Distribution: White- Herbalife’s copy Canary- Applicant’s copy Form 4010-USEN-48 Rev. 01/17
Reproduction of this page in whole or in part is prohibited. Copyright © Herbalife. All rights reserved. Printed in USA.
Distribution: White- Herbalife’s copy Canary- Applicant’s copy Form 4010-USEN-48 Rev. 01/17
Reproduction of this page in whole or in part is prohibited. Copyright © Herbalife. All rights reserved. Printed in USA.
A
DISTRIBUTORSHIP
(CONTINUED)
3. International Business Pack: Along with this application you purchased and received from Herbalife a new, unopened IBP. If you resign your
Distributorship for any reason within twelve (12) months of the date Herbalife accepted this application, you are entitled to a full refund of the cost of
the IBP, including shipping costs if we ask you to return the IBP. To obtain a refund you may call Herbalife at 866-866-4744 or submit the refund form
you will find at MyHerbalife.com (http://hrbl.me/InventoryRefund).
4. Term: The term of the Agreement will be one year from the date this application was accepted by us, renewable annually, so long as you comply with
certain requirements such as payment of an Annual Services Fee, or completion of additional business training. You may cancel your Distributorship
at any time by notifying Herbalife in writing at
[email protected]. Y
ou may also contact Herbalife at 866-866-4744 for more information.
Herbalife may terminate your Agreement if it determines that you or others participating in your Distributorship have violated the Agreement.
5. Inventory Refund: If you decide to resign your Distributorship for any reason at any time, you are entitled to a full refund for any unopened product
you purchased during the previous twelve (12) month period. The amount you will be refunded includes the cost of the product, any taxes you paid on
the purchase, and the cost of shipping, both the initial delivery and return shipping costs. To obtain a refund please call Herbalife at 866-866-4744 or
submit the refund form you may find at MyHerbalife.com (http://hrbl.me/InventoryRefund).
6. Self-employed: As a Distributor you are a self-employed independent contractor deciding, among other things, your schedule, how much time you
wish to devote to your business, your expenses and methods of operation. As an independent contractor you are not an employee, agent, franchisee,
fiduciary or beneficiary of Herbalife or any other Distributor. You acknowledge that as an independent contractor, you will have no rights or benefits that
an employee of Herbalife may have nor will you make any claim to the contrary.
B
UNDERSTANDING THE HERBALIFE BUSINESS OPPORTUNITY
1. Diligent Inquiry: A successful Herbalife Distributorship involves hard work, diligence and development of business skills as your business grows.
You agree to carefully review the Materials so you will be informed about the potential risks, benefits and Rules applicable to your Distributorship.
2. Compensation You Might Earn: The Statement of Average Gross Compensation is the only authorized representation of Distributor earnings, and
you acknowledge that you are not relying upon any other written or oral information or representations about the financial results you might achieve.
You are aware that you will earn no compensation or other economic benefit solely by enrolling or recruiting other Distributors. If you choose to build
and maintain a sales organization by sponsoring other Herbalife Distributors, you may receive payments from Herbalife based, among other things, on
those Distributors’ profitable retail sales to their customers. This multi-level compensation opportunity is detailed in Herbalife’s Sales & Marketing Plan,
which is available in Book 4 in your IBP and at MyHerbalife.com (http://hrbl.me/enUS-SMP).
3. The Only Required Purchase: The only required purchase to become an Herbalife Distributor is the IBP. All product purchases are optional. You
are never required to purchase a minimum quantity of products, maintain an inventory, or attend meetings or events. Herbalife believes that you can
advance in the Sales and Marketing Plan without incurring debt. For more information, please see The Policy Statement on Expenditures by New
Distributors found in Book 4 and at MyHerbalife.com (http://hrbl.me/PolicyStatement).
4. Sales Aids and Business Tools: We do not recommend that you purchase sales aids. In addition, you may not buy or sell, in any manner, sales
leads or leads-related advertising. For more information please see the Corporate Policy Statement on Sales Aids and Business Tools found at
MyHerbalife.com (http://hrbl.me/SalesAidsBusinessTools).
5. Sale of Products: By becoming a Distributor you are representing the Herbalife brand, and you agree that you will promote the sale of Herbalife
®
products
only in a manner that enhances the reputation of Herbalife, your business and the Herbalife businesses operated by other Distributors. Your advancement will
only come from sales of Herbalife
®
product by you, or other Distributors that you might sponsor, to retail customers for their genuine consumption.
6. Leased or Purchased Commercial Locations: While it is not necessary to conduct your Herbalife business from a commercial location, some Distributors
lease or purchase a commercial location to, for instance, operate an Herbalife Nutrition Club, fitness facility or office. Operating from a commercial location
involves expense and financial risk. Therefore, we require that before you lease or purchase a commercial location you must be an Herbalife Distributor for at
least twelve (12) consecutive months. You must also complete additional Herbalife training, and prepare and retain a written business plan. Information about
training and the business plan may be found on the Learning Center at MyHerbalife.com, or you may call Herbalife at 866-866-4744.
C
INTELLECTUAL PROPERTY AND CONFIDENTIAL INFORMATION
1. Limited Revocable License: You are hereby granted, during the term of your Distributorship, a limited, revocable license to use Herbalife’s trade
name, logo, trademarks and certain intellectual property only to the extent expressly permitted under the terms of the Agreement or otherwise by
Herbalife in writing, and only in connection with the conduct of your Distributorship and for no other purpose.
2. Confidential Information: During the term of your Distributorship, you and your spouse will hold in strict confidence and trust for the exclusive
benefit of Herbalife any trade secrets, formulas, business plans, customer lists, Distributor information, or any other confidential or proprietary business
information, and any other information of commercial value provided by Herbalife (“Confidential Information”). You acknowledge and agree that you
will not use Confidential Information, directly or indirectly, for any purpose other than the conduct of your Herbalife Distributorship and you will take
reasonable care to protect Confidential Information.
3. Use of Your Image: You hereby authorize Herbalife to record your image at Herbalife events and you grant to Herbalife a limited license to use your
name, photograph, video image, personal story and information that you provide to Herbalife, in Herbalife promotional or other materials. You hereby
waive all claims for payment for such use.
D
MISCELLANEOUS LEGAL PROVISIONS
1. Transfers: Your Distributorship, or any interest in your Distributorship, may not be transferred or assigned unless authorized in writing by Herbalife in
its sole discretion as provided in the Rules. Herbalife may assign this Agreement in its discretion.
2. Non-Solicitation: While you are a Distributor, neither you nor your spouse may solicit or promote the products or business opportunity of another
multi-level marketing or direct-selling company to any Herbalife Distributor, Preferred Member or customer.
3. Representations and Warranties: You represent and warrant that you have not been convicted of a crime involving dishonesty, moral turpitude,
or violence to others. You acknowledge and agree that you are applying to become an Herbalife Distributor solely for the business opportunity and use
of Herbalife
®
products and not for any other purpose.
4. Damages: To the fullest extent allowed by applicable law, neither party shall be liable to the other for any incidental, consequential, special, exemplary
or punitive damages under any legal or equitable theory, regardless of whether the possibility of such damages is known by either party.
5. Waiver and Delay: No failure, refusal or neglect of Herbalife to exercise any right, power or option under this Agreement with you or any other
Distributor shall constitute a waiver of the provisions or a waiver by Herbalife of its rights at any time under the Agreement.
6. Severability: Except as otherwise provided in paragraph 2 of the Arbitration Agreement, if any provision in the Agreement is found to be invalid, illegal,
or unenforceable in any respect, it shall be severed from the Agreement and have no effect on the remainder of the Agreement, which shall remain in
full force and effect. Further, there shall be added automatically as part of the Agreement a provision as similar as possible to the severed provision that
would be legal, valid, and enforceable.
7. Choice of Law: The Agreement, and any dispute arising from the relationship between you and Herbalife, shall be governed by California substantive
law without the application of conflict of law principles, except that the interpretation and enforcement of the Arbitration Agreement shall be governed
by federal law.
8. Indemnification: You will indemnify, defend and hold Herbalife harmless from any suit, action, demand, prosecution or claim, including all costs,
liabilities and damages, relating to or arising from your breach of the Agreement or the conduct of your Herbalife Distributorship. Herbalife may, among
other things, offset amounts you are owed to satisfy any obligations arising under this indemnity.
9. Claims Between Distributors: Herbalife shall not be liable to you for any cost, loss, damage, or expense suffered by you directly or indirectly as a
result of any act, omission, representation, or statement by another Distributor.
10. Binding Terms: The Agreement shall be binding upon and inure to the benefit of the parties, their heirs and permitted successors in interest.
11. Privacy and Data Protection: Herbalife collects, uses, and shares personally identifiable information (“PII”) of Distributors as set forth in the Rules
and our Privacy Policy, located at http://www.herbalife.com/privacy-policy. We do so to fulfill our obligations under this Agreement and for the other
purposes described in the privacy statements referenced. As a Distributor, some of your PII may be shared with other Distributors who are entitled to
receive such information about persons within their downline.
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