AMWAY RULES OF CONDUCT

YOUR BUSINESS

B E AU T Y

HOME

NUTRIT ION

YOUR BUSINESS

B E AU T Y

HOME

NUTRIT ION

YOUR BUSINESS

HOME

B E AU T Y

NUTRIT ION

Content:Section 1: Introduction 2

Section 2: Glossary of terms 3

Section 3: Becoming an ABO/MEMBER PLUS 4

Section 4: General Responsibilities of ABOs / MEMBERs PLUS 6

Section 5: Additional Responsibilities and Obligations for Sponsors 9

Section 6: Preservation of the Lines of Sponsorship 10

Section 7: Business Support Material (BSM) 13

Section 8: Presentation of the Amway Business Opportunity and the Amway

Sales & Marketing Plan 13

Section 9: Use of the Amway’s Intellectual Property 14

Section 10: Death of an ABO/MEMBER PLUS and Inheritance of the AB 15

Section 11: Breach of Contract; Procedures, Sanctions 15

Section 12: Compliance 15

Section 13: reserved 16

Section 14: reserved 16

Section 15: Disposition of Terminated 16 Or Non-Renewed ABO/MEMBER PLUS

Contract

Section 16: International Review Panel 17

SECTION 1: INTRODUCTION

Amway and its ABOs/MEMBERs PLUS have a binding con-tractual relationship.

1.1 Contract: The Amway Rules of Conduct contain terms and conditions of an Amway Business and define the rights, duties and responsibilities of each ABO/MEMBER PLUS. They are designed to preserve the benefits available to all ABOs/MEMBERs PLUS and Amway. Together with addi-tional Amway Policies, they form an integral part of the ABO/MEMBER PLUS Contract and are expressly incorporated as part of the ABO/MEMBER PLUS Contract by reference in the document that applicants sign and submit to Amway when applying to become Amway Business Owner (“ABO”)/ MEMBER PLUS.

1.2 All ABOs/MEMBER PLUS are charged with the duty of good faith and fair dealing under the terms of the ABO/MEMBER PLUS Contract.

1.2.1 Subject terms of an ABO Contract: Based on the ABO contract, the ABO has the right to purchase and resell Amway products and services the opportunity to sponsor others as ABOs/MEMBER PLUS. For the term of the contract, they own their position in the Line of Sponsorship and they have the right to benefit from the development of the Line of Sponsorship and the oppor-tunity to earn bonuses and other compensation under the Amway Sales and Marketing Plan and eligibility for and recognition of qualification, awards and rewards are all contingent upon compliance with the terms of the ABO Contract, including the Amway Rules of Conduct and Am-way Policies.1.2.2 Subject terms of a MEMBER PLUS Contract: The MEMBER PLUS has the opportunity to sponsor others as ABOs/MEMBERs PLUS and purchase products for per-sonal use. He/she may participate in a Discount Program. A MEMBER PLUS shall not resell Amway products and services.

1.3 Modifications: Amway may modify the Amway Rules and Policies and other provisions of the ABO/MEMBER PLUS Contract, in whole or in part, from time to time.Changes to the Amway Rules of Conduct, the Amway Poli-cies and the Amway Sales and Marketing Plan will be sub-mitted to European Diamond Advisory Council (EDAC) – and senior representatives of the European LOSs – for discussion and evaluation before the new Rules of Conduct or Policies are published in the official Amway literature, on official Amway web sites or other mechanism permitted by applicable law. All modifications shall be effective from the date of publication or as expressed in the notification.

1.4 Severability: Should a current rule or rule subset be declared invalid by court or other authority then this shall not affect the validity of the remaining Amway Rules of Conduct and Policies.

1.5 Nothing herein shall prejudice the rights of an ABO/ MEMBER PLUS to those protections under law that may not be waived by the ABO/MEMBER PLUS.

2

3

PLEASE NOTE:The CLOS region is considered being one Amway market with regard to below listed AmwayRules of Conduct:Rule 3.2 (Husband and Wife Rule)Rule 3.3 (Requirements to become an ABO/Member Plus)Rule 6.4 (Re-application under a new Sponsor)Rule 6.6 (Sale of an Amway Business)Rule 6.7 (Mergers and Combinations of Amway Businesses)Rule 6.8 (One Amway Business Rule)

SECTION 2: GLOSSARY OF TERMS

ABO/MEMBER PLUS Contract: Refers to the ABO/MEM-BER PLUS Applications along with the incorporated docu-ments that form the terms of the contractual agreement be-tween an ABO/MEMBER PLUS and Amway.

ABO/MEMBER PLUS in Good Standing: For the purpos-es of interpreting and enforcing the Rules of Conduct only, the term “good standing” shall refer to an ABO/MEMBER PLUS who is

• currently authorized by Amway to hold himself out as an ABO/MEMBER PLUS; and whose conduct complies with the letter and spirit of the Rules of Conduct and Amway Policies for each market in which an ABO/ MEMBER PLUS has a presence; and

• is not engaged in conduct that negatively effects the reputation of Amway, its affiliates, and its ABOs/MEMBERs PLUS; and

• is not engaged in conduct that supports or defends the activity of other ABOs/MEMBERs PLUS which jeopardizes the ongoing nature of an Amway affiliate or otherwise is inconsistent with the other criteria set forth herein; and

• is not engaged in conduct that does not comply with all applicable laws and regulations in each country and whose conduct does not demonstrate cultural sensitivity given market conditions.

The interpretation of all applicable laws and regulations is the sole responsibility of the Amwayaffiliates. An ABO/MEMBER PLUS shall adhere to the Am-way affiliates interpretations.

ABO Application: A form that is signed by the potential Amway Business Owner and submitted to Amway as an ap-plication to conclude a Business Owner Contract. The ABO Contract is concluded upon acceptance of the application by Amway.

ABO: An Amway Business Owner. A person/legal entity who’s ABO Application has been accepted by Amway. An ABO is an independent contractor, not a commercial repre-sentative, agent or broker. He buys and sells Amway prod-ucts and services in his own name and on his own account. Certain ABO may be referred to by other designations, such as Platinum, Emerald, Diamond, etc., in accordance with qualification awarded by Amway pursuant to conditions set forth in the Amway Sales and Marketing Plan and other of-ficial Amway literature.

Amway Corporation: Amway Corp., 7575 East Fulton Street, Ada, Michigan 49355, USA, or any parent, sister or subsidiary, depending on the context.

Amway Business (“AB”): A business, as identified by the ABO number and the ABO Contract.

Amway Business Opportunity: The products, marketing, support and payment system offered by Amway pursuant to the ABO/MEMBER PLUS Contract.

Amway Business Policies: Rules and policies set forth in official Amway literature, including the Rules of Conduct, and other Amway policies that may be maintained by Am-way from time to time which are incorporated by reference into the ABO/MEMBER PLUS Contract.

Amway Products: All goods provided by Amway to ABOs for sales and marketing purposes.

Amway Sales and Marketing Plan: The system used to calculate the Bonus, Fee or Commission and recognition for ABO/MEMBER PLUS based on product sales as described in the official Amway literature.

Amway Services: All services provided by Amway to ABOs for sales, sponsoring, and advertising purposes.

Amway: Amway branch of that country in which the busi-ness owner has his Amway Business [insert local affiliate name and address] or all or some of the global Amway branches, depending on the context of the text.

Approved Provider: means any supplier authorized by Amway to provide BSMs to ABOs or to use BSMs with Pros-pects, pursuant to the ACCREDITATION PLUS TM Program (“Program”). The ability to use, sale, promote and distribute BSMs is governed by an agreement between Amway and Approved Provider.

Bonus, Fee or Commission: Payments from Amway to an ABO – in accordance with the Amway Sales and Marketing Plan – on the basis of the sale of Amway products by the business owner and his group.

Branch/market: The Amway Company that offers the Am-way Business Opportunity in a particular country.

Business-Group: All downline ABO/MEMBER PLUS of an ABO/MEMBER PLUS, but not including any downline Plati-num ABO or the ABOs/MEMBERs PLUS sponsored by a downline Platinum ABO.

Downline: All ABOs/MEMBERs PLUS personally spon-sored by an ABO/MEMBER PLUS as well as all the ABOs/MEMBERs PLUS sponsored in turn by these ABOs/MEM-BERs PLUS, etc.

Business Support Material (BSM): The definition for BSM is intended to be interpreted broadly and includes, by way of example, the following: printed materials, audio-video and

4

multimedia productions, internet-based products and servic-es, non- Amway recognition and award systems, meetings and other events, and other materials or equipment used to provide information or support the sale of Amway products or services, as well as coupons, vouchers, tickets or stand-ing order/subscription programs relating to any of the previ-ously mentioned.

Performance Year: Amway’s performance year runs from September 1 to August 31 of the following year.

Group Leader: An ABO who has either qualified at the 21% level or has someone in their Business Group who has at-tained the 21% level.

International Leadership Bonus, Fee: A monthly Bonus, Fee or Commission earned by an International Sponsor for sponsoring qualified ABOs/MEMBERs PLUS in another market, as specified in the Amway Sales and Marketing Plan.

Leg: All personally sponsored ABOs/MEMBER PLUS as well as all downline ABOs/MEMBERs PLUS from that ABO/ MEMBER PLUS.

Line of Sponsorship: All ABOs/ MEMBERs PLUS in an ascending order starting with any ABO/MEMBER PLUS - that is the Sponsor of the ABO/ MEMBER PLUS, the Spon-sor’s Sponsor and so forth up to and including Amway.

LOS Information: includes all information that discloses or relates to all or part of the Line of Sponsorship, includ-ing but not limited to ABO numbers and other ABO busi-ness identification data, ABO personal contact information, ABO business performance information, and all information generated or derived therefrom, in its past, present or future forms”.

MEMBER PLUS: A MEMBER PLUS can sponsor both Am-way Business Owners and other MEMBERs PLUS: He/she may purchase products for own use only at the same price as ABOs.

Member: Former ABO/MEMBER PLUS, who has been ABO or MEMBER PLUS for a period of at least 6 months, who has signed a Member Contract that has been accept-ed by Amway. Unlike ABOs, members may obtain Amway products only for their personal use and are not allowed to act as sponsors.

Official Amway Literature: Informational magazines, bro-chures, product information flyers, product labelling, audio and video cassettes, CD-ROMs, and other printed or audio-visual materials that are produced by Amway or for Amway, and that ABOs may obtain from Amway.

Official Amway Web site: Any web site hosted and admin-istered by Amway, or where Amway is the owner of the site content, informing on Amway, the Amway Business Oppor-tunity or on Amway Products and services, e.g. www.am-way.com, www.nutrilite.com, www.artistry.com.

Performance Bonus, Fee or Commission: A monthly bo-nus earned by an ABO who has reached a group PV level as determined by the Performance Bonus schedule.

Personally Sponsored ABO/MEMBER PLUS: An ABO/MEMBER PLUS who has been personally sponsored into the Amway Business by another ABO/MEMBER PLUS (first line).

Platinum ABO: An ABO who has achieved the award level of Platinum in accordance with the Amway Sales and Mar-keting Plan.

Prospect: A potential ABO/MEMBER PLUS.

Qualification, qualified, or to qualify: Achieving certain criteria in order to obtain bonuses and performance com-missions as well as awards in accordance with the Amway Sales and Marketing Plan.

Qualified Leg: A leg where at least one ABO or one MEM-BER PLUS downline has achieved the maximum Perfor-mance Bonus level.

Award Volume: The sum of all volumes of nonqualified business owners in the group.Retail Client/ Customer: A person to whom an ABO sells Amway products; this shall not include any ABO/MEMBER PLUS or the spouse of an ABO/MEMBER PLUS.

Second Business, No. 2 Business or #2 Business: The business of a person who is internationally sponsored by their own business in another Amway market or a subse-quent business obtained within the same country.

Sponsor: ABO/ MEMBER PLUS introduces a person to the AB whose ABO/MEMBER PLUS Application is accepted by Amway. The new ABO/ MEMBER PLUS will receive support from the ABO/MEMBER PLUS who has sponsored him or her. There can be one of three relationships:

• Personal Sponsor: An ABO/MEMBER PLUS who introduces a Prospect into the Amway Business Opportunity;

• International Sponsor: An ABO/MEMBER PLUS who is introduced to the Amway Business Opportunity by a Sponsor (“International Sponsor”) from another Amway market.

• Foster Sponsor: An ABO/MEMBER PLUS in the affiliate who is designated to provide training to an Internationally Sponsored ABO/MEMBER PLUS.

Volume: Point Value (PV) and/or Business Volume (BV), depending on the context; A numericalvalue assigned to each product to determine Bonus, Fee or Commission and award levels.

SECTION 3: BECOMING AN ABO/MEMBER PLUS

3.1 ABO/MEMBER PLUS Contract: To become a duly au-thorized ABO/MEMBER PLUS an applicant must complete and sign the ABO/MEMBER PLUS Application and pay a

5

fixed annual fee required by Amway as a lump sum reim-bursement for administrative and web services rendered by Amway as well as for any Amway literature updates. The ABO/MEMBER PLUS Application must be sent to, and be accepted by Amway for authorization in accordance with the provisions of Rule 3.4.The application may be performed in writing or using the official Amway websites. In case of online application the ABO/MEMBER PLUS has the obligation to send by mail to Amway no later than 30 days after applying online the signed version of the Application Form. If the ABO/MEM-BER PLUS fails to meet this deadline, the contract will be terminated automatically.

3.2 Husband and Wife ABO/MEMBER PLUS: If husband and wife want to build an Amway Business, they must be sponsored together on a single ABOship. If one spouse is already an ABO/MEMBER PLUS, the other spouse, upon electing to become an ABO/MEMBER PLUS, must join his or her spouse’s contract.

3.2.1 A husband and wife are deemed to operate their AB together regardless of whether both names are on the AB. Therefore, each is held accountable for the actions of the other in so far as the Rules of Conduct are concerned.

3.2.1.1 A married person signing an ABO/MEMBER PLUS application acknowledges that any action of the non signatory spouse undertaken in connection with the AB of the signatory spouse shall be deemed to have oc-curred at the request and with the authorization of the signing spouse, and the signing spouse shall be respon-sible under the ABO/MEMBER PLUS contract for any activity of the non-signatory spouse that is contrary to the ABO/MEMBER PLUS contract including the Rules of Conduct and other Amway Policies.

3.2.2 If two ABO/MEMBERS PLUS become married to each other, one of these two ABO must elect to surren-der (by sale acc. to rule 6.6, transfer, or abandonment) his or her AB and join his or her spouse’s AB, regardless of whether they operate an AB in different Lines of Sponsor-ship, or in the same Line of Sponsorship. MEMBER PLUS must elect to resign one of the Amway Businesses.

3.3 Requirements to become ABO/MEMBER PLUS: Without limiting Amway’s discretion to accept an ABO/MEM-BER PLUS Application with any person, a person entering into an ABO/MEMBER PLUS Contract with Amway must:

3.3.1 Be contractually capable, that is at least 18 years of age and legally and mentally competent to conduct a busi-ness and enter into binding contractual obligations; be duly authorized to engage in professional activities as required by applicable law;3.3.2 Comply with Section 6.4 of these Rules of Conduct if the applicant previously operated under an ABO/MEMBER PLUS Contract that was terminated or not renewed;3.3.3 reserved3.3.4 Not have been terminated under a previous ABO/MEMBER PLUS Contract with any Amway affiliate.3.3.5 Not own another Amway Business in the same mar-ket excluding the cases mentioned in Rule 6.8.3.3.6 Not be married to an ABO/MEMBER PLUS/Member excluding in cases mentioned in Rule 3.2.

3.4 Acceptance and rejection of an ABO/MEMBER PLUS Application: Amway reserves the right to accept or reject any ABO/MEMBER PLUS Application.

3.5 Acceptance and Commencement: An ABO/MEM-BER PLUS application shall be considered accepted by Amway when it receives a completed and signed original ABO/MEMBER PLUS Application by post or hand delivery and its contents are verified with Amway’s ABO/MEMBER PLUS records database unless a notification to the contrary has been sent within 6 weeks. In case the Application is rejected by Amway, and the Am-way Business was set up, Amway and the ABO/MEMBER PLUS consider the Contract properly concluded on the day when Amway received the Application and terminated on the day when the applicant receives the refusal from Amway.In case the registration has been completed on the official Amway website the ABO/MEMBER PLUS is temporarily au-thorized to conduct business subject to the Rules of Con-duct and Amway Policies. The ABO/MEMBER PLUS has the obligation to send by mail to Amway no latter than 30 days after the registration the signed version of the Applica-tion Form. The contract will be automatically terminated, in case this deadline is not met.

3.6 Sponsoring Practices:3.6.1 The Amway Business Opportunity shall be present-ed as an equal opportunity available to anyone regardless of ethnic background, gender, nationality or religious or political beliefs.3.6.2 A prospect as a condition to becoming a ABO/MEM-BER PLUS, or a ABO/MEMBER PLUS as a condition to receiving assistance in the development of the AB, shall not be required toa. Purchase any specified amount of products or services.b. Maintain a specified minimum inventory.c. Purchase any Business Support Material.

3.7 Term and Expiration: Unless the term is renewed in accordance with Rule 3.9 of the Rules of Conduct, an ABO/MEMBER PLUS Contract expires in accordance with its terms. Unless earlier terminated by an ABO/MEMBER PLUS or Amway, the ABO/MEMBER PLUS Contract shall automatically expire on December 31 of a year. If an ap-plication is signed and accepted on or after July 1st of a calendar year it will expire on December 31 of the next cal-endar year.

3.8 Termination of the Contract: An ABO/MEMBER PLUS may terminate the ABO/MEMBER PLUS Contract at any time with immediate effect in text form. Amway may terminate the contract for intentional, severe breaches of the Amway Rules of Conduct and Policies only after having followed the proce-dures as set forth in section 11 of the Rules of Conduct and if all reasonable efforts to gain a mutual consent failed. Upon termination by Amway ABO may not only take legal action but also will be eligible before the International Re-view Panel (section 16 of the Rules of Conduct).

3.8.1 Buy-Back Rule: Upon expiration or the ABO/MEM-BER PLUS’s voluntary termination of the ABO/MEMBER

6

PLUS Contract, an ABO/MEMBER PLUS may apply to Amway to return any unsold inventory of Amway products and services that he may possess, provided that such products are in new, unused and original condition. Am-way will repurchase these products at the cost for which they were purchased from Amway, less an administrative handling and restocking charge, less any bonus amounts that have been paid on the respective purchases and any nonrecoverable taxes. Any amounts that are due and ow-ing to Amway will be charged up. In the event that an ABO/MEMBER PLUS Contract is terminated for an ABO/MEM-BER PLUS’s breach, Amway shall have discretion as to repurchase of products and services under this Rule.

3.9 Renewal: ABOs/MEMBERs PLUS have the right to renew their contractual relationship with Amway annually. Amway may reject the renewal of the application of the con-tract for intentional, severe breaches of the Amway Rules of Conduct and Policies only after having followed the proce-dures as set forth in section 11 of the Rules of Conduct if all reasonable efforts to gain to a mutual consent failed.

3.9.1 Any renewal of the term of an ABO/MEMBER PLUS Contract that is accepted by Amway shall be effective from the date of renewal through the end of the calendar year for which the ABO/MEMBER PLUS Contract was re-newed. The terms of such renewal shall be the terms and conditions of the ABO/MEMBER PLUS Contract in effect at the time of renewal. A renewal is considered accepted if not rejected by Amway in writing within 30 days after application.3.9.2 Upon non-renewal by Amway ABO may not only take legal action but also will be eligible before the Interna-tional Review Panel (section 16 of the Rules of Conduct).

3.10 – 3.14 Reserved

3.15 Amway Businesses Operated through a Legal En-tity: A party to an ABO Contract may be a limited liability company, provided it complies with certain requirements and conditions. Other Amway authorized options for legal entities may be available. Contact Amway for current information.The person signing the ABO Application on behalf of a le-gal entity must be an authorized representative of that legal entity, must personally meet the qualifications set forth in Section 3.3 of the Rules of Conduct and must be the major-ity owner of the legal entity.This also applies to a person following the original person as successor in the legal entity. A legal entity may be required to submit, in addition to other documents, proof of existence and qualification to conduct the activities anticipated in the ABO Contract, proof of com-pliance with applicable registration requirements, a docu-ment containing various information about and agreements of both the legal entity and the founders and management of the legal entity, or such other similar information and docu-mentation as Amway may request.

3.16 Reserved

3.17 Invitations to Amway Events Limited to Two Per-sons: Invitations for business seminars, leadership semi-nars, incentive trips and other events organized by Amway

will only be extended to two individuals per AB. These indi-viduals shall be the ones listed on Amway’s records as the owners of the AB.

3.18 reserved

3.19 Conspiracy – Inducement to Breach: An ABO/MEMBER PLUS shall not conspire with any other person to breach or induce a breach of an ABO/MEMBER PLUS Contract.

3.20 Reserved

3.21 Representations and Warranties: An ABO/MEM-BER PLUS shall not make any false representation or state-ment to Amway, nor induce Amway to accept an ABO/MEM-BER PLUS application under false pretences, nor breach any representation or warranties, including but not limited to those made by the ABO/MEMBER PLUS in section 3.3 of the Rules of conduct.

3.22 reserved

3.23 Unauthorized Business Activities(1) No ABO/MEMBER PLUS shall conduct ABO/MEMBER

PLUS activities in markets in which he is not authorized to conduct business.

(2) No ABO/MEMBER PLUS shall conduct ABO/MEMBER PLUS activities in markets Amway has not opened (also refer to Global Zero Tolerance Policy on Unopened Markets, available on www.amway.ua). Amway defines “ABO/MEMBER PLUS activity” as any activity which is designated to promote or build the Amway Business as defined in the rule 6.4.2 of the Rules of Conduct.

SECTION 4: GENERAL RESPONSIBILITIES OF ABOS/MEMBERS PLUS

An ABO/MEMBER PLUS shall at all times conduct himself in a professional, courteous and considerate manner and operate the AB in a financial responsible and businesslike manner (see also Rule 4.4 of the RoC). The ABO/MEMBER PLUS shall at no time engage in any high pressure selling, deceptive or misleading sales or marketing practices.

4.1 Contractual Implications: ABO/MEMBERs PLUS shall comply with the responsibilities and requirements set forth in the Rules of Conduct and the Amway Policies.

4.1.1 Report Violations: An ABO/MEMBER PLUS shall promptly inform Amway of any information relating to another ABO/MEMBER PLUS’s actual, potential or threatened viola-tion of the ABO/MEMBER PLUS Contract, including the Am-way Rules and Policies, or any applicable laws or regulations.4.1.2 Cooperation with Investigations: ABO/MEMBERs PLUS shall cooperate in any investigation undertaken by Amway according to the Process as described in Section 11.

4.2 Purchase of Amway Products4.2.1 An ABO/MEMBER PLUS must only purchase Am-way products and services and official Amway literature

7

directly from Amway in order to be eligible for the awards and rewards under the Amway Sales and Marketing plan.4.2.2 An ABO must not sell Amway products and services to other ABOs, MEMBER PLUS and Members.

4.3 Import/Export/Retail Locations/Mass Marketing:4.3.1 BOs/MEMBERs PLUS shall not export or import, or knowingly sell for import or export, Amway products from any country in which Amway has established operations, into any other country;4.3.2 BOs/MEMBERs PLUS shall not display or sell or permit Amway products and services, official Amway lit-erature or BSM to be displayed, sold, marketed, promoted or displayed in or from any retail location;4.3.3: reserved4.3.4 BOs/MEMBERs PLUS shall not advertise Am-way products or services through mass media or use any broadcast or mass communication methods to secure customers, solicit the sale of Amway products or servic-es, describe or display the Amway Sales and Marketing Plan or the Amway Business Opportunity, or to solicit per-sons to become ABOs; this includes by way of example and not limitation, internet technology, incl. internet auc-tion platforms, mass mailings, telemarketing, radio, tel-evision, spamming (as described in Rule 4.23), or any other means by which personal contact is not present. When using any “social media” ABOs/MEMBERs PLUS have to comply with the Amway Rules of Conduct and Amway Policies, especially the European Social Media Policy (available on www.amway.ua) as well as with the terms and conditions of the respective social media site. An ABO may have a website to promote the Amway Busi-ness and the Amway products and services if authorized by Amway in accordance with the Amway Website Policy (available on www.amway.xy).4.3.5 BOs/MEMBERs PLUS shall not take advantage of any Amway promoted event or media to sell, promote or profit from the sale or promotion of non-Amway products or services. This is alsoapplicable to any event or media targeted at or for the benefit of ABOs/MEMBER PLUS or

Prospects.

4.4. Misrepresentations: ABOs/MEMBER PLUS shall not conduct any activity, make any statement or fail to make any statement in furtherance of or in connection with an Amway Business and the Amway Business Opportunity which, giv-en the context and the circumstances, is not truthful, accu-rate and appropriate. Statements on Amway products may only be taken verbatim from official Amway literature and official Amway Websites intended and approved for use in the respective market. Therefore the ABO/MEMBER PLUS shall not engage in following practice:

4.4.1 Making any exaggerated or non-guaranteed claims/and or statements about any Amway products and ser-vices, other than ones printed in official Amway literature, this includes but may not necessarily be limited to: medi-cal and/ or health claims/statements as well as statements on Amway products made by physicians and/or other third person or entity;4.4.2 Represent Amway products and services or prod-ucts distributed by Amway incorrectly with regards to pric-

es, quality, standards, grades, contents, style or model, place of origin or availability;4.4.3 State that Amway products and services or products distributed by Amway back, approve, or present any fea-tures as regards to yield, accessories, uses or benefits that they do not have;4.4.4 In any way act or present Amway, or the products Amway distributes in a fraudulent manner, or promote products that Amway does not distribute as if they did;

4.5 Repacking: ABOs may not repackage, otherwise change or alter any of the packaging labels of Amway prod-ucts or services or official Amway literature.

4.6 Written Sales Receipt: An ABO shall deliver to the customer at the time of sale of an Amway product or service a written and dated order or receipt which shall:

(a) describe the product(s) sold;(b) state the price charged (incl. VAT);(c) give the name, address, and telephone number of the

selling ABO;(d) include Amway Satisfaction Guarantee and(e) give additional information as required by local

legislation.

4.7 Amway Satisfaction Guarantee: ABOs shall admin-ister the Amway Satisfaction Guarantee in accordance with this section and the information supplied in the official Am-way literature relating thereto. In particular, and without limit-ing the forgoing:

4.7.1 ABOs shall advise Amway of any customer complaint and provide relevant information;4.7.2 Whenever a customer requests Amway Satisfaction Guarantee service within the stated guarantee period, the ABO shall immediately offer the customer the choice of (a) full refund, (b) exchange for a like product, or (c) full credit for exchange with another item;4.7.3 ABOs shall not make any type of offer or compro-mise or render Amway liable for any complaint or product return.

4.8 Compliance with Applicable Laws, Regulations and Codes: ABO/MEMBER PLUS shall comply with all ap-plicable laws, regulations and codes that apply to the op-eration of their Amway Business and they must not conduct any activity that could jeopardize the reputation of the ABO/MEMBER PLUS and/or Amway.

4.9 Deceptive or Unlawful Trade Practices: An ABO/MEMBER PLUS shall not engage in any deceptive or un-lawful trade practices.

4.10 Unlawful Business Enterprises or Activities: An ABO/MEMBER PLUS shall not operate any illegal or unlaw-ful business enterprise, engage or participate in any illegal or unlawful business activity.

4.11 reserved

4.12 ABO/MEMBER PLUS Relationship: An ABO/MEM-BER PLUS may not represent, imply or act in a manner that

8

suggests that the ABO/MEMBER PLUS is an employee or something other than an independent contracting party op-erating pursuant to a contract with Amway;

4.13 Franchises and Territories: There are no exclusive franchises or territories available under the Amway Sales and Marketing Plan.

4.14. Non Amway Selling-Activities: If ABOs/MEMBERs PLUS nontheless engage in other than the business activi-ties as described above, related to non-Amway products and services or non-Amway authorized BSM they have to comply with the following:

4.14.1 An ABO who personally sells products other than Amway products or who sells services (e.g., tax services, insurance, investments, et cetera) shall not induce another ABO/MEMBER PLUS whom he does not personally spon-sor to sell such products or services, or shall he offer to sell such products or services to any ABO/MEMBER PLUS except those personally sponsored by him or her. In this context induce means: persuade/attempt to per-suade another ABO/MEMBER PLUS to sell any product or service whether or not this is done to obtain revenues or for any other reason. This rule also applies to MEMBER PLUS who are not authorized to sell Amway products or services, but who may have appropriate authorizations to conduct business activity and to sell other products or ser-vices or who may actually engage in such activity.4.14.2 No ABO may sell, promote or profit from the sale or promotion of BSM except in accordance with any policies or procedures established by Amway as set forth in Sec-tion 7 of the Rules of Conduct and other Amway Policies, especially the Ukrainian BSM Policy.4.14.3 ABOs/MEMBER PLUS shall not take advantage of their knowledge of or association with other ABOs/MEMBER PLUS whom they did not personally sponsor, including their knowledge resulting from or relating to their individual Lines of Sponsorship, in order to promote and expand such other business ventures. An ABO/MEMBER PLUS regularly engaged in a professional service dealing with customers (e. g. a repair garage, retail establishment, barber or beauty shop, law, medicine, dentistry, or ac-counting) may serve clients or customers who are ABOs/MEMBER PLUS and have sought them out; ABOs/MEM-BER PLUS may not actively solicit the patronage of not personally sponsored ABOs/MEMBER PLUS.4.14.4 Neither the ABO/MEMBER PLUS nor the ABO/MEMBER PLUS’s spouse or any other personon the ABO/MEMBER PLUS Contract shall takes advantage of his or her knowledge of, or association with, other ABO/MEM-BERS PLUS to promote the non-Amway Business.

4.15 Interference in another AB: No ABO/MEMBER PLUS shall interfere in another ABO’s/MEMBER PLUS business. Interference in another ABO’s/MEMBER PLUS business would be in particular (the below listing only shows examples)

4.15.1 Induce or attempt to induce another ABO/MEMBER PLUS to change his Line of Sponsorship, to transfer or abandon his AB, or to Sponsor or not Sponsor a particular Prospect;

4.15.2 Induce or attempt to induce another ABO/MEMBER PLUS to deny training, motivation or other support to a Downline ABO/MEMBER PLUS;4.15.3 Induce or attempt to induce another ABO/MEMBER PLUS to breach an ABO/MEMBER PLUS Contract, includ-ing the Rules of Conduct and other Amway Policies;4.15.4 Induce or attempt to induce another ABO/MEMBER PLUS to engage in non-Amway selling activities not com-plying with section 4.14.

4.16 reserved

4.17 Insolvency4.17.1 The ABO/MEMBER PLUS’ shall notify Amway im-mediately upon commencement of any insolvency pro-ceedings involving the ABO/MEMBER PLUS’, or if a receiver or a trustee is appointed to manage the ABO/MEMBER PLUS’s assets, or if any assets are seized by the court or regulatory order or taken in execution of an unsatisfied judgement or a debt.4.17.2 Amway may negotiate with the trustee in insolvency or responsible official concerning arrangements for the disposal of any products belonging to Amway which are in the possession of the ABO/MEMBER PLUS.4.17.3 If, as a result of any insolvency, or similar proceed-ing, an attempt is made to sell, assign or otherwise transfer the ABO/MEMBER PLUS’s interest in the ABO/MEMBER PLUS Contract, such sale, assignment or other transfer must be conducted in accordance with applicable law and Section 6.6 of the Rules of Conduct.

4.18. Sales to end consumers: Amway pays Bonuses based on sales of Amway products and services to end customers.

4.19 – 4.22 reserved

4.23 Spamming: “Spamming” is when somebody sends out unsolicited messages via electronically means (e. g. fax, e-mail or SMS messages) to individuals or groups. ABOs/MEMBERs PLUS shall not send, transmit, or otherwise communicate via electronically means to persons without their prior explicit written consent. This includes, but is not limited to, sending messages on Social media or via e-mails through newsgroups, purchased mailing lists, “safe lists”, or other lists of individuals or entities.4.23.1 Employment Postings: If responding to an employ-ment posting for someone seeking an employment oppor-tunity, the ABO/MEMBER PLUS shall clearly state within the first paragraph of the response that the ABO/MEMBER PLUS is offering a business opportunity and not an employ-ment opportunity.

4.24 Fundraising: ABOs/MEMBERs PLUS may use Am-way products in conjunction with fundraising activities based on written authorization by Amway. This includes but is not limited to solicitation for the purchase of Amway products or services based on the representation that all or a portion of the gains, proceeds, or profits generated by such sale will benefit a particular charitable group, organization, or cause.

9

4.25 Amway Sales and Marketing plan Manipulation: No ABO/MEMBER PLUS shall manipulate the Amway Sales and Marketing Plan or award volume in any way which re-sults in the payment of bonuses or other awards and rec-ognition that have not been earned in accordance with the terms as set forth in the Amway Sales and Marketing Plan or other official Amway literature. This rule would also refer to inappropriate business structuring, as defined in the Stack-ing Policy (available on www.amway.ua).

4.26 Personal/Business Information Update: All ABOs/MEMBERS PLUS are responsible for communicating any updates or changes to their personal information (e.g., name, address, and telephone numbers, etc.) or business information (e.g., addition/deletion of partner, change of business status, etc.) to Amway.

4.27 Privacy and Confidentiality: All ABOs/MEMBER PLUS are required to abide to the Amway Privacy Policy (available on www.amway.ua) and applicable data protec-tion laws and regulations.Amway is the holder of confidential and proprietary informa-tion and trade secrets relating to its products, business and the LOS including, without limitation, data relating to ABOs (“Confidential Information”). The ABO/MEMBER PLUS ac-knowledges and agrees that all such Confidential Informa-tion shall at all times remain the property of Amway, and that, to the extent that the ABO/MEMBER PLUS is granted access to the use of Confidential Information in the course of performance of the Contract, the ABO/MEMBER PLUS shall only use such Confidential Information to the extent and for the purposes authorized in the Contract. The ABO/MEMBER PLUS shall not transfer or disclose Confidential Information to any third party, including another ABO/MEM-BER PLUS, except in accordance with express terms of the Contract, without the prior written authorization of Amway. Upon termination or non-renewal of the Contract, the ABO/MEMBER PLUS shall return to Amway all Confidential In-formation in his/her possession. The ABO/MEMBER PLUS acknowledges and agrees that any breach of this provision shall cause irreparable damage to Amway, entitling Amway to immediate injunctive or similar relief to prevent further breach of the Contract or disclosure of the Confidential In-formation. Any confidentiality obligations under this provi-sion shall survive the termination of the Contract.

4.28 Risk to Reputation: An ABO/MEMBER PLUS shall not engage in any activity which might negatively affect the reputation of Amway, the Amway Business and the Amway Products and services and other ABOs/MEMBER PLUS.

4.29 reserved

4.30 Sales of Products by ABOs: Amway products may only be demonstrated and/or sold by ABOs.

4.31 Presentation of the Business Opportunity by ABOs/MEMBERs Plus: The Amway Business Opportunity may only be presented to a prospective ABO by an ABO/MEMBER PLUS. Only ABOs/MEMBERs PLUS may spon-sor a new ABO/MEMBER PLUS.

4.32 International Sponsorship: When an ABO/MEM-BER PLUS initiates a second business in a market different from the market of his original business, the second busi-ness must be internationally sponsored by the original busi-ness. Subsequent businesses (third, fourth etc.) must also be internationally linked to either the original business or his other business.

SECTION 5: ADDITIONAL RESPONSIBILITIES AND OBLIGATIONS FOR SPONSORS

5.1 and 5.2: reserved5.3. General Duties and Responsibilities of Sponsors:

5.3.1 Provide to the sponsored ABO/MEMBER PLUS with the complete official Amway literature intended for the use with newly sponsored ABOs/MEMBERs PLUS.5.3.2 reserved5.3.3 Ensure training and motivation of the sponsored ABO/MEMBER PLUS in accordance with Amway Rules of Con-duct and Amway Policies, or cooperate with the Upline Plati-num ABO to ensure that this training and motivation occurs;5.3.4/5.3.5 reserved5.3.6: Amway does not require stock keeping or purchas-es of inventory. Bonuses under the Amway Sales and Mar-keting Plan are paid based on sales to end consumers. Therefore, for an ABO to be entitled to compensation un-der the Amway Sales and Marketing Plan, products must be sold to end consumers in amounts proportionate to the ABO’s purchases. Amway reserves the right to withhold all qualifications, awards and rewards if it is determined that purchases are not proportionate to sales to end consumers. ABO shall at Amway’s request provide to Amway corresponding evi-dence regarding adherence to this rule. (5.3.6: Not to be inserted in Italy/Slovenia/Austria)5.3.7 Preserve the independent relationship to those ABO/MEMBERS PLUS sponsored by him or her.5.3.8 Use the best efforts to ensure that personally spon-sored ABOs/MEMBERS PLUS fully comply with the ABO/MEMBER PLUS Contract, including the Rules of Con-duct, the Amway Policies, and all applicable laws and regulations.5.3.9 reserved5.3.10 Use the best efforts to encourage personally spon-sored ABO/MEMBERs PLUS to attend official Amway meetings/events.5.3.11 reserved5.3.12 Explain the responsibilities and obligations of an ABO/MEMBER PLUS under the ABO/MEMBER PLUS Contract, including the Amway Rules of Conduct and Am-way Policies and instruct the sponsored ABO/MEMBER PLUS on how to operate an Amway Business in accord-ance with the ABO/MEMBER PLUS Contract, Rules of Conduct, other Amway Policies and other official Amway literature.

5.4 Responsibilities of an ABO at Platinum Level or AboveTo attain and retain the title and privileges of an ABO at the Platinum level or above, an ABO must initially qualify and

10

then requalify in each performance year. The requirements of qualification and requalification are specified in the official Amway literature or on official Amway Websites. Included are the duties to:

5.4.1 Support and comply with the Rules of Conduct and Amway Policies and instruct and encourage other ABO/MEMBERs PLUS in the Business Group to do the same.5.4.2 Train ABO/MEMBER PLUS in the Business Group.5.4.3 Encourage properly completed ABO/MEMBER PLUS Applications;5.4.4 Train ABO/MEMBERS PLUS in the Business Group in the operation of the Amway Business and the Amway Products, including the Amway Satisfaction Guarantee.5.4.5 In addition to the provisions as set forth in rule 4.14, once an ABO is or ever has been qualified at the level of Platinum or above, you shall not without prior written consent of Amway, engage in or carry on any business or service, either directly or indirectly, which may be consid-ered to be in competition with or similar to the businesses of Amway and its Partner Stores, whether for your own ac-count, or for the account of any other person using or ex-ploiting any confidential information belonging to Amway, its customers or ABOs/Member/Members Plus.

SECTION 6: PRESERVATION OF THE LINES OF SPONSORSHIP

6.1 Protection of the Line of Sponsorship: Changes in Line of Sponsorship, the sale of an ownership interest in an AB, transferring an AB, merging ABs or separating ABs are all activities that involve amendments to the ABO/MEMBER PLUS Contract and, as such, must be agreed to by both the ABO/MEMBER PLUS and Amway in writing. Accordingly, the ABO/MEMBER PLUS acknowledges and agrees that:

6.1.1 The express written consent of Amway is required for any sale, change in Line of Sponsorship, transfer, merger of an interest in an AB, cooperation between or merger of two ABs, or separating or dividing an AB.6.1.2 The Line of Sponsorship shall not be strategically re-structured with the sale, transfer or merger of an Amway Business.6.1.3 Amway may deny, in its sole discretion, any appli-cation to sell, transfer, or change in the Line of Sponsor-ship of an AB, or the merger of ABs, or the separation or division of an AB, notwithstanding any Amway Rules of Conduct and Amway Policies or other terms of the ABO/MEMBER PLUS Contract that describe procedures that an ABO/MEMBER PLUS must follow when undertaking such action.

6.2 Individual Sponsorship Changes: An ABO/MEMBER PLUS may request to change the ABO/MEMBER PLUS whom Amway registered as the Sponsor of the request-ing ABO/MEMBER PLUS, in accordance with the following procedures:

6.2.1 The requesting ABO/MEMBER PLUS must submit a written request to Amway accompanied by:(a) a written consent and release signed by all ABOs/

MEMBERs PLUS in his Upline up to and including the first qualified Platinum ABO and

(b) a written acceptance from the new Sponsor and new Upline Platinum ABO.

6.2.2 Amway may contact any International Sponsors and International Leadership Bonus recipients and will allow 30 days for comment.6.2.3 If the request is granted by Amway, the national or foster Sponsor of the requesting ABO/MEMBER PLUS shall be changed and the Sponsor/Upline from which the requesting ABO/MEMBER PLUS has asked to be moved shall cease to be registered as Sponsor. The international Sponsor will remain.

6.3 Sponsorship Changes with Group: Any ABO who has not attained the qualification of Platinum or is recog-nized by Amway as a Group Leader may in accordance with the following procedures request Amway

• to change the Sponsor, and further• that some or all Downline ABOs/MEMBERs PLUS

remain in the requesting ABO/MEMBER PLUS’s Downline (including only ABOs/MEMBERs PLUS not qualified as Platinum or above) follow the change in sponsorship.

6.3.1 The requesting ABO/MEMBER PLUS must submit a written request to Amway accompanied by:(a) a written consent and release signed by all ABOs/

MEMBERs PLUS in his Downline who wish to remain in the Downline of the requesting ABO/MEMBER PLUS once the sponsor has been changed; and

(b) a written consent from all ABOs/MEMBERs PLUS in the Upline up to and including the first ABO who is qualified at the Platinum level or above together with all Upline ABOs who are qualified at the Platinum level or above up to and including the first ABO who is qualified at the Emerald level or above and

(c) a written and signed acceptance from the Sponsor and Upline Platinum in the new Line of Sponsorship.

6.3.2 If the first Upline ABO qualified as Platinum or above is also a qualified Emerald or above, written consent must be received from the next Upline ABO who is qualified as Platinum or above and who is upline from that Emerald.6.3.3 Amway may notify the first qualified Upline Diamond ABO and allow 30 days for comment.

6.3.3.1 Amway may contact any International Sponsors and International Leadership Bonus recipients and will al-low 30 days for comment.6.3.3.2 If the request is granted by Amway, the national or foster Sponsor of the requesting ABO/MEMBER PLUS shall be changed and the Sponsor/Upline from which the requesting ABO/MEMBER PLUS has asked to be moved shall cease to be registered as Sponsor. The internation-al Sponsor will remain.

6.3.4 An ABO currently recognized by Amway as a Group Leader (Silver, Gold, Platinum, Ruby ABO and etc.) can-not be transferred with his/her group under this rule. A for-mer Group Leader may make such a request if more than 2 years have elapsed since the end of the last month in which the requesting ABO was recognized as a Group Leader.

6.4 Re-Application Under New Sponsor: The application of a former ABO/MEMBER PLUS will only be accepted by Amway under the following conditions:

11

6.4.1 After termination or non renewal of the AB under the present Sponsor an ABO/MEMBER PLUS* may,• Following an inactivity period of at least 6 month, be

sponsored as a new ABO/MEMBER PLUS under a new Sponsor. The ABO/MEMBER PLUS may not be sponsored in a different Line of Sponsorship by any ABO/MEMBER PLUS who has also changed the Line of Sponsorship and was previously above him/her in the original Line of Sponsorship up to and including the first ABO qualified at Platinum or above level, or below him/her in the former Business Group down to and including the first ABO qualified at the Platinum or above level;

• Following an inactivity period of at least 2 years an ABO/MEMBER PLUS may be sponsored by any sponsor, including his/her former Sponsor who may have since been transferred to or sponsored by a different Sponsor. The inactivity period starts with the date on which Amway receives the letter of resignation. In case of non-renewal of the ABO/MEMBER PLUS Contract the inactivity period starts from that date the AB expired according to the Rules of Conduct. Applicants may not apply under this Rule to become a partner in an already existing AB in a different Line of Sponsorship.

6.4.2 A former ABO/MEMBER PLUS has to remain inac-tive and may not conduct any ABO/MEMBER PLUS activ-ity, especially by way of example:

6.4.2.1 Purchase of any Amway products and services directly from Amway as ABO/MEMBER PLUS for busi-ness use (products may be purchased for personal use only); or6.4.2.2 Sale or participation in any phase of the sale of any Amway products and services, including, by way of example, taking an order, making a delivery, or accepting payment; except pursuant to Amway “Buy-Back Rule”, Rule 3.8.1; or6.4.2.3 Presentation of the Amway Sales and Marketing Plan to any Prospect; or6.4.2.4 Renewal or attempted renewal of the term of an ABO/MEMBER PLUS Contract, including the submission of any related form to Amway; or6.4.2.5 Attending any meeting/event conducted, promot-ed or organized by any ABO/MEMBER PLUS or promot-ed to ABOs/MEMBERs PLUS or Prospects, no matter in which country such activity occurs; or6.4.2.6 Attending any Amway meetings including those produced by ABOs; or6.4.2.7 Participating in any activity for or on behalf of an-other ABO/MEMBER PLUS, whether in his own name or in the name of another person; or6.4.2.8 Promoting, selling or profiting from any BSM.

6.4.3 For purposes of Section 6.4 of the Rules of Conduct, the following shall not constitute ABO/ MEMBER PLUS activity:

6.4.3.1 Procuring and/or submitting a written request for transfer; or6.4.3.2 Filing a request for the review of a case before a Panel; or6.4.3.3 Directing an inquiry to Amway as to the status of his/her former Amway Business; or

6.4.3.4 Activity as an ABO/MEMBER PLUS in any other Amway Business in another country in which Amway conducts business.6.4.3.5 Accept payments pursuant to the Amway “Buy Back Rule” (3.8.1).

6.4.4 An ABO/MEMBER PLUS who transfers to, or who, following at least six months of inactivity, is sponsored un-der a Sponsor in a different Line of Sponsorship, shall not sponsor in the new Business Group any ABO/MEMBER PLUS who was previously:• Above him/her in the original Line of Sponsorship up

to and including the first ABO qualified at the Platinum or above level, or

• Below him/her in the former Business Group down to and including the first ABO qualified at the Platinum or above level.

6.4.5 reserved6.4.6 A formerly foster sponsored ABO/MEMBER PLUS may be sponsored again subject to section 6.4 and the following conditions:

6.4.6.1 At the time of application, the former ABO/MEM-BER PLUS must specify whether or not he wishes to be internationally and foster sponsored again, and6.4.6.2 A former ABO/MEMBER PLUS may not be per-sonally sponsored by a Sponsor who was previously above him or her in his or her original line of foster spon-sorship up to an including the first ABO qualified at the Platinum or above level, or below him or her in his or her original business group down to and including the first ABO qualified at the Platinum or above level unless at least two years have elapsed since the termination of the AB.

6.4.7 Corrective Action: To the extent that Amway in-advertently accepts an ABO/MEMBER PLUS Contract from a former ABO/MEMBER PLUS who is subsequently found to have engaged in any ABO/MEMBER PLUS ac-tivity as described in rule 6.4.2, or from such ABO/MEM-BER PLUS’s spouse, such ABO/MEMBER PLUS shall be in breach of the ABO/MEMBER PLUS Contract. Amway may take corrective action which may include, but are not limited to the termination of the violating ABO’s/MEMBER PLUS’ business and transfer of the former business group and/or business volume generated during the period of violation to the appropriate Line of Sponsorship.6.4.8 The right of an ABO/MEMBER PLUS to contest the sponsorship of a former ABO/MEMBER PLUS who is now sponsored under a different sponsor ceases when 2 years have elapsed since the date on which Amway accepted the ABO/MEMBER PLUS application under the new sponsor.

6.5. Reserved

6.6. Sale of an Amway Business: The sale of an Amway Business is subject to Amway’s express written consent. An ABO selling his Amway Business shall state the minimum acceptable conditions of sale, including price, in writing, and shall offer the Amway Business for sale to ABOs in the order of priority set forth in Sections 6.6.1 – 6.6.5 of the Rules of Conduct. All eligible ABOs in a given priority shall be given the opportunity to submit proposals to the selling ABO to purchase the Amway Business once the time period

12

for higher priority ABO to submit proposals has passed and a proposal has not been accepted by the selling ABO. A MEMBER PLUS business may not be sold or assigned to any other person or entity.

6.6.1 First Priority: The selling ABOs international sponsor (if any);6.6.2 Second Priority: The selling ABOs foster sponsor (if any) or personal sponsor;6.6.3 Third Priority: The selling ABOs personally spon-sored ABO (if any);6.6.4 Fourth Priority: Upline Platinum ABOs up to the next qualified Diamond ABO and Downline Platinum ABOs down to the next qualified Diamond ABO (if any);6.6.5 Fifth Priority: Any ABO in good standing.6.6.6 – 6.6.7 reserved6.6.8 An ABO is eligible to purchase an Amway Business only if he is in Good Standing and not in violation of the ABO Contract to which he is a party and has the financial means to conclude the purchase of the Amway Business and if in Amway’s sole determination:a) Possesses sufficient expertise in the business so as to

demonstrate a complete and accurate understanding of the Amway Business and the Amway Sales and Marketing Plan; and

b) Possesses a complete and accurate understanding of the Amway Rules of Conduct and Amway Policies and demonstrate a willingness to abide by all terms and conditions of the ABO Contract; and

c) Possesses adequate resources to operate the seller’s AB and to provide necessary training and support; and

d) Possesses an understanding of any relevant market factors that may impact the operation of the selling ABOs Business; and

e) Is not currently engaged in any dispute or possess any conflict which may impact their ability to operate the seller’s AB; and

f) Qualifies to enter into an ABO Contract with Amway in accordance with Section 3.3 of the Rules of Conduct.

6.6.9 Proposal to Purchase: An ABO who has the op-portunity to purchase the Amway Business must submit a written proposal based on the offer for sale to the selling ABO.6.6.10 Seller’s Acceptance of Proposal: The selling ABO shall either accept or reject the proposal in writing, in his sole discretion, within an appropriate timeframe of receipt of the proposal.

6.6.10.1 If accepting the proposal, the selling ABO shall submit the proposal and the seller’s written acceptance to Amway for review and consent.6.6.10.2 If the selling ABO rejects the proposal, or if the sale is not completed and the seller wishes to continue selling the AB, it shall continue to be offered to ABO in the order of priority set forth in section 6.6.1 through sec-tion 6.6.5, recommencing at the same level of priority as that of the ABO whose proposal was rejected by the sell-ing ABO or denied by Amway. If the selling ABO wishes to offer his AB for sale under terms and conditions dif-ferent from those of the original offer, the revised offer of sale must be resubmitted to ABOs in the original order of priority set forth in Section 6.6.1 through Section 6.6.5.6.6.10.3 In the event that more than one eligible ABO in

a given priority level submits a proposal to purchase the AB, the selling ABO may accept or reject either proposal, in its sole discretion.

6.6.11 Amway’s Consent: Amway shall either consent to or deny a proposed sale in writing.6.6.12 Accruing Bonuses: Any Bonuses accruing under the AB that is being assigned shall be paid as specified in the contract of sale between the selling ABO and the purchasing ABO provided Amway has consented in writing to such handling. Awards previously granted to the selling ABO will not automatically be transferred to the purchas-ing ABO.

6.7 Mergers and Combinations of ABs: No merger or combination of two or more existing ABs by reason of in-tentional affirmative act on the part of the owners shall be permitted which results in the merging ABs obtaining any level of achievement.

6.7.1 ABO/MEMBER PLUS shall not combine their Amway Businesses nor cooperate in a partnership or other venture that would have the practical effect of merging their Amway Businesses without the prior written consent of Amway.6.7.2 Only those mergers or combinations resulting from failure to apply for renewal, termination, resignation, death (with no designation of succession by heirs), or some in-voluntary event or cause beyond the control of any of the owners, shall be permitted, provided, however, that the merging business has fewer than two qualified legs. A permissible merger and combination must not be imple-mented until same has been reviewed and approved by Amway.

6.8 One Amway Business Rule: An ABO/MEMBER PLUS may own, have an interest in, be a signatory on or be listed as a designee on only one Contract in only one AB except as provided in Rules 6.8.1 – 6.8.4 of the Rules of Conduct. Only under the following circumstances may an ABO have interest ownership in more than one AB:

6.8.1 Where two ABOs marry and one or both have at-tained the Platinum qualification or above prior to marriage pursuant to Rule 3.2;6.8.2 Where an existing AB purchases another AB pursu-ant to Rule 6.6;6.8.3 Where an ABO (transferor), in order to facilitate the transfer of his or her AB in the event of his or her death, requests the name of another existing ABO to be add-ed to his or her AB as “silent partner”. The name of the transferor(s) must continue to be on the AB until his/her death and supporting estate-planning documentation must be provided to Amway;6.8.4 Where an existing ABO inherits all or a portion of an AB.6.8.5 In the event an ABO owns or has an ownership inter-est in more ABs pursuant to this Rule, such ABs may be operated jointly under a single legal umbrella. Amway will continue to deal with such ABs as separate ABs and will recognize them as separate, individual ABs for award and bonus purposes.

6.9 Integration: An ABO may integrate his or her AB with his/her child’s (children’s) AB upon following conditions. A

13

MEMBER PLUS business may not be integrated based on this rule.

6.9.1. The child(ren) must be personally sponsored by the parents; or the parents must be personally sponsored by the child(ren).6.9.2. The child’s (children’s) AB must have operated as a separate AB for not less than 2 years by date of integration;6.9.3. The child(ren) shall have achieved the level of at least Platinum as of the integration date;6.9.4. reserved6.9.5. reserved6.9.6. In the event that the parent(s) are deceased or are not mentally or physically capable of running the AB before conditions 6.9.2. and 6.9.3. have occurred, the children inheriting the AB of their parent(s) shall have the right to integrate the separate ABs in accordance with this Rule;6.9.7. Amway shall evaluate the request in light of such recommendation and the goals, objectives, and benefits of the Amway Sales and Marketingplan; and6.9.8. Upon the granting of the request, implementation of the integration shall be as follows:

6.9.8.1. The implementation date shall be the next Sep-tember 16.9.8.2. At the implementation date, the child(ren) and parent(s) are eligible for all awards and recognition to the separate ABs earned during the previous qualification year; and6.9.8.3. All awards and recognition, based on the com-bined ABs, shall begin accruing as of the implementation date. Thus, any higher awards based on the combined ABs will be awarded upon completion of qualification af-ter the implementation date.

6.10 Divorce, Separation or other Dissolution: When-ever an AB in ordered to be separated or divided as the result of a legal marital separation, divorce, dissolution of a corporation or partnership (where applicable), the separa-tion or division must be accomplished in such a way as not to adversely affect the interests and income of the AB in the Line of Sponsorship.

6.10.1 Divorce and Legal Separation: Upon legal sepa-ration of a married couple one of whom is a signatory to an ABO Contract, Amway shall continue to recognize the signatory to the ABO contract as the ABO and shall pay bonuses and grant awards and rewards to this ABO only.

6.10.1.1: If in the married couple both partners signed the Contract, the legally separated couple may continue to operate the AB together.6.10.1.2: In case of a legal separation, one spouse may leave the original business and may apply for an Amway business of his/her own prior to the final de-cree of divorce. Such business shall be sponsored by the original business. A copy of the legal documents which grant separation to the former couple must be submitted to Amway with the new Application form. Non-Group Leaders may be transferred to the new busi-ness form the original business in compliance with Rules 6.2 and 6.3 of the Rules of Conduct. As far as suitable, this rule also applies to MEMBERs PLUS.

6.10.2 Dissolution of a legal entity operating an AB: Absent the express written agreement to Amway to the contrary,

prior to dissolution of a legal entity operating an AB, the AB may be assigned to the authorized representative of the legal entity who signed the ABO Application originally on behalf of the entity, or the AB may be sold in accordance with Rule 6.6 of the Rules of Conduct. Otherwise the AB shall be decided upon in accordance with section 15 of the Rules of Conduct.

SECTION 7: BUSINESS SUPPORT MATERIAL (BSM)

An Approved Provider is a supplier authorized by Amway to provide BSMs to ABOs/Members Plus or to use BSMs with Prospects, pursuant to the ACCREDITATION PLUS™ Pro-gram and Quality Assurance Standards. Additionally, ABOs are also authorized to provide BSMs to their downline ABOs / MEMBER PLUS or to use BSMs with Prospects in accord-ance with the relevant provisions of the BMS Policy and the Quality Assurance Standards.

While Amway does not require anybody to purchase BSM, ABOs may decide that they can play a useful role in building a profitable business or achieving goals. BSM are entirely optional and Approved Providers or ABOs entitled by Ap-proved Providers who promote, use, sell or distribute BSM must emphasize that the purchase is strictly voluntary. The purchase of any BSM may not be framed as a requirement for becoming an ABO/MEMBER PLUS or to receiving sup-port as an ABO/MEMBER PLUS. According to the BSM Pol-icy (available on www.amway.ua), all BSM must be author-ized by Amway prior to promotion, use, sale or distribution by an Approved Provider. Meetings and events are also to be conducted within the frame of the BSM Policy.

SECTION 8: PRESENTATION OF THE AMWAY BUSINESS OPPORTUNITY AND THE AMWAY SALES & MARKETING PLAN

8.1 Invitations and Presentations: When inviting a pros-pect to a presentation of the Amway Sales and Marketing Plan the ABO/MEMBER PLUS may not give any false im-pression or otherwise misrepresent the Amway Business Op-portunity or the nature of the invitation and presentation and, therefore, the ABO/MEMBER PLUS shall in particular not:

8.1.1 Give the impression that the presentation or the Amway Business Opportunity relates to an employment opportunity;8.1.2 Imply that the invitation is to a social event;8.1.3 Disguise the invitation as a “market survey”;8.1.4 Promote the event as a “tax seminar”;8.1.5 Promote the Amway Business Opportunity as a busi-ness relationship with a person, company, or organization other than Amway;8.1.6 Indicate that Amway products and services are merely one line of products or services distributed through or as a part of a brokerage, consignment or intermediary business oper-ated by a person, company or organization other than Amway;8.1.7 Indicate that the Amway Business Opportunity, ABOs/MEMBERs PLUS, Amway products and services are part of any other business opportunity;

14

8.1.8 Fail to affirmatively indicate in connection with such invitation that the presentation is about the Amway Sales and Marketing Plan and the Amway Business Opportunity;8.1.9 Engage in any misrepresentation of the Amway Business Opportunity and the ABO’s/ MEMBER PLUS’s relationship to Amway and the nature of the Amway Business, or omit any in-formation that is needed to properly evaluate the Amway Busi-ness Opportunity, Amway products and services;8.1.10 Represent the Amway Business Opportunity as passive investment opportunity, franchise opportunity or the offering of an annuity, fixed income opportunity, or eq-uity investment of any type;8.1.11 Represent that benefits under the Amway Sales and Marketing Plan may be derived from another source than from the purchase and sale of Amway products and ser-vices and/or from sponsoring others who do the same.

8.2 First Contact with Prospects and Prospective Cus-tomers: At the first contact with prospective ABOs/MEM-BERS PLUS or customers of Amway products and services, an ABO/MEMBER PLUS shall:

8.2.1 Introduce himself by name;8.2.2 Make himself known as an ABO/MEMBER PLUS;8.2.3 Appropriately identify Amway and the ABO/MEM-BER PLUS’s relationship to Amway; and8.2.4 Indicate the purpose of contact, namely the sale of Amway products and services and/or the introduction of the Prospect to the Amway Business Opportunity;8.2.5 Truthfully and honestly respond with full transpar-ency and candour to any questions that the Prospect has concerning the Amway Business Opportunity, Am-way products and services, the ABO/MEMBER PLUS or Amway.

8.3 Sponsorship Guidelines: No ABO/MEMBER PLUS shall conduct any activity, make any statement or shall fail to make any statement in furtherance of or in connection with an Amway Business or the Amway Business Opportu-nity, which, given the context and the circumstances, is not truthful and accurate. The ABO/MEMBER PLUS (by way of example and not limitation):

8.3.1 Must disclose only current average profits, earn-ings and sales figures and percentages as published by Amway.8.3.2 Must use only official Amway literature or Amway-authorized BSM.8.3.3/8.3.4 reserved8.3.5 May use only earnings and/or bonus representations based on their own personal experiences, provided that they at the same time disclose the current average profits, earnings, and sales figures and percentages as published by Amway.8.3.6 May cite personal lifestyle examples and contribu-tions to charitable causes, provided such benefits were actually accrued from building his/her AB and the profits there from.8.3.7 Must not say that a successful AB can be built in the form of a “wholesale buying club”, where the products may be bought for personal use only.8.3.8 Must emphasize that Amway pays bonuses based on the sale of Amway products and services.

8.3.9 Must not promote tax benefits as the best or principal reason for becoming an ABO/MEMBER PLUS.8.3.10 Must not say that the business is a “get-rich-quick” opportunity in which it is easy to achieve success with little or no expenditure of effort or time.8.3.11 reserved8.3.12 reserved8.3.13 Must not misrepresent the relationship between Amway and the other companies affiliated with Amway.

8.4 No Exclusive Territories: No ABO/MEMBER PLUS shall represent that there are exclusive territories available as part of the Amway Business Opportunity.

8.5 No Obligation to Purchase: An ABO/MEMBER PLUS shall not require a prospect to purchase products and/or services except for the official Amway literature intended for the use with newly sponsored ABOs/MEMBERs PLUS.

SECTION 9: USE OF THE AMWAY’S INTELLECTUAL PROPERTY

9.1 ABOs/MEMBERs PLUS shall only use Amway’s trademarks or other intellectual property or proprie-tary information belonging to or licensed to Amway in accordance with the applicable terms, conditions and procedures set forth in the ABO/MEMBER PLUS Con-tract, including the Amway Rules of Conduct and the Amway Policies.

9.1.1 Amway is the licensee of certain trademarks includ-ing, e.g., logos, service marks and other intellectual prop-erty and industrial property, including the name AMWAY, and trademarks, trade names and service marks used in connection with Amway products and services, and the various designs of labels.9.1.2 ABOs/MEMBERs PLUS may only use the intellectual property belonging or licensed to Amway with the prior writ-ten authorization by Amway and subject to any conditions attached to such use except as otherwise provided herein.

9.2 – 9.4 Reserved.

9.5 Business Cards: An ABO/MEMBER PLUS who is in full compliance with the Rules of Conduct and all other provisions of the ABO/MEMBER PLUS Contract – unless otherwise directed by Amway – ay use the AMWAY name (but not the AMWAY TM logo or any other trademarks, trade names or service marks belonging to or licensed to Amway) on his/her business cards provided that name is used in one of the following ways with no deviation:

(common name)Amway Business Owneror

(common name)Business Owner of Amway Products and Services

9.6 Promotional Literature, Stationery, Premiums, etc.: ABOs/MEMBERs PLUS shall not produce or procure from a source other than Amway any item bearing the Amway

15

name or logo or any trademarks, trade names or service marks belonging to or licensed to Amway.

9.7 ABO/MEMBER PLUS Advertising: An ABOs/MEM-BERs PLUS may use advertising media to present Amway, the Amway products and Amway Business Opportunity upon prior authorization of Amway. They must submit the proposal in writing, including a copy of the proposed adver-tisement and additional information on the media at least 30 days prior to proposed start of the request. Amway may revoke its authorization at its own discretion.

SECTION 10: DEATH OF AN ABO/MEMBER PLUS AND INHERITANCE OF THE AB

An AB may be both bequeathed by will or testamentary contract and inherited. Amway recommends that ABOs/MEMBERs PLUS consult legal experts and take the nec-essary precautions so that their Amway business can be bequeathed to their descendants or be transferred to a de-signee of their choice.These heirs or designees shall assume all the responsibili-ties of the testator, including all commissions and/or other payments paid in accordance with the provisions of the Amway Sales and Marketing Plan and to which the testator would have been entitled. If an ABO/MEMBER PLUS dies without leaving a will, the laws regarding legal succession shall be applied in transfer-ring the Amway business.

SECTION 11: BREACH OF CONTRACT; PROCEDURES, SANCTIONS

11.1 Procedures:

11.1.1 Investigation: When Amway assumes/believe that a breach of the ABO/MEMBER PLUS Contract has oc-curred, will occur, or is threatened to occur, Amway may investigate the activity of the ABO/MEMBER PLUS at is-sue. Amway may undertake this investigation on its own initiative or when another ABO/MEMBER PLUS has sub-mitted a written complaint to Amway as provided in rule 11.1.2 of the Rules of Conduct.11.1.2 Complaints by ABO/MEMBERs PLUS: An ABO/MEMBER PLUS who assumes/believes that another ABO/MEMBER PLUS has breached its ABO/MEMBER PLUS Contract by violating the Rules of Conduct and Amway Policies, and who has personal knowledge of the activities leading to such alleged breach, shall notify Amway in writ-ing of the alleged breach and all facts connected with it.

11.1.2.1 On receiving this notice Amway will notify the appropriate ABO/MEMBERs PLUS of the complaint and request an immediate response. A notification of the complaint and/or a copy of the inquiry letter will be sent to the Upline Platinum and/or Upline Diamond of this ABO/MEMBER PLUS.11.1.2.2 If the complaint and response do not contain sufficient facts upon which to make decision additional information may be requested from any party by Amway.

11.1.2.3 Amway will decide whether there has been a violation of the Rules of Conduct and Amway Policies or other breach of the ABO/MEMBER PLUS Contract based on the facts available and take appropriate action in accordance with section 12 of the Rules of Conduct.

11.1.3 Notification of Action11.1.3.1. Amway will forward a decision letter to the vio-lating ABO/MEMBER PLUS, as well as the Upline Plati-num and/or Upline Diamond ABO. If applicable, Amway will advise the ABO/MEMBER PLUS of his opportunity to seek review of Amway’s decision by the International Review Panel.11.1.3.2 Content of Notification

11.1.3.2.1 The ABO/MEMBER PLUS shall be informed by any method allowable by law to the address, fax or e-mail that Amway has on record for the ABO/MEM-BER PLUS;11.1.3.2.2 Within the notification the section(s) of the Rules of Conduct or other provisions of the ABO/MEM-BER PLUS Contract violated or breached by the ABO/MEMBER PLUS will be stated as well as the date in which any such action shall become effective;

11.1.4 International Review Panel: If the ABO/MEMBER PLUS does not agree with the actions taken by Amway then the ABO/MEMBER PLUS may request a review by the International Review Panel as described in section 16 of the Rules of Conduct.11.1.5 Waiver of Claims: An ABO/MEMBER PLUS waives any and all claims against Amway arising out of or in respect to any action that Amway takes under the ABO/MEMBER PLUS Contract. An ABO/MEMBER PLUS against whom action has been taken as a result of a violation of the Rules of Conduct and Amway Policies or other breach of the ABO/MEMBER PLUS Contract shall have no claim against Am-way arising out of or with respect to the action.

SECTION 12: COMPLIANCE

In the event of a breach of the ABO/MEMBER PLUS Con-tract by an ABO/MEMBER PLUS, Amway may take one or more of the following actions to ensure that a breach is remedied, that any damages arising from the breach are re-couped, and to reduce the likelihood of the breach or other breaches recurring:

12.1 Non Compliance12.1.1 Termination: Amway may terminate the contract for intentional, severe breaches of the Amway Rules of Con-duct and Policies only after having followed the procedures as set forth in section 11 of the Rules of Conduct and if all reasonable efforts to gain a mutual consent failed. Upon termination for any cause whatsoever, the ABO/MEMBER PLUS shall:• If requested by Amway and at Amway’s sole

discretion, return all Amway products and services in his possession in accordance with the Buy-Back Rule of the Rules of Conduct;

• Cease to use all trademarks, trade names, insignia or any other intellectual property belonging to or licensed to Amway;

16

• Cease to identify themselves as ABO/MEMBER PLUS;

• Cease to engage in any activities of an ABO/MEMBER PLUS, as outlined, but not limited to the activities identified in Rule 6.4.2. of the Rules of Conduct.

• Upon termination by Amway ABO may not only take legal action but also will be eligible before the International Review Panel (section 16 of the Rules of Conduct).

12.1.2 Warning Letter which might include the requirement to mail the relevant Rules of conduct, Amway Policy or “Code of Ethics” to the Downline of the Platinum ABO and to all Platinum ABOs in an Emerald or Diamond ABO’s organization.12.1.3 Retraining: The ABO/MEMBER PLUS must attend (with or without downline) training organized by Amway in order to cure the breach.12.1.4 Suspension: Amway may take action to suspend some or all of the ABO’s/MEMBER PLUS’s privileges un-der the ABO/MEMBER PLUS Contract, including but not limited to:• Holding payments for payment of higher award

monies in escrow pending final resolution of the matter;

• Suspending authorization to conduct sponsoring activity (sponsoring, recruiting meetings, training sessions, home presentations, etc.);

• Suspending the ability to get any communication from Amway;

• Suspend invitations to company-sponsored seminars, trips and events;

• Conduct reorientation and retraining meetings and charge back the expenses to the offending ABO/MEMBER PLUS;

• Require that ABOs/MEMBERs PLUS provide Amway with recordings of their Amway Sales and Marketing Plan presentations;

• Order incapability for a defined period of time the ABO/MEMBER PLUS will not be allowed to place orders

The ABO/MEMBER PLUS will be informed on the duration of suspension in the decision letter. The suspension may be imposed until such time as Amway is satisfied that the respective behaviour has been corrected.12.1.5 De-Sponsorship: The ABO/MEMBER PLUS is re-moved as Sponsor of any downline ABs and/or has the ability to Sponsor new ABOs/MEMBERs PLUS removed.12.1.6 Bonus Refund/Withholding of bonus monies: The ABO must pay back Amway if paid, or Amway may with-hold if not paid, bonuses, fees and commissions in order to cure the breach. Amway reserves the right to retain dis-cretionary awards and rewards.12.1.7 Revocation/withholding of Qualification: Amway may withhold or remove any qualification and require re-turn of any objects evidencing such qualification (by way of example and not limitation, such as pins, certificates, etc.).12.1.8 Acknowledgement and Undertakings/Cease and Desist declaration: The ABO/MEMBER PLUS must ac-knowledge the breach providing undertakings stating that it will comply with its contractual obligations. Amway may

provide an opportunity to cure a breach within a specific time period, as determined by Amway. Amway may ask the ABO/MEMBER PLUS to sign and send in a cease and desist declaration.12.1.9 Rejection of ABO/MEMBER PLUS application: Am-way reserves the right to accept or reject any ABO/MEM-BER PLUS application12.1.10 Legal Action: Amway may take legal action against an ABO/MEMBER PLUS, file a civil or criminal complaint, notify, or file complaints or reports with appropriate au-thorities or take such other action or exercise any other remedies as may be available and permitted under appli-cable law.12.1.11 Additional Action: Amway reserves the right to ap-ply the sanctions listed above and any other adequate ac-tion, if required in a specific case of a contract violation and also to take any action short of termination of the ABO/MEMBER PLUS Contract as may be permissible under applicable law and appropriate in Amway’s sole discretion to address the specific breach(es);

12.2 Multiple Breaches: Following notification from Am-way, an ABO/MEMBER PLUS shall not allow any breach to remain uncorrected.

12.3 No Waiver: The failure of Amway to take any action upon learning of a breach or potential breach shall not con-stitute a waiver of Amway’s rights to assert such a breach in the future. The failure of an ABO/MEMBER PLUS to take any action upon learning of a violation of the ABO/MEMBER PLUS Contract shall not constitute a waiver of any other rights or remedies that may be available under applicable law.

SECTION 13 RESERVED

SECTION 14 RESERVED

SECTION 15: DISPOSITION OF TERMINATED OR NON-RENEWED ABO/MEMBER PLUS CONTRACT

15.1 Abandonment: When an ABO/MEMBER PLUS Con-tract is terminated or not renewed, it is considered aban-doned; the signatory to the ABO/MEMBER PLUS Contract shall have no further rights in the ABO/MEMBER PLUS Contract. Amway may assign or dissolve the AB, pursuant Rule 15.1.1 and Rule 15.1.2, the right to operate an AB in the former ABO’s/MEMBER PLUS’s position in the Line of Sponsorship to another ABO/MEMBER PLUS, or may re-move such position in the Line of Sponsorship, in its sole discretion. In exercising its prerogative hereunder, Amway may elect to employ one of the following methods or any other method permissible by law:

15.1.1 Sale/Assignment of AB: If Amway elects to sell/as-sign the right to operate an Amway business in the former ABO’s/MEMBER PLUS’s position in the Line of Sponsor-ship, the following will be observed:

15.1.1.1 Sale or assignment shall be offered in the order of priority imposed by Rule 6.6 of the Rules of Conduct.

17

15.1.1.2 The terms of the sale or assignment will be set forth in a written contract executed between Amway and the purchaser.15.1.1.3 The purchasing party or assignee shall operate the Amway business in the position in the Line of Spon-sorship held by the previous ABO/MEMBER PLUS.

15.1.2 Dissolution of AB: If Amway so elects, the Sponsor of the former ABO/MEMBER PLUS in the Line of Sponsorship may undertake the obligations of the former ABO/MEMBER PLUS and assume the role of Sponsor for all ABO/MEM-BER PLUS who had been personally, foster, or internation-ally sponsored by the former ABO/MEMBER PLUS.

15.2 No Limitation on Amway: Amway, however, is in no way limited to any of the above methods of disposition of an Amway business and may exercise discretion to the benefit of the entire Line of Sponsorship as to methods and/or tim-ing of disposition.

SECTION 16: INTERNATIONAL REVIEW PANEL

The International Review Panel provides an internal proce-dure for the review of decisions as to the termination, non-renewal, de-sponsorship or suspension of an ABO/MEM-BER PLUS.

16.1 Suspension of Authorization until a Decision is Made: In the event of an appeal to the International Review Panel the decision taken by Amway in general will not be suspended until review has taken place and a final decision has be taken by the review panel. During this period:

16.1.1 The ABO/MEMBER PLUS is not allowed to conduct any Amway related activity as described in section 6.4.2 of the Rules of conduct.16.1.2 The ABO/MEMBER PLUS must not present him-self/herself as an ABO/MEMBER PLUS;16.1.3 Any payment of any bonuses, fees, commission or other monies payable to the business are held in escrow by Amway.16.1.4 Whether the monthly Business Volumes of the business is to be counted towards qualification for Emer-ald or Diamond, discretionary bonuses or for any awards will be determined by Amway when final decision by the International Review Panel has been taken. Recognition below Emerald level may be withheld by Amway at its sole discretion.16.1.5 There will not be invitations to attend business sem-inars, leadership seminars and other events organized by Amway held during this period, even though there may be a qualification prior to the period of suspension.16.1.6 In the event the decision of the International Review Panel is rendered in favour of the ABO/MEMBER PLUS, Amway shall restore full rights and privileges and pay the balance of monies previously held in escrow.16.1.7 In the event of any other decision taken by the Inter-national Review Panel, Amway shall determine the dispo-sition of the monies held in escrow.

16.2 Procedure of filling an appeal for review: The re-quest for review must be in writing and may be accompa-

nied by any documents supporting this request. The request must be filed within the time period specified in the decision letter and is to be addressed toAmway Corporation,7575 East Fulton Road,Ada, Michigan 49355 USA,to the attention ofAdministrator Global Business Conduct – international.

Alternatively, the request may be forwarded to appeal.administrator@amway.com

If the request is filed after the time limit, the request will be denied and the ABO/MEMBER PLUS will be informed accordingly.

16.3 Membership of the Panel: The International Review Panel shall consist of appropriate personnel from the corpo-rate staff of Amway Corporation.

16.4 Members of the Panel are not Arbitrators: Members of the International Review Panel do not act as arbitrators.

16.5 Procedure for the Review by Panel16.5.1 The parties may offer evidence submit additional evidence independently or at the Panel’s request. The In-ternational Review Panel will decide on the relevancy and materiality.16.5.2 Either party may attend the International Review Panel hearing at the Amway World Headquarters in Ada (USA) at his/her own expense.

16.6 Final Determination by the International Review Panel

16.6.1 The determination of the International Review Panel will be appropriately communicated to all parties.16.6.2 The International Review Panel may affirm, reverse, or modify the decision of Amway.16.6.3 If the determination of the International Review Panel upholds or calls for termination of an ABO/MEM-BER PLUS, such termination will be confirmed by Amway Corporation notifying the ABO/MEMBER PLUS that eithera) the termination of his business has been confirmed

as effective from the date of termination previously notified to the ABO /MEMBER PLUS by Amway, or

b) his/her business has been terminated by the International Review Panel. In this event the business shall be deemed to have been terminated by Amway upon and by the virtue of service of notice of the Review Panel’s decision upon the ABO/MEMBER PLUS.

16.6.4 In the event that the International Review Panel de-cides upon corrective action other than termination, then:a) Notification of this corrective action shall be

communicated directly by Amway Corporation to the appellant by letter sent by recorded mail containing either the date for completion of any action by the ABO/MEMBER PLUS or the dates on which any action shall be taken by Amway.

b) Amway will take necessary steps to implement the International Review Panel’s decision.

18

16.6.5 The decision of the International Review Panel shall not give rise to any liability on the part of Amway Corpora-tion or Amway, including but not limited to loss of profits or goodwill.

16.7 If the ABO/MEMBER PLUS initiates litigation prior to the hearing by the International ReviewPanel, the hearing shall be cancelled and the opportunity for re-view withdrawn by Amway.

PLEASE NOTE: Following Amway Policies mentioned in the Rules of Conduct are available onwww.amway.ua or upon request at your Amway Affiliate:

• Ukrainian BSM Policy• European ABO Website Policy• Zero Tolerance Policy regarding unauthorized ABO

activity in unopened markets• Amway’s Position on Business Structuring (Stacking)• Amway Privacy Policy• Amway Code of Ethics• European Social Media Policy