NON-INDIVIDUALS

A. For taxation purposes, when Distributor Applicants are not individuals, the application must be signed by a representative legally authorized to bind the applying entity and may have attached the following documents (The Company requests this documentation within 30 days of all Distributor entities, including but not limited to non-profit organizations, corporations, syndicates, partnerships, trusts, and L.L.C.s):

1. The tax identification number certificate.
2. A copy of the Articles of Organization (if L.L.C.), Articles of Incorporation (if corpora tion or non-profit), Syndication Agreement (if syndicate), Partnership Agreement (if partnership), or Trust Agreement (if trust).
3. A signed authorization or resolution from the business entity, authorizing the person who signs the application to do so.

B. A Statement of Beneficial Interest form must accompany each application for which the applicant is not an individual. The signature and tax identification number (e.g., Social Security number) of each person having a beneficial interest in the entity becoming a Distributor must appear on the form. Principal officers and members of the board of directors of non-profit organizations are considered to have beneficial interest and are required to be listed on the Statement of Beneficial Interest. Businesses and other non-individual entities may not enroll as Distributors by phone or internet. The Distributor Application and Statement of Beneficial Interest form must be submitted by fax or by mail.

C. A Distributor may change their status from an individual to partnership or corporation or from partnership or corporation to an individual but must notify the Company in writing. The written authorization must be signed by the individual or entity changing the status, as well as the individual or entity accepting the change. He/she must also comply with the provisions of Section 15A in providing the information requested for that entity. The Company charges a processing fee consistent with a Sale or Transfer fee in connection with this transaction. The Company reserves the right in its absolute discretion to decline acceptance of a replacement organization without being required to give reasons.

17. SELLING OR TRANSFERRING A DISTRIBUTORSHIP

A. A Distributor may sell, assign, or otherwise transfer his/her rights or position only after receiving the express written approval of the Company. The Company reserves the right to approve the transaction, but will not unreasonably withhold permission. A Sale or Transfer occurs whenever one individual or entity with an identified taxpayer identification number transfers ownership or control to another individual or entity with a different taxpayer identification number.

B. A currently existing Distributor may not buy another Distributorship.

C. To transfer a Distributorship, the Distributor must be active and in good standing with the Company. In addition, the following must be submitted to the Company:

1. A written, dated, signed, and notarized (or equivalent) agreement between transferor and transferee.
2. A new Distributor Application for the person or entity that is acquiring the transferor's position.
3. The Distributor enrollment fee (paid at the time of the Company's acceptance of the transferee's application).
4. A $100 (USD) transfer processing fee. The Distributorship will be assigned a new Distributor identification number, but will maintain the same sponsor/placement position as before the approved transfer.

D. An application for a Sale or Transfer of ownership must be received by the Company by the 20th day of the month in order for the change to go into effect for that month. Any requests received after the 20th will be processed for the following month.

E. Incomplete, incorrect, inappropriate, or rejected applications for change of ownership will be assessed a fee of $35 (USD).

F. A Distributor who sells his/her Distributorship will not be eligible to re-qualify as a Distributor for a period of at least six (6) months after the Company has approved the sale.

G. The Company will not approve any Sale or Transfer if it is aware that the Distributorship in question is subject to an existing garnishment order or tax violation.

H. If a Distributor permanently changes their country of residence, the change will be considered a Sale or Transfer. All Policies, Procedures, and fees associated with the Sale or Transfer are applicable. The Distributor will be responsible for complying with all P&P and Addendums specific to the new country of residence.

I. Distributors must comply with the restrictions described in the Termination Section 10 as well as all other P&P.

18. DISSOLVING A JOINTLY HELD DISTRIBUTORSHIP

A. Dissolution of a jointly held Distributorship must be done in a way that does not disturb the income or interests of the upline and downline organizations of the Distributorship in question. Distributors should consider the following when deciding whether to dissolve a jointly held Distributorship:

1. After dissolution of a jointly held Distributorship, any one of the joint owners may operate the Distributorship, but the other joint owners must relinquish their rights to, and interests in, the Distributorship.
2. Dissolution will never entail the division or re-assignment of the downline organization of the jointly held Distributorship. Downline commissions will not be split between joint owners.

19. DEATH OF A DISTRIBUTOR

A. In the case of a Distributor's death, Distributor rights will be transferred to the legal successor in accordance with law. The Company requires certified photocopies of the death certificate (or a doctor's statement) and a certified will, court order, or other appropriate legal documentation before the transfer can be effective. Successors in interest must comply with current program requirements and are subject to these P&P. Upon notice of demise, the Company reserves the right to make payments to the estate of the deceased Distributor.

SECTION II: ORDERS

20. PRICING CHANGES

The Company reserves the right to make retail and wholesale pricing changes. This would include product price changes , collateral material price changes, shipping and handling price changes, and any other pricing changes deemed necessary by the Company without prior notification.

21. ORDERING PROCEDURES

A. Orders may be placed over the telephone by calling the Customer Service Department. The phone numbers are as follows: U.S. Orders (toll free) 800-978-9452, International Orders 801-221-9452.

B. To mail in an order, send a completed Order Form, along with full payment, to: Zija International - Orders, 384 South 400 West, Suite 100, Lindon, UT 84042 USA

C. Orders may be placed by fax 801-494-2323 or on the internet through the Company website.

D. To receive Personal Sales Volume (PSV) credit for a given month, orders must be received in the corporate office by the assigned cutoff date. Mail orders will be processed according to the date they are received at the corporate office and not according to their postmarked date.

FASTSTART CUTOFF: Fax/letter: 5:00 PM U.S. Mountain Standard Time (MST), two (2) business days before the end of the business week. Phone: 5:00 PM MST, last business day of the week. Internet: 11:59 PM MST, Sunday.
UNILEVEL CUTOFF: Fax/letter: 5:00 PM MST, last business day of the month. Phone: 5:00 PM MST, last business day of the month. Internet: 11:59 PM MST, last day of the month.

E. Faxed/mailed orders must be submitted using a current Distributor Wholesale Order Form. Shipping and handling fees are calculated according to location; contact Customer Service to find information relative to specific regions. The Company will normally ship prepaid ground freight. If a Distributor chooses a shipping method other than the standard for his/her area, he/she will be billed for the difference in shipping costs.

22. WILL CALL PICK-UP

A. Where Will Call service is available, a Distributor may pick up his/her order at the warehouse. The Company will ship product that has been marked for "will call pick-up" if the product has not been picked up by the Distributor within ten (10) business days of the scheduled AS date, or the end of the calendar month, whichever is latest. Applicable shipping fees will be billed to any payment method noted on the Distributorship.

23. AUTOSHIP PROGRAM (AS)

A. A Distributor may choose to participate in the Autoship Program (AS), minimum one (1) case product purchase. To establish an AS after original sign-up, the Distributor must submit a written request to the Company, indicating the amount of product to be shipped each month and the method of payment to be used. An AS may be established at the time of application by phone or internet, but must be confirmed in writing no more than thirty (30) days after application. An AS account will be charged on the day the order is processed for shipping. Autoship orders are shipped on the 5th, 15th, and 25th of each calendar month.

B. Upon establishing AS, the Distributor will receive the AS shipment every month, regardless of the volume ordered by that Distributor at other times of any given month.

C. Product Refusal: If a Distributor refuses any product order that is not due to company error, this refusal is considered grounds to cancel their Autoship resulting in loss of active Distributor status.

D. Holiday Policy: There may be times when the Company and/or vendors interrupt normal business hours for recognized federal, state, and national religious holidays. The Company reserves the right to advance AS processing and payments by up to three business days, to provide uninterrupted or delayed product shipment.

E. Payment: All payments will be verified with the credit card company prior to processing orders and AS. In the event authorization is declined, the Customer Service Department may attempt to contact the Distributor as well as re-attempt to obtain authorization. If authorization is not achieved by the end of the month, the order will be considered "unprocessed" and will not be included in commission computation and processing. If the following month's AS also declines, AS will be cancelled.

F. Changing/Cancellation of AS: In order for the Company to change a Distributor's billing address or start/stop AS, a written request, including the authorizing signature of the Distributor whose information is to be changed, must be received by the Company no less than five (5) business days before the AS shipment is to be shipped. Any requests received after this date will be applied to the following month. No changes can be made to any AS during the five (5) business days before the actual Autoship shipment. Such requests include, but are not limited to, changing the number of cases, the shipping address, the payment method, etc.

G. Cancellation with Order Return and Refund: Upon cancellation of the AS, a Distributor may return the most recent shipment, provided that the shipment is not older than ninety (90) days (see Sections 28 and 29). The mere return of product is insufficient to cancel AS; the Distributor must submit a signed cancellation request.

24. ORDER PAYMENT

A. Product orders must be accompanied by a form of payment acceptable by the Company. Payment must be for the exact amount of the order. By placing a product order, a Distributor certifies that he/she has sold or consumed seventy (70) percent of all product previously ordered from the Company and that he/she is not stockpiling product or "front-loading".

B. Distributors may pay for orders using any of the following payment forms:

* Cashier's Check or Money Order
* Personal or Business Check
* ACH (available in some countries)
* VISA, MasterCard, American Express, Discover, and JCB
* Bank Debit Card
* Cash (USD)
* Electronic Funds Transfer (High Volume Orders Only)

C. Telephone orders must be paid by credit card, bank debit card, or previously established ACH. After taking the order, the Customer Service agent will read back the order for approval. It is the Distributor's responsibility to make corrections at that time. Once the call is completed, the order is released to the shipping center and no corrections or additions can be made. A Distributor may contact the Customer Service Department regarding cutoff times for same day shipping.

D. The only person(s) allowed to pay for an order using a credit card or bank debit card are the authorized signer(s) on the credit or bank account. The Company cannot honor requests to pay for an order using a different person's credit card, debit card, or ACH unless the authorized signer on the credit or bank account is on the phone or has provided prior written authorization to the Company.

25. AUTOMATIC CLEARING HOUSE (ACH)

A. Establishing ACH: In order to establish any ACH, a Distributor must provide written, signed notice to the Company. Such notice must include ordering status (standard orders and/or AS setup, cancellation, and/or changes), payment methods, Distributor status, etc. The notice must be signed by the applicable Distributor. The Company will not accept instructions concerning a Distributorship, ordering status, payment status, or any other matter between the Company and the Distributorship unless the instruction is in accordance with these P&P. The notice is effective upon processing by the Company. This policy does not change deadline requirements elsewhere in these P&P.

B. Using ACH: The Automated Clearing House (ACH) option will authorize the Company to electronically debit a Distributor's bank account in the amount of the order. To participate in this plan, submit a completed ACH Transfer Application and a voided check. There is a $2.50 service fee charged for setting up an ACH. ACH may be used for all orders except for a Distributor's initial order with Personal Sales Volume (PSV). During the first ninety (90) days, orders using ACH may be subject to a shipping hold of up to seven (7) business days in order to verify funds. Usage of a bank account belonging to another person for ACH requires written, notarized authorization by the owner of the account.

26. UNCOLLECTED BANK DRAFT

A. The Company will assess a handling fee of $35 (USD) or an amount equal to five (5) percent of the face amount of the check, ACH, or bank draft, whichever is greater, on any check, ACH, or bank draft that is returned uncollected from a Distributor's bank. After a second returned check or bank draft, the Distributor may lose the privilege of placing orders by using a check, ACH, or bank draft for a period of six (6) months. During that six (6) month period, the Distributor must use cash, credit card, cashier's check, or money order to place orders. Any returned check or ACH that is not resolved in a timely manner is grounds for termination and for legal action to obtain payment. Any uncollected amount may be deducted from current or future commissions. In addition to the above described fees, the Company is entitled to interest of one and one-half (1.5) percent of any uncollected balance per month. All charge backs due to credit card declines, non-sufficient funds (NSF) checks, ACH, or any other charge back, must be resolved by the last business day of the month or the volume on such sales will not be included in the computation of commission for that month's commission payments. Charge backs may also be sent to a collections agency as deemed appropriate by the Company.

27. BACK ORDERS

A. Out-of-stock items will be back ordered; however, Personal Sales Volume (PSV) will be immediately given for the order. Back orders will be cancelled upon a Distributor's request. Canceled back orders will create a credit on the Distributor's account. The Distributor may deduct the amount of this credit from the payment for his/her next order. Because PSV credit will have already been given, the Distributor will need to make sure he/she orders enough extra PSV to offset the amount credited to the account in order to maintain PSV qualifications.

28. INITIAL PURCHASE GUARANTEE

A. All Customers and/or Distributors have a thirty (30) day, 100 percent satisfaction guarantee with their initial purchase of up to two (2) cases (see Glossary for definition of "Initial Order"). The Company will refund the net purchase price (less shipping charges), or replace product, of any initial product order. Initial orders of two (2) cases or less do not need to be returned to the Company. If a Customer or Distributor wishes to receive a refund for an initial order that exceeds two (2) cases, all product in excess of two (2) cases will be refunded less 15% for restocking and must be returned in resalable condition to the Company within seven (7) days after contacting Customer Service by a traceable means of delivery. Upon receipt, the return will be noted and a refund will be issued to the Customer and/or Distributor within thirty (30) days. In order to receive this refund, Customers and/or Distributors must call the Customer Service Department within thirty (30) days of purchasing their initial order and request a Returned Merchandise Authorization (RMA) number. Any second order made within thirty (30) days of sign-up follows all rules applying to the Return Policy.

29. RETURN POLICY

A. Distributors may only return "resalable", unused, unencumbered product inventory with current labels and intact seals in good condition, within thirty (30) days of purchase. This product must be shipped, pre-paid by Customer to the Company's Warehouse after following the procedures outlined in the Returns Procedure.

B. In order to be classified as "resalable", the product must be unopened. This condition will be determined after thorough examination by the Company. The Distributor will then be refunded eighty-five (85) percent of the net cost of the product, less any commissions (shipping, rebates, promotions, etc.) previously credited to the Distributor for purchasing the inventory being returned. Any bonuses or commissions paid to the Distributor's upline on the returned merchandise product volume will be debited from any upline beneficiaries' account. A "charge back" transaction will appear as a debit on the upline's next commission report.

C. If this policy conflicts with a particular law of a jurisdiction, where a specific buyback requirement has been enacted by law, the Company shall repurchase resalable products in accordance with the applicable statute. The Returns Procedures must be followed in order to return product.

D. Product ordered to qualify legs is not returnable and no refunds will be given on such orders.

E. High Volume Product Orders, i.e., orders containing twenty (20) or more cases of product cannot be returned.

F. The Company will not honor product refund requests made after thirty (30) days of Distributor receipt of any given order. When Distributors have been in possession of any given AS shipment for more than thirty (30) days without written notification to terminate the AS, the Company will assume that the account status is active and will maintain the account as a regular AS. Requests to retroactively refund AS shipments for multiple, previous months will not be honored by the Company.

G. The Company will not regard inventory as "resalable" if the shelf life or expiration date is within thirty (30) days of expiration, if the product seals have been broken or tampered with, if the item has been discontinued, or if a particular item had been originally sold under a clearly defined, discontinued, seasonal, or special promotion.

H. Refunds or buybacks will not occur on inventory previously certified as "sold" under the Seventy (70%) Percent Rule required for Distributor orders.

I. The Independent Distributor Application enrollment fee is non-refundable as it provides services, and marketing and demonstration materials.

J. Returns and exchanges on promotional, sales tools and marketing materials may be classified as "resalable," if currently being offered for sale by the Company. This condition will be determined after examination by the Company. The Distributor will then be refunded eighty-five (85) percent of the net cost of the materials, less any shipping, rebates, promotions, etc., previously credited to the Distributor for purchasing the materials being returned or exchanged.

K. Yearly Renewal/Membership Fee ($25 USD) is non-refundable after 30 days from billing. If an order has taken place since the renewal has occurred the fee is non-refundable.

30. RETURN PROCEDURE

A. In order for a Distributor to obtain a refund for returned merchandise, the Distributor must do the following:

1. Request the refund from the Company and provide verification of the original orders, receipts, or proofs of purchase.
2. Contact the Company's Customer Service Department to obtain a Returned Merchandise Authorization (RMA) number for the refund request. The RMA number shall be valid only for thirty (30) days from issuance by the Company.
3. Ship the product, prepaid by Customer, to the Company Warehouse in a protective container or carton, along with a brief explanation of the contents and the RMA number given by the Customer Service representative. The Distributor's return address and RMA number should be printed clearly on the outside of the package.

B. Any or all shipping or courier costs for the return of product to the Company's Warehouse will be borne solely by the Distributor. Any damage or loss that occurs to returned product during shipping will also be the responsibility of the Distributor. Should the package containing returned product arrive at the Company damaged (thereby rendering it non-resalable), the Company's Warehouse will reject the shipment. It is required that a reliable, traceable courier service be used for shipping and that the Distributor get a tracking number.

C. When the above procedure has been completed and the return process and product have been verified, a refund for up to eighty-five (85) percent of the wholesale product value will be issued and sent to the Distributor. Refunds may be made through the method used to pay for the order initially (ACH, credit card, and check) within thirty (30) days. Local, state, or provincial repurchase laws or requirements may cause variance to this procedure.

D. If the Company has given a refund for which the Distributor has been paid commission on the sale, the Distributor may be required, at the Company's option, to return any applicable commission received.

E. Retail Return Policy: Retail Customers may return product following the return procedures outlined for Distributors.

31. DAMAGED, DEFECTIVE, OR UNDELIVERED PRODUCT

A. Product Care. All Company product should be stored in a cool, dry, and hygienically safe area or as otherwise directed by the label. As a general rule, the product should be kept at least four inches (4") above the floor. The Company is not responsible for product that is damaged due to improper storage.

B. Do not consume any products produced by the Company if the seal is broken or tampered with in any way.

C. If product is damaged or defective, a Distributor should contact the Company within seven (7) days of receipt of the order. The Company will issue a call tag for the product and immediately send a replacement order. The Company will inspect the undesirable product upon receipt.

D. In the event that a shipment does not arrive at the address specified for the order, the Distributor must report to Customer Service that the product was not received. Such report must occur within fourteen (14) days after the order was placed.

E. In the event a Distributor receives extra product, he/she will contact the Company. The Distributor can either refuse the product upon delivery or send payment to cover the cost of the additional items.

32. INTELLECTUAL PROPERTY

A. The Company extends no product warranties, either expressed or implied, beyond those specifically articulated in Company publications. The Company disclaims and excludes all warranties regarding possible infringement of any United States or foreign patent, trademark, trade name, copyright, etc. by the Distributors' operations and the Distributor shall not have claim therewith. The Distributor shall immediately notify the Company as soon as he/she learns of any claim or suit relating to any of the matters discussed in this paragraph.

33. UNFAIR BUSINESS PRACTICES

A. Distributors shall not violate any applicable unfair competition or business practice statues, including any statute or ordinance prohibiting the advertising, offer to sell, or sale of merchandise at less than cost, which shall mean the invoice cost of the merchandise.

SECTION III: SPONSOR AND PLACEMENT

34. SPONSOR AND PLACEMENT POLICY

A. All currently authorized Distributors may sponsor other Distributors in the Company program. A Distributor may not use the placement function to place a Distributor outside of his/her "sponsorship tree."

B. Each Distributor is solely responsible for the development and success of his/her Independent Distributor business. All new Distributors may request free, reasonable training and support from their Recruiter, Sponsor, or upline with regard to Company products, P&P, and business practices. Each Recruiter and Sponsor is encouraged to maintain an ongoing, positive, professional association with the Distributors in his/her organization. When requested by a downline Distributor, a Recruiter or Sponsor may choose to provide reasonable training, sales, and business development support. All Distributors must understand that their perception of reasonable training and support may differ from that of their Recruiter and Sponsor. Failure to agree to sign a Sponsor and/or Placement Change Request does not constitute failure to support. Any potential disagreement on this matter should be resolved between the Distributors involved; the Company will not mediate such disagreements.

C. Any Distributor found signing on behalf of another Distributor without an authorized Power of Attorney is subject to discipline.

D. Occasionally, one or more Distributors may contact the same prospective Distributor and a question may arise as to who has recruiting rights for that prospective Distributor. The Company will not mediate such disputes and will recognize as the Recruiter the individual whose name appears on the original, written Independent Distributor Application first received and accepted by the Company. The Company reserves the right to consult with the applicant regarding the possibility of error. Once a Distributor has submitted an application to become an Independent Distributor, other Distributors shall not attempt to convince the applicant to change Recruiter/Sponsor and/or placement to another downline organization or encourage the violation of the letter and/or spirit of these P&P. All requests for modification of Distributor status, including Recruiter/Sponsor and/or placement, should be submitted in writing to the Compliance Department.

35. SPONSOR AND/OR PLACEMENT CHANGE

A. A Distributor may apply to change Sponsor and/or placement. This method allows the changed Distributor to retain Sponsor and placement control over all downline Distributors. For Sponsor and/or placement changes, please submit the following:

* A completed Sponsor/Placement Change Request
* A completed Sponsor Signature Page including the signatures of the Distributor to be moved and the nine (9) upline Sponsors
* A Revised Independent Distributor Application
* Processing fee

B. Processing Fee: A fee of $35 (USD) will be charged for each Sponsor or placement change request submitted. This fee will be charged even if the request is rejected for any reason (e.g., insufficient or incorrect signatures, prior move, Director or above, etc.) If additional research is required in order to obtain documentation necessary to make such a change, The Company reserves the right to make additional charges.

C. Deadline: Any Sponsor and/or placement change will take effect after the Compliance Department reviews, approves, and processes the request. Change request forms must be completed fully and received by the Company by 5:00 pm (MST) on the 20th day of the month. Requests received after the deadline will be processed for the following month.

D. Rejected Requests: In the event that a change request is rejected, the rejected request will be considered invalid. If the change is still desired, the Distributor must re-submit all of the relevant paperwork and the processing fee.

E. Only one Sponsor and one placement change per Distributorship will be allowed.

F. No changes to Sponsor or placement will be allowed when the Distributor has reached the level of Director or greater.

G. If any requested change causes a "broken tree," the requesting Distributor must provide a second option for the placement. If a second option is not available, the placement will default to the sponsor.

H. Resignation: Distributors may change Sponsors by resigning from the Company program, remaining outside the program for six (6) months, and then re-applying under a new Recruiter/Sponsor. The Distributor would lose his/her original position over all previously sponsored downline Distributors. In the case of resignation, the sponsored downline of the resigning Distributor will move up to the resigning Distributor's Sponsor position. The placement in the organization will also move up to the resigning Distributor's placement position.

36. NEXT DAY CORRECTIONS

A. Sponsor/Placement errors made at the time of enrollment by internet or telephone can be corrected by submitting the following to the Compliance Department. Errors must be submitted no later than 12:00 noon (MST) on the business day following the entry error. Please submit the following:

* Processing fee: $10 (USD)
* Next Day Correction Request Form
* Completed, correct Distributor Application

B. Applications that have been mailed, faxed, or hand delivered to the Company are presumed to be correct when received by the Company and therefore do not fall under this policy.

C. If the Company is responsible for an incorrect Recruiter/Sponsor/placement listing, the processing fee will be waived. If a Company error concerning Sponsor and/or placement is not brought to Company's attention within thirty (30) days of the entry error, such error will be deemed to be a Distributor error. Any corrections must be made as a Distributor Sponsor/Placement Change.

37. SIGNING ON BEHALF OF ANOTHER PARTY

A. All documentation being signed on behalf of another party must be submitted with a valid and notarized Power of Attorney (or equivalent legal document). Such document must grant authority to the signing person by the person on whose behalf the document is being executed.

SECTION IV: COMPENSATION PLAN

38. COMMISSION POLICIES

A. There are eight (8) types of commission/bonus paid to qualified Distributors: (1) Retail, (2) FastStart, (3) UniLevel, (4) Builders’ Bonus Pool, (5) Rapid Growth Bonus, (6) Executive Director Bonus Pools, (7) Unlimited FastStart Bonus, and (8) Unlimited UniLevel Bonus. To receive a commission/bonus a Distributor must have been active for the previous commission/bonus period and be active at the time of the current commission/bonus period run.

B. Commission is paid on Commissionable Sales Volume (CV), Group Commissionable Sales Volume (GV), or Retail Sales (product(s) sold by personally sponsored and/or placed Distributors as a Retail Sale or Non-Distributor Sale). Sales orders or Commissionable Volume (CV) may not be transferred from one Distributor to another Distributor. Commissions are only paid to Active Distributors.

C. Distributors in good standing with the Company are eligible to receive commissions under the Compensation Plan. To be in good standing, a Distributor must have a positive credit standing with the Company, have paid all debts, and have complied with all Company P&P. Suspended and/or terminated Distributorships, or Distributorships with outstanding Non-Sufficient Funds (NSF) status, are not in good standing. Manipulation of the Compensation Plan is not permitted and may result in disciplinary action.

D. The Company will pay Distributors commissions on orders which,

1. Are received in the Corporate Office by the deadline.
2. Have been fully paid with appropriate payment.

E. The Company makes every effort to insure that commissions are paid timely and accurately. The Company will not be held liable for errors and omissions by vendors. If a Distributor believes that there is an error in the computation of commissions and/or program qualifications, such errors must promptly be brought to the attention of Distributor Support. If such problems are not brought to the attention of Distributor Support within thirty (30) days after the end of the relevant commission period (i.e., the end of the month), the Distributor waives all recourse with respect to such alleged error.

F. The Distributor authorizes the Company to charge fees, fines, and/or penalties to the form of payment provided by the Distributor for payment of product and/or to deduct fees, fines, and/or penalties from the commissions of the Distributor. The Company can charge Distributors any costs or fees that may be attributed to a breach of the P&P and/or abuse of the Compensation Plan.

G. Monthly Processing Fee. Due to currency exchange requirements, computer processing costs, and other Distributor services, a monthly processing fee will be charged for each country in which the Distributor receives Commissions. If a Distributor does not participate in the Compensation Plan one month, the Distributor will not be charged the processing fee(s) for that month. The commission and bonus check processing fee is as follows:

1. $2.50 or one (1%) percent of the commission and bonus checks whichever is higher
2. Maximum processing fee is $25 (USD) per check issuance

H. In the event that a commission check must be re-issued to a Distributor, the Company will charge the Distributor a fee of $15 (USD).

I. Unclaimed Distributor Compensation: The Company makes every effort to ensure that Distributors receive their Commission and Bonus checks. However, when a Zija International, Inc. Commission or Bonus check has been sent to the last known address, but later returned to Zija International because a Distributor has moved without a forwarding address or the check is returned or is not presented for payment for some other reason beyond the Company's control, the check shall be voided and the amount shall be credited to the Distributor's Zija International account ninety (90) days after its date of issue. Thereafter, the credit will be subject to a monthly maintenance fee of ten (10%) percent of the Commission check value, but no less than ten ($10 USD) dollars per month to compensate the Company in part for the continued search and investigation for the correct location of the Distributor owed the Commission or Bonus check. The monthly maintenance fee will reimburse the Company in part for its monthly letter costs and other contact attempts to pay the owed Distributor.

J. Responsible Party for Commissions: Zija International, Inc. has a direct responsibility to promote the sale of Company products within the United States . To the extent that commissionable sales occur where Company products are delivered for distribution within the United States , commissions on those sales under this Compensation Plan will be the legal responsibility of and will be paid by Zija International, Inc.

39. COMMISSION PAYMENT

A. Retail Commission: Weekly Retail Commission will be paid the week following the processing of a retail order. The Company will send Retail Commission payments to qualified Distributors on or before Friday of the week following the order. These sales are also referred to as Non-Distributor Sales (NDS).

B. FastStart: Weekly Commission will be paid the week following the processing of an accompanying initial order. The Company will send FastStart Commission payments to qualified Distributors on or before Friday of the week following the order.

C. UniLevel: Monthly Commission will be paid to qualified Distributors during the month following that in which sales are made in their downline organization.

D. Builders' Bonus Pool: Monthly bonus pool created from unpaid FastStart Commissions paid to qualified Distributors during the month following that in which sales are made in their downline organization.

E. Rapid Growth Bonus: Bonus paid to Distributors who reach the level of Director and above within specified time frames.

F. Executive Director Bonus Pools: Quarterly bonus pool will be paid upon completion of the monthly UniLevel Commission run and are to be paid in January, April, July, and October for the previous calendar quarter.

G. Unlimited FastStart Bonus: Weekly bonus will be paid the week following the processing of an accompanying initial order. The Company will send Unlimited FastStart Bonus payments to qualified Executive Directors on or before Friday of the week following the order.

H. Unlimited UniLevel Bonus: Monthly bonus will be paid to qualified Executive Directors during the month following that in which sales are made in their downline organization.

I. Promotional Rank and Pay Advancements: In order to maintain a Promotional Rank or pay advancement a Distributor must maintain Active Distributor status throughout the entire promotion period and meet the monthly PSV qualification.

J. Minimum Monthly Compensation Check: In order to reduce banking fees, the Company will not generate a monthly Commission check or other payment method for any Commission amount under twenty-five dollars ($25 USD). When a Distributor is eligible for a Commission payment of less than twenty-five dollars ($25 USD), this amount will be credited to the Distributor's Zija account and a Commission payment will be issued once the balance exceeds twenty-five dollars.

40. CUT-OFFS AND DEADLINES

A. Retail Commission: The deadline schedule is the same as the FastStart schedule.

B. FastStart: To be considered for payment of FastStart Commissions, the Distributor must meet the requirements to qualify for FastStart. Orders must be received no later than 5:00 pm (MST) on Friday of the current week. Online orders must be placed prior to 11:59 pm (MST) on Sunday to be considered for that week.

C. UniLevel: To be considered for payment of UniLevel Commissions in a month, orders must be received no later than 5:00 pm (MST) on the last business day of that month. Online orders must be placed prior to 11:59 pm (MST) on the last day of the month to be considered for the current month. A new application, with an order, must be received before 5:00 pm (MST) on the last business day of the month to be considered for the current month (no exceptions).

D. Builders' Bonus Pool: The deadline schedule is the same as the UniLevel schedule.

E. Rapid Growth Bonus: The deadline schedule is the same as the UniLevel schedule.

F. Executive Director Bonus Pools: The quarterly, monthly deadlines are as follows:

* January - March to be paid in April
* April - June to be paid in July
* July - September to be paid in October
* October - December to be paid in January

G. Unlimited FastStart Bonus: The deadline schedule is the same as the FastStart schedule.

H. Unlimited Leadership Bonus: The deadline schedule is the same as the UniLevel schedule.

41. RETAIL SALES

A. Retail Pricing: There are two (2) different retail prices for Customers:

1. A Retail Customer who purchases product via AS pays five ($5) dollars above wholesale price,
2. A Retail Customer who purchases product not via AS pays fifteen ($15) dollars above wholesale price.

B. Retail Commissions: A Distributor may generate Retail Commissions in two (2) ways:

1. By purchasing product at the wholesale price and then selling it to their Customers.
2. By directing Customers to purchase directly from the Company. The Company will pay the Distributor the retail profit for each sale (the amount paid above the wholesale price of the product). A Retail Customer may not Sponsor another participant in the Compensation Plan.

C. Retail Commissions are paid only to the Customer's Recruiter. Retail Commissions do not compress and are not paid if the original Recruiter of the Customer is no longer eligible to be paid commissions.

42. FASTSTART

A. FastStart is an initial commission that is paid on a weekly basis. It is paid on the initial order of a Customer or Distributor, with volume, purchased within thirty (30) days of enrollment. A recruiting Distributor and recruiting Distributor's Sponsors are eligible for FastStart Commissions if the minimum requirements are met. This commission is paid to the Recruiter and the first, second, third, and fourth upline of the Recruiter. FastStart will only be paid on the initial order with volume and does not include all orders placed within thirty (30) days of enrollment. All subsequent orders are paid out as UniLevel volume.

Paid on 5 Levels > Recruiter 1st Upline 2nd Upline 3rd Upline 4th Upline
FastStart Commission 20% 5% 5% 5% 10%
Autoship Requirement 50 50 100 100 100

B. Requirements: In order to qualify for FastStart Commissions, Distributors must meet volume requirements as well as AS requirements.

C. Autoship Program (AS) Requirements: The recruiting Distributor and/or Recruiter's four(4) upline Sponsors must be an active participant of AS.

D. If the initial order is placed after thirty (30) days of enrollment, commission is paid out according to UniLevel procedures and not as FastStart.

E. FastStart pays out a maximum of forty-five (45%) percent on the initial order within the first thirty (30) days of enrollment.

F. All FastStart Commissions not paid out to qualified Distributors is placed into the Builders' Bonus Pool therefore always paying out a full forty-five (45%) percent commission on initial orders with volume.

43. UNILEVEL

A. UniLevel is paid on a monthly basis and applies Real Compression. UniLevel Commissions are not paid on FastStart sales. This commission is paid out nine (9) levels according to the "Sponsor Tree."

B. Requirements: In order to qualify for UniLevel Commissions, Distributors must meet volume and AS requirements. To qualify, PSV requirements of the upline Sponsors must have been met within the current month. The Company pays forty-six (46%) percent of the commissionable volume through UniLevel in the following way:

1. The Distributor has at least 50 PSV, qualifying to participate in the UniLevel portion of the Compensation Plan.
2. The Distributor does not have at least 50 PSV and does not qualify for any UniLevel Commissions, their entire first level downline rolls up (Real Compression) into their position for calculating commission payout.

C. Autoship Program (AS): The placement Sponsor has an AS PSV requirement.

D. Organizational Rank Sharing: A Distributor can meet rank qualifications with or without personally sponsoring another Distributor of leadership rank as long as minimum downline rank qualifications occur in separate legs within their first three levels of their organization.

E. UniLevel Commissions Rank Qualifications:

1. Distributor: A Distributor who has monthly minimum volume of 50 PSV. Must be an Active Distributor and on Autoship (AS) to collect bonuses and commissions on level 1. No GV is required.
2. Associate Manager (AM): An Active Distributor who has a monthly minimum volume of 50 PSV, enrolled in AS. AM is the only rank with a required volume of 500 GV. Must have three (3) Distributors (or higher), in the first three (3) levels, in three (3) separate legs to collect commissions on levels 1 - 3.
3. Manager (M): A Distributor who has a monthly minimum volume of 100 PSV and one (1) Customer on AS required; enrolled in AS. Must have three (3) Associate Managers (or higher), in the first three (3) levels, in three (3) separate legs to collect commissions on levels 1 - 4. Minimum resulting GV of 1,500.
4. Senior Manager (SM): A Distributor who has a monthly minimum volume of 100 PSV and two (2) Customers on AS required; enrolled in AS. Must have three (3) Managers (or higher) in the first three (3) levels, in three (3) separate legs to collect commissions on levels 1 - 6. Minimum resulting GV of 4,500.
5. Director (D): A Distributor who has a monthly minimum volume of 200 PSV and three (3) Customers on AS required; enrolled in AS. Must have two (2) Senior Managers (or higher) and one (1) Manager (or higher), in the first three (3) levels, in three (3) separate legs to collect commissions on levels 1 - 7. Minimum resulting GV of 10,500.
6. Senior Director (SD): A Distributor who has a monthly minimum volume of 200 PSV and four (4) Customers on AS required; enrolled in AS. Must have two (2) Directors (or higher), and one (1) Senior Manager (or higher), in the first three (3) levels, in three (3) separate legs to collect commissions on levels 1 - 8. Minimum resulting GV of 25,500.
7. Executive Director: A Distributor who has a monthly minimum volume of 200 PSV and four (4) Customers on AS
required; enrolled in AS. Must have one (1) Senior Directors (or higher), two (2) Directors (or higher), in the first three (3) levels, in three (3) separate legs to collect commissions on levels 1 - 9. Minimum resulting GV of 46,500.

F. The UniLevel Commission paid per qualified level to qualifying Distributors is as follows:
Level One (1): 5%
Level Two (2): 5%
Level Three (3): 12%
Level Four (4): 5%
Level Five (5): 5%
Level Six (6): 4%
Level Seven (7): 4%
Level Eight (8): 3%
Level Nine (9): 3%

G. UniLevel is always calculated on the previous month's earned rank, and pays out forty-six (46%) percent on Level One (1) through Level Nine (9) (see Section 39).

44. BUILDERS' BONUS POOL

A. The Builders' Bonus Pool is a pool generated from all FastStart Commissions not paid out to Distributors.

B. Builders' Bonus Pool will be paid out on a pro rata basis to the top Distributors based upon the total amount of PSV generated by the Distributors or Customers they personally recruited during the calendar month the pool is generated.

C. If a Customer becomes a Distributor during any other month after being initially recruited as a Customer, their PSV generated as a Distributor will not count towards their Recruiter's possible Builders' Bonus Pool qualification.

45. RAPID GROWTH BONUS (RGB)

A. Rapid Growth Bonus is created to encourage and reward fast growth and promotion to any of the Director ranks. All referred to ranks are earned ranks. Any advancement through promotions will not qualify a Distributor for this Bonus. Bonus for earned ranks must be held at the current earned rank or higher through the paid month before the bonus is paid.

B. The start time for this bonus begins counting from the first day of a new calendar month after enrolling. There is a time limit allotted for reaching any and all Director level ranks.

C. The Rapid Growth Bonuses are earned at stated time frames as follows:

Director, if earned within 3 months from new calendar month after enrolling, and have an earned rank of Director or higher in months 3 and 4, you will receive a $2,000 Director RGB with the month 4 Unilevel Comissions.

Senior Director, if earned within 5 months from new calendar month after enrolling, and have an earned rank of Senior Director or higher in months 5 and 6, you will receive a $4,000 RGB with the month 6 Unilevel Comissions.

Diamond Executive Director, if earned within 8 months from new calendar month after enrolling, and have an earned rank of Diamond Executive Director or higher in months 8 and 9, you will receive a $8,000 RGB with the month 9 Unilevel Comissions.

Double Diamond Executive Director, if earned within 12 months from new calendar month after enrolling, and have an earned rank of Double Diamond Executive Director or higher in months 12 and 13, you will receive a $15,000 RGB with the month 13 Unilevel Comissions.

Triple Diamond Executive Director, if earned within 18 months from new calendar month after enrolling, and have an earned rank of Triple Diamond Executive Director or higher in months 18 and 19, you will receive a $25,000 RGB with the month 19 Unilevel Comissions.

D. If earned rank is achieved before the scheduled bonus payout time then the bonus payout will be held by Zija until the payout time is reached. If the period to achieve the earned rank needed to receive the Rapid Growth Bonus is missed then that bonus is lost forever. The remaining other Rapid Growth Bonus levels are still available to be achieved.

46. EXECUTIVE DIRECTOR BONUS POOLS

A. There are three (3) Executive Director Bonus Pools paid to qualifying Executive Director Distributors:

1. Executive Director (ED1): Two (2%) percent quarterly pool of Company's gross product sales.
2. Executive Director (ED2): One (1%) percent quarterly pool of Company's gross product sales.
3. Executive Director (ED3): One (1%) percent quarterly pool of Company's gross product sales.

B. Four (4%) percent of all Company gross commissionable volume (CV) will be placed in the Executive Director Bonus Pools as Distributors qualify for participation in the individual pools.

C. The Executive Director Bonus Pool will be paid out on a pro rata basis to those Executive Directors who qualify for the individual Executive Director Bonus Pools.

1. ED1: The actual calculation of the amount a pool participant receives is determined by adding up all the first five (5) volume levels of the participating Executive Director and are paid out on a pro rata basis, depending upon the Executive Director's individual ratio of GV measured for this pool.
2. ED2: The actual calculation of the amount a pool participant receives is determined by adding up all the first seven (7) volume levels of the participating Executive Director and are paid out on a pro rata basis, depending upon the Executive Director's individual ratio of GV measured for this pool.
3. ED3: The actual calculation of the amount a pool participant receives is determined by adding up all the first nine (9) volume levels of the participating Executive Director and are paid out on a pro rata basis, depending upon the Executive Director's individual ratio of GV measured for this pool.

D. There are three (3) types of qualified Executive Directors who will be paid commissions from the Executive Director Bonus Pools. These definitions and standards will be applied for determination of incentive award qualifications. An Executive Director may participate in all Executive Director Bonus Pools qualified for. Distributors qualified to participate in the Executive Director Bonus Pools are as follows:

1. ED1: Must meet all qualifications for Executive Director for all three (3) months of the calendar quarter for which the Pool is being paid. Must meet all ED1 Pool requirements for all three (3) months of the calendar quarter for which the pool is being paid.
2. ED2: An Executive Director 2 must have one (1) ED1 (or higher), one (1) Senior Director (or higher), and two (2) Directors (or higher), in the first three levels, in four (4) separate legs, and a minimum resulting GV of 93,000 to qualify for this bonus pool. Must meet all ED2 Pool requirements for all three (3) months of the calendar quarter for which the pool is being paid.
3. ED3: An Executive Director 3 must have one (1) ED2 (or higher), one (1) ED1 (or higher), two (2) Senior Directors (or higher), and one (1) Director (or higher), in the first three (3) levels, in five (5) separate legs, and a minimum resulting GV of 201,000 to qualify for this bonus pool. Must meet all ED3 Pool requirements for all three (3) months of the calendar quarter for which the pool is being paid.

47. UNLIMITED FASTSTART BONUS

A. Unlimited FastStart Bonus is a weekly bonus paid only on all FastStart volume to qualifying Executive Directors and above.

B. Bonus is paid to bottom of an Executive Director's organization (unlimited legs and levels).

C. Bonus percentage paid is dependent upon rank; and, has 3 rank levels as follows:

* Executive Director 1 (ED1) - 1% Bonus
* Executive Director 2 (ED2) - 2% Bonus
* Executive Director 3 (ED3) - 3% Bonus

D. Unlimited FastStart Bonus can be coded out (not paid on) down the line. Only same ranks can code each other out. If a new Executive Director of equal rank becomes qualified below an existing Executive Director being paid an Unlimited FastStart Bonus, then the first Executive Director is coded out on any Unlimited FastStart Bonus that would have been paid from the second, newly qualified Executive Director's organization.

E. The Unlimited FastStart Bonus will not exceed a combined six percent (6%) in any one leg sponsored directly by Zija International, Inc.

48. UNLIMITED UNILEVEL BONUS

A. Unilimited UniLevel Bonus is a monthly leadership bonus paid on all UniLevel volume to qualifying Executive Directors and above.

B. Bonus is paid to bottom of an Executive Director's organization (unlimited legs and levels).

C. Bonus percentage paid is dependent upon rank; and has 3 rank levels as follows:

* Executive Director 1 (ED1) - 1% Bonus
* Executive Director 2 (ED2) - 2% Bonus
* Executive Director 3 (ED3) - 3% Bonus

D. Unlimited UniLevel Bonus can be coded out (not paid on) down the line. Only same ranks can code each other out. If a new Executive Director of equal rank becomes qualified below an existing Executive Director being paid an Unlimited UniLevel Bonus, then the first Executive Director is coded out on any Unlimited UniLevel Bonus that would have been paid from the second, newly qualified Executive Director's organization.

E. The Unlimited UniLevel Bonus will not exceed a combined six percent (6%) in any one leg sponsored directly by Zija International, Inc.

49. RECRUITING AND COMMISSION

A. Credit for recruiting is never lost (except where it is transferred), even when the placement function is used. The placement function refers to the ability to place Distributors within the downline. Placed Distributors, and the ranks they achieve, will be counted towards the organizational requirements for UniLevel Commissions. Distributors may only be placed within the sponsor's downline. Please refer to the Compensation Plan for the current organization requirements.

50. DISTRIBUTOR ROLL UP

A. If a Distributor terminates their Distributorship with the Company, or if the Company revokes Distributorship authorization, the Distributor's entire downline will compress to the sponsoring Distributor. Real Compression will be used to avoid breakage.

51. COMPRESSION

A. FastStart: The Company does not use compression in paying FastStart Commissions. When breakage occurs the breakage becomes part of the Builders' Bonus Pool.

B. UniLevel: The Company uses "Real Compression" in calculating UniLevel Commissions to avoid breakage. When a Distributor does not qualify for UniLevel Commissins, their entire first level downline rolls up into their position for calculating commission payout. UniLevel Commission will be paid out nine (9) levels; UniLevel Commission is paid through the "Sponsor Tree."

52. INCENTIVE TRIPS, AWARDS, AND EXECUTIVE GETAWAYS

A. From time to time, the Company may award incentive programs, possibly in the form of "getaway trips." These awards or trips are based on high Distributor performance. The Company rewards the Distributor(s) whose name appears on the original application of the Distributorship which has qualified for the applicable award. Trip substitutions will not be made. No payment or credit will be given to those who cannot or choose not to attend. Trip qualifiers may not defer attendance toward future trips. Children on trips may be allowed, at the Distributor's expense, if approved by the Company.

B. Although the Company may pay the cost of such "getaway trips," the Distributor, as an independent contractor, agrees to indemnify and hold harmless the Company for any injuries sustained in association with the trip by the Distributor and/or their guests. The Distributor cannot make claim upon, or rely upon, any insurance policy of the Company to cover the costs and expenses of any injuries to the Distributor and/or the Distributor's guests.

C. The Company is required by law to include the fair market value of any incentive awards, trips, etc. on the end of the year tax report (1099 and/or other applicable form). The Distributor is liable for applicable taxes and agrees to hold the Company harmless from claims of tax liability relating to these incentive programs.

D. If it is discovered that the Distributor has made any misrepresentations or has violated any of these P&P in becoming eligible for these incentives, the Company has the right to charge back the costs incurred by the Company relative to these incentives.

53. CORPORATE MEETINGS

A. Distributors may not use video or audio recording devices at any meetings or events hosted by the Company.

SECTION V: DISTRIBUTOR ADVERTISING AND SALES

54. USE OF THE NAME 'Zija' or 'Zija International'

A. An Independent Distributor may not use the name 'Zija' or 'Zija International', or any confusingly similar variation, (i.e. Xija, Ziga), in a business name, email address, website domain name or sub-domain name, telephone number, or in any other way other than in advertising text referring to the Company or to the product without prior approval of the Compliance Department.

B. No Distributor business name will imply that it constitutes a regional or organizational component of the Company.

C. An Independent Distributor may select a business title. This business title must clearly state that he/she is an Independent Distributor and may not imply that the Distributor is an employee or agent of the Company. Permissible Business Title: John Smith, Zija International Independent Distributor

55. ADVERTISEMENTS

A. Only Company-issued materials reflect the position of the Company with respect to the uses and benefits of any Company product(s) or service(s). At the request of the Distributor, the Company may review advertisements created by the Distributor for compliance with the P&P; however the Company will not approve Distributor advertisements. Any advice provided by the Company regarding advertising should not be considered Company approval. Distributors are personally liable for any and all advertising and media they produce. Distributors agree to indemnify and hold the Company harmless from any claims made as a result of advertising and promotional materials produced and distributed by the Distributor. If an advertisement published by a Distributor contains non-compliant health and/or income claims, disciplinary action may be taken against the Distributor. Although the Distributor is solely responsible for the content of every advertisement, The Company may take action when the Company's trademarks are utilized or when any harm to the Company may result from the claims as determined by the Company.

B. Company Logos: The approved Independent Distributor logos may not be modified, changed, or altered in content or design. The logos should be placed at the top of, or in a prominent place on, any printed or electronic media published and used by an Independent Distributor in the promotion of his/her business. This includes, but is not limited to, websites, flyers, ads, brochures, pamphlets, posters, banners, business cards, stationery, envelopes, letterhead, etc. The Company reserves all rights to revoke or rescind prior approval of the use of the Company's registered marks and/or usage of its name.

C. Newspaper: A Distributor may advertise in newspapers, provided the advertisement conforms to these P&P.

D. Phone Directory: Any Distributor may place a listing of his/her name in the white or yellow pages of the telephone directory followed by "Zija International Independent Distributor."

E. Business Correspondence: A Distributor may develop stationery, letterhead, envelopes, and business cards using the approved Zija International Independent Distributor logo.

F. Gifts: Small gift items such as pens, key chains, letter openers, calendars, etc. are acceptable. Such items may not include Company marks and logos but may include the Independent Distributor logo.

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

56. WEBSITES

A. The Compliance Department will not review or approve the contents of a website for adherence to the P&P. Using the word 'Zija' or 'Zija International' in a domain name is not permitted.

B. Distributors must use the approved Zija International Independent Distributor Banner at the top of each published website page. The banner must be static (i.e., it must remain visible at the top of each page, even after downward scrolling). Distributors must also include the words "Independent Distributor" in the title of the website.

C. On the far right side of the Independent Distributor Banner, a Distributor must include an image of the flag of each country in which he/she is authorized to do business. To be authorized to do business, the Distributor must comply with all laws necessary in the jurisdiction in which the Distributor operates. Proof of such authorization must be provided to the Company upon request.

D. If the Distributor's website is linked to a third party website, then such link must follow the "two click rule" (i.e., linking to a neutral website before linking to the referred website). E. Distributors may use the "replicating" website information and material that has been approved by the Company. Such authorized information will be published generally to all Distributors.

57. RETAIL SALES

A. Retail Establishments: The Company has chosen a Direct Selling business model instead of other possible retail models. The Company therefore encourages its Distributors to rely on networking to sell product and recruit new Customers and Distributors. The Company has established Policies and Procedures relative to the sale of Company products in retail establishments.

No Distributor shall engage in a retail structure where:

1. The place of sale is permanent and freely accessible to the general public and,
2. The sale constitutes part or all of the regular business of the retail establishment (i.e., where the product is displayed together with other retail products and is processed through the cash register in a fashion similar to products offered for retail sale through the retail establishment. Such retail establishments may include, but are not limited to, health food stores, flea markets, grocery stores, drug stores, pharmacies, etc.).

B. No Distributor shall encourage Distributors in his/her downline organization to retail product in violation with the foregoing restrictions. Such encouragement is grounds for disciplinary action pursuant to these P&P. No Distributor shall sell Company product for the purpose of resale by others if the manner of that resale violates these P&P.

C. Displays/Advertisements in Retail Establishments: The display of Independent Distributor information within the premises of a retail establishment is acceptable if it complies with the restrictions in this and other Sections of the P&P. It is permissible to incorporate one image of the product product per retail establishment, and/or several images of the product, into a display for the sole purpose of advertising. No product, including the display, may be sold on the premises of the retail establishment. No retail establishment shall display or advertise Company product(s) or opportunity in a manner that is visible from outside the store. The Company-designated disclaimer must be prominently posted near the displayed product. The disclaimer may not be altered in size, color, content, etc. The disclaimer may be downloaded at www.Zijacorp.com and should state the following: Thank you for your interest in Zija International. As a direct selling company, Zija International is distributed and sold by Independent Distributors and not in retail stores. Please contact (Distributor's Name) at (Distributor's Contact Information) in order to purchase your case of Zija International.

D. Private offices: Company product(s) may be sold in private or restricted access offices, businesses, or private associations. Such establishments are those where the general public does not have ready access, unless through appointment or membership, and/or where the primary function of the business is the rendering of professional services.

E. Restaurants: Sale of Company product(s) in restaurants is prohibited without prior written Company approval. Sale by the drink or in a mixture with other juices is acceptable. Cafes and juice bars are included in the general category of restaurants.

F. Auctioning Product: Distributors may not sell or facilitate the sale of Company product(s) on websites where an auction is the mode of selling/buying (e.g., eBay, www.ebay.com). This policy does not prohibit the sale of Zija International on the internet (see Section 52). Distributors must comply with the following guidelines:

1. A Distributor may not personally list product(s) for sale on any auction-style website (e.g., eBay).
2. A Distributor may not employ or provide product to any non-Distributor third party (such as a spouse, family member, friend, neighbor, coworker, etc.) for the purpose of selling product on their behalf on any auction-style website. Such practices will be found as a violation of this policy.
3. An auction listing will be considered a violation even if the price is equal to or greater than the retail value of the product.

G. Distributors found in violation of this policy may have their Distributor status altered (see Section 9B), a fine issued ($80 USD per case listed). The prohibition of auction style sales remains in effect even after a Distributor chooses to resign his/her Distributorship. Resignation does not bring exemption to this policy.

58. TRADE SHOWS, EXPOSITIONS AND OTHER SALES FORUMS

A. Distributors may display and/or sell Company products at trade shows and professional expositions. Before submitting a deposit to the event promoter, Distributors must contact the Distributor Support Department in writing for conditional approval, as the Company's policy is to authorize only one Company business per event. Final approval will be granted to the first Distributor who submits an official advertisement of the event, a copy of the contract signed by both the Distributor and the event official, and a receipt indicating that a deposit for the booth has been paid. Approval is given only for the event specified. Any requests to participate in future events must again be submitted to the Distributor Support Department. The Company further reserves the right to refuse authorization to participate at any function which it does not deem a suitable forum for the promotion of its products or the Company opportunity. Approval will not be given for swap meets, garage sales, flea markets or farmer's markets as these events are not conducive to the professional image the Company wishes to portray.

59. SEVENTY (70%) PERCENT RULE

A. The Distributor certifies that he/she has sold or consumed, or intends to consume, at least seventy (70) percent of all products purchased at any given time by the Distributor from the Company. Each Distributor that receives commissions agrees to retain documentation that demonstrates compliance with this policy, including evidence of retail sales, for a period of at least four (4) years. Distributors agree to make this documentation available to the Company at the Company's request. Failure to comply with this requirement constitutes a breach of the contract and agreements between the Distributor and the Company. Furthermore, a breach entitles the Company to recover any commissions for any period of time during which such documentation is not maintained. The Distributor must also be aware of the applicable "cooling off" period required in the jurisdiction where he/she is making sale. The Distributor must give notice to the purchaser of any "cooling off" requirements in such applicable jurisdiction.

B. "The Cooling Off Period": The Federal Trade Commission has initiated a regulation to protect Customers entitled "The Cooling Off Rule." This regulation is designed to allow Customers the opportunity to reconsider a purchase from a direct seller. Customers are allowed to cancel the sale within three business days of the purchase for the full purchase price; they do not need to provide a reason for the return. Zija International Distributors are responsible to orally disclose this law to Customers. They must also provide the designated Zija International sales receipt to the Customer, while maintaining a copy for personal records, with written disclosure of this law. The designated receipt is available in the Distributor Business Kit, for purchase through the Customer Service Department, and may be downloaded at www.zijacorp.com.

C. Sales Receipt: Distributors shall provide all Customers with an official Sales Receipt which includes the Distributor's name, date, address, phone number, a complete list of products sold, their prices, and the "The Cooling Off Period" or cancellation notice information where applicable. The Sales Receipt shall conform to all local, regional, state, and country requirements.

SECTION VI: PROHIBITED BEHAVIOR

60. CROSS-LINE RECRUITING

A. A Distributor may not solicit or entice any other Distributor whom he/she did not personally recruit and who is not on their frontline to sell or purchase products or services other than those offered by the Company. To do so constitutes an unwarranted and unreasonable interference with the contractual relationship between the Company and its Distributors. Distributors may not sell or promote any directly competing products or services to Zija International Distributors. This includes any product or service in the same generic category as a Zija International product. The Distributor agrees that a violation of this rule inflicts irreparable harm on the Company and agrees that injunctive relief is an appropriate remedy to prevent that harm.

B. Distributors may not promote Company products, programs, or opportunities in conjunction with any non-Company products, plans, or incentives. Distributors may not offer any non-Company products or opportunities in conjunction with the promotion of Company products or opportunities.

C. Distributors may not recruit a prospective member who accompanies another Distributor to any recruiting meeting or function for a minimum of forty-five (45) days after the meeting or until notified of the prospect's decision not to enroll. Furthermore, an invitation to a Distributor by another Distributor (where the invited Distributor is not in the Sponsor or placement downline of the invi