Child Shield , U.S.A.
STATEMENT OF POLICIES
and
PROCEDURES
Child Shield, U.S.A. Mission Statement
2.1 — Policies and Compensation Plan Incorporated into Representative Agreement
These Policies and Procedures, in their present form and as amended at the sole discretion of Child Shield, U.S.A. (hereafter Child Shield, U.S.A. or the “Company”), are incorporated into, and form an integral part of, the Child Shield, U.S.A. Representative Agreement. Throughout these Policies, when the term “Agreement” is used, it collectively refers to the Child Shield , U.S.A. Representative Application and Agreement, these Policies and Procedures, the Child Shield, U.S.A. Marketing and Compensation Plan, and the Child Shield, U.S.A. Business Entity Application (if applicable). These documents are incorporated by reference into the Child Shield , U.S.A. Representative Agreement (all in their current form and as amended by Child Shield , U.S.A. ). It is the responsibility of each Representative to read, understand, adhere to, and ensure that he or she is aware of and operating under the most current version of these Policies and Procedures. When sponsoring or enrolling a new Representative, it is the responsibility of the sponsoring Representative to provide the most current version of these Policies and Procedures and the Child Shield, U.S.A. Marketing and Compensation Plan to the applicant prior to his or her execution of the Representative Agreement.
Child Shield, U.S.A. is a Direct Sales company that markets an exclusively designed child safety service through independent sales consultants collectively referred to herein as “Representatives”. It is important to understand that your success and the success of your fellow Representatives are dependent upon the integrity of the individuals who market our products. To clearly define the relationship that exists between Representatives and Child Shield, U.S.A. , and to explicitly set a standard for acceptable business conduct, Child Shield, U.S.A. has established the Agreement.
Child Shield, U.S.A. Representatives are required to comply with all of the Terms and Conditions set forth in the Agreement which Child Shield, U.S.A. may amend at its sole discretion from time to time, as well as all federal, state, provincial, territorial, and local laws governing their Child Shield, U.S.A. business and their conduct. Because you may be unfamiliar with many of these standards of practice, it is very important that you read and abide by the Agreement. Please review the information in this manual carefully. It explains and governs the relationship between you, as an independent contractor and the Company. If you have any questions regarding any policy or rule, do not hesitate to seek an answer from anyone in your line of sponsorship or Child Shield, U.S.A.
2.3 — Changes to the Agreement
Because federal, state, provincial, territorial and local laws, as well as the business environment, periodically change, Child Shield, U.S.A. reserves the right to amend the Agreement and its prices in its sole and absolute discretion. By signing the Representative Agreement, a Representative agrees to abide by all amendments or modifications that Child Shield, U.S.A. elects to make. Amendments shall be effective upon notice to all Representatives that the Agreement has been modified. Notification of amendments shall be published in official Child Shield, U.S.A. materials. The Company shall provide or make available to all Representatives a complete copy of the amended provisions by one or more of the following methods: (1) posting on the Company's official web site; (2) electronic mail (e-mail); (3) fax-on-demand; (4) voice mail system broadcast; (5) inclusion in Company periodicals; (6) inclusion in product orders or bonus checks; or (7) special mailings. The continuation of a Representative's Child Shield, U.S.A. business or a Representative's acceptance of bonuses or commissions constitutes acceptance of any and all amendments.
Child Shield, U.S.A. shall not be responsible for delays or failures in performance of its obligations when performance is made commercially impracticable due to circumstances beyond its reasonable control. This includes, without limitation, strikes, labor difficulties, riot, war, fire, death, curtailment of a party's source of supply, or government decrees or orders.
2.5 — Policies and Provisions Severable
If any provision of the Agreement, in its current form or as may be amended, is found to be invalid, or unenforceable for any reason, only the invalid portion(s) of the provision shall be severed and the remaining terms and provisions shall remain in full force and effect and shall be construed as if such invalid, or unenforceable provision never comprised a part of the Agreement.
The Company never gives up its right to insist on compliance with the Agreement and with the applicable laws governing the conduct of a business. No failure of Child Shield, U.S.A. to exercise any right or power under the Agreement or to insist upon strict compliance by a Representative with any obligation or provision of the Agreement, and no custom or practice of the parties at variance with the terms of the Agreement, shall constitute a waiver of Child Shield, U.S.A.'s right to demand exact compliance with the Agreement. Waiver by Child Shield, U.S.A. can be affected only in writing by an authorized officer of the Company. Child Shield, U.S.A.'s waiver of any particular breach by a Representative shall not affect or impair Child Shield, U.S.A.'s rights with respect to any subsequent breach, nor shall it affect in any way the rights or obligations of any other Representative. Nor shall any delay or omission by Child Shield, U.S.A. to exercise any right arising from a breach affect or impair Child Shield, U.S.A.'s rights as to that or any subsequent breach.
The existence of any claim or cause of action of a Representative against Child Shield, U.S.A. shall not constitute a defense to Child Shield, U.S.A. 's enforcement of any term or provision of the Agreement.
SECTION 3 — BECOMING A REPRESENTATIVE
3.1 — Requirements to Become a Representative
To become a Child Shield, U.S.A. Representative, each applicant must:
• Be of the age of majority in his or her state of residence;
• Reside in a country in which Child Shield, U.S.A. is authorized to do business, as listed in official Child Shield, U.S.A. materials;
• Have a valid Social Security, Social Insurance, or Federal Tax ID number;
• Purchase a Child Shield, U.S.A. Basic Kit or Business Kit (not applicable in North Dakota ); and
• Submit a properly completed (originals only - no copies) and signed Representative Application and Agreement to Child Shield , U.S.A.
The company reserves the right to reject any applications for a new Representative or applications for renewal.
3.2 — New Representative Registration by Online Enrollment, Telephone, or Fax
A Sponsor or the potential new Representative may enroll the new Representative online, or call the Child Shield, U.S.A. home office during regular business hours to receive a temporary Representative Identification Number (“RIN”) and temporary authorization for a new Representative. (See the front of the Representative Application and Agreement for phone numbers and appropriate business hours.) The person making the enrollment must be able to provide all necessary Representative Agreement information for the online, telephonic, or fax enrollment. A new Representative Basic Kit or Business Kit may be ordered at this time using a valid credit card.
The new Representative's RIN and authorization will be valid for 30 days, pending receipt of the completed and signed original Representative Application and Agreement by Child Shield, U.S.A. Once the original Representative Application and Agreement is received at the Child Shield, U.S.A. Home Office, the new Representative Agreement will be extended to one full year from the date on which the RIN was issued.
If the new Representative Application and Agreement is not received within the temporary 30-day time period, the temporary authorization shall expire, the RIN will be canceled, and the Representative Application and Agreement will be automatically terminated.
Once a Representative Application and Agreement has been accepted by Child Shield, U.S.A. , the benefits of the Marketing and Compensation Plan and the Representative Agreement are available to the new Representative. These benefits include the right to:
• Sell Child Shield, U.S.A. service and products, which are described in the Child Shield, U.S.A. materials, and profit from these sales;
• Participate in the Child Shield, U.S.A. Marketing and Compensation Plan (receive bonuses and commissions, if eligible);
• Sponsor other individuals Representatives into the Child Shield , U.S.A. business and thereby, build a marketing organization and progress through the Child Shield, U.S.A. Marketing and Compensation Plan;
• Receive periodic Child Shield , U.S.A. literature and other Child Shield, U.S.A. communications;
• Participate in Child Shield, U.S.A.-sponsored support, service, training, motivational and recognition functions, upon payment of appropriate charges, if applicable; and
• Participate in promotional and incentive contests and programs sponsored by Child Shield , U.S.A. for its Representatives.
3.4 — Renewal of Your Child Shield , U.S.A. Business
The term of the Representative Agreement is one year from the date of its acceptance by Child Shield, U.S.A. Representatives must renew their Representative Agreement each year by paying an annual renewal fee of $25.00 on or before the anniversary date of their Representative Agreement. If the renewal fee is not paid within 30 days after the expiration of the current term of the Representative Agreement, the Representative Agreement will be canceled. Representatives may elect to utilize the Automatic Renewal Program (“ARP”). Under the ARP, the renewal fee may be:
(a) deducted from the Representative's bonus check for the anniversary month of the Representative Agreement; or
(b) charged to the Representative's credit card or checking account.
SECTION 4 — OPERATING A CHILD SHIELD , U.S.A. BUSINESS
4.1 — Adherence to the Child Shield , U.S.A. Marketing and Compensation Plan
Representatives must adhere to the terms of the Child Shield, U.S.A. Marketing and Compensation Plan as set forth in official Child Shield, U.S.A. literature. Representatives shall not offer the Child Shield, U.S.A. opportunity through, or in combination with, any other system, program, or method of marketing other than that specifically set forth in official Child Shield, U.S.A. literature without express written consent. Representatives shall not require or encourage other current or prospective Representatives to participate in Child Shield, U.S.A. in any manner that varies from the program as set forth in official Child Shield, U.S.A. literature. Representatives shall not require or encourage other current or prospective Representatives to execute any agreement or contract other than official Child Shield, U.S.A. agreements and contracts in order to become a Child Shield, U.S.A. Representative. Similarly, Representatives shall not require or encourage other current or prospective Representatives to make any purchase from, or payment to, any individual or other entity to participate in the Child Shield, U.S.A. Marketing and Compensation Plan other than those purchases or payments identified as recommended or required in official Child Shield, U.S.A. literature.
4.2.1 - In General
All Representatives shall safeguard and promote the good reputation of Child Shield, U.S.A. and its products. The marketing and promotion of Child Shield, U.S.A. , the Child Shield, U.S.A. opportunity, the Marketing and Compensation Plan, and Child Shield, U.S.A. products shall be consistent with the public interest, and must avoid all discourteous, deceptive, misleading, unethical or immoral conduct or practices.
To promote both the service and the tremendous opportunity Child Shield, U.S.A. offers, Representatives must use the sales aids and support materials produced by Child Shield, U.S.A. The rationale behind this requirement is simple. Child Shield, U.S.A. has carefully designed its products, product labels, Marketing and Compensation Plan, and promotional materials to ensure that each aspect of Child Shield, U.S.A. is fair, truthful, substantiated, and complies with the vast and complex legal requirements of federal and state provincial laws. If Child Shield, U.S.A. Representatives were allowed to develop their own sales aids and promotional materials (which includes Internet advertising), notwithstanding their integrity and good intentions, the likelihood that they would unintentionally violate any number of statutes or regulations affecting a Child Shield, U.S.A. business is almost certain. These violations, although they may be relatively few in number, would jeopardize the Child Shield, U.S.A. opportunity for all Representatives.
Accordingly, Representatives must submit all written sales aids, promotional materials, advertisements, and other literature (including proposed Internet advertising) to the Compliance and Advertising Department for approval. Unless the Representative receives specific written approval to use the material, the request shall be deemed denied.
4.2.2 - Spamming and Unsolicited Faxes
Except as provided in this section, Representatives may not use or transmit unsolicited faxes, mass e-mail distribution, unsolicited e-mail, or “spamming” relative to the operation of their Child Shield, U.S.A. businesses. The terms "unsolicited faxes" and “unsolicited e-mail” mean the transmission via telephone facsimile or electronic mail, respectively, of any material or information advertising or promoting Child Shield, U.S.A., its products, its compensation plan or any other aspect of the company which is transmitted to any person, except that these terms do not include a fax or e-mail: (a) to any person with that person's prior express invitation or permission; or (b) to any person with whom the Representative has an established business or personal relationship. The term "established business or personal relationship" means a prior or existing relationship formed by a voluntary two-way communication between a Representative and a person, on the basis of: (a) an inquiry, application, purchase or transaction by the person regarding products offered by such Representative; or (b) a personal or familial relationship, which relationship has not been previously terminated by either party.
4.2.3 - Representative Web Sites & Pages
If a Representative desires to utilize an Internet web page to promote his or her business, he or she may do so through the company's official web site, using official Child Shield, U.S.A. templates. Alternatively, Representatives may develop their own web pages, however, any Representative who does so: (a) must use the text of the company's official web site; and (b) may not supplement the content of his or her web site with text from any source other than the company. Representatives who develop or publish their own web sites must register their site(s) with the company and receive written approval from the company prior to the site(s) public availability. The failure to register constitutes a material breach of these policies and procedures.
4.2.4 - Domain Names and E-Mail Addresses
Representatives may not use or attempt to register any of Child Shield, U.S.A.'s trade names, trademarks, service names, service marks, product names, the Company's name, or any derivative thereof, for any Internet domain name. Nor may Representatives incorporate or attempt to incorporate any of Child Shield, U.S.A.'s trade names, trademarks, service names, service marks, product names, the Company's name, or any derivative thereof, into any electronic mail address.
4.2.5 - Trademarks and Copyrights
Child Shield, U.S.A. will not allow the use of its trade names, trademarks, designs, or symbols by any person, including a Child Shield, U.S.A. Representative, without its prior, written permission. Representatives may not produce for sale or distribution any recorded company events and speeches without written permission from Child Shield, U.S.A. nor may Representatives reproduce for sale or for personal use any recording of company-produced audio or video tape presentations.
4.2.6 - Media and Media Inquiries
Representatives must not attempt to respond to media inquiries regarding Child Shield, U.S.A. , its products, or their independent Child Shield, U.S.A. businesses. All inquiries by any type of media must be immediately referred to Child Shield, U.S.A. 's Compliance and Advertising Department. This policy is designed to assure that accurate and consistent information is provided to the public as well as a proper public image.
4.3 — Bonus Buying
“Bonus buying” includes: (a) the enrollment of individuals or entities without the knowledge of and/or execution of an Independent Representative Application and Agreement by such individuals or entities; (b) the fraudulent enrollment of an individual or entity as a Representative; (c) the enrollment or attempted enrolment of non-existent individuals or entities as Representatives (“phantoms”); or (d) the use of a credit card by or on behalf of a Representative or customer when the Representative or customer is not the account holder of such credit card. Bonus buying constitutes a material breach of these Policies and Procedures, and is strictly and absolutely prohibited.
4.4 — Business Entities
A corporation, partnership or trust (collectively referred to in this section as a “Business Entity”) may apply to be a Child Shield, U.S.A. Representative by submitting its Certificate of Incorporation, Partnership Agreement or trust documents (these documents are collectively referred to as the “Entity Documents”) to Child Shield, U.S.A. , along with a properly completed Business Entity Registration form . A Child Shield, U.S.A. business may change its status under the same sponsor from an individual to a partnership, corporation or trust or from one type of entity to another. There is a $5.00 fee for each change requested, which must be included with the written request and the completed Representative Application and Agreement. The Business Entity Registration form must be signed by all of the shareholders, partners or trustees. Members of the entity are jointly and severally liable for any indebtedness or other obligation Child Shield, U.S.A.
4.5 — Changes to the Child Shield , U.S.A. Business
4.5.1 - In General
Each Representative must immediately notify Child Shield, U.S.A. of all changes to the information contained on his or her Representative Application and Agreement. Representatives may modify their existing Representative Agreement (i.e., change Social Security number to Federal I.D. number, or change the form of ownership from an individual proprietorship to a business entity owned by the Representative) by submitting a written request, a properly executed Representative Application and Agreement, and appropriate supporting documentation. Changes shall be processed only once per year. All changes must be submitted by November 30 to become effective on January 1 of the following year.
4.5.2 - Addition of Co-Applicants
When adding a co-applicant (either an individual or a business entity) to an existing Child Shield, U.S.A. business, the Company requires both a written request as well as a properly completed Representative Application and Agreement containing the applicant and co-applicant's Social Security Numbers and signatures. To prevent the circumvention of Section 4.24 (regarding transfers and assignments of Child Shield, U.S.A. business), the original applicant must remain as a party to the original Representative Application and Agreement. If the original Representative wants to terminate his or her relationship with the Company, he or she must transfer or assign his or her business in accordance with Section 4.24. If this process is not followed, the business shall be canceled upon the withdrawal of the original Representative. All bonus and commission checks will be sent to the address of record of the original Representative. Please note that the modifications permitted within the scope of this paragraph do not include a change of sponsorship. Changes of sponsorship are addressed in Section 4.5.3, below. There is a $__.00 fee for each change requested, which must be included with the written request and the completed Representative Application and Agreement. Child Shield, U.S.A. may, at its discretion, require notarized documents before implementing any changes to a Child Shield, U.S.A. business. Please allow thirty (30) days after the receipt of the request by Child Shield, U.S.A. for processing.
4.5.3 - Change of Sponsor
To protect the integrity of all marketing organizations and safeguard the hard work of all Representatives, Child Shield, U.S.A. strongly discourages changes in sponsorship. Maintaining the integrity of sponsorship is critical for the success of every Representative and marketing organization. Accordingly, the transfer of a Child Shield, U.S.A. business from one sponsor to another is rarely permitted.
Requests for change of sponsorship must be submitted in writing to the Representative Services Department, and must include the reason for the transfer. Transfers will only be considered in the following two (2) circumstances:
(a) In cases involving fraudulent inducement or unethical sponsoring, a Representative may request that he or she be transferred to another organization with his or her entire marketing organization intact. All requests for transfer alleging fraudulent enrollment practices shall be evaluated on a case by case basis.
(b) The Representative seeking to transfer submits a properly completed and fully executed Sponsorship Transfer Form which includes the written approval of all parties whose income will be affected by the transfer. Photocopied or facsimile signatures are not acceptable. All Representative signatures must be notarized. The Representative who requests the transfer must submit a fee of $5.00 for administrative charges and data processing. If the transferring Representative also wants to move any of the Representatives in his or her marketing organization, each downline Representative must also obtain a properly completed Sponsorship Transfer Form and return it to Child Shield, U.S.A. with the $5.00 change fee (i.e., the transferring Representative and each Representative in his or her marketing organization multiplied by $5.00 is the cost to move a Child Shield, U.S.A. business.) Downline Representatives will not be moved with the transferring Representative unless all of the requirements of this paragraph are met. Transferring Representatives must allow thirty (30) days after the receipt of the Sponsorship Transfer Forms by Child Shield, U.S.A. for processing and verifying change requests.
4.5.4 - Cancellation and Re-application
A Representative may legitimately change organizations by voluntarily canceling his or her Child Shield, U.S.A. business and remaining inactive ( i.e. , no purchases of Child Shield, U.S.A. products for resale, no sales of Child Shield, U.S.A. products, no sponsoring, no attendance at any Child Shield, U.S.A. functions, participation in any other form of Representative activity, or operation of any other Child Shield, U.S.A. business) for six (6) full calendar months. Following the six month period of inactivity, the former Representative may reapply under a new sponsor. Child Shield, U.S.A. will consider waiving the six month waiting period under exceptional circumstances. Such requests for waiver must be submitted to Child Shield, U.S.A. in writing.
4.6 — Unauthorized Claims and Actions
4.6.1 - Indemnification
A Representative is fully responsible for all of his or her verbal and written statements made regarding Child Shield, U.S.A. products and the Marketing and Compensation Plan which are not expressly contained in official Child Shield, U.S.A. materials. Representatives agree to indemnify Child Shield, U.S.A. and Child Shield, U.S.A. 's directors, officers, employees, and agents, and hold them harmless from any and all liability including judgments, civil penalties, refunds, attorney fees, court costs, or lost business incurred by Child Shield, U.S.A. as a result of the Representative's unauthorized representations or actions. This provision shall survive the termination of the Representative Agreement.
In their enthusiasm to enroll prospective Representatives, some Representatives are occasionally tempted to make income claims or earnings representations to demonstrate the inherent power of Child Shield, U.S.A. 's Marketing and Compensation Plan. This is counterproductive because new Representatives may become disappointed very quickly if their results are not as extensive or as rapid as the results others have achieved. At Child Shield, U.S.A. , we firmly believe that the Child Shield, U.S.A. income potential is great enough to be highly attractive, without reporting the earnings of others.
Moreover, the Federal Trade Commission and several states have laws or regulations that regulate or even prohibit certain types of income claims and testimonials made by persons engaged in direct selling. While Representatives may believe it beneficial to provide copies of checks, or to disclose the earnings of themselves or others, such approaches have legal consequences that can negatively impact Child Shield, U.S.A. as well as the Representative making the claim unless appropriate disclosures required by law are also made contemporaneously with the income claim or earnings representation. Because Child Shield, U.S.A. Representatives do not have the data necessary to comply with the legal requirements for making income claims, a Representative, when presenting or discussing the Child Shield, U.S.A. opportunity or Marketing and Compensation Plan to a prospective Representative, may not make income projections, income claims, or disclose his or her Child Shield, U.S.A. income (including the showing of checks, copies of checks, bank statements, or tax records). Hypothetical income examples that are used to explain the operation of the Marketing and Compensation Plan, and which are based solely on mathematical projections, may be made to prospective Representatives, so long as the Representative who uses such hypothetical examples makes clear to the prospective Representative(s) that such earnings are hypothetical.
4.7 — Commercial Outlets and Commercial Sales
Child Shield , U.S.A. strongly encourages the retailing and selling of its service through the personal contact. In an effort to reinforce this method of marketing and to help provide a standard of fairness for its Representative base, Representatives may not display or sell Child Shield, U.S.A. products or literature in any retail or service establishment.
Nor may Representatives make “commercial sales.” For the purposes of these Policies and Procedures, the term “commercial sale” means the sale of Child Shield, U.S.A. products to a third party who intends to resell the products to an end consumer.
4.7.1 - Trade Shows, Expositions and Other Sales Forums
Representatives may display and/or sell Child Shield, U.S.A. products at trade shows and professional expositions. Before submitting a deposit to the event promoter, Representatives must contact the Representative Services Department in writing for conditional approval, as Child Shield, U.S.A. 's policy is to authorize only one Child Shield, U.S.A. business per event. Final approval will be granted to the first Representative who submits an official advertisement of the event, a copy of the contract signed by both the Representative and the event official, and a receipt indicating that a deposit for the booth has been paid. Approval is given only for the event specified. Any requests to participate in future events must again be submitted to the Compliance and Advertising Department. Child Shield, U.S.A. further reserves the right to refuse authorization to participate at any function which it does not deem a suitable forum for the promotion of its products or the Child Shield, U.S.A. opportunity. Approval may not be given for swap meets, garage sales, flea markets or farmer's markets as these events may not conducive to the professional image Child Shield, U.S.A. wishes to portray.
4.8.1 – Nonsolicitation
Child Shield, U.S.A. Representatives may participate in other direct selling or network marketing or multilevel marketing ventures (collectively “network marketing”), and Representatives may engage in selling activities related to non-Child Shield , U.S.A. products and services if they desire to do so. However, if a Representative elects to participate in another network marketing opportunity, in order to avoid conflicts of interest and loyalties, Representatives are prohibited from Unauthorized Recruiting, which includes the following:
• During the term of this agreement, any actual or attempted recruitment or enrollment of Child Shield, U.S.A. Representatives for other network marketing business ventures, either directly or through a third party. This includes, but is not limited to, presenting or assisting in the presentation of other network marketing business ventures to any Child Shield, U.S.A. Representative, or implicitly or explicitly encouraging any Child Shield, U.S.A. Representative to join other business ventures. Because there is an extreme likelihood that conflicts will arise if a Representative operates two network marketing programs, it is the Representative's responsibility to first determine whether a prospect is a Child Shield, U.S.A. Representative before recruiting or enrolling the prospect for another network marketing business venture.
• Following the cancellation of this Agreement, and for a period of six months thereafter, a former Representative may not recruit any Child Shield, U.S.A. Representative for another network marketing business if: 1) that Representative was in the former Representative's downline marketing organization; or 2) the former Representative met, developed a relationship with, or gained knowledge of the Representative by virtue of their mutual participation in Child Shield, U.S.A..
• Producing or offering any literature, tapes or promotional material of any nature for another network marketing business which is used by the Representative or any third person to recruit Child Shield, U.S.A. Representatives for that business venture;
• Selling, offering to sell, or promoting any competing non-Child Shield , U.S.A. products or services to Child Shield, U.S.A. Representatives. Any product or service in the same generic category as a Child Shield, U.S.A. product is deemed to be competing (e.g., any service in the same generic category as Child Shield, U.S.A., and is therefore a competing product or service, regardless of differences in cost or quality..
• Offering Child Shield, U.S.A. products, or promoting the Child Shield, U.S.A. Marketing and Compensation Plan, in conjunction with any non-Child Shield, U.S.A. products, services, business plan, opportunity, or incentive; or
• Offering any non-Child Shield , U.S.A. products, services, business plan, opportunity, or incentive at any Child Shield, U.S.A. meeting, seminar, launch, convention, or other Child Shield, U.S.A. function, or immediately following such event.
4.8.2 - Downline Activity Reports
Downline Activity Reports are available for Representative access and viewing at the Representative's own Child Shield, U.S.A. 's web site. Access to online Downline Activity Reports is password protected. In addition, Representatives may obtain faxed or mailed copies of Downline Activity Reports from the Customer Service Department. There is a charge of $1.00 for the first page and $.25 for each additional page for faxed or mailed copies.
All Downline Activity Reports and the information contained therein are confidential and constitute proprietary information and business trade secrets belonging to Child Shield , U.S.A. Downline Activity Reports are provided to Representatives in strictest confidence and are made available to Representatives for the sole purpose of assisting Representatives in working with their respective Downline Organizations in the development of their Child Shield, U.S.A. business. Representatives should use their Downline Activity Reports to assist, motivate, and train their downline Representatives. The Representative and Child Shield , U.S.A. agree that, but for this agreement of confidentiality and nondisclosure, Child Shield , U.S.A. would not provide Downline Activity Reports to the Representative. A Representative shall not, on his or her own behalf, or on behalf of any other person, partnership, association, corporation or other entity:
• Directly or indirectly disclose any information contained in any Downline Activity Report to any third party;
• Directly or indirectly disclose his or her password or other user access code to his or her Downline Activity Report;
• Use the information to compete with Child Shield, U.S.A. or for any purpose other than promoting his or her Child Shield, U.S.A. business;
• Recruit or solicit any Representative of Child Shield, U.S.A. listed on any report, or in any manner attempt to influence or induce any Representative of Child Shield, U.S.A., to alter their business relationship with Child Shield, U.S.A.; or
• Use or disclose to any person, partnership, association, corporation, or other entity any information contained in any Downline Activity Report.
Upon demand by the Company, any current or former Representative will return the original and all copies of Downline Activity Reports to the Company.
4.9 — Cross-Sponsoring
Actual or attempted cross sponsoring is strictly prohibited. “Cross sponsoring” is defined as the enrollment of an individual who or entity that already has a current Representative Agreement on file with Child Shield, U.S.A., or who has had such an agreement within the preceding six calendar months, within a different line of sponsorship. The use of a spouse's or relative's name, trade names, DBAs, assumed names, corporations, partnerships, trusts, federal ID numbers, or fictitious ID numbers to circumvent this policy is prohibited. Representatives shall not demean, discredit or defame other Child Shield, U.S.A. Representatives in an attempt to entice another Representative to become part of the first Representative's marketing organization. This policy shall not prohibit the transfer of a Child Shield, U.S.A. business in accordance with Section 4.24.
If a Representative has questions about or believes any errors have been made regarding commissions, bonuses, Downline Activity Reports, or charges, the Representative must notify Child Shield, U.S.A. in writing within 60 days of the date of the purported error or incident in question. Child Shield, U.S.A. will not be responsible for any errors, omissions or problems not reported to it within 60 days.
4.11 — Excess Inventory Purchases Prohibited
Representatives are not required to carry inventory of products or sales aids. Representatives who do so may find making retail sales and building a marketing organization somewhat easier because of the decreased response time in fulfilling customer orders or in meeting a new Representative's needs. Each Representative must make his or her own decision with regard to these matters. To ensure that Representatives are not encumbered with excess inventory that they are unable to sell, such inventory may be returned to Child Shield, U.S.A. upon the Representative's cancellation pursuant to the terms of Section 8.2.
Child Shield, U.S.A. strictly prohibits the purchase of products in unreasonable amounts primarily for the purpose of qualifying for commissions, bonuses or advancement in the Marketing and Compensation Plan. Representatives may not purchase more inventory than they can reasonably resell or consume in a month nor may they encourage others to do so.
4.12 — Governmental Approval or Endorsement
Neither federal nor state regulatory agencies or officials approve or endorse any Direct Sales companies or programs. Therefore, Representatives shall not represent or imply that Child Shield, U.S.A. or its Marketing and Compensation Plan have been "approved," "endorsed" or otherwise sanctioned by any government agency.
4.13 — Holding Applications or Orders
Representatives must not manipulate enrollments of new applicants and purchases of products. All Representative Applications and Agreements must be sent to Child Shield , U.S.A. within 72 hours from the time they are signed by a new Representative. Likewise, all completed order forms and payments must be sent to Child Shield, U.S.A. within 72 hours from the time they are received by the Representative.
All Representatives are required to provide their Social Security Number, Social Insurance Number, or a Federal Employer Identification Number to Child Shield, U.S.A. on the Representative Application and Agreement. Upon enrollment, the Company will provide a unique Representative Identification Number to the Representative by which he or she will be identified. This number will be used to place orders, and track commissions and bonuses.
Every year, Child Shield, U.S.A. will provide an IRS Form 1099 MISC (Non-employee Compensation) earnings statement to each U.S. resident who falls into one of the following categories:
• Had earnings of over $1,200 in the previous calendar year; or
• Made purchases during the previous calendar year in excess of $5,000.
Each Representative is responsible for paying local, state/provincial, and federal taxes on any income generated as an Independent Representative. If a Child Shield, U.S.A. business is tax exempt, the Federal tax identification number must be provided to Child Shield, U.S.A.
4.16 — Independent Contractor Status
Representatives are independent contractors, and are not purchasers of a franchise or a business opportunity. The agreement between Child Shield, U.S.A. and its Representatives does not create an employer/employee relationship, agency, partnership, or joint venture between the Company and the Representative. Representatives shall not be treated as an employee for his or her services or for Federal or State tax purposes. All Representatives are responsible for paying local, state, and federal taxes due from all compensation earned as a Representative of the Company. The Representative has no authority (expressed or implied), to bind the company to any obligation. Each Representative shall establish his or her own goals, hours, and methods of sale, so long as he or she complies with the terms of the Representative Agreement, these Policies and Procedures, and applicable laws.
The name of Child Shield, U.S.A. and other names as may be adopted by Child Shield, U.S.A. are proprietary trade names, trademarks and service marks of Child Shield, U.S.A. As such, these marks are of great value to Child Shield, U.S.A. and are supplied to Representatives for their use only in an expressly authorized manner. Use of Child Shield, U.S.A. name on any item not produced by the company is prohibited except as follows:
Representative's Name
Independent Child Shield , U.S.A. Representative
All Representatives may list themselves as an “Independent Child Shield , U.S.A. Representative” in the white or yellow pages of the telephone directory under their own name. No Representative may place telephone directory display ads using Child Shield, U.S.A. 's name or logo. Representatives may not answer the telephone by saying “Child Shield, U.S.A. ”, “Child Shield, U.S.A. Incorporated”, or in any other manner that would lead the caller to believe that he or she has reached corporate offices of Child Shield, U.S.A.
You may wish to arrange insurance coverage for your business. Neither your homeowner's insurance policy nor your automobile insurance policy covers business-related injuries, or the theft of or damage to inventory or business equipment. Contact your insurance agent to make certain that your property is protected. This can often be accomplished with a simple “Business Pursuit” endorsement attached to your present homeowner's and automobile policies.
4.18 — International Marketing
Because of critical legal and tax considerations, including: compliance with foreign laws regarding the approval, registration or licensure of products; compliance with customs, tax, and immigration laws; compliance with direct selling laws; income representations; and literature content and language requirements, Child Shield, U.S.A. must limit the resale of Child Shield, U.S.A. products and services and the presentation of the Child Shield, U.S.A. business to prospective customers and Representatives located within those countries in which Child Shield, U.S.A. is authorized to operate (as announced in official company materials). Moreover, allowing a few Representatives to conduct business in markets not yet opened by Child Shield, U.S.A. would violate the concept of affording every Representative the equal opportunity to expand internationally.
Accordingly, Representatives are authorized to sell Child Shield, U.S.A. products and enroll Representatives only in the countries in which Child Shield, U.S.A. is authorized to conduct business, as announced in official company literature. Child Shield, U.S.A. products or sales aids cannot be shipped into or sold in any foreign country. Representatives may sell, give, transfer, or distribute Child Shield, U.S.A. products or sales aids only in their home country. In addition, no Representative may, in any unauthorized country: (a) conduct sales, enrollment or training meetings; (b) enroll or attempt to enroll potential Representatives; or (c) conduct any other activity for the purpose of selling Child Shield, U.S.A. products, establishing a marketing organization, or promoting the Child Shield, U.S.A. opportunity.
4.19 — Adherence to Laws and Ordinances
Many cities and counties have laws regulating certain home-based businesses. In most cases these ordinances are not applicable to Representatives because of the nature of their business. However, Representatives must obey those laws that do apply to them. If a city or county official tells a Representative that an ordinance applies to him or her, the Representative shall be polite and cooperative, and immediately send a copy of the ordinance to the Compliance Department of Child Shield, U.S.A. . In most cases there are exceptions to the ordinance that may apply to Child Shield, U.S.A. Representatives.
4.19.2 - Compliance With Federal, State, and Local Laws
Representatives shall comply with all federal, state, and local laws and regulations in the conduct of their businesses.
A person who is recognized as a minor in his/her state of residence may not be a Child Shield , U.S.A. Representative. Representatives shall not enroll or recruit minors into the Child Shield, U.S.A. program.
4.21 — One Child Shield , U.S.A. Business Per Representative and Per Household
A Representative may operate or have an ownership interest, legal or equitable, as a sole proprietorship, partner, shareholder, trustee, or beneficiary, in only one Child Shield, U.S.A. business. No individual may have, operate or receive compensation from more than one Child Shield, U.S.A. business. Individuals of the same family unit may not enter into or have an interest in more than one Child Shield, U.S.A. Business. A “family unit” is defined as spouses and dependent children living at or doing business at the same address.
An exception to the one business per Representative rule will be considered on a case by case basis if two Representatives marry or in cases of a Representative receiving an interest in another business through inheritance. Requests for exceptions to policy must be submitted in writing to the Compliance and Advertising Department.
4.21.1 - Actions of Household Members or Affiliated Individuals
If any member of a Representative's immediate household engages in any activity which, if performed by the Representative, would violate any provision of the Agreement, such activity will be deemed a violation by the Representative and Child Shield, U.S.A. may take disciplinary action pursuant to the Statement of Policies against the Representative. Similarly, if any individual associated in any way with a corporation, partnership, trust or other entity (collectively “affiliated individual”) violates the Agreement, such action(s) will be deemed a violation by the entity, and Child Shield, U.S.A. may take disciplinary action against the entity.
4.22 — Requests for Records
Any request from a Representative for copies of invoices, applications, downline activity reports, or other records will require a fee of $1.00 for the first page of the copy and $.25 for each additional page. This fee covers the expense of mailing and time required to research files and make copies of the records.
4.23 — Roll-up of Marketing Organization
When a vacancy occurs in a Marketing Organization due to the termination of a Child Shield, U.S.A. business, each Representative in the first level immediately below the terminated Representative on the date of the cancellation will be moved to the first level (“front line”) of the terminated Representative's sponsor. For example, if A sponsors B, and B sponsors C1, C2, and C3, if B terminates her business, C1, C2, and C3 will “roll-up” to A and become part of A's first level.
4.24 — Sale , Transfer or Assignment of Child Shield , U.S.A. Business
4.24.1 - Company Approval Required
Although a Child Shield, U.S.A. business is a privately owned, independently operated business, the sale, transfer or assignment of a Child Shield, U.S.A. business is subject to certain limitations. If a Representative wishes to sell his or her Child Shield, U.S.A. business, the following criteria must be met:
• Protection of the existing line of sponsorship must always be maintained so that the Child Shield , U.S.A. business continues to be operated in that line of sponsorship.
• The buyer or transferee must be (or must become) a qualified Child Shield, U.S.A. Representative. If the buyer is an active Child Shield, U.S.A. Representative, he or she must first terminate his or her Child Shield, U.S.A. business simultaneously with the purchase, transfer, assignment or acquisition of any interest in the new Child Shield, U.S.A. business.
• Before the sale, transfer or assignment can be finalized and approved by Child Shield, U.S.A. , any debt obligations the selling Representative has with Child Shield, U.S.A. must be satisfied.
• The selling Representative must be in good standing and not in violation of any of the terms of the Agreement in order to be eligible to sell, transfer or assign a Child Shield, U.S.A. business.
Prior to selling a Child Shield, U.S.A. business, the selling Representative must notify Child Shield, U.S.A. Compliance and Advertising Department of his or her intent to sell the Child Shield, U.S.A. business and comply with Section 4.24.2, below. No changes in line of sponsorship can result from the sale or transfer of a Child Shield, U.S.A. business.
4.24.2 - Right of First Refusal
If a Representative desires to sell his or her Child Shield, U.S.A. business, the Representative's Sponsor must be given the first right and option, in writing and sent via certified mail/return receipt requested, to purchase the business. If the Sponsor desires to purchase the business, the purchased business will merge with the Sponsor's marketing organization to create a single marketing organization.
If the Sponsor fails to notify the selling Representative of his or her intention to purchase the business within 10 business days after his or her receipt of selling Representative's notice of intent to sell, the selling Representative may proceed with the sale to a third party willing to purchase the existing business upon the same terms provided in the offer to the seller's Sponsor. The buyer, transferee or assignee must complete a Representative Agreement (or Transfer Agreement if he or she is a current Child Shield, U.S.A. Representative) and possesses reasonable ability to satisfactorily perform the obligations of a Child Shield, U.S.A. Representative who is of the same rank or status as the selling Representative.
Upon complete execution of the purchase and sale agreement, and the new Representative Agreement , the parties must submit copies of the same to Child Shield, U.S.A. 's Compliance and Advertising Department for review and approval. Child Shield, U.S.A. reserves the right to request additional documentation that may be necessary to analyze the transaction between the buyer and seller. Child Shield, U.S.A. 's Compliance and Advertising Department will approve or deny the sale, transfer or assignment within 30 days after its receipt of all necessary documents from the parties.
If the seller sells, transfers or assigns or attempts to sell, transfer or assign his or her business upon terms different than those set forth in the offer to the seller's Sponsor, such transfer shall be voidable at Child Shield, U.S.A. 's option. Further, if the parties fail to obtain Child Shield, U.S.A. 's approval for the transaction, the transfer shall be voidable at Child Shield, U.S.A. 's option. The purchaser of the existing business will assume the obligations and position of the selling Representative. A Representative who sells his or her business shall not be eligible to re-apply as a Child Shield, U.S.A. Representative for a period of at least six full calendar months after the sale.
4.25 — Separation of a Child Shield , U.S.A. Business
Child Shield, U.S.A. Representatives sometimes operate their Child Shield, U.S.A. businesses as husband-wife partnerships, regular partnerships, corporations, or trusts. At such time as a marriage may end in divorce or a corporation, partnership or trust (the latter three entities are collectively referred to herein as “entities”) may dissolve, arrangements must be made to assure that any separation or division of the business is accomplished so as not to adversely affect the interests and income of other businesses up or down the line of sponsorship. If the separating parties fail to provide for the best interests of other Representatives and the Company, Child Shield, U.S.A. will involuntarily terminate the Representative Agreement and roll-up their entire organization pursuant to Section 4.23.
During the pendency of a divorce or entity dissolution, the parties must adopt one of the following methods of operation:
• One of the parties may, with consent of the other(s), operate the Child Shield, U.S.A. business pursuant to an assignment in writing whereby the relinquishing spouse, shareholders, partners or trustees authorize Child Shield, U.S.A. to deal directly and solely with the other spouse or non-relinquishing shareholder, partner or trustee.
• The parties may continue to operate the Child Shield, U.S.A. business jointly on a “business-as-usual” basis, whereupon all compensation paid by Child Shield, U.S.A. will be paid in the joint names of the Representatives or in the name of the entity to be divided as the parties may independently agree between themselves.
Under no circumstances will the Downline Organization of divorcing spouses or a dissolving business entity be divided. Similarly, under no circumstances will Child Shield, U.S.A. split commission and bonus checks between divorcing spouses or members of dissolving entities. Child Shield , U.S.A. will recognize only one Downline Organization and will issue only one commission check per Child Shield, U.S.A. business per commission cycle. Commission checks shall always be issued to the same individual or entity. In the event that parties to a divorce or dissolution proceeding are unable to resolve a dispute over the disposition of commissions and ownership of the business, the Representative Agreement shall be involuntarily canceled.
If a former spouse or a former entity affiliate has completely relinquished all rights in their original Child Shield, U.S.A. business, they are thereafter free to enroll under any sponsor of their choosing, so long as they meet the waiting period requirements set forth in Section 4.5.4. In such case, however, the former spouse or partner shall have no rights to any Representatives in their former organization. They must develop the new business in the same manner as would any other new Representative.
All active Representatives in good standing have the right to sponsor and enroll others into Child Shield, U.S.A. . Each prospective Representative has the ultimate right to choose his or her own Sponsor. If two Representatives claim to be the Sponsor of the same new Representative, the Company shall regard the first application received by the Company as controlling.
4.27 — Stacking
The term “stacking” includes: (a) the failure to transmit to Child Shield, U.S.A., or the holding of an Independent Representative Application and Agreement in excess of two business days after its execution; (b) the placement or manipulation of Independent Representative Applications and Agreements for the purpose of maximizing compensation pursuant to Child Shield, U.S.A.'s Marketing and Compensation Plan; or (c) providing financial assistance to new Representatives for the purpose of maximizing compensation pursuant to Child Shield, U.S.A.'s Marketing and Compensation Plan. Stacking constitutes a material breach of these Policies and Procedures, and is strictly and absolutely prohibited.
4.28 — Succession
Upon the death or incapacitation of a Representative, his or her business may be passed to his or her heirs. Appropriate legal documentation must be submitted to the Company to ensure the transfer is proper. Accordingly, a Representative should consult an attorney to assist him or her in the preparation of a will or other testamentary instrument. Whenever a Child Shield, U.S.A. business is transferred by a will or other testamentary process, the beneficiary acquires the right to collect all bonuses and commissions of the deceased Representative's marketing organization provided the following qualifications are met. The successor(s) must:
• Execute a new Representative Agreement;
• Comply with terms and provisions of the Agreement; and
• Meet all of the qualifications for the deceased Representative's status.
Bonus and commission checks of a Child Shield, U.S.A. business transferred pursuant to this section will be paid in a single check jointly to the devisees. The devisees must provide Child Shield, U.S.A. with an “address of record” to which all bonus and commission checks will be sent. If the business is bequeathed to joint devisees, they must form a business entity and acquire a federal taxpayer Identification number. Child Shield , U.S.A. will issue all bonus and commission checks and one IRS Form 1099 to the business entity.
4.28.1 - Transfer Upon Death of a Representative
To effect a testamentary transfer of a Child Shield, U.S.A. business, the successor must provide the following to Child Shield, U.S.A.: (1) an original death certificate; (2) a notarized copy of the will or other instrument establishing the successor's right to the Child Shield, U.S.A. business; and (3) a completed and executed Representative Agreement.
4.28.2 - Transfer Upon Incapacitation of a Representative
To effect a transfer of a Child Shield, U.S.A. business because of incapacity, the successor must provide the following to Child Shield, U.S.A.: (1) a notarized copy of an appointment as trustee; (2) a notarized copy of the trust document or other documentation establishing the trustee's right to administer the Child Shield, U.S.A. business; and (3) a completed Representative Agreement executed by the trustee.
4.29 — Telemarketing Techniques
The use of any automated telephone solicitation equipment or "boiler-room" telemarketing operations in connection with the marketing or promotion of Child Shield, U.S.A. , its products or the opportunity is strictly prohibited.
SECTION 5 — RESPONSIBILITIES OF REPRESENTATIVES
5.1 — Change of Address or Telephone
To ensure timely delivery of products, support materials, and commission checks, it is critically important that the Child Shield, U.S.A. 's files are current. Street addresses are required for shipping since UPS cannot deliver to a post office box. Representatives planning to move should send their new address and telephone numbers to Child Shield, U.S.A. 's Corporate Offices to the attention of the Representative Services Department. To guarantee proper delivery, two weeks advance notice must be provided to Child Shield, U.S.A. on all changes.
5.2 — Continuing Development Obligations
5.2.1 - Ongoing Training
Any Representative who sponsors another Representative into Child Shield, U.S.A. must perform a bona fide assistance and training function to ensure that his or her downline is properly operating his or her Child Shield, U.S.A. business. Representatives must have ongoing contact and communication with the Representatives in their Downline Organizations. Examples of such contact and communication may include, but are not limited to: newsletters, written correspondence, personal meetings, telephone contact, voice mail, electronic mail, and the accompaniment of downline Representatives to Child Shield, U.S.A. meetings, training sessions, and other functions. Upline Representatives are also responsible to motivate and train new Representatives in Child Shield, U.S.A. product knowledge, effective sales techniques, the Child Shield, U.S.A. Marketing and Compensation Plan, and compliance with Company Policies and Procedures. Communication with and the training of downline Representatives must not, however, violate Section 4.2 (regarding the development of Representative-produced sales aids and promotional materials).
Representatives must monitor the Representatives in their Downline Organizations to ensure that downline Representatives do not make improper product or business claims, or engage in any illegal or inappropriate conduct. Upon request, every Representative should be able to provide documented evidence to Child Shield, U.S.A. of his or her ongoing fulfillment of the responsibilities of a Sponsor.
5.2.2 - Increased Training Responsibilities
As Representatives progress through the various levels of leadership, they will become more experienced in sales techniques, product knowledge, and understanding of the Child Shield, U.S.A. program. They will be called upon to share this knowledge with lesser experienced Representatives within their organization.
5.2.3 - Ongoing Sales Responsibilities
Regardless of their level of achievement, Representatives have an ongoing obligation to continue to personally promote sales through the generation of new customers and through servicing their existing customers.
5.3 — Nondisparagement
Child Shield, U.S.A. wants to provide its independent Representatives with the best products, compensation plan, and service in the industry. Accordingly, we value your constructive criticisms and comments. All such comments should be submitted in writing to the Customer Service Department. Remember, to best serve you, we must hear from you! While Child Shield, U.S.A. welcomes constructive input, negative comments and remarks made in the field by Representatives about the Company, its products, or compensation plan serve no purpose other than to sour the enthusiasm of other Child Shield, U.S.A. Representatives. For this reason, and to set the proper example for their downline, Representatives must not disparage Child Shield, U.S.A., other Child Shield, U.S.A. Representatives, Child Shield, U.S.A.'s products, the Marketing and Compensation plan, or Child Shield, U.S.A.'s directors, officers, or employees. The disparagement of Child Shield, U.S.A. , other Child Shield, U.S.A. Representatives, Child Shield, U.S.A. 's products, the Marketing and Compensation plan, or Child Shield, U.S.A. 's directors, officers, or employees constitutes a material breach of these Policies and Procedures.
5.4 — Providing Documentation to Applicants
Representatives must provide the most current version of the Policies and Procedures and the Compensation Plan to individuals whom they are sponsoring to become Representatives before the applicant signs a Representative Agreement. Additional copies of Policies and Procedures can be acquired from Child Shield, U.S.A. .
5.5 — Reporting Policy Violations
Representatives observing a Policy violation by another Representative should submit a written report of the violation directly to the attention of the Child Shield, U.S.A. Compliance Department. Details of the incidents such as dates, number of occurrences, persons involved, and any supporting documentation should be included in the report.
SECTION 6 — SALES REQUIREMENTS
6.1 — Product Sales
The Child Shield, U.S.A. Marketing and Compensation Plan is based upon the sale of the Child Shield, U.S.A. products and services to end consumers.
6.2 — No Territory Restrictions
There are no exclusive territories granted to anyone. No franchise fees are required.
6.3 — Sales Receipts
All Representatives must provide their retail customers with two copies of an official Child Shield, U.S.A. sales receipt at the time of the sale. These receipts set forth the Customer Satisfaction Guarantee for Child Shield, U.S.A. products, as well as any consumer protection rights afforded by federal or state law. Representatives must maintain all retail sales receipts for a period of two years and furnish them to Child Shield, U.S.A. at the company's request.
If a sale qualifies as a “door-to-door” sale, Representatives must ensure that the following information is contained on each sales receipt:
(1) The date of the transaction;
(2) The date (not earlier than the third business day following the date of the transaction) by which the buyer may give notice of cancellation; and
(3) Name and address of the selling Representative;
Remember that customers must receive at least one copy of the sales receipt. In addition, Representatives who make “door-to-door” sales must orally inform the buyer of his or her cancellation rights.
For the purposes of these Policies and Procedures, a “door-to-door” sale means a sale or contract for sale of consumer goods or services with a purchase price of $25 or more, in which the buyer's agreement or offer to purchase is made at a place other than the place of business of the seller ( e.g. , sales at the buyer's residence or at facilities rented on a temporary or short-term basis, such as hotel or motel rooms, convention centers, fairgrounds and restaurants, or sales at the buyer's workplace). The phrase “consumer goods or services” is defined as “goods or services purchased, leased, or rented primarily for personal, family, or household purposes, including courses of instruction or training regardless of the purpose for which they are taken.” Thus, whether a transaction involves “consumer goods or services” will depend upon the ultimate purposes of the purchaser.
“Door-to-door” sales do not include a transaction:
(1) Made pursuant to prior negotiations in the course of a visit by the buyer to a retail business establishment having a fixed permanent location where the products are exhibited for sale on a continuing basis; or
(2) Conducted and consummated entirely by mail or telephone, and without any other contact between the buyer and the seller or its representative prior to delivery of the products or performance of the services.
SECTION 7 — BONUSES AND COMMISSIONS
7.1 — Bonus and Commission Qualifications
A Representative must be active and in compliance with the Agreement to qualify for bonuses and commissions. So long as a Representative complies with the terms of the Agreement, Child Shield, U.S.A. shall pay commissions to such Representative in accordance with the Marketing and Compensation plan. The minimum amount for which Child Shield , U.S.A. will issue a check is $15.00. If a Representative's bonuses and commissions do not equal or exceed $15.00, the Company will accrue the commissions and bonuses until they total $15.00. A check will be issued once $15.00 has been accrued.
7.2 — Adjustment to Bonuses and Commissions
7.2.1 - Adjustments for Returned Products
Representatives receive bonuses and commissions based on the actual sales of products to end consumers. When a product is returned to Child Shield, U.S.A. for a refund or is repurchased by the Company, the bonuses and commissions attributable to the returned or repurchased product(s) will be deducted, in the month in which the refund is given, and continuing every pay period thereafter until the commission is recovered, from the Representatives who received bonuses and commissions on the sales of the refunded products.
7.2.2 - Other Deductions
Child Shield, U.S.A. will deduct from all bonus and commission checks a data processing fee for downline genealogy reports sent to Representatives. The fee is $1.00 for the first page and $.25 for each additional page sent to the Representative.
7.3 — Unclaimed Commissions and Credits
Representatives must deposit or cash commission and bonus checks within six months from their date of issuance. A check that remains uncashed after six months will be void. After a check has been voided, Child Shield, U.S.A. will attempt to notify a Representative who has an uncashed check by sending a monthly written notice to his or her last known address identifying the amount of the check and advising that the Representative can request that the check be reissued. There shall be a $5.00 charge for reissuing a check, and a $2.00 fee for each notice that is sent to the Representative. These charges shall be deducted from the balance owed to the Representative.
Customers or Representatives who have a credit on account must use their credit within six months from the date on which the credit was issued. If credits have not been used within six months, Child Shield, U.S.A. shall attempt to notify the Representative or customer on a monthly basis, by sending written notice to the last known address, advising the Representative or customer of the credit. There shall be a $2.00 charge for each attempted notification. This charge shall be deducted from the Representative's or customer's credit on account.
7.4 — Online and Telephonic Activity Reports
All information provided by Child Shield, U.S.A. in online or telephonic activity reports, including but not limited to personal sales volume (or any part thereof) and downline sponsoring activity, is believed to be accurate and reliable. Nevertheless, due to various factors including the inherent possibility of human and mechanical error; the accuracy, completeness, and timeliness of orders; denial of credit card and electronic check payments; returned products; credit card and electronic check charge-backs; the information is not guaranteed by Child Shield, U.S.A. or any persons creating or transmitting the information.
ALL PV INFORMATION IS PROVIDED "AS IS" WITHOUT WARRANTIES, EXPRESS OR IMPLIED, OR REPRESENTATIONS OF ANY KIND WHATSOEVER. IN PARTICULAR BUT WITHOUT LIMITATION THERE SHALL BE NO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, OR NON-INFRINGEMENT.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, CHILD SHIELD, U.S.A. AND/OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION WILL IN NO EVENT BE LIABLE TO ANY REPRESENTATIVE OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF OR ACCESS TO PV INFORMATION (INCLUDING BUT NOT LIMITED TO LOST PROFITS, BONUSES, OR COMMISSIONS, LOSS OF OPPORTUNITY, AND DAMAGES THAT MAY RESULT FROM INACCURACY, INCOMPLETENESS, INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE INFORMATION), EVEN IF CHILD SHIELD, U.S.A. OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, CHILD SHIELD , U.S.A. OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO YOU OR ANYONE ELSE UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHER THEORY WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO.
Access to and use of Child Shield, U.S.A. 's online and telephone activity reporting services and your reliance on the information contained therein is at your own risk. All such information is provided to you "as is". If you are dissatisfied with the accuracy or quality of the information, your sole and exclusive remedy is to discontinue use of and access to Child Shield, U.S.A. 's online and telephone activity reporting services and your reliance on the information.
SECTION 8 — PRODUCT GUARANTEES, RETURNS AND INVENTORY REPURCHASE
8.1 — Product Guarantee
8.1.1 - Returns by Retail Customers
Child Shield, U.S.A. offers, through its Representatives, a 100% 3-day money-back guarantee to all retail customers. Every Representative is bound to honor the retail customer guarantee. If, for any reason, a retail customer is dissatisfied with any Child Shield, U.S.A. product and or service, the retail customer may return the product in resalable condition to the Representative from whom it was purchased, within three (3) days, for a replacement, exchange or a full refund of the purchase price (less shipping costs).
A retail customer who makes a purchase of $25.00 or more has three business days (72 hours) after the sale or execution of a contract to cancel the order and receive a full refund consistent with the cancellation notice on the order form. When a Representative makes a sale or takes an order from a retail customer who cancels or requests a refund within the 72 hour period, the Representative must promptly refund the customer's money as long as the products are returned to the Representative in substantially as good condition as when received. Additionally, Representatives must orally inform customers of their right to rescind a purchase or an order within 72 hours, and ensure that the date of the order or purchase is entered on the order form. All retail customers must be provided with two copies of an official Child Shield, U.S.A. sales receipt at the time of the sale.
8.1.2 - Returns by Representatives
*Note: If your state has specific laws that apply to the Child Shield,USA business, those laws will prevail and Child Shield,USA will abide by those laws.
All future purchases of marketing items (DVD's, CD-Roms's, brochures, etc.) can be returned if in new, useable condition and are not outdated. A 10% restocking fee will apply to all returns. Shipping, handling, licensing and Inner Circle fees are not refundable. Items in the Business Starter Packages will be replaced if defective or damaged, and returned within 10 days of receipt. THERE ARE NO REFUNDS given on the Business Starter Packages. Due to liability and the nature of our service, once a Business Starter Packages leaves our facility, we cannot give a refund if returned.
8.1.3 - Returns by Representatives (Products Returned by Personal Retail Customers)
If a personal retail customer returns a product to the Representative from whom it was purchased, the Representative may return it to the company for an exchange or refund (less shipping). All products returned by personal retail customers must be returned to the Company within 10 days from the date on which it was returned to the Representative along with the sales receipt which the Representative gave to the customer.
8.2 — Return of Sales Aids by Representatives
Upon cancellation of a Representative's Agreement, the Representative may return sales aids for a refund if he or she is unable to sell or use the merchandise. A Representative may only return sales aids purchased by him or her that are in resalable condition. Upon receipt of the sales aids, the Representative will be reimbursed 90% of the net cost of the original purchase price(s), less shipping charges. If the purchases were made through a credit card, the refund will be credited back to the same account.
8.2.1 - Montana Residents
A Montana resident may cancel his or her Representative Agreement within 15 days from the date of enrollment, and may return his or her Basic Kit or Business Kit for a full refund within such time period.
8.3 — Procedures for All Returns
The following procedures apply to all returns for refund, repurchase, or exchange:
• All merchandise must be returned by the Representative or customer who purchased it directly from Child Shield, U.S.A. .
• All products to be returned must have a Return Authorization Number which will be obtained by calling the Representative Services Department. This Return Authorization Number must be written on each carton returned.
• The return is accompanied by:
• a completed and signed Consumer Return Form; and
• a copy of the original dated retail sales receipt.
• Proper shipping carton(s) and packing materials are to be used in packaging the product(s) being returned for replacement, and the best and most economical means of shipping is suggested. All returns must be shipped to Child Shield, U.S.A. shipping pre-paid. Child Shield, U.S.A. does not accept shipping-collect packages. The risk of loss in shipping for returned product shall be on the Representative. If returned product is not received by the Company's Distribution Center , it is the responsibility of the Representative to trace the shipment.
• If a Representative is returning merchandise to Child Shield, U.S.A. that was returned to him or her by a personal retail customer, the product must be received by Child Shield, U.S.A. within ten (10) days from the date on which the retail customer returned the merchandise to the Representative, and must be accompanied by the sales receipt the Representative gave to the customer at the time of the sale.
No refund or replacement of product will be made if the conditions of these rules are not met.
SECTION 9 — DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
9.1 — Disciplinary Sanctions
Violation of the Agreement, these Policies and Procedures, or any illegal, fraudulent, deceptive or unethical business conduct by a Representative may result, at Child Shield, U.S.A. 's discretion, in one or more of the following corrective measures:
• Issuance of a written warning or admonition;
• Requiring the Representative to take immediate corrective measures;
• Imposition of a fine, which may be withheld from bonus and commission checks;
• Loss of rights to one or more bonus and commission checks;
• Child Shield, U.S.A. may withhold from a Representative all or part of the Representative's bonuses and commissions during the period that Child Shield, U.S.A. is investigating any conduct allegedly violative of the Agreement. If a Representative's business is canceled for disciplinary reasons, the Representative will not be entitled to recover any commissions withheld during the investigation period;
• Suspension of the individual's Representative Agreement for one or more pay periods;
• Involuntary termination of the offender's Representative Agreement;
• Any other measure expressly allowed within any provision of the Agreement or which Child Shield, U.S.A. deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the Representative's policy violation or contractual breach;
• In situations deemed appropriate by Child Shield, U.S.A. , the Company may institute legal proceedings for monetary and/or equitable relief.
9.2 — Grievances and Complaints
When a Representative has a grievance or complaint with another Representative regarding any practice or conduct in relationship to their respective Child Shield, U.S.A. businesses, the complaining Representative should first report the problem to his or her Sponsor who should review the matter and try to resolve it with the other party's upline sponsor. If the matter cannot be resolved, it must be reported in writing to the Representative Services Department at the Company. The Representative Services Department will review the facts and attempt to resolve it. If it is not resolved, it will be referred to the Dispute Resolution Board for final review and determination.
9.3 — Dispute Resolution Board
The purpose of the Dispute Resolution Board is to: (1) review appeals of disciplinary sanctions; and (2) review matters between Child Shield, U.S.A. Representatives. After the response or settlement instituted by Representative Services has been denied or otherwise remains unresolved, the Dispute Resolution Board reviews evidence, deliberates, and responds to current outstanding issues on a collective basis.
A Representative may submit a written request for a telephonic or in-person hearing within seven business days from the date of: (1) the written notice by Child Shield, U.S.A. of disciplinary action; or (2) the written decision of Representative Services regarding disputes between Representatives. All communication with Child Shield, U.S.A. and the Representative seeking resolution of a dispute must be in writing. It is within the DRB's discretion whether a claim is accepted for review. If the DRB agrees to review the matter, it shall schedule a hearing within thirty (30) days of the receipt of the Representative's written request. All evidence (e.g., documents, exhibits, etc.) that a Representative desires to have considered by the DRB must be submitted to Child Shield, U.S.A. no later than seven business days before the date of the hearing. The Representative shall bear all of the expenses related to his or her attendance and the attendance of any witnesses he or she desires to be present at the hearing. The decision of the Dispute Resolution Board will be final and subject to no further review. During the pendency of the claim before the DRB, the Representative waives his or her right to pursue arbitration or any other remedy.
Following issuance of a sanction, the disciplined Representative may appeal the sanction to the Dispute Resolution Board (“DRB”). Representative's appeal must be in writing and received by the Company within 15 days from the date of Child Shield, U.S.A. 's cancellation notice. If the appeal is not received by Child Shield, U.S.A. within the 15 day period, the sanction will be final. The Representative must submit all supporting documentation with his or her appeal correspondence. If the Representative files a timely appeal of cancellation, the DRB will review and reconsider the cancellation, consider any other appropriate action, and notify the Representative in writing of its decision.
Any controversy or claim arising out of or relating to the Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. If a Representative files a claim or counterclaim against Child Shield , U.S.A. , he or she may only do so on an individual basis and not with any other Representative or as part of a class or consolidated action. Representatives waive all rights to trial by jury or to any court. All arbitration proceedings shall be held in Pima County , Arizona , unless the laws of the state in which a Representative resides expressly require the application of its laws, in which case the arbitration shall be held in the capital of that state. The parties shall be entitled to all discovery rights allowed under the Federal Rules of Civil Procedure. No other aspects of the Federal Rules of Civil Procedure shall be applicable to an arbitration. There shall be one arbitrator, an attorney at law, who shall have expertise in business law transactions with a strong preference being an attorney knowledgeable in the direct selling industry, selected from the panel which the American Arbitration Panel provides. Each party to the arbitration shall be responsible for its own costs and expenses of arbitration, including legal and filing fees. The decision of the arbitrator shall be final and binding on the parties and may, if necessary, be reduced to a judgment in any court of competent jurisdiction. This agreement to arbitrate shall survive any termination or expiration of the Agreement.
Nothing in these Policies and Procedures shall prevent Child Shield, U.S.A. from applying to and obtaining from any court having jurisdiction a writ of attachment, a temporary injunction, preliminary injunction, permanent injunction or other relief available to safeguard and protect Child Shield, U.S.A.'s interest prior to, during or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding.
9.5 — Governing Law, Jurisdiction and Venue
Jurisdiction and venue of any matter not subject to arbitration shall reside in Pima County , State of Arizona unless the laws of the state in which a Representative resides expressly require the application of its laws, in which case that state's law shall govern all issues related to jurisdiction and venue. The Federal Arbitration Act shall govern all matters relating to arbitration. The laws of the State of Arizona shall govern all other matters relating to or arising from the Agreement unless the laws of the state in which a Representative resides expressly require the application of its laws.
10.1 — Purchasing Child Shield , U.S.A. Products
Each Representative should purchase his or her products directly from Child Shield, U.S.A. . If a Representative purchases products from another Representative or any other source, the purchasing Representative will not receive the Personal Volume that is associated with that purchase.
On mail orders with invalid or incorrect payment, Child Shield, U.S.A. will attempt to contact the Representative by phone, and/or mail to try to obtain another payment. If these attempts are unsuccessful after five working days the order will be returned unprocessed. No C.O.D. orders will be accepted. Child Shield, U.S.A. maintains no minimum order requirements. Orders for products and sales aids may be combined.
10.3 — Shipping and Back Order Policy
Child Shield , U.S.A. will normally ship products within 3-5 business days from the date on which it receives an order. Child Shield, U.S.A. will expeditiously ship any part of an order currently in stock. If, however, an ordered item is out-of-stock, it will be placed on back order and sent when Child Shield, U.S.A. receives additional inventory. Representatives will be charged and given Personal Volume on back ordered items unless notified on the invoice that the product has been discontinued. Child Shield, U.S.A. will notify Representatives and customers if items are back-ordered and are not expected to ship within 30 days from the date of the order. An estimated shipping date will also be provided. Back ordered items may be canceled upon a customer's or Representative's request. Customers and Representatives may request a refund, credit on account, or replacement merchandise for canceled back orders. If a refund is requested, the Representative's Personal Volume will be decreased by the amount of the refund in the month in which the refund is issued.
A Representative and/or recipient of an order must confirm that the product received matches the product listed on the shipping invoice, and is free of damage. Failure to notify Child Shield, U.S.A. of any shipping discrepancy or damage within thirty days of shipment will cancel a Representative's right to request a correction.
SECTION 11 — PAYMENT AND SHIPPING
11.1 — Insufficient Funds
It is the responsibility of each Representative to ensure that there are sufficient funds or credit available in his or her account to cover the monthly Direct Ship order. Child Shield, U.S.A. will not contact Representatives in regard to orders canceled due to insufficient funds or credit. This may result in a Representative's failure to meet his or her Personal Volume requirements for the month.
11.2 — Returned Checks
All checks returned by a Representative's bank for insufficient funds will be re-submitted for payment. A $25.00 returned check fee will be charged to the account of the Representative. After receiving a returned check from a customer or a Representative, all future orders must be paid by Credit Card, money order or cashier's check. Any outstanding balance owed to Child Shield , U.S.A. by a Representative for NSF checks and returned check fees will be withheld from subsequent bonus and commission checks.
11.3 — Restrictions on Third Party Use of Credit Cards and Checking Account Access
Representatives shall not permit other Representatives or customers to use his or her credit card, or permit debits to their checking accounts, to enroll or to make purchases from the company .
11.4 — Sales Taxes
In designing the Child Shield, U.S.A. opportunity, one of our guiding philosophies has been to free Representatives from as many administrative, operational, and logistical tasks as possible. In doing so, Representatives are free to concentrate on those activities that directly affect their incomes, namely product sales and enrollment activities. To these ends, Child Shield, U.S.A. relieves Representatives of the burdens of remitting sales taxes, filing sales tax reports, and keeping records relative to sales taxes. Representatives must, however, insure that they collect the proper sales taxes when payment for product orders is made by customers. If you are unsure of the applicable sales tax rate in a locality in which you are making a sale, please contact the local or state taxing authority for assistance.
The taxability of products and sales tax rates differ by state. Additionally, an increasing number of local taxes (county and city) are being initiated throughout the country. It is the responsibility of each Representative to know what products are taxable and at what rate. Again, if you have questions regarding taxability and rates, contact your state or local department of revenue for assistance.
SECTION 12 — INACTIVITY AND CANCELLATION
So long as a Representative remains active and complies with the terms of the Representative Agreement and these Policies and Procedures, Child Shield, U.S.A. shall pay commissions to such Representative in accordance with the Marketing and Compensation Plan. A Representative's bonuses and commissions constitute the entire consideration for the Representative's efforts in generating sales and all activities related to generating sales (including building a downline organization). Following a Representative's non-renewal of his or her Representative Agreement, cancellation for inactivity, or voluntary or involuntary cancellation of his or her Representative Agreement (all of these methods are collectively referred to as “cancellation”), the former Representative shall have no right, title, claim or interest to the marketing organization which he or she operated, or any commission or bonus from the sales generated by the organization. A Representative whose business is canceled will permanently lose all rights as a Representative. This includes the right to sell Child Shield, U.S.A. products and the right to receive future commissions, bonuses, or other income resulting from the sales and other activities of the Representative's former downline sales organization. In the event of cancellation, Representatives agree to waive all rights they may have, including but not limited to property rights, to their former downline organization and to any bonuses, commissions, or other remuneration derived from the sales and other activities from his or her former downline organization.
The former Representative shall not hold himself or herself out as a Child Shield, U.S.A. Representative and shall not have the right to sell Child Shield, U.S.A. products. A Representative whose Representative Agreement is canceled shall receive commissions and bonuses only for the last full pay period he or she was active prior to cancellation (less any amounts withheld during an investigation preceding an involuntary cancellation).
12.2 — Cancellation Due to Inactivity
It is the Representative's responsibility to lead his or her marketing organization with the proper example in personal production of sales to end consumers. Without this proper example and leadership, the Representative will lose his or her right to receive commissions from sales generated through his or her marketing organization. Therefore, Representatives who do not reach specific qualifications for any given title during any pay period will not receive a commission for the sales generated through their marketing organization for that pay period.
If a Representative has failed to make any purchases or place any product orders for a period of twelve (12) consecutive calendar months (and thus become “inactive”), his or her Representative Agreement shall be canceled for inactivity. The cancellation will become effective on the day following the last day of the twelfth (12 th ) month of inactivity. Written confirmation of the cancellation will not be provided by Child Shield, U.S.A. .
12.3 — Involuntary Cancellation
A Representative's violation of any of the terms of the Agreement, including any amendments that may be made by Child Shield, U.S.A. in its sole discretion, may result in any of the sanctions listed in Section 9.1, including the involuntary cancellation of his or her Representative Agreement. Cancellation shall be effective on the date on which written notice is mailed, return receipt requested, to the Representative's last known address, or when the Representative receives actual notice of cancellation, whichever occurs first.
Child Shield, U.S.A. expressly reserves the right to terminate all Representative Agreements upon thirty (30) days written notice in the event that it elects to: (1) cease business operations; (2) dissolve as a corporate entity; or (3) terminate distribution of its products via direct selling.
A participant in this Direct Sales plan has a right to cancel at any time, regardless of reason. Cancellation must be submitted in writing to the company at its principal business address. The written notice must include the Representative's signature, printed name, address, and Representative I.D. Number.
12.4.1 - Non-renewal
A Representative may also voluntarily cancel his or her Representative Agreement by failing to renew the Agreement on its anniversary date.
Active Representative — A Representative who satisfies the minimum Personal Volume requirements, as set forth in the Child Shield, U.S.A. Marketing and Compensation Plan, to ensure that he or she is eligible to receive bonuses and commissions.
Active Rank — The term “active rank” refers the current rank of a Representative, as determined by the Child Shield, U.S.A. Marketing and Compensation Plan, for any calendar month. To be considered “active” relative to a particular rank, a Representative must meet the criteria set forth in the Child Shield, U.S.A. Marketing and Compensation Plan for his or her respective rank. (See the definition of “Rank” below.)
Agreement — The contract between the Company and each Representative includes the Representative Application and Agreement, the Child Shield, U.S.A. Policies and Procedures, the Child Shield, U.S.A. Marketing and Compensation Plan, and the Business Entity Form (where appropriate), all in their current form and as amended by Child Shield, U.S.A. in its sole discretion. These documents are collectively referred to as the “Agreement.”
Cancel — The termination of a Representative's business. Cancellation may be either voluntary, involuntary, through non-renewal or inactivity.
Commissionable Products — All Child Shield , U.S.A. products on which commissions and bonuses are paid. Some kits and sales aids may not be commissionable products.
Company — The term “Company” as it is used throughout the Agreement means Child Shield, U.S.A.
Compression — The process by which inactive Representatives are excluded from the computation of bonuses and commissions for eligible Representatives. Child Shield, U.S.A. 's compression program ensures that Representatives are paid on their group sales volume. For example, Janet is qualified to receive bonuses on four downline levels. She has a fourth level Consultant, Barbara, who does not qualify in a certain month. There is a qualified fifth level Consultant below Barbara, named Susan. The compression process reaches down and pulls Susan from her normal fifth level position to Janet and “compresses” her Group up to fill the fourth level position to Janet for that month.
Downline — See “Marketing Organization” below.
Downline Activity Report — A monthly report generated by Child Shield, U.S.A. that provides critical data relating to the identities of Representatives, sales information, and enrollment activity of each Representative's Marketing Organization. This report contains confidential and trade secret information which is proprietary to Child Shield, U.S.A.
Downline Leg — Each one of the individuals enrolled immediately underneath you and their respective marketing organizations represents one “leg” in your marketing organization.
End Consumer — A person who purchases Child Shield, U.S.A. products and services for the purpose of personally consuming them rather than for resale to someone else.
Immediate Household — Heads of household and dependent family members residing in the same house.
Kit — Each Representative is required to purchase a “Basic Kit.” If a Representative chooses to purchase the optional “Business Kit,” the required Basic Kit purchase is waived. Each kit contains a selection of Child Shield, U.S.A. training materials, business support literature, and product inventory items. The Business Kit's contains a more expansive collection of these items than the Basic Kit. All kits items (except for product inventory) are sold to Representatives at the Company's cost.
Level — The layers of downline Representatives in a particular Representative's Marketing Organization. This term refers to the relationship of a Representative relative to a particular upline Representative, determined by the number of Representatives between them who are related by sponsorship. For example, if A sponsors B, who sponsors C, who sponsors D, who sponsors E, then E is on A's fourth level.
Marketing Organization — The Representatives sponsored below a particular Representative.
Official Child Shield , U.S.A. Material — Literature, audio or video tapes, files, and other materials developed, printed, published and distributed by Child Shield, U.S.A. to Representatives.
Personal Production — Moving product to an end consumer for personal use.
Personal Volume (PV) — The commissionable value of products sold by the Company to a Representative and to the Representative's customers in a calendar month.
Rank — The “title” that a Representative has achieved pursuant to the Child Shield, U.S.A. Marketing and Compensation Plan.
Recruit — For purposes of Child Shield, U.S.A.'s Conflict of Interest Policy (Section 4.8), the term “recruit” means actual or attempted solicitation, enrollment, encouragement, or effort to influence in any other way, either directly or through a third party, another Child Shield, U.S.A. Representative to enroll or participate in another direct sales, multilevel marketing, network marketing or party-plan opportunity. This conduct constitutes recruiting even if the Representative's actions are in response to an inquiry made by another Representative.
Resalable — Products and sales aids shall be deemed "resalable" if each of the following elements is satisfied: 1) they are unopened and unused; 2) packaging and labeling has not been altered or damaged; 3) the product and packaging are in a condition such that it is a commercially reasonable practice within the trade to sell the merchandise at full price; 4) products are returned to Child Shield, U.S.A. within one year from the date of purchase; and 5) the product contains current Child Shield, U.S.A. labeling. Any merchandise that is clearly identified at the time of sale as nonreturnable, discontinued, or as a seasonal item, shall not be resalable.
Retail Customer — An individual who purchases Child Shield , U.S.A. products and services from a Representative.
Roll-Up — The method by which a vacancy in a Marketing Organization left by a Representative whose Representative Agreement has been canceled is filled.
Sponsor — A Representative who enrolls another Representative into the Company, and is listed as the Sponsor on the Representative Application and Agreement. The act of enrolling others and training them to become Representatives is called “sponsoring.”
Upline — This term refers to the Representative or Representatives above a particular Representative in a sponsorship line up to the Company. Conversely stated, it is the line of sponsors that links any particular Representative to the Company.