IT WORKS! DISTRIBUTOR AGREEMENT
UNITED STATES
Published: March 1, 2024
1. I understand that as an Independent Distributor (“Distributor”) for It Works Marketing, Inc. (hereinafter “IT WORKS!” or “Company”):
a) I have the right to sell and solicit orders for IT WORKS! products and services in accordance with these Terms & Conditions. I understand that it is within the exclusive right of IT WORKS! to accept or reject such orders.
b) I have the right to enroll persons as Distributors of IT WORKS!.
c) If qualified, I have the right to earn commissions pursuant to the IT WORKS! Compensation Plan.
2. I agree that as an IT WORKS! Distributor I am an independent contractor, and not an employee, partner, legal representative, or franchisee of IT WORKS!. I agree that I will be solely responsible for paying all expenses that I incur, including but not limited to travel, food, lodging, secretarial, office, long distance telephone, and other business expenses. I UNDERSTAND THAT I SHALL NOT BE TREATED AS AN EMPLOYEE OF IT WORKS! FOR FEDERAL OR STATE TAX PURPOSES. IT WORKS! is not responsible for withholding and shall not withhold or deduct from my bonuses and commissions, if any, FICA, or taxes of any kind. I understand that I am not entitled to workers’ compensation or unemployment security benefits of any kind from IT WORKS!. I certify that:
a) I am at least 18 years of age.
b) I am a U.S. citizen or U.S. resident with a SSN.
c) I have provided my correct SSN or EIN (or I am waiting for a number to be issued to me).
d) I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding because of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding.
e) I understand that I may work as much or as little as I choose, and my profitability is dependent on the success rate of the time and effort I put into the business.
f) I am responsible for all expenses associated with being an It Works! distributor, including but not limited to, advertising, seminars, computers, cell phones, travel expenses, and clerical help.
g) I am free to cancel my distributorship with It Works! at any time, and my contract with It Works! is for one year, subject to renewal.
h) As an It Works! distributor, I understand that I am one of thousands of distributors who sell It Works! products on a non-exclusive basis.
i) I am in control and no one tells me how or when to work the business. There is no performance supervision.
j) I understand that I may have other non-competing work.
3. I have carefully read and agree to comply with the IT WORKS! Policies & Procedures below, including the Dispute Resolution Agreement contained in Section 8.3, and the IT WORKS! Compensation Plan, and I understand that they are also posted in my back office and available on the IT WORKS! website. I understand that I must be in good standing, and not in violation of the Agreement, to be eligible for bonuses or commissions from IT WORKS!. I understand that the Agreement may be amended at the sole discretion of IT WORKS!, as provided in Sections 1.3 and 8.3 of the Policies and Procedures.
4. The term of this Agreement is one (1) year (subject to prior cancellation pursuant to the Policies & Procedures). If I do not renew my IT WORKS! business by paying the annual renewal or if it is canceled for
any reason, I understand that I will permanently lose all rights as a Distributor. I shall not be eligible to sell IT WORKS! products and services nor shall I be eligible to receive commissions, bonuses, or other income resulting from my activities or the activities of my former downline sales organization. In the event of cancellation or nonrenewal, I waive all rights I have, including but not limited to property rights, to my former downline organization and to any bonuses, commissions, or other remuneration derived through the sales and other activities of my former downline organization. IT WORKS! reserves the right to cancel all Distributor Agreements upon thirty (30) days’ notice if the Company elects to: (1) cease business operations; (2) dissolve as a business entity; or (3) terminate distribution of its products and/or services via direct selling channels.
5. I have read, understand, and agree to the provisions on indemnification and limitation of liability that apply to me, IT WORKS!, and the Related Parties, including but not limited to Sections 8.3 and 8.4 of the Policies and Procedures. The Agreement, in its current form and as amended by IT WORKS! at its discretion, constitutes the entire contract between IT WORKS! and me. Any promises, representations, offers, or other communications not expressly set forth in the Agreement are of no force or effect.
6. Any waiver by either Party of any breach of the Agreement must be in writing and signed by an authorized agent of the Party against which the waiver is asserted. Any waiver of a breach by a Party shall be a onetime waiver only and shall not operate or be construed as a waiver of any subsequent breach.
7. 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. The severed provision, or portion thereof, shall be reformed to reflect the purpose of the provision as closely as possible.
8. If there is any conflict between the Distributor Terms & Conditions and the Policies & Procedures, the Distributor Terms & Conditions shall prevail.
9. I understand and agree that any Dispute (as that term is defined in Section 8.3 of the Policies and Procedures) shall be resolved in accordance with the Dispute Resolution Agreement contained in Section 8.3 of the Policies and Procedures.
10. I have further read and understood and agree to be bound by the Governing Law, Jurisdiction, and Venue provision in Section 8.7 of the Policies and Procedures.
11. Maryland Residents: Maryland residents may cancel the contract for any reason within three (3) months after the date of receipt of goods or services first ordered; upon cancellation, the Company shall repurchase the goods, as long they are in resalable condition; and the repurchase price shall be at least 90% of the original price paid by the participant.
12. Montana Residents: A Montana resident may cancel their Distributor Agreement within fifteen (15) days from the date of enrollment and may return their starter kit and any products purchased for a full refund as long as they are in resalable condition.
13. Louisiana, Massachusetts, and Wyoming Residents: Should you cancel your Distributor Agreement, IT WORKS! will refund 90% of your purchase price or any renewal fees you have incurred during the current year upon receipt of your written request.
14. Puerto Rico Residents: Puerto Rico residents may cancel this Agreement at any time within ninety (90) days from the date of enrollment, or at any time upon showing the Company’s noncompliance with any of the essential obligations of the distribution contract or any act or omission by the Company adversely affecting the interests of the dealer in the development of the market of the properties or services. Your cancellation must be sent to the Company in writing and sent via registered mail. If you cancel under these conditions, the Company shall: (a) Reacquire the total of the products that you purchased from the Company which are in your possession and in good condition at a price of not less than ninety percent (90%) of their original net cost; (b) Return to you not less than ninety percent (90%) of the original net cost of any services that you acquired from the Company; (c) Return ninety percent (90%) of any sum paid by you for the purpose of participating in the business.
15. A Distributor 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 or via a ticket submitted through the Distributor’s back office.
16. I grant IT WORKS! an irrevocable license to reproduce and use my name, photograph, video, personal story, testimonial, and/or likeness in its advertising or promotional materials, including but not limited to use in online forums, and I waive all claims for remuneration for such use. I further waive my right to inspect or approve all draft, beta, preliminary, and finished material.
17. I hereby give my express consent to Company to send e-mail messages, text messages, and/or notify me by phone regarding its products, services, compensation, and to offer other topics that the Company determines may be of interest or benefit to me. I agree that my receipt of such messages will not be deemed a violation of any federal legislation or regulations.
All refunds and returns will be subject to the IT WORKS! Refunds and Returns Policy located at https://static.myitworks.com/legal/pdf/returnspolicy.pdf.
You, the buyer, may cancel this transaction at any time prior to midnight of the third business day after the date of this transaction (5 business days for AK residents, 15 business days for ND residents age 65 or over).
For Customer Support:
These Policies and Procedures, in their present form and as amended, are incorporated into, and form an integral part of, the IT WORKS!® Distributor Agreement. When the term “Agreement” or “Distributor Agreement” is used, it collectively refers to the IT WORKS! Independent Distributor Terms and Conditions, these Policies and Procedures, and the IT WORKS! Compensation Plan. These documents are incorporated by reference into the IT WORKS! Distributor Agreement (all in their current form and as amended by IT WORKS!). It is the responsibility of each Distributor to read, understand, adhere to, and ensure that they are aware of and operating under the most current version of Policies and Procedures. When sponsoring or enrolling a new Distributor, the sponsoring Distributor should confirm that the applicant has online access to and has reviewed the most current version of the Distributor Agreement prior to signing.
IT WORKS! is a direct sales company that markets its products and services through Independent Distributors (hereafter “Distributor” or “Distributors”). To clearly define the relationship that exists between Distributors and IT WORKS!, and to explicitly set a standard for acceptable business conduct, IT WORKS! has established the Agreement.
IT WORKS! Distributors are required to comply with the Agreement as well as all federal, state, and local laws governing their IT WORKS! business and their conduct. Review the terms in this Agreement carefully. It explains and governs the relationship between you, as an independent contractor, and the Company. If you have any questions regarding any part of the Agreement, contact your Enroller or Compliance at compliance@itworks.com.
IT WORKS! may from time to time, in its discretion, which shall be exercised reasonably and in good faith, amend the Agreement. Amendments will be effective the sooner of: thirty (30) days after notice to Distributor that the Agreement has been modified; or the Distributor reviews and signs the Agreement in their back office. IT WORKS! will provide Distributors notification of the amendments by one or more of the following methods: (1) e-mail at the address on file with IT WORKS!; (2) posting in the Distributor’s back office; or (3) special mailings. Amendments will be communicated by providing reference to the specific sections amended, providing a summary of the specific amendments, or providing a complete copy of the amended Agreement. Except as otherwise provided in the Dispute Resolution Agreement contained in Section 8.3, Distributors agree that thirty (30) days after such notice, any modification becomes effective and is automatically incorporated into the Agreement as an effective and binding provision. A Distributor may opt out of any proposed amendments by canceling their Agreement prior to the effective date of such proposed amendments. A Distributor’s continued participation in their IT WORKS! business as authorized under the Agreement on or after the effective date of any amendment constitutes acceptance of the amended Agreement. Unless expressly agreed to by a Distributor, amendments shall not be retroactive to conduct that occurred prior to the effective date of the amendment.
IT WORKS! 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.
No party 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 a party to exercise any right or power under the Agreement or to insist upon strict compliance by the other party, or custom or practice of the parties at variance with the terms of the Agreement shall constitute a waiver of a party’s right to demand exact compliance with the Agreement. A waiver can be effectuated only in writing by an authorized representative of the party against whom the waiver is sought to be enforced. A party’s waiver of any breach shall not affect or impair its rights with respect to any subsequent breach, nor shall it affect in any way the rights or obligations of any other Distributor.
The existence of any claim or cause of action against a party shall not constitute a defense to the other party’s enforcement of any term or provision of the Agreement.
To become an IT WORKS! Distributor, each applicant must:
a) Be at least 18 years of age;
b) Reside in any country or territory that IT WORKS! has officially announced is open for business;
c) Have a valid Social Security or Federal Tax ID number or submit a properly completed IRS form W-9;
d) Purchase an IT WORKS! Sales Kit (optional in North Dakota); and
e) Submit a properly completed Distributor enrollment to IT WORKS!.
f) When enrolling, the first and last name fields must contain the first and last name of the Distributor who is enrolling. If enrolling a business, the first and last name of the person responsible for the business must be entered. It is not acceptable to enter the business name in the first and last name fields. If entering a business name in the United States, the business must be registered with the IRS with an EIN and must not be a sole proprietorship. Any business names that are not registered with the IRS or that are sole proprietorships may be used on the replicated website but may not be entered on the account as an entity name.
No Distributor is required to purchase IT WORKS! products, services, or sales aids, or to pay any charge or fee to become a Distributor other than purchase of a Basic Kit. To familiarize new Distributors with IT WORKS! products, services, sales techniques, sales aids, and other matters, the Company recommends that they purchase a Business Builder Kit. IT WORKS! will repurchase Resalable kits or products from any Distributor who cancels their Distributor Agreement pursuant to the terms of Section 7.3.
Once a Distributor enrollment has been accepted by IT WORKS!, the Distributor is eligible to receive benefits including the right to:
a) Sell and solicit orders for IT WORKS! products and services;
b) Participate in the IT WORKS! Compensation Plan (and receive bonuses and commissions, if eligible);
c) Enroll other individuals as Customers or Distributors and build a Marketing Organization and progress through the IT WORKS! Compensation Plan;
d) Receive IT WORKS! literature and communications and have access to IT WORKS! online sales and business tools;
e) Participate in IT WORKS!-sponsored support, service, training, motivational and recognition functions; and
f) Promotional and incentive contests and programs.
The term of the Distributor Agreement is one year from the date of its acceptance by IT WORKS! (subject to prior cancellation or reclassification pursuant to Section 10). Distributors must renew their Distributor Agreement each year by paying an annual renewal fee of $35 on or before the anniversary date of their Distributor Agreement. If the renewal fee is not paid on or before the anniversary date, the Distributor’s account will be placed on renewal hold for sixty (60) days. If the annual renewal fee is not paid on or before the expiration of the 60-day non-renewal hold, the Distributor account will be canceled.
Distributors must adhere to the terms of the IT WORKS! Compensation Plan. Distributors shall not offer the IT WORKS! opportunity through, or in combination with, any marketing system, program, or method of marketing other than that specifically set forth in official IT WORKS! literature.
All Distributors shall safeguard and promote the good reputation of IT WORKS!, the IT WORKS! brand, and its products. The marketing and promotion of IT WORKS! shall be consistent with the public interest and must avoid all discourteous, deceptive, misleading, unethical, or immoral conduct or practices.
Distributors should only use Company sponsored promotions or sales and must promote their IT WORKS! business using the sales and support materials produced or approved by IT WORKS!. Any Distributor created ads or marketing material must be submitted to the IT WORKS! Compliance Department for approval before they may be used. Any designs or images in your back office available for download are the exclusive property of the Company and are to be used exactly in the format provided. Unauthorized use of these designs and/or the images is a violation of the Agreement and copyright laws and may lead to cancellation of your Distributor account.
If you use an IT WORKS! logo, you must use the Independent Distributor version of the logo found in your back office. Using any other IT WORKS! logo requires written approval.
The Company provides each Distributor with a replicated website to help run their business. If a Distributor desires more personalization than the replicated website provides, they may utilize a landing page to further promote their business if the landing page directly links to the replicated website. A landing page combined with the replicated website permits Distributors to advertise on the Internet with personalized content. Other than through the use of a landing page, no Distributor may independently design a website that uses the names, logos, or product descriptions of IT WORKS! or otherwise promotes (directly or indirectly) IT WORKS! products or the IT WORKS! opportunity. A Distributor may not use blind ads on the Internet that make IT WORKS! product or income claims. You are solely responsible and liable for the content that you provide and must regularly review the content to ensure it is accurate and does not make any non-compliant claims.
When directing readers to your replicated website through use of a landing page, the link and surrounding context must expressly demonstrate to a reasonable reader that the link will be directed to the website of an Independent Distributor and not an IT WORKS! corporate site. Attempts to mislead web traffic into believing they are going to the IT WORKS! corporate site, when in fact they land at an Independent Distributor’s replicated website, is not allowed.
You may place banner advertisements on a landing page. All banner advertisements must link to your replicated website.
Sponsored links or pay-per-click ads (PPC) are acceptable. The destination and display URL must be to either your landing page or replicated website. PPCs must not use any URL that could lead the user to assume they are being led to an IT WORKS! corporate site.
It is expressly prohibited for any Distributor to engage in paid search bidding on any IT WORKS! branded product names or trademarks. This includes, but is not limited to, bidding on keywords or phrases in any paid search platforms (such as Google AdWords, Bing Ads, etc.) that are directly associated with the IT WORKS! brand and branded products. This will prevent conflicts and competition in search engine marketing between the Company and its Distributors, ensuring a more cohesive and efficient marketing strategy.
Websites and web promotion activities that are misleading or deceptive are not allowed. This could include spam linking (or blog spam), improper search engine optimization (SEO) tactics, misleading click-through ads, unapproved banner ads, and unauthorized press releases.
Except as expressly provided in these Policies and Procedures, Distributors shall not use online blogs, chat rooms, social networks, online auction sites, or any other forum to sell IT WORKS!’ products or services.
Distributors may not use or register a domain name or email address that utilizes any IT WORKS!’ trade names, trademarks, service names, service marks, product names, or any derivative thereof. . If any Distributor owns or otherwise controls domain names or email addresses related to the Company name, its business, or products and services, Company reserves the right to require the Distributor to transfer ownership and control to Company at the cost Distributor paid for the domain names or email addresses.
Social Media may be used by Distributors to help promote their IT WORKS! business; however, Distributors who elect to use social media must adhere to the requirements set forth below as well as rules set forth in those particular social media websites.
Distributors are personally responsible for their own posts and all other online Distributor business activity. If a Distributor posts a comment to any site that relates to IT WORKS!, the Distributor is responsible for the post. No claims as to therapeutic or curative properties about the products may be made except those officially approved in writing by the Company or as contained in official Company literature.
Distributor must disclose their name and identify themselves as a Distributor for IT WORKS! on all social media postings related to IT WORKS! and the business. Anonymous postings or use of an alias is prohibited.
Posts and other online marketing activities must be truthful, accurate, and not deceptive. This includes, but is not limited to, false or deceptive posts relating to the IT WORKS! income opportunity, IT WORKS! products and services, or the Distributor’s biographical information and credentials.
Distributors must not engage in gossip or spread rumors about any individual, company, or competitive products or services. Distributors should not respond to anyone who posts something negative about them, another IT WORKS! Distributor, or the Company. Report any negative posts to the Compliance Department.
Any religious, political, or other personal views or opinions made by Distributors are not necessarily representative of IT WORKS!. If you believe an offensive comment is posted about the Company, its Distributors, or Company products, then contact the Compliance Department at compliance@itworks.com.
Distributors may not make any comments or link to any post or other material that:
• Is sexually explicit, obscene, or pornographic;
• Is offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory (whether based on race, ethnicity, creed, religion, gender, sexual orientation, physical disability, or otherwise);
• Is graphically violent, including any violent video game images;
• Solicits unlawful behavior;
• Engages in personal attacks or that is disparaging on any individual, group, or entity;
• Is in violation of any intellectual property rights of the Company or any third party.
We encourage Distributors to view, like, comment, and share content provided to you from our corporate social media. However, Distributors are prohibited from posting their website link, phone number, or social media URL on corporate IT WORKS! social media pages.
Distributors may use social media sites to share information about IT WORKS! products and opportunity, and for prospecting and sponsoring. However, these sites may not be used to sell products directly.
Any video content placed on social media must be submitted and approved by the Compliance Department prior to posting. Decisions may take up to four weeks, depending on content. These submissions must clearly identify you as an Independent Distributor (either in the content itself and/or in the content description tag), must comply with all advertising policies, legal requirements, and must state that you are solely responsible for this content and not IT WORKS!. You may not upload, submit, or publish any content (video, audio, presentations, or any computer files) received from IT WORKS! or captured at official corporate events or in buildings owned or operated by IT WORKS! without prior written permission from IT WORKS! Compliance. You agree to promptly remove any video placed on social media upon request by IT WORKS! and this provision survives cancellation of your Agreement.
IT WORKS! prohibits the use of its trade names, trademarks, designs, images, or symbols without its prior written permission. Distributors may not produce or reproduce for sale or distribution any video or audio recordings of Company events, presentations, trainings, and speeches without written permission from IT WORKS!.
The name IT WORKS!® is a trademark of It Works Marketing, Inc., is of great value to the Company, and is supplied to IT WORKS! Independent Distributors for use only in an authorized manner. Use of the IT WORKS!
name on any item not produced or authorized by the Company is prohibited.
Distributors may use the IT WORKS! name in the following manner:
Distributor’s Name
Independent Distributor, IT WORKS! or: IT WORKS! Independent Distributor Example:
Sarah Jones
Independent Distributor, IT WORKS!
If you plan to use the trademarks, trade names, service marks, copyrights, or intellectual property of any third party in any post you must ensure that you receive the proper license to use such intellectual property and have paid the appropriate license fee, if any. All property must be properly identified as the property of the third party and must adhere to any restrictions and conditions that the owner of the intellectual property places on the use of its property.
IT WORKS! Independent Distributors are not authorized to speak to any media source, including but not limited to radio, television, reporters for newspapers, magazines, advertisement outlets, or bloggers. Distributors must not attempt to respond to media inquiries regarding IT WORKS!, its products or services, or their independent IT WORKS! business. All media requests or inquiries must be immediately referred to the IT WORKS!’ Public Relations Department at PR@itworks.com. IT WORKS!’ PR Department will review the media inquiry and decide the proper course of action.
Distributors may not utilize the media for advertising, distribution, or promotion of IT WORKS! products or opportunity without the express written consent of IT WORKS! PR or Compliance Departments.
Without written approval, IT WORKS! does not allow its Distributors to use celebrity pictures or endorsements indicating use of IT WORKS! products or services. IT WORKS! does not allow Distributors to make claims on images that are not their own or for which they do not have permission.
IT WORKS! does not permit Distributors to send unsolicited commercial emails unless such emails strictly comply with applicable laws and regulations including, without limitation, the federal CAN-SPAM Act. Any email sent by a Distributor that promotes IT WORKS!, the IT WORKS! opportunity, or IT WORKS! products and services must comply with the following:
a) There must be a functioning return email address to the sender.
b) There must be a notice in the email that advises the recipient that they may reply to the email, via the functioning return email address, to request that future email solicitations or correspondence not be sent to them (a functioning “opt-out” notice).
c) The email must include the Distributor’s physical mailing address.
d) The email must clearly and conspicuously disclose that the message is an advertisement or solicitation.
e) The use of deceptive subject lines and/or false header information is prohibited.
f) All opt-out requests, whether received by email or regular mail, must be honored. If a Distributor receives an opt-out request from a recipient of an email, the Distributor must forward a copy of the opt-out request to the Company at compliance@itworks.com.
Except as provided in this section, Distributors may not use or transmit unsolicited faxes, telephone calls, SMS/text messages, or use an automatic telephone dialing system relative to the operation of their IT WORKS! businesses. In general, Distributors may send SMS/text messages to customers with whom they have an existing business relationship; however, sending such messages using technology that has automatic dialing capabilities requires the customer’s prior express written consent as specifically required by law. Any text message sent by a Distributor relating to the promotion of their business must clearly identify the sender as an IT WORKS! Independent Distributor. Distributors must not use an automatic telephone dialing system to call a customer’s cellular phone in connection with the operation of their IT WORKS! businesses without first obtaining the customer’s prior express written consent as specifically required by law. The term automatic telephone dialing system means equipment which has the capacity to: (a) store or produce telephone numbers to be called, using a random or sequential number generator; and (b) to dial such numbers. The term unsolicited faxes means the transmission via telephone facsimile of any material or information advertising or promoting IT WORKS!, its products, the 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 email: (a) to any person with that person's prior express written invitation or permission; or (b) to any person with whom the Distributor 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 Distributor and a person, based on: (a) an inquiry, application, purchase or transaction by the person regarding products offered by the Distributor; or (b) a personal or familial relationship, which relationship has not been previously ended by either party.
Spam linking is not allowed and is defined as multiple consecutive submissions of the same or similar content into blogs, wikis, guest books, websites, or other publicly accessible online discussion boards or forums. Any comments you make on blogs, forums, guest books, etc. must be unique, informative, and relevant. You may not use blog spam, spamdexing, or any other mass-replicated methods to leave blog comments.
The following rules apply to all on-line, print, and digital advertising, including social media: a) No advertisement may imply that a job or position is available.
b) No specific income may be promised.
c) Advertisements must contain no misleading facts or distortions of the Company opportunity or product line.
a) All systems created or introduced by Distributor (“Offering Distributor”) or offered by third parties to any IT WORKS! Distributor or customer that involve marketing, coaching, training, personal development, sales aids, and lead-generation (collectively “System”) must be submitted to Compliance@itworks.com for review and approval before being offered to Distributors and customers. If after the initial approval, changes or modifications are made, the Offering Distributor must notify Compliance and obtain a second approval.
b) The System shall make no product or income claims regarding IT WORKS! products or the IT WORKS! Compensation Plan.
c) Unless the Distributor receives specific written approval for the System, the request shall be deemed denied.
d) Once the System is approved, the Offering Distributor is responsible for vetting each System enrollee to determine their status as an IT WORKS! Distributor. If the enrollee is an active IT WORKS! Distributor, then the entire System including separate tiers, must be offered, at no cost to that Distributor. If an active Distributor mistakenly pays for any part of System and Offering Distributor is notified, then Offering Distributor must refund 100% of System payment. Failure to refund the full amount shall subject Offering Distributor to immediate disciplinary action up to and including cancellation.
e) All Systems are subject to Compliance review on a random basis. Changes made to System without approval may subject Offering Distributor to immediate disciplinary action up to and including cancellation of the distributorship.
f) It Works! reserves the right to use any material that is in a System for training purposes. If IT WORKS!
decides to use a part of the Distributor’s System for corporate training purposes, It Works! agrees to first notify the Distributor.
g) Without permission from IT WORKS!, Distributors are prohibited from reproducing or copying written documents or marketing materials, films, or sound recordings identical or similar to any materials produced by the Company, including use in any System.
h) IT WORKS! reserves the right to rescind approval for any System, and Distributors waive all claims for damages or remuneration arising from or relating to such rescission.
Bonus buying is strictly prohibited. Bonus buying includes: (a) the enrollment of individuals or entities without the knowledge of and/or execution of an Independent Distributor Agreement by such individuals or entities; (b) the fraudulent enrollment of an individual or entity as a Distributor or Customer (“fraudulent” includes but is not limited to enrolling an individual or entity without the individuals or entity’s consent or knowledge or by misrepresenting the individual or entity’s details); (c) the enrollment or attempted enrollment of non-existent individuals or entities as Distributors or Customers; (d) purchasing excessive amounts of goods or services that cannot reasonably be used or resold in a month; (e) attempt to cross sponsor or re-enroll an existing Customer or Distributor; or (f) any other mechanism to qualify for rank advancement, incentives, prizes, commissions or bonuses that is not driven by bona fide product or service purchases by end user consumers. A Distributor is allowed a total of 5 order transfer requests per month with a total bonus volume limit of 1,000 BV without violating this provision. An order transfer occurs when a Distributor places an order under themselves and then requests that this order be moved under another Distributor. The order can only be transferred to a Distributor in the downline of the Distributor requesting the order transfer. Orders may only be transferred in full and may only be transferred once. Once a Distributor has reached the limit of 5 requests for the month, all other requests will be denied. Orders may not be moved to or from a Perks Member or Retail Customer. Distributors are prohibited from placing orders directly on another Distributor or Perks Member account using their own or a prepaid credit card to make payments or use another account to ship orders to themselves. All bonuses, product rewards, product credits, and commissions earned belong to the account holder and can only be redeemed by the account holder.
A corporation, limited liability company (LLC), partnership, or trust may apply to be an IT WORKS! Distributor by submitting an EIN at enrollment and verifying tax documentation after enrollment. IT WORKS! reserves the right to request a Certificate of Incorporation, Certificate of Organization, Partnership Agreement, or trust documents along with a properly completed Distributor enrollment. Members of the entity are jointly and severally liable for any indebtedness or other obligation to IT WORKS!.
To prevent the circumvention of Section 3.28 (regarding transfers and assignments of an IT WORKS! business), if an additional partner, shareholder, member, or other business entity affiliate is added to a business entity, the original applicant must remain as a party to the original Distributor Agreement. If the original Distributor wants to cancel their relationship with the Company, they must transfer or assign their business in accordance with Section 3.28. If this process is not followed, the business shall be canceled upon the withdrawal of the original Distributor. All bonus and commission payments will be sent to the account of record of the original Distributor. Please note that the modifications permitted within the scope of this paragraph do not include a change of enroller. Changes of enroller are addressed in Section 3.5, below. There is a $35 fee for each change requested, which must be included with the written request and the completed Distributor enrollment. IT WORKS! may, at its discretion, require notarized documents before implementing any changes to an IT WORKS! business. Please allow thirty (30) days after the receipt of the request by IT WORKS! for processing.
An IT WORKS! business may change its status from an individual to a partnership, LLC, corporation or trust, or from one type of entity to another. There is a $35 fee for each change requested, which must be included with the written request and the completed Distributor enrollment. Such changes are effective once the form is submitted, processed, and approved. In addition, Distributors operating their IT WORKS! businesses utilizing a business entity must notify IT WORKS! of the addition or removal of any officers, directors, shareholders, managers, members, or business associates of the business entity.
To protect the integrity of all IT WORKS! Marketing Organizations, requests for enroller or placement changes from one Distributor to another are rarely, if ever, permitted.
Requests for change of enroller or placement must be submitted in writing via ticket submission and must include the reason(s) for the change. Changes may only occur in the following two circumstances:
a) In cases in which the new Distributor or new Perks Member is enrolled by someone other than the individual they were led to believe would be their Enroller, the account holder may request that they be transferred to another organization. If approved, the Distributor’s entire personally enrolled Marketing Organization will remain intact. Requests for transfer under this policy will be evaluated on a case-by-case basis and must be made by contacting Customer Service within 24 hours from the date of enrollment.
The account holder requesting the change has the burden of proving that they were enrolled under the wrong Distributor.
b) In the event of placement error during enrollment, placement changes for Distributors and Perks Members must be requested through Customer Service within 5 days of enrollment. For security purposes, changes can only be requested by the original Enroller or the Distributor/Perks Member being moved.
Requests for enrollment or placement corrections cannot be made for those who have a start date prior to the enrollment date of the Perks Member or Distributor they are requesting to be moved under. Only one request for enrollment or placement correction for a new Perks Member or Distributor will be honored. Retail Customers cannot be moved.
IT WORKS! reserves the sole and exclusive right to decide the proper enrollment and placement. DISTRIBUTORS WAIVE ANY AND ALL CLAIMS AGAINST IT WORKS! THAT RELATE TO OR ARISE FROM THE IT WORKS! DECISION REGARDING ANY CHANGE TO ANY MARKETING ORGANIZATION.
A Distributor may change organizations by voluntarily cancelling their IT WORKS! business and remaining inactive (i.e., no sales of IT WORKS! products, no advertising of IT WORKS! products or business opportunity, no sponsoring, no attendance at any IT WORKS! functions, and no participation in any other form of Distributor activity or operation of any other IT WORKS! business) for three (3) months. This three-month prohibition applies to spouses, immediate family members, and businesses. Following the three-month period of inactivity, the former Distributor may reapply under a new Enroller; however, the former Distributor’s Marketing Organization will remain in the original line of sponsorship.
A Distributor is fully responsible for their verbal and written statements made regarding IT WORKS! products, services, and the Compensation Plan which are not expressly contained in official IT WORKS! documents. Distributors agree to indemnify IT WORKS! and It Works’ 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 IT WORKS! as a result of the Distributor’s unauthorized representations or actions. This provision shall survive the cancellation of the Distributor Agreement.
No claims (which include personal testimonials) as to therapeutic, curative, or beneficial properties of any products offered by IT WORKS! may be made except those contained in official IT WORKS! literature. In particular, no Distributor may make any claim that IT WORKS! products are useful in the cure, treatment, diagnosis, mitigation, or prevention of any diseases. Not only do such claims violate IT WORKS! policies, but they potentially violate federal and state laws and regulations, including the federal Food, Drug, and Cosmetic Act and Federal Trade Commission Act. Company products may only be advertised and used according to the label specifications at the specified dosage. Unless the label specifically states that the product is suitable for children, Company products are for adult use only.
IT WORKS! recommends using corporate approved Before and After photographs. These Before and After photos are preapproved for use and have the proper disclaimers attached. If you wish to create your own Before and After photos, images must be of IT WORKS! product users. If you use an image other than your own, you must have written permission to use the image. A Consent Form located in your back office shall be used to obtain written permission. If you do not have written permission, you must not post (or re-post) a picture on social media.
All Before and After photos must meet company branding standards. Please reference the Before and After Photo Guidelines in your back office.
A Distributor is prohibited from making income guarantees or false income statements. When presenting or discussing the IT WORKS! opportunity or Compensation Plan with a prospective Distributor, a Distributor must use Company provided documentation. A Distributor shall not make their own income projections, income claims, or disclose their IT WORKS! income (including back office summaries, commission statements, commission emails, checks, copies of checks, bank statements, or tax records) unless approved by IT WORKS!. The only exception to this section is that a Distributor may post emails received from Company that reflect weekly bonuses actually received.
When discussing income or the business opportunity with a prospective Distributor, the Distributor must provide the prospect with a copy of the current IT WORKS! Income Disclosure Statement (the “IDS”).
The terms income representation and/or earnings representation (collectively “income claim”) include: (1) statements that a specific amount of income has been or may be achieved, (2) statements that, although not specifically stating a given income level has been or may be achieved, imply that such income is possible, (3) statements of earning ranges, (4) income testimonials, (5) lifestyle claims, and (6) hypothetical claims. Examples of statements of non-average earnings include, “Our number one Distributor earned XXX dollars last year.”
A lifestyle income claim typically includes statements (or pictures) involving large homes, luxury cars, exotic vacations, or other items suggesting or implying wealth. References to the achievement of one's dreams, having everything one always wanted, and that are phrased in terms of “opportunity” or “possibility” or “chance” are examples of improper lifestyle claims. Claims such as “My IT WORKS! income exceeded my salary after six months in the business,” or “Our IT WORKS! business has allowed my wife to come home and be a full-time mom” also fall within the category of lifestyle claims.
A hypothetical income claim exists when you attempt to explain the operation of the Compensation Plan through the use of a hypothetical example. Certain assumptions are made regarding the: (1) number of Distributors sponsored, (2) number of downline Distributors, (3) average product volume per Distributor, and (4) total organizational volume. Running these assumptions through the Compensation Plan yields income figures which constitute income claims.
In any non-public meeting (e.g., a home meeting, one-on-one, regardless of venue) with a prospective Distributor or Distributors in which the Compensation Plan is discussed or any type of IT WORKS! provided income claim is made, you must provide the prospect(s) with a printed copy of the IDS.
Copies of the IDS may be printed or downloaded without charge through your back office and is also viewable on the corporate website at https://www.itworks.com/Legal/Income.
Distributors may not stock and sell IT WORKS! products or develop an e-commerce environment that facilitates this model. Distributors or another party acting on Distributor’s behalf may not use any online retail store, ecommerce site, online auctions, social media buy, sell, trade pages, or online classifieds to advertise, list, sell or retail the IT WORKS! product line. All orders must be placed through the Distributor’s official IT WORKS! replicated website or back office. It is expressly against Company policy for a Distributor to accept PayPal, credit cards, or other payment types for the purchase of Company product.
In California dietary supplements may not be sold in any retail establishments. All customer orders must be submitted through the Company website or your back office.
In general, Distributors may not sell IT WORKS! products from a commercial outlet, nor may Distributors display or sell IT WORKS! products or literature in any retail establishment. The exception to this rule involves sales in service establishments where the nature of the business is to service customers and no competing products are sold by the facility. These types of businesses include, but are not limited to, salons, doctor offices, and health clubs. The sale of products within these facilities must be conducted by a Distributor whereby the prospect is introduced to the products and opportunity just as if they met outside of the retail facility. Only Company-produced literature, banners, and signage may be used. Company products may not be rebranded in any way, and all Company trademarks must be displayed. No Company product may be marketed as a generic product or service for resale purposes.
Distributors may display and/or sell IT WORKS! products at trade shows and professional expositions in the countries we are officially open for business. The Company policy is to authorize only one IT WORKS! business per event. Company recommends registering under the name “IT WORKS! Independent Distributor” and inquiring if there are any other registrants using that name. IT WORKS! 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, services, or the IT WORKS! opportunity. No Distributor may sell or promote the Company's products or business opportunity at swap meets, garage sales, flea markets or farmers markets as these events do not portray an appropriate professional image of IT WORKS! and its product line.
IT WORKS!’s relationship with its Distributors is a valuable asset to the Company. IT WORKS! provides extensive support to aid its Distributors in achieving their goals, including access to IT WORKS!’s sensitive, confidential, and proprietary information and trade secrets. At the same time, IT WORKS! seeks to protect this information as well as its goodwill. Therefore, IT WORKS! and its Distributors agree as follows:
A Distributor shall not disclose to any third-party Confidential Information (as defined in Section 11). All such Confidential Information is the property of IT WORKS! and is not owned by IT WORKS! Distributors. A Distributor shall use the same degree of care to protect Confidential Information that they use to protect their own sensitive and proprietary information. Both during the term of their Agreement and indefinitely thereafter, a Distributor shall use Confidential Information only for the purposes of performing their obligations or exercising rights under their respective Agreement. Distributor expressly agrees to not use for their own benefit, disclose, or disseminate Confidential Information after the cancellation of this Agreement. Notwithstanding the foregoing, a Distributor may disclose Confidential Information to the extent they are legally compelled to do so, provided, however, that prior to any such compelled disclosure, the Distributor notifies IT WORKS! and fully cooperates with IT WORKS! in protecting against or limiting the disclosure of Confidential Information.
Distributor agrees that they will receive significant benefits from IT WORKS! including the opportunity to participate in specialized training on IT WORKS! products, access to support systems containing Confidential Information, and other benefits of the IT WORKS! network. In consideration for the benefit of IT WORKS!’s access to Confidential Information and investment in the development of its Distributors each Distributor, to the fullest extent allowed by applicable law, agrees that the following restrictions apply to Distributor:
During the term of the Agreement, and for a period of twenty-four (24) months after the cancellation of the Agreement for any reason, a Distributor may not directly or indirectly Recruit (as defined below) any Distributors or customers to participate in any way in any Competing Direct Sales Company.
Distributors and the Company recognize that because network marketing is conducted through networks of independent contractors dispersed across the entirety of North America and internationally, and business is commonly conducted via the internet and telephone, an effort to narrowly limit the geographic scope of this non-solicitation provision would render it wholly ineffective. Therefore, Distributors and IT WORKS! agree that this non-solicitation provision shall apply to all markets in which IT WORKS! conducts business.
The term Recruit means the actual or attempted sponsorship, solicitation, enrollment, encouragement, or effort to influence in any other way, either directly, indirectly, or through a third party, another IT WORKS! Distributor or Perks Member to enroll or participate in another multilevel marketing, network marketing or direct sales opportunity. The conduct described in the preceding sentence constitutes Recruiting even if the Distributor’s actions are in response to an inquiry made by another Distributor or Perks Member. This includes any action that would cause the cancellation or curtailment of the business relationship between any Distributor or customer, and an announcement that a Distributor is joining a new network marketing opportunity on their Facebook page or other social media site also constitutes Recruiting as such announcements are veiled efforts to induce inquiries from others about the new opportunity that the Distributor has joined.
If a former Distributor is found to have violated any of the provisions of this Section 3.10.2, Distributor agrees that the non-solicitation period applicable to them shall be extended by a period of time equal to the period of such violation. It is the intent of this paragraph that the running of the any non-solicitation period shall be tolled during any period of violation so that the Company may obtain the full and reasonable protection for which it contracted.
Distributors may participate in other Direct Sales businesses provided they remain compliant with these Policies & Procedures.
If a Distributor participates in a Competing Direct Sales Company, the Distributor acknowledges and agrees that:
• The Distributor may not recruit current Distributors or Customers to participate in the Competing Direct Sales Company (See Section 3.10.2, above);
• Except as provided in 3.10.4 below, the Distributor may not directly or indirectly sell, offer to sell, or promote the products of the Competing Direct Sales Company to any current Distributor or Customer through any means, including, but not limited to, the use of any website, or social media site on which they discuss or promote, or have discussed or promoted, the Company or its Products; and
• Except as provided in 3.10.4 below, Distributors that reach the lifetime rank of Triple Diamond or above must notify Compliance within five (5) business days of enrolling in any Competing Direct Sales Company.
Distributors that have achieved the lifetime rank of Triple Diamond and above are provided with access to additional confidential and trade secret information, support, and compensation. By participating in one or more Direct Sales businesses, Triple Diamond and above Distributors may forfeit one or more of the following:
a) VIP assigned Perks Members/Retail Customers/Distributors;
b) Incentives/specialty bonuses offered by the Company for VIP Triple Diamonds and above;
c) Other VIP incentives as determined by It Works!.
If a Distributor is engaged in other non-IT WORKS! direct selling programs, it is the responsibility of the Distributor to ensure that their IT WORKS! business is operated separately and apart from any other program in which the Distributor participates whether online or offline. To this end, the following must be adhered to:
a) The Distributor shall not display IT WORKS! promotional materials, sales aids, products, or services with or in the same location as any non-IT WORKS! promotional materials, sales aids, products, or services.
b) The Distributor may not offer the IT WORKS! opportunity, products, or services to prospective or existing Customers or Distributors in conjunction with any non-IT WORKS! program, opportunity, product, or service.
c) For clarity purposes, the only time an IT WORKS! Distributor may promote a non-It Works! product or service on a social media platform that Distributor promotes or has promoted the IT WORKS! business opportunity or its products in the past is contained in Section 3.10.4 below.
The Company has provided Distributor with access to its Confidential Information, which is valuable and confidential to the Company, and specialized training and sales and marketing strategies. The Distributor thereby agrees that Sections 3.10.2 and 3.10.3 are fair and reasonable, necessary to protect the business of the Company, and do not preclude the Distributor from earning a living.
Distributors of any rank may participate in affiliate programs with companies that pay commissions on a single level only. The affiliate program must not reward participants for referring a customer or building a team or downline (otherwise, the company would be considered direct sales and would be bound to the terms in 3.10.3 above). Compensation may only be earned by marketing and selling the products of the affiliate company.
Distributors may not post links or advertise competing affiliate products on any social media page utilized in the past or present to promote IT WORKS!, its products and business opportunity.
3.10.5 - Downline Activity (Genealogy) Reports and Back Office Access.
Downline Activity Reports are available for Distributor access and viewing in the Company back office of each Distributor’s replicated IT WORKS! website. Furthermore, access to a Downline Activity Report is a privilege and not a right. IT WORKS! reserves the right to suspend a Distributor’s access to a Downline Activity Report if the Company reasonably believes that the Distributor is utilizing, sharing, or posting the Downline Activity Report inappropriately. All Downline Activity Reports and the information contained therein are confidential and constitute proprietary information and business trade secrets belonging to IT WORKS!. The Distributor and IT WORKS! agree that, but for this agreement of confidentiality and nondisclosure, IT WORKS! would not provide Downline Activity Reports to the Distributor. A Distributor shall not, on their own behalf, or on behalf of any other person or entity:
a) Directly or indirectly use or disclose any Confidential Information, including information contained in any Downline Activity Report or in their back office to any third party;
b) Disclose the password or other access code to their back office;
c) Use the Confidential Information, including information contained in any Downline Activity Report or back office to compete with IT WORKS! or for any purpose other than managing or supporting their IT
WORKS! business; or
d) Use Confidential Information to recruit or solicit any Distributor or Customer, or in any manner attempting to influence or induce any Distributor or Customer to alter their business relationship with IT WORKS!.
Upon demand by the Company, any current or former Distributor will return the original and all copies of Confidential Information.
IT WORKS! does not condone Distributors specifically or consciously targeting the sales force of another direct sales company to sell IT WORKS! products or to become Distributors for IT WORKS!, nor does IT WORKS! condone Distributors’ solicitation or enticement of members of the sales force of another direct sales company to violate the terms of their agreement with the other company. Should Distributors engage in such activity, they bear the risk of being sued by the other direct sales company. If any lawsuit, arbitration, or mediation is brought against a Distributor alleging that they engaged in inappropriate recruiting activity of its sales force or customers, IT WORKS! will not pay any of Distributor’s defense costs or legal fees, nor will IT WORKS! indemnify the Distributor for any judgment, award, or settlement.
Actual or attempted cross-sponsoring is prohibited. Cross-sponsoring is defined as the enrollment of an individual or entity that already has a current Customer account or Distributor Agreement on file with IT WORKS!, or who has had such an agreement within the preceding three (3) calendar months within a different line of sponsorship or leadership level Enrollers. The use of a spouse’s or relative’s name, trade names, DBAs, assumed names, corporations, partnerships, trusts, federal ID numbers, fictitious ID numbers or any strawman or other means to circumvent this policy is prohibited. Distributors shall not demean, discredit, or defame other IT WORKS! Distributors to entice another Distributor to become part of the first Distributor’s Marketing Organization. This policy shall not prohibit the transfer of an IT WORKS! business in accordance with Section 3.28.
If cross-sponsoring is discovered, it must be brought to the Company’s attention immediately. IT WORKS! may take disciplinary action against the Distributor that changed organizations and/or those Distributors who encouraged or participated in the cross-sponsoring. IT WORKS! may also move all or part of the offending Distributor’s Marketing Organization to their original Marketing Organization if the Company deems it equitable and feasible to do so. However, IT WORKS! is under no obligation to move the cross-sponsored Distributor’s Marketing Organization and the ultimate disposition of the organization remains in the sole discretion of IT WORKS!. Distributors waive all claims and causes of action against IT WORKS! arising from or relating to the disposition of the Cross-sponsored Distributor’s Marketing Organization.
Distributors must notify the Company within three (3) days following month end if they believe volume and/or rank is incorrect. After verifying rank and volume, if a Distributor believes any errors have been made regarding commissions or bonuses, the Distributor must notify IT WORKS! in writing within thirty (30) days of the date of the alleged error or incident in question. IT WORKS! will not be responsible for any errors, omissions, or problems not reported to the Company after these dates.
No Federal, State regulatory agencies, or officials approve or endorse any direct selling or network marketing companies or programs. Therefore, Distributors shall not represent or imply that IT WORKS! or its Compensation Plan have been “approved” or “endorsed” by any government agency.
Distributors must not manipulate enrollments of new applicants and purchases of products. All Distributor enrollments and product orders must be sent to IT WORKS! within 72 hours from the time they are signed by a Distributor or placed by a Customer, respectively. Any changes in placement of volume must be completed within 24 hours of entry of product orders.
All US Distributors are required to provide their Social Security Number or a Federal Employer Identification Number to IT WORKS! through the Distributor enrollment process. Upon enrollment, the Company will provide a unique Distributor Identification Number to the Distributor by which they will be identified. This number will be used to place orders and track commissions and bonuses.
Each Distributor is responsible for paying local, state and federal taxes on any income generated as a Distributor. If an IT WORKS! business is tax exempt, the Federal Employer Identification Number must be provided to IT WORKS!. Every year, IT WORKS! will provide an IRS Form 1099 (Non-employee Compensation) earnings statement to each U.S. resident who: 1) had earnings of over $600 in the previous calendar year; or 2) made purchases during the previous calendar year in excess of $5,000.
Distributors are independent contractors and are not purchasers of a franchise or a business opportunity. The agreement between IT WORKS! and its Distributors does not create an employer/employee relationship, agency, partnership, or joint venture between the Company and the Distributor. Distributors shall not be treated as employees for their services or for federal or state tax purposes. All Distributors are responsible for paying local, state, and federal taxes due from all compensation earned as a Distributor of the Company. The Distributor has no authority (expressed or implied) to bind the Company to any obligation. Each Distributor shall establish their own goals, hours, and methods of sale, so long as they comply with the terms of the Distributor Agreement and applicable laws.
The name of IT WORKS! and other names as may be adopted by IT WORKS! are proprietary trade names, trademarks and service marks of IT WORKS!. As such, these marks are of great value to IT WORKS! and are supplied to Distributors for their use only in an expressly authorized manner. Use of the IT WORKS! name on any item not produced by the Company is prohibited.
You may wish to arrange insurance coverage for your business. Normally, your homeowner’s insurance policy does not cover business-related injuries or the theft of or damage to inventory or business equipment. Contact your insurance agent to make certain that your business property is protected. The Company maintains product liability insurance for all of its products. A copy of the Vendor Insurance Form can be found in your back office under the Forms section of the Documents tab. If the event you are attending requires a named insured, please complete the Liability Certificate of Insurance Form that includes: date of event, all names to be insured, event holder name and address, and address where event is being held. This form must be submitted to the address contained on the form. Once completed a copy of the Vendor Insurance form will be emailed to the Distributor that submitted the form. Please make sure to submit your request no later than ten (10) business days prior to your event.
Because of critical legal and tax considerations, IT WORKS! must limit the resale of IT WORKS! products and services, and the presentation of the IT WORKS! business to prospective Customers and Distributors located within the United States, U.S. Territories, and those other countries that the Company has announced are officially opened for business.
Accordingly, Distributors are authorized to sell IT WORKS! products and services and enroll Customers or Distributors only in the countries in which IT WORKS! is authorized to conduct business. IT WORKS! products or sales aids cannot be shipped into or sold in any country that has not been officially opened to do business. Distributors may sell, give, transfer, or distribute IT WORKS! products or sales aids only in a country in which the Company is authorized to conduct business. Anyone found enrolling a customer or distributor in an unopened country will be subject to discipline; plus all commissions earned from a leg operating in an unopened country shall be subject to recovery and the illegally enrolled leg shall be canceled. Any illegally enrolled Customer or Distributor’s account will be canceled. For further information regarding Company international policies, see each opened country’s legal documents located on the website or in your back office.
Distributors must never purchase more products than they can reasonably use or sell in a month and must not influence or attempt to influence any other Distributor to buy more products than they can reasonably use or sell in a month. The Company follows the 70% industry standard whereby Distributors may not order additional product unless they have sold or used for personal or family use at least 70% of previously purchased product. Although the primary function of the Company is to sell products to the general consuming public, the Company realizes that its Distributors may wish to purchase product for personal or family use in reasonable amounts. For this reason, the Company defines a retail sale to include sales to non-participants as well as purchases for personal or family use in reasonable amounts, which are not made for purposes of qualification or advancement.
Distributors shall comply with all Federal, State, and local laws and regulations in the conduct of their businesses. Many cities and counties have laws regulating certain home-based businesses. In most cases, these ordinances are not applicable to Distributors because of the nature of their business. However, Distributors must obey those laws that do apply to them. If a city or county official tells a Distributor that an ordinance applies to them, the Distributor should cooperate and immediately send a copy of the ordinance to the Legal Department at legal@itworks.com. In certain cases, there are exceptions to the ordinance that may apply to IT WORKS! Distributors.
All customers and Distributors must be at least 18 years of age as our products are intended for use by adults only. Distributors shall not enroll or recruit minors into IT WORKS!.
A Distributor may operate or have an ownership interest, legal or equitable, in only one IT WORKS! business. No individual may receive compensation from more than one IT WORKS! business. Except as described below, individuals of the same family unit may not have an interest in more than one IT WORKS! business. The Company allows a husband and wife to each have an account as long as separate Social Security Numbers are on file and the businesses are operated separately. Further, one spouse must be enrolled by and placed directly beneath the other’s account in the same leg. The Company reserves the right to grandfather existing multiple accounts or may require that multiple accounts be consolidated.
If any member of a Distributor’s immediate household engages in any activity that, if performed by the Distributor, would violate any provision of the Agreement, such activity will be deemed a violation by the Distributor and IT WORKS! may take disciplinary action. If a Distributor’s position is canceled, then no member of the immediate household may join the Company without waiting the required three (3) month time period.
Any request from a Distributor for copies of invoices, enrollments, Downline Activity Reports, or other records will require a fee of $1 per page per copy.
When a Distributor’s position is canceled the downline distributor’s position in the organization does not change, but the volume will compress up for commission purposes. See the Compensation Plan for further details.
If a Distributor wishes to sell, transfer, or assign (“Sell” or “Sale”) their IT WORKS! business, they must comply with the following requirements:
The Selling Distributor must notify IT WORKS! at transfers@itworks.com of their intent to Sell. The Selling Distributor must pay a $200 fee for initiating the request to Sell an IT WORKS! business. The Sale must be documented in writing. The Selling Distributor must acknowledge in the document that the Sale is subject to recission if cross-sponsoring occurs, as protection of the existing line of sponsorship is critical. After signing the agreement, the parties must submit a copy to IT WORKS! Compliance. IT WORKS! reserves the right to request additional documentation that may be necessary to analyze the transaction between the buyer and seller. The buyer or transferee must become a qualified IT WORKS! Distributor. If the buyer or transferee is an active IT WORKS! Distributor, they may be required to first cancel their original IT WORKS! distributorship and wait three
(3) months before acquiring a different IT WORKS! business. Before the Sale can be approved, any obligations the selling Distributor has with IT WORKS! must be satisfied. The Selling Distributor must be in good standing and not in violation of the Agreement to be eligible to Sell an IT WORKS! business. The Company always maintains the right to purchase or assume control of the position at the same price or pursuant to the same terms as the purchaser or transferee. If cross recruiting occurs at any time, IT WORKS! reserves the right to take all appropriate legal action, including cancellation of the affected IT WORKS! business.
IT WORKS! will, in its sole discretion, approve or deny the Sale within thirty (30) days after its receipt of all necessary documents from the parties.
If the parties fail to obtain Company approval for the transaction, the transfer or sale shall be voidable at the option of Company. The purchaser or transferee of the existing Company business will assume the obligations and position of the Selling Distributor. A Distributor who Sells their Company business shall not be eligible to re-apply as an IT WORKS! Distributor for a period of at least three (3) full calendar months after the date of the sale or transfer.
The status of the transferred account will remain the same and not viewed as a New Distributor. Therefore, the account will not be eligible for any New Distributor bonuses, nor will the purchaser or transferee receive any remaining bonus payouts from what was achieved by the original account holder.
IT WORKS! Distributors sometimes marry each other or operate their IT WORKS! businesses as husband-wife partnerships, regular partnerships, corporations, or trusts (“Entities”). Marriages may end in divorce or Entities may dissolve. Therefore, arrangements must be made to assure that any separation or division of the business is accomplished to keep from adversely affecting the interests of other businesses up or down the line of sponsorship. If the act of separation harms either the best interests of other Distributors or the Company, IT WORKS! may cancel the Distributor Agreement.
During the divorce or entity dissolution process, the parties must adopt one of the following methods of operation:
a) One of the parties may, with consent of the other(s), operate the IT WORKS! business pursuant to an assignment in writing whereby the relinquishing spouse, shareholders, partners, or trustees authorize IT WORKS! to deal directly and solely with the other spouse or non-relinquishing shareholder, partner, or trustee.
b) The parties may continue to operate the IT WORKS! business jointly on a business-as-usual basis, and all compensation paid by IT WORKS! will be paid according to the status quo as it existed prior to the divorce filing or dissolution proceedings. This is the default procedure if the parties do not agree on the format set forth above.
Under no circumstances will the Marketing Organization of divorcing spouses or a dissolving business entity be divided. Similarly, under no circumstances will IT WORKS! split commission and bonus payments between divorcing spouses or members of dissolving entities. IT WORKS! will recognize only one Marketing Organization and will issue only one commission payment per IT WORKS! business per commission cycle. Commission payments shall always be issued to the same individual or entity. If parties to a divorce or dissolution proceeding are unable to resolve a dispute over the disposition of commissions and ownership of the business as determined by the Company, the Distributor Agreement may be canceled.
If a former spouse has completely relinquished all rights in the original IT WORKS! business pursuant to a divorce, they are thereafter free to enroll under any Enroller of their choosing without waiting three (3) calendar months. The former spouse shall have no rights and may not recruit any Distributors in their former organization. They must develop the new business in the same manner as would any other new Distributor.
All active Distributors in good standing have the right to sponsor and enroll others into IT WORKS!. Each prospective customer or distributor has the ultimate right to choose their own Enroller. If two Distributors claim to be the Enroller of the same new Distributor or Customer, the Company shall regard the first account received by the Company as controlling.
Upon the death or incapacitation of a Distributor, their business may be passed to their heirs. Appropriate legal documentation must be submitted to the Company to ensure the transfer is proper. Accordingly, a Distributor should consult an attorney to assist them in the preparation of a trust, will, or other testamentary instrument.
Whenever an IT WORKS! business is transferred by a will or other testamentary process, the beneficiary acquires the right to collect all bonuses and commissions of the deceased Distributor’s Marketing Organization provided the following qualifications are met. The successor must:
a) Complete and execute a Distributor Agreement;
b) Comply with terms and provisions of the Agreement; and
c) Meet the rank qualifications for the deceased Distributor.
Bonus and commission payments of an IT WORKS! business transferred pursuant to this section will be paid in a single payment. The successors must provide IT WORKS! with bank account numbers to which all bonus and commission payments will be sent. If the business is bequeathed to joint devisees, they must form a business entity and acquire a Federal Employer Identification Number. IT WORKS! will issue all bonus and commission payments and one 1099 to the business entity.
To effectuate a transfer of an IT WORKS! business because of incapacity, the representative of the incapacitated Distributor must provide all necessary documentation to establish the right of the representative to receive payments. The representative must complete and execute a Distributor Agreement and meet the other requirements set forth in Section 3.31.
The Federal Trade Commission and the Federal Communications Commission each have laws that restrict telemarketing practices. Both federal agencies (as well as a number of states) have “do not call” regulations as part of their telemarketing laws. Although IT WORKS! does not consider Distributors to be telemarketers in the traditional sense of the word, these government regulations broadly define the term telemarketer and telemarketing so that your inadvertent action of calling someone whose telephone number is listed on the National Do Not Call Registry could cause you to violate the law. Moreover, these regulations must not be taken lightly as they carry significant penalties.
Distributors must not engage in telemarketing in the operation of their IT WORKS! businesses. The term telemarketing means the placing of one or more telephone calls to an individual or entity to induce the purchase of an IT WORKS! product or service or to recruit them for the IT WORKS! opportunity. Cold calls made to prospective customers or Distributors that promote either IT WORKS!’ products or services or the IT WORKS! opportunity constitute telemarketing and are prohibited. However, a telephone call(s) placed to a prospective Customer or Distributor (“prospect”) is permissible under the following situations:
a) If the Distributor has an established business relationship with the prospect. An established business relationship is a relationship between a Distributor and a prospect based on the prospect’s purchase, rental, or lease of goods or services from the Distributor, or a financial transaction between the prospect and the Distributor, within the eighteen (18) months immediately preceding the date of a telephone call to induce the prospect's purchase of a product or service.
b) The prospect’s personal inquiry or question regarding a product or service offered by the Distributor, within the three (3) months immediately preceding the date of such a call.
c) If the Distributor receives written and signed permission from the prospect authorizing the Distributor to call. The authorization must specify the telephone number(s) which the Distributor is authorized to call.
d) You may call family members, personal friends, and acquaintances. An acquaintance is someone with whom you have at least a recent first-hand relationship within the preceding three months.
e) In addition, Distributors shall not use automatic telephone dialing systems to operate their IT WORKS! businesses. The term automatic telephone dialing system means equipment which has the capacity to: (a) store or produce telephone numbers to be called, using a random or sequential number generator; and (b) to dial such numbers.
IT WORKS! makes online back-office services available to its Distributors. Back-office services provide Distributors access to confidential and proprietary information that may be used solely and exclusively to help build a Distributor’s IT WORKS! business and to increase sales of IT WORKS! products. However, access to a back office is a privilege, and not a right. IT WORKS! reserves the right to deny Distributors’ access to the back office at its sole discretion.
To ensure timely delivery of products, support materials, and commission payments, it is important that Distributor information is up to date. Correct street addresses are required for shipping. Distributors planning to move should update their mailing address via their back office. To guarantee proper delivery, the Distributor should provide two weeks’ advance notice to IT WORKS! on all changes.
All Distributors must assist and train their Marketing Organization. Distributors must have ongoing contact and communication with the Distributors in their Marketing Organizations. Examples of such contact and communication may include: Zoom meetings, social media private messaging, personal meetings, telephone calls, electronic mail, and the accompanying of downline Distributors to IT WORKS! meetings, training sessions, and other functions. Upline Distributors are responsible to motivate and train new Distributors in IT WORKS! product knowledge, effective sales techniques, the IT WORKS! Compensation Plan, and compliance with Company Policies and Procedures. Any Distributor hosting organizational training calls must do so at times that does not conflict with Company corporate training or informational calls.
Distributors should monitor the Distributors in their Marketing Organizations to guard against downline Distributors making improper product or income claims or engaging in any illegal or inappropriate conduct.
As Distributors progress through the various levels of leadership, they will become more experienced in sales techniques, product knowledge, and understanding of the IT WORKS! program. They will be called upon to share this knowledge with lesser experienced Distributors within their organization.
Regardless of their level of achievement, Distributors have an ongoing obligation to continue to promote sales through the generation of new customers and through servicing their existing customers.
Nothing contained in Section 4.2, 4.2.1, 4.2.2 or 4.2.3 is intended to limit or prohibit a Distributor from receiving their organizational residual income as long as Compensation Plan requirements are met.
The Company wants to provide Customers and Distributors with the best products, and Distributors with the best compensation and service in the industry. Any negative comments about products or compensation should be submitted in writing to the Compliance Department. Distributors must not disparage, demean, or make negative remarks about Company, other Company Distributors, Company products, the Compensation Plan, or employees.
Distributors must describe the location of the most current version of the Policies and Procedures and the Compensation Plan to individuals whom they are enrolling to become Distributors before the applicant signs a Distributor Agreement. If the individual requests a hard copy, Distributors must provide a copy of the requested material.
Distributors must not engage in any activity outside of their IT WORKS! business that may, in IT WORKS!’ discretion, damage the Company reputation or community standing. Therefore, IT WORKS! reserves the right to cancel any Distributor Agreement if the Distributor is convicted of, or pleads no contest to, any charge, or finding of liability, for any act or omission involving a claim of fraud, physical or sexual misconduct, theft, use, sales or distribution of a controlled substance, or any other act or omission that involves moral turpitude or a criminal felony.
Distributors observing any Policy violation should report the violation directly to the attention of the
Compliance Department at compliance@itworks.com or submission through the Compliance reporting link, Compliance.itworks.com. Details of the incidents such as dates, number of occurrences, persons involved, and any supporting documentation should be included in the report.
IT WORKS!’ business relationships with its vendors, suppliers, associates or former employees within or outside the corporate workplace are confidential, proprietary, and not to be circumvented by the Distributor. A Distributor shall not contact, directly or indirectly, or speak to or communicate with any representative of any supplier or manufacturer except at a Company-sponsored event at which the representative is present at the request of Company or as otherwise expressly permitted in writing by Company. Violation of this section may result in cancellation of the Distributor account and possible claims for damages against the Distributor. Questions regarding any of these business relationships should be directed to the Compliance Department.
The IT WORKS! Compensation Plan is based on the sale of Company products and services to end consumers. Distributors must fulfill personal and retail sales requirements (as well as meet other responsibilities set forth in the Agreement) to be eligible for bonuses, commissions, and advancement to higher levels of achievement. It is recommended that at least 70% of a Distributor’s total monthly Personal Sales Volume be sold to personal customers.
No compensation is paid to Distributors based upon enrolling or recruiting Distributors without product sales.
5.2 - No Territory Restrictions
There are no exclusive territories granted to anyone. No franchise fees are required.
If Distributor sells any products directly, Distributor must provide their Customers with two (2) copies of an IT WORKS! sales receipt at the time of the sale. These receipts set forth the consumer protection rights afforded by federal or state law. Distributors must maintain all retail sales receipts for a period of two (2) years and furnish them to the Company at the Company’s request. Records documenting the purchases of Distributors’ direct Customers must be maintained by Distributors. In addition, Distributors must orally inform the buyer of their cancellation rights.
The Company’s products may not be rebranded, resold, or repackaged in any way. No Distributor shall alter, change, or remove the label, packaging or instructions intended by Company to accompany any product. No sampling programs are allowed other than through Company-approved packaging. Providing Company products at parties for testing purposes is exempt from this section.
All products shall be purchased exclusively from the Company. A Distributor is prohibited from reselling products that have been purchased from another Distributor.
A Distributor must be active and in compliance with the Agreement to qualify for bonuses and commissions. So long as a Distributor complies with the terms of the Agreement, IT WORKS! shall pay commissions to such Distributor in accordance with the Compensation Plan in US Dollars. To be commission qualified on a monthly basis, a Distributor must either maintain 150 PBV or run an optional minimum 80 BV Monthly Subscription no later than the 25th of the month. The minimum amount for which IT WORKS! will issue a commission payment is $15. If a Distributor’s bonuses and commissions do not equal or exceed $15, the Company will accrue the commissions and bonuses until they total $15. A payment will be issued once $15 has been accrued.
The following order deadlines apply for purposes of qualifying for compensation and /or rank in each pay cycle:
Online Orders: 11:59 pm CT on the final day of the month.
Faxed Orders: 1:00 pm CT on the final business day of the month.
Phone Orders: 5:00 pm CT on the final business day of the month.
The Company is not responsible for orders placed after published deadlines and will not alter order data to accommodate Distributors who do not meet the deadlines or make mistakes on their orders. We encourage Distributors to qualify early and to use their back office so they can track their business. It is the Distributor’s responsibility to make sure they are qualified. Mistakes must be corrected before the end of the month.
Accounts that are in commission hold status at the time of the commission processing will be sent with the next commission run following the release of the hold status. If a Distributor fails to resolve the issue(s) that led to the commission hold within three (3) months of the hold being placed on the account, the Distributor forfeits any commissions earned and the distributorship may be canceled.
All commissions and bonuses except for weekly Quick Start Bonuses are paid monthly by the 15th day of the following month by 5:00 PM CT. Weekly Quick Start Bonuses are paid based upon a Saturday to Friday weekly period with payment on the following Friday by 5:00 PM CT. No commission payments will be paid to Distributors whose distributorships have expired and were not renewed during the renewal period. Further, no commissions will be paid to Distributors whose accounts are canceled during the commission period.
All commissions and bonuses are paid via a Distributor’s IT WORKS! Pay account. IT WORKS! will deduct from all bonus and commission payments issued to a Distributor a data processing fee of $1. A Distributor’s IT WORKS! Pay account is automatically created at the time of their first commission or bonus payment and an activation email is sent to the Distributor. The Distributor must activate their IT WORKS! Pay account to receive commission payments. If a Distributor’s Agreement expires and is not renewed, the Distributor has ninety (90) days following expiration to complete the activation of their IT WORKS! Pay account to receive any unpaid commissions or bonuses. If the Distributor does not activate their IT WORKS! Pay account within ninety (90) days of expiration of the Distributor’s Agreement, the Distributor forfeits any commissions earned.
Distributors receive bonuses and commissions based on the actual sales of products and services to end consumers. When a product is returned to IT WORKS! for a refund, or a service is canceled and the customer is entitled to a refund, either of the following may occur at the Company’s discretion: (1) the bonuses and commissions attributable to the returned product or the refunded service will be deducted from the Distributors who received bonuses and commissions on the sales of the refunded product or canceled service in the month in which the refund is given and continuing every pay period thereafter until the bonuses and commissions are recovered; or (2) the Distributors who earned commissions or bonuses based on the sale of the returned product or canceled service will have the corresponding volume deducted from their Group Volume in the next month and all subsequent months until completely recovered.
All information provided by IT WORKS! including, but not limited to, personal and group sales volume (or any part thereof), and downline sponsoring activity is believed to be accurate and reliable. Nevertheless, due to various factors including, but not limited to, the possibility of human and mechanical error; the accuracy, completeness, and timeliness of orders; denial of credit card and electronic check payments; returned products; and credit card and electronic check chargebacks; the information is not guaranteed by IT WORKS!
or any persons creating or transmitting the information.
ALL PERSONAL AND GROUP SALES VOLUME 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, IT WORKS! AND/OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION WILL IN NO EVENT BE LIABLE TO ANY DISTRIBUTOR OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF OR ACCESS TO PERSONAL AND GROUP SALES VOLUME 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 IT WORKS! 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, IT WORKS! 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 IT WORKS!’ online reporting services and your reliance upon such information 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 IT WORKS!’ back office and your reliance upon the information.
a) Perks Members who share the same address as their Enroller will not count towards bonus qualifications or rewards programs.
b) Perks Members with more than one active account cannot be used multiple times for bonus qualifications or rewards programs.
c) Perks Members must be at least 18 years of age as our products are intended for use by adults only.
d) Product must be shipped to the Perks Member’s address.
e) Perks Members may purchase product for personal use only and cannot resell the product for any reason. Only Distributors are authorized to sell and advertise product. Perks Members found to be selling or advertising product will have their rights to buy product terminated.
f) Distributors are responsible for the proper enrollment of Perks Members.
g) If a Distributor places a Perks Member with another Distributor, the original enrolling Distributor shall be considered the Enroller for all Compensation Plan purposes.
h) A Perks Member may not be a Distributor at the same time. If a Perks Member becomes a Distributor, then they are no longer considered a Perks Member.
i) If a Perks Member wishes to upgrade to a Distributor before completion of the Perks Member Agreement, the Perks Member must enroll under the same Distributor their Perks Member account is under.
Since our products produce different results for different people, we do not guarantee specific results. All refunds and returns will be subject to the IT WORKS! Refunds and Returns Policy located at https://static.myitworks.com/legal/pdf/returnspolicy.pdf.
A Retail Customer who makes a purchase of $25 or more has three (3) business days (72 hours) after the sale or execution of a contract to cancel the order and receive a full refund consistent with the policies contained on the invoice. When a Distributor makes a sale or takes an order from a Retail Customer who cancels or requests a refund within the 72-hour period, the Distributor must promptly refund the Retail Customer's money if the products are returned to the Distributor in substantially as good condition as when received. Additionally, Distributors must orally inform Retail 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.
Within sixty (60) days after cancellation of a Distributor’s Agreement, the Distributor may return their starter kit and any products and sales aids held in their possession for a refund. To receive a refund from Company pursuant to this policy, the following requirements must be met:
a) The returned items must have been purchased by the Distributor from IT WORKS! (purchases from other Distributors or third parties are not subject to refund);
b) The items must be in Resalable condition (see Definition of Resalable in Section 11 below); and
c) The items must have been purchased from IT WORKS! within one year prior to the date of cancellation.
Upon receipt of a Resalable starter kit or Resalable products and sales aids, the Distributor will be reimbursed 90% of the net cost of the original purchase price(s). Shipping charges incurred by a Distributor when the items were purchased will not be refunded. If the purchases were made through a credit card or wallet, the refund will be credited back to the same account. If a Distributor was paid a bonus or commission based on a product that they purchased, and such product is subsequently returned for a refund, the commission that was paid to the Distributor based on that product purchase will be deducted from the amount of the refund.
A Montana resident may cancel their Distributor Agreement within fifteen (15) days from the date of enrollment and may return their starter kit and any products and sales tools, as long as they are in Resalable condition, purchased within this time period for a full refund.
The following procedures apply to all returns.
All merchandise must be returned by the Distributor or Customer who purchased it directly from IT WORKS!.
All refunds and returns will be subject to the IT WORKS! Refunds and Returns Policy located at https://static.myitworks.com/legal/pdf/returnspolicy.pdf. No Product Return Credit, refund or replacement of product will be made if the conditions of the IT WORKS! Refunds and Returns Policy are not met.
Violation of the Agreement, these Policies and Procedures, violation of any common law duty, including, but not limited to, any applicable duty of loyalty, any illegal, fraudulent, deceptive, or unethical business conduct, or any act or omission by a Distributor that, in the sole discretion of the Company may damage its reputation or goodwill (such act or omission need not be related to the Distributor’s IT WORKS! business), may result, at the Company discretion, in one or more of the following corrective measures:
a) Issuance of a written warning;
b) Immediate corrective measures by Distributor;
c) Imposition of a fine in an amount to be determined by Company, which may be withheld from bonus and commission payments;
d) Loss of rights to one or more bonus and commission payments;
e) Company may withhold from a Distributor all or part of the Distributor’s bonuses and commissions during the period that Company is investigating any conduct allegedly in violation of the Agreement. If a Distributor’s business is canceled for disciplinary reasons, the Distributor will not be entitled to recover any commissions withheld during the investigation period;
f) Suspension of the individual’s Distributor Agreement for one or more pay periods;
g) Transfer of a portion or all of the Distributor’s Marketing Organization or downline;
h) Involuntary cancellation of the Distributor Agreement;
i) Any other measure expressly allowed within any provision of the Agreement or which IT WORKS!
deems practicable to implement to equitably resolve issues caused partially or exclusively by the
Distributor’s policy violation or contractual breach;
j) Cancelation or suspension of a Distributor’s access to their downline activity report; or
k) Company may institute legal proceedings for monetary and/or equitable relief.
When a Distributor has a grievance or complaint with another Distributor regarding any practice or conduct regarding their respective IT WORKS! businesses, the complaining Distributor should first report the problem to their Enroller who should review the matter and try to resolve it with the other party's upline Enroller. If the matter involves interpretation or violation of Company policy, it must be reported in writing to the Compliance Department, which will review the facts and resolve it.
THIS PROVISION AFFECTS HOW CLAIMS A DISTRIBUTOR MAY HAVE AGAINST IT WORKS!, OR CLAIMS IT WORKS! MAY HAVE AGAINST A DISTRIBUTOR, WILL BE RESOLVED. THE PARTIES UNDERSTAND AND AGREE THAT THE DISPUTE RESOLUTION AGREEMENT IN THIS SECTION 8.3 OPERATES AS A SEPARATE AND DISTINCT AGREEMENT THAT IS SEVERABLE FROM THE REMAINDER OF THE DISTRIBUTOR AGREEMENT AND IS ENFORCEABLE REGARDLESS OF THE ENFORCEABILITY OF ANY OTHER PROVISION OF THE DISTRIBUTOR AGREEMENT OR THE DISTRIBUTOR AGREEMENT AS A WHOLE. CONSIDERATION FOR THIS DISPUTE RESOLUTION AGREEMENT INCLUDES, WITHOUT LIMITATION, THE PARTIES’ MUTUAL AGREEMENT TO ARBITRATE DISPUTES. THE PARTIES FURTHER UNDERSTAND AND AGREE THAT THE UNENFORCEABILITY OF THE DISTRIBUTOR AGREEMENT IN WHOLE OR IN PART SHALL NOT SUPPORT A FINDING THAT THE DISPUTE RESOLUTION AGREEMENT IN THIS SECTION 8.3 IS UNENFORCEABLE.
IT WORKS! MAY AMEND THE TERMS AND CONDITIONS OF THE DISPUTE RESOLUTION AGREEMENT IN THIS SECTION 8.3 FROM TIME TO TIME. ANY SUCH AMENDMENTS WILL BE MADE IN ACCORDANCE WITH THE DUTY OF GOOD FAITH AND FAIR DEALING. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, ANY AMENDMENT BY THE COMPANY TO THE DISPUTE RESOLUTION AGREEMENT IN THIS SECTION 8.3 SHALL ONLY TAKE EFFECT UPON A DISTRIBUTOR’S EXPRESS AGREEMENT TO SUCH AMENDMENT. A DISTRIBUTOR MAY INDICATE THEIR AGREEMENT TO SUCH PROPOSED AMENDMENT BY FOLLOWING THE INSTRUCTIONS ACCOMPANYING THE PROPOSED AMENDMENT. THE COMPANY MAY CANCEL THE AGREEMENT OF ANY DISTRIBUTOR WHO DOES NOT AGREE TO A PROPOSED AMENDMENT TO THE DISPUTE RESOLUTION AGREEMENT WITHIN 30 DAYS AFTER NOTICE OF THE AMENDMENT IS PROVIDED. ANY SUCH AMENDMENT SHALL APPLY TO ALL DISPUTES SUBMITTED TO MEDIATION OR ARBITRATION BY THE DISTRIBUTOR OR THE COMPANY (INCLUDING ANY RELATED PARTIES) ON OR AFTER THE EFFECTIVE DATE OF THE AMENDMENT, REGARDLESS OF THE DATE OF OCCURRENCE OR ACCRUAL OF ANY FACTS UNDERLYING SUCH DISPUTE.
Any controversy, claim or dispute of whatever nature arising between a Distributor, on the one hand, and IT WORKS! and/or the Related Parties (as defined below), on the other, including but not limited to those arising out of or relating to the Distributor Agreement, including these Policies and Procedures, or the breach thereof; the sale, purchase or use of the Products or sales kits; or the commercial, economic or other relationship of a Distributor and IT WORKS! and/or the Related Parties (for purposes of this Dispute Resolution Agreement, each a “Party”), whether such claim is based on rights, privileges or interests recognized by or based upon statute, contract, tort, common law or otherwise (“Dispute”), and any Dispute as to the arbitrability of a matter under this provision, shall be settled through mediation or arbitration, as provided in this Section 8.3, except that the arbitrator(s) shall have no authority to determine that a mediation or arbitration may proceed on behalf of or against a class. The Parties understand and agree that if the arbitrator or arbitral panel awards any relief outside the authority set forth herein, any party may seek a review of the award in the exclusive jurisdiction and venue of the United States District Court for the Middle District of Florida in Manatee County or in state court in Manatee County, Florida.
Prior to instituting any arbitration as provided below, a Party may submit the Dispute to JAMS for non-binding mediation by providing notice of such request to all other concerned Parties and providing such notice to JAMS. The Parties shall cooperate with JAMS and with one another in selecting a mediator from the JAMS panel of neutrals and in promptly scheduling the mediation proceedings, and shall participate in good faith in the mediation either in person at a mutually acceptable time and place or by telephone or videoconference, in accordance with the then-prevailing JAMS’s mediation procedures and this Section, which shall control. Absent the mutual agreement of the Parties, any in-person mediation shall be held in Manatee County, Florida and shall last no more than two business days. Except as otherwise provided herein, or as otherwise required by law or statute, each party shall pay its own fees, costs, and individual expenses associated with conducting and attending the mediation.
Any Dispute not resolved in writing by negotiation or mediation shall be subject to and shall be settled exclusively by final, binding arbitration in Manatee County, Florida, in accordance with the then-prevailing Comprehensive Arbitration Rules of JAMS, unless the laws of the state or province in which the Distributor resides expressly require otherwise. The JAMS rules and procedures are available at jamsadr.com. Unless otherwise agreed by the parties, any mediator who mediated a Dispute between the Parties previously shall be disqualified from serving as an arbitrator in the case. To promote to the fullest extent reasonably possible a mutually amicable resolution of Disputes in a timely, efficient, and cost-effective manner, the Parties hereby waive their respective rights to trial by jury or any court.
The Parties agree that time is of the essence and thus, to the extent permissible by law, the Parties agree that any mediation under this Dispute Resolution Agreement must be commenced no later than one year after the Dispute arose, and, in the event the Dispute is not resolved via mediation, any arbitration proceeding must be commenced by the later of three months after the conclusion of the mediation or one year after the Dispute arose. Failure to timely commence an arbitration proceeding or, if applicable, mediation, constitutes both an absolute bar to the commencement of an arbitration proceeding or mediation with respect to the Dispute, and a waiver of the Dispute. The Parties hereby waive the applicability of any other statute of limitations.
Notwithstanding the rules of JAMS, the following will apply to all arbitration actions:
• The arbitration will be conducted in English with translators as necessary.
• The Federal Rules of Evidence will apply in all cases.
• The parties will be entitled to bring motions under Rules 12 and/or 56 of the Federal Rules of Civil Procedure.
• The parties will be allotted equal time to present their respective cases, including crossexaminations.
• The decision of the arbitrator will be final and binding on the parties and may, if necessary, be reduced to a judgment in a court of law, except that a Party may choose to appeal certain arbitration awards as described below. Any motion or action to confirm, vacate, modify, or otherwise enter judgment on the award shall comply with Section 8.7.
In addition to the foregoing and notwithstanding the rules of JAMS, certain procedures will apply depending on the amount in controversy. For Disputes in which the amount in controversy is less than $1,000,000.00 (one million dollars), the following procedures will apply absent mutual agreement of the Parties to the contrary:
• The arbitration will occur within 180 days from the date on which the arbitrator is appointed and will last no more than five business days.
• There will be one arbitrator selected from the panel provided by JAMS, using the JAMS rules for arbitrator selection.
• The arbitrator shall institute discovery consistent with the goals of arbitration. Discovery and disclosure of information will be conducted under the rules provided by JAMS to achieve the usual goals of arbitration, including cost effective and efficient resolution of disputes between parties, but in no event shall the Parties be entitled to discovery rights greater than provided by the Federal Rules of Civil Procedure.
For Disputes in which the amount in controversy is equal to or exceeds $1,000,000.00, the following procedures will apply absent mutual agreement of the Parties to the contrary:
• The Parties will be entitled to, and limited by, all discovery rights permitted by the Federal Rules of Civil Procedure.
• The parties will be entitled to appeal any arbitration award to an Appeal Panel under JAMS Optional Arbitration Appeal Procedures. The parties agree to request oral argument for any appeal filed under the Optional Arbitration Appeal Procedures.
Except where an applicable law or statute provides otherwise, the arbitrator(s) will have no authority to award punitive damages and may not make any ruling, finding, or award that does not conform to the provisions of the Agreement.
NEITHER DISTRIBUTOR NOR IT WORKS! AGREES TO ANY MEDIATION OR ARBITRATION ON A CLASS BASIS, AND THE MEDIATOR AND ARBITRATOR SHALL HAVE NO AUTHORITY TO PROCEED ON SUCH A BASIS. EXCEPT AS PROVIDED IN SECTION 8.6, A PARTY MAY ASSERT A CLAIM OR COUNTERCLAIM ONLY IN THAT PARTY’S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS PROCEEDING. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE JAMS RULES, THE MEDIATOR AND ARBITRATOR(S) MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF CLASS PROCEEDING. UNDER THE PROCEDURES OUTLINED IN THIS SECTION, A MEDIATOR OR ARBITRATOR(S) SHALL NOT COMBINE OR CONSOLIDATE MORE THAN ONE PARTY’S CLAIMS WITHOUT THE WRITTEN CONSENT OF ALL AFFECTED PARTIES TO THE PROCEEDING.
In the event the prohibition on class arbitration is deemed invalid or unenforceable after exhaustion of all appeals of that issue, then, to the extent that class claims are asserted in a Dispute, such class claims shall be litigated in a state or federal court residing in Manatee County, Florida.
The Parties agree that the Company has valuable trade secrets and proprietary and Confidential Information. The Parties agree to take all necessary steps to protect from public disclosure such trade secrets and proprietary and Confidential Information.
Except as provided below, no Party shall be entitled to commence or maintain any action in a court of law upon any matter in dispute until such matter has been submitted and determined as provided here, and then only for the enforcement of such arbitration award. Notwithstanding this mediation and arbitration policy, either party may apply to a court of competent jurisdiction as necessary to enforce an arbitration award, or to seek a temporary restraining order or preliminary injunction to ensure that the relief sought in arbitration is not rendered ineffectual during the pendency of, or after the rendition of, a decision in any arbitration proceeding. The institution of any action shall not constitute a waiver of the right or obligation of any party to submit any claim seeking relief other than injunctive or enforcement relief to arbitration. Further, any Party seeking to enforce an award of an arbitrator(s) shall submit the award under seal if the award contains confidential information, and the Parties hereby agree and consent to the filing of such a submission, motion, or order under seal.
Although the Distributor Agreement is made and entered into between a Distributor and IT WORKS!, the Company’s affiliates, owners, members, managers, directors, and employees (“Related Parties”) are intended third party beneficiaries of the Distributor Agreement for purposes of the provisions of the Distributor Agreement referring specifically to them, including the Dispute Resolution Agreement in this Section 8.3. The Parties acknowledge that nothing contained herein is intended to create any involvement by, responsibility of, or liability for, the Related Parties with respect to any dealings between a Distributor and IT WORKS!, and the Parties further acknowledge that nothing contained herein shall be argued by either of them to constitute any waiver by the Related Parties of any defense which Related Parties may otherwise have concerning whether they can properly be made a party to any Dispute between the other Parties.
Unless otherwise required by law or statute, each Party to the mediation or arbitration will be responsible for its own costs and expenses of mediation or arbitration, including legal and filing fees. However, the arbitrator(s) may, in their reasonable discretion, award a prevailing party’s reasonable costs and fees incurred in the arbitration unless prohibited by applicable law or statute.
This Dispute Resolution Agreement shall survive any cancellation or expiration of the Distributor Agreement for any reason.
8.4 - Indemnification.
Distributors agree to indemnify IT WORKS! for any and all costs, expenses, consumer reimbursements, fines, sanctions, damages, settlements or payments of any other nature (collectively “Losses”) that IT WORKS! incurs resulting from or relating to any act or omission by Distributor that is illegal, fraudulent, deceptive, negligent, unethical, or in violation of the Agreement, irrespective of whether such losses arise from a Dispute or other first-party claim between the Distributor and IT WORKS! or any claim, demand, lawsuit, or other dispute between IT WORKS! and a third party. IT WORKS! may elect to exercise its indemnification rights through withholding any compensation due the Distributor. This right of setoff shall not constitute IT WORKS!’ exclusive means of recovering or collecting funds due IT WORKS! pursuant to its right to indemnification.
Unless otherwise required by law or statute, in any case which arises from or relates to the wrongful cancellation of Distributor’s Agreement and/or independent business, the parties agree that damages will be extremely difficult to ascertain. Therefore, the parties stipulate that if the involuntary cancellation of a Distributor’s Agreement and/or loss of their independent business held to be wrongful under any theory of law, Distributor’s sole remedy shall be liquidated damages calculated as follows:
• For Distributors at the Active Rank of Distributor through Emerald, liquidated damages shall be in the amount of their gross compensation that they earned pursuant to IT WORKS!’ Compensation Plan in the twelve (12) months immediately preceding the cancellation.
• For Distributors at the Active Rank of Diamond through Triple Diamond, liquidated damages shall be in the amount of their gross compensation that they earned pursuant to IT WORKS!’ Compensation Plan in the eighteen (18) months immediately preceding the cancellation.
• For Distributors at the Active Rank of Presidential Diamond through Black Diamond, liquidated damages shall be in the amount of their gross compensation that they earned pursuant to IT WORKS!’ Compensation Plan in the twenty-four (24) months immediately preceding the cancellation.
Gross compensation shall include commissions and bonuses earned by the Distributor pursuant to IT WORKS!’ Compensation Plan as well as retail profits earned by Distributor for the sale of IT WORKS! merchandise. However, retail profits must be substantiated by providing the Company with true and accurate copies of fully and properly completed retail receipts provided by Distributor to Customers at the time of the sale.
The Parties agree that the foregoing liquidated damage schedule is fair and reasonable.
A Distributor’s “Paid As” rank is the rank or title at which they actually qualified to earn compensation under the IT WORKS! Compensation Plan during a pay period. For purposes of this Policy, the relevant pay period to determine a Distributor’s “Paid As” rank is the pay period during which the Distributor’s business is placed on suspension or canceled, whichever occurs first. The “Paid As” rank differs from the “Lifetime Rank,” which is the highest title or rank that a Distributor has ever achieved under the IT WORKS! Compensation Plan.
IT WORKS! AND THE DISTRIBUTOR AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER PARTY ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING, WITHOUT LIMITATION, FEDERAL OR STATE CLASS ACTIONS OR CLASS ARBITRATIONS. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, ANY PARTY MAY BRING DISPUTES PURSUANT TO A STATUTE PROVIDING A RIGHT TO BRING REPRESENTATIVE ACTIONS THAT MAY NOT BE WAIVED BY CONTRACT, PROVIDED, HOWEVER, THAT SUCH CLAIMS SHALL BE EXEMPT FROM THE AGREEMENT TO ARBITRATE AND THE WAIVER ON REPRESENTATIVE ACTIONS AND, TO THE EXTENT PERMITTED BY APPLICABLE LAW, SHALL BE BROUGHT IN THE EXCLUSIVE JURISDICTION OF A STATE OR FEDERAL COURT RESIDING IN MANATEE COUNTY, FLORIDA.
Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in Manatee County, State of Florida. The Agreement is to be construed in accordance with and governed by the laws of Florida, without regard to its choice of law principles, except that, as applicable, the Federal Arbitration Act shall govern the Agreement without giving effect to any state law to the contrary. Notwithstanding anything to the contrary herein, residents of the State of Louisiana shall be entitled to pursue resolution of Disputes in their home forum and pursuant to Louisiana law, to the extent allowed or required under Louisiana law. For such Disputes brought in Louisiana, to the extent allowed by Louisiana law, all other terms of this Dispute Resolution Agreement shall apply to such Dispute.
Unless a Distributor first contacts the Company regarding the disputed charge, any Distributor or Customer who issues a chargeback is subject to involuntary cancellation. Distributors must work out returns with Customer Service according to the Company return policy. A $50 fee will be issued to any Distributor who issues a chargeback, and the Company will not refund BV or commissions on any chargebacks regardless of the outcome.
A Distributor shall not permit other Distributors or Customers to use their credit card or wallet, or permit debits to their checking accounts, to enroll or to make purchases from the Company. Distributors or Customers are not permitted to use a payment method to enroll themselves or make purchases from the Company that does not belong to them.
IT WORKS! will collect and remit sales taxes on behalf of Distributors, based on the sale price of the products, according to applicable tax rates in the state or province to which the shipment is destined. Any distributors purchasing products at wholesale pricing and selling them at a higher price will be responsible for reporting and remitting any applicable state and local sales tax due. If a Distributor has submitted, and Company has accepted, a current Uniform Sales and Use Tax Exemption Certificate and Sales Tax Registration License, sales taxes will not be added to the invoice and the responsibility of collecting and remitting sales taxes to the appropriate authorities shall be on the Distributor. Exemption from the payment of sales tax is applicable only to orders which are shipped to a state for which the proper tax exemption papers have been filed and accepted. Applicable sales taxes will be charged on orders that are drop-shipped to another state. Any sales tax exemption accepted by Company is not retroactive.
The Company will be responsible for the collection and remittance of all applicable California sales and use taxes on the sale price of the products purchased. We cannot accept resale certificates from Distributors unless they hold a California Sales and Use Tax Permit for selling other tangible personal property obtained from vendors who are not section 6015(b) retailers.
New Mexico state and local municipalities do not have a sales tax. Instead, they have a gross receipts tax. The gross receipts tax is imposed upon persons engaged in business in New Mexico. The gross receipts tax applies to all sales and bonus payments received.
Company Responsibility:
IT WORKS! is required to pre-collect the state and local gross receipts tax on all sales of product shipped to an address in the state.
IT WORKS! shall remit these taxes collected directly to the state of New Mexico on behalf of the Distributors.
Distributor Responsibility:
Distributors are required to collect the applicable gross receipts tax on their sales as a reimbursement for the tax pre-collected by Company.
The gross receipts tax also applies to bonus payments Distributors receive from It Works Marketing, Inc. As a Distributor, you are responsible to register with the state for a gross receipts license and pay the applicable tax on your bonus payments.
To register for a license please contact:
State of New Mexico Taxation and Revenue Department 1100 S. Francis Dr.
Santa Fe, NM 87504-0630
Telephone: (505) 827-0700
So long as a Distributor remains active, is commission qualified and complies with the terms of the Distributor Agreement and these Policies and Procedures, IT WORKS! shall pay commissions to such Distributor in accordance with the Compensation Plan. A Distributor’s bonuses and commissions constitute the entire consideration for the Distributor's efforts in generating sales and all activities related to generating sales (including building a Marketing Organization). Following a Distributor’s non-renewal of their Distributor Agreement, cancellation for inactivity, or voluntary or involuntary cancellation of their Distributor Agreement (all these methods are collectively referred to as “cancellation”), the former Distributor shall have no right, title, claim or interest to the Marketing Organization which they operated, or any commission or bonus from the sales generated by the organization. A Distributor whose business is canceled will lose all rights as a Distributor. This includes the right to sell IT WORKS! products and services and the right to receive future commissions, bonuses, or other income resulting from the sales and other activities of the Distributor’s former Marketing Organization. In the event of cancellation, Distributors agree to waive all rights they may have, including, but not limited to, property rights to their former Marketing Organization and to any bonuses, commissions or other remuneration derived from the sales and other activities of their former Marketing Organization.
Following a Distributor’s cancellation of their Distributor Agreement, the former Distributor shall not act as an IT WORKS! Distributor and shall not have the right to sell IT WORKS! products or services. A Distributor whose Distributor Agreement is canceled shall receive commissions and bonuses only for the last full pay period they were active and commission qualified prior to cancellation (less any amounts withheld during an investigation and resulting sanctions preceding an involuntary cancellation).
In the event of cancellation of their Distributor Agreement, the Distributor is required to remove all references to IT WORKS! within five (5) days. Distributors must discontinue using the company name and all of IT WORKS!’ trademarks, trade names, service marks, and other intellectual property, and all derivatives of such marks and intellectual property, in any posts and all social media sites that they utilize. If Distributor posts on any social media site on which they have previously identified themselves as an IT WORKS! Distributor, they must conspicuously disclose that they are no longer an IT WORKS! Independent Distributor.
A Distributor’s violation of any of the terms of the Agreement, including any amendments that may be made by IT WORKS! in its sole discretion, may result in any of the sanctions listed in Section 8.1, including the involuntary cancellation of their Distributor Agreement. Failure to accept modifications to the Distributor Agreement shall result in cancellation. Cancellation shall be effective on the date on which written notice is delivered to the Distributor or to their attorney.
A participant in this network marketing plan has a right to cancel at any time, regardless of reason. Cancellations must be submitted in writing to the Company at its principal business address. The written notice must include the Distributor’s name, address, and Distributor I.D. Number
A Distributor may also voluntarily cancel their Distributor Agreement by failing to renew the Agreement on its anniversary date. If a Distributor has an active Monthly Subscription, the Distributor’s Monthly Subscription shall continue unless the Distributor also specifically requests that their Monthly Subscription also be canceled.
Company reserves the right to cancel all Distributor 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.
If a Distributor who has consented to contract electronically revokes their consent, the Distributor’s Agreement shall be canceled.
Active Distributor — A Distributor who satisfies the minimum Personal Sales Volume requirements, as set forth in the IT WORKS! Compensation Plan, to ensure that they are eligible to receive bonuses and commissions for a particular month.
Active Rank — The term active rank refers to the current paid title of a Distributor, as determined by the Company Compensation Plan, for any month. To be considered active relative to a particular rank, a Distributor must meet the criteria set forth in the IT WORKS! Compensation Plan for their respective rank. (See the definition of Rank below.)
Agreement — The contract between the Company and each Distributor includes the Distributor Terms and Conditions, the IT WORKS! Statement of Policies and Procedures, and the IT WORKS! Compensation Plan, all in their current form and as amended by IT WORKS! in its sole discretion. These documents are collectively referred to as the “Agreement.”
Basic Kit — A selection of electronic IT WORKS! training materials and business support literature that each new Distributor is required to purchase, except in North Dakota, where the purchase is optional. The Basic Kit is sold to Distributors at the Company’s cost. No product purchase is required.
Cancel — The cancellation of a Distributor’s business. Cancellation may be either voluntary, involuntary, through non-renewal or inactivity.
Competing Direct Sales Company – A Direct Sales company that sells nutritional supplements, weight loss products, food and energy products, skincare products, beauty and personal care products, or any other health and wellness products similar to or competing with the Products.
Confidential Information – Information pertaining to the Company’s business that may be provided or made available to Distributors, whether in writing, electronically, orally, or in any other form, that is confidential, proprietary, and/or not generally available to the public, including but not limited to the Company’s trade secrets, intellectual property, identity and contact information of Distributors and Customers, and data included in Downline Activity Reports or through its back office services.
Direct Sales Company — Companies that engage in direct selling, network marketing, multi-level marketing ventures, or affiliate programs outside the terms contained in section 3.10.4.
Downline Activity Report — A monthly online report generated by IT WORKS! that provides critical data relating to the identities of Distributors, sales information, and enrollment activity of each Distributor’s Marketing Organization. This report contains confidential and trade secret information which is proprietary to IT WORKS!.
Downline Leg — Each one of the individuals enrolled immediately underneath you and their respective Marketing Organizations represents one “leg” in your Marketing Organization.
Enroller— A Distributor who influences, solicits, or otherwise assists a new Distributor or Customer to join IT WORKS! and is listed as the Distributor or Perks Member Enroller.
Group Sales Volume — The commissionable value of IT WORKS! products or services sold by a Distributor’s Marketing Organization. Group Sales Volume includes the Personal Sales Volume of the subject Distributor (Starter Kits and sales aids have no Sales Volume.) Also called Group Bonus Volume (GBV) in the Company Compensation Plan.
Immediate Household — Heads of household and dependent family members residing in the same house.
Level — The layers of downline Customers and Distributors in a particular Distributor’s Marketing Organization. This term refers to the relationship of a Distributor relative to a particular upline Distributor, determined by the number of Distributors 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.
Perks Member — A Customer who purchases product at a discounted price and receives other perks from the IT WORKS! Perks Program Membership.
Marketing Organization — The Customers and Distributors sponsored below a particular Distributor.
Personal Sales Volume (PSV) — The commissionable value or volume of services and products sold in a calendar month: (1) by the Company to a Distributor; and (2) by the Company to the Distributor’s personally enrolled Customers. Also called Personal Bonus Volume (PBV) in the Company Compensation Plan.
Rank — The title that a Distributor has achieved pursuant to the IT WORKS! Compensation Plan. Rank can either be paid-as rank or historic (lifetime) rank.
Recruit — For purposes of the Company Conflict of Interest Policy (Section 3.10), the term recruit means the actual or attempted sponsorship, solicitation, enrollment, encouragement, or effort to influence in any other way, either directly, indirectly, or through a third party, another IT WORKS! Distributor or Customer to enroll or participate in another multilevel marketing, network marketing or direct sales opportunity. The foregoing conduct constitutes recruiting even if the Distributor’s actions are in response to an inquiry by another Distributor or Customer.
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) they are in a condition such that it is a commercially reasonable practice within the trade to sell the merchandise at full price; 4) they are returned to IT WORKS! within sixty (60) days for starter Kits and thirty (30) days for product from the date of purchase (unless a longer period is required by law); and 5) the product contains current IT WORKS! labeling. Any merchandise that is clearly identified at the time of sale as discontinued, or as a seasonal item, shall not be Resalable.
Retail Customer — An individual who purchases IT WORKS! products at full retail price and is not a Perks Member or a Distributor.
Sponsor — The Distributor who is directly above you in the genealogy. This can be your Enroller or a Distributor under whom you have been placed.
Upline — This term refers to the Distributor or Distributors above a particular Distributor in a sponsorship line up to the Company. Conversely stated, it is the line of sponsors that links any particular Distributor to the Company.