Asirvia
STATEMENT OF POLICIES AND PROCEDURES
Effective December 19, 2016

SECTION 1 – INTRODUCTION

1.1 Code Of Ethics
1.2 Policies Incorporated Into Independent Representative Agreement
1.3 Changes To The IR Agreement, Policies And Procedures, Or Compensation Plan
1.4 Delays
1.5 Policies And Provisions Severable
1.6 Waiver

SECTION 2 –BECOMING AN INDEPENDENT REPRESENTATIVE

2.1 Requirements To Become An Independent Representative
2.2 New IR Registration By Internet
2.3 IR Benefits
2.4 Term And Renewal Of AN Asirvia Business

SECTION 3 – INCOME DISCLOSURE POLICY

SECTION 4 – ADVERTISING

4.1 Adherence To The Asirvia Compensation Plan
4.2 Use Of Sales Aid
4.3 Intellectual Property
4.4 Web Policy
4.5 Domain Names And Email Addresses
4.6 Advertised Price
4.7 Generic Business Advertisements
4.8 Media And Media Inquiries
4.9 Unsolicited Email And Fax Communication

SECTION 5 –OPERATING AN Asirvia BUSINESS.

5.1 - Business Entities
5.1.1 Changes to a Business Entity
5.1.2 Change of Sponsor
5.1.3 Change of Placement
5.2 Unauthorized Claims And Action
5.2.1 Indemnification
5.2.2 Endorsement of Asirvia Services
5.3 Conflicts
5.3.1 Non-Solicitations
5.3.2 Sale of Competing Goods or Services
5.3.3 Targeting Other Direct Sellers
5.3.4 Privacy and Confidentiality
5.3.5 The Data Management Rule
5.4 Cross Sponsoring
5.5 Governmental Approval Or Endorsement
5.6 Identification
5.7 Income Taxes
5.8 Independent Contractor Status
5.9 Bonus Buying
5.10 Stacking
5.11 One Asirvia Business Per Independent Representative
5.12 Succession
5.13 Sale, Transfer, Or Assignment Of AN Asirvia Business
5.14 Separation Of AN Asirvia Business
5.15 Sponsoring

6 RESPONSIBILITIES OF INDEPENDENT REPRESENTATIVES

6.1 Change Of Address, Telephone No., Email-Address
6.2 Sponsoring Independent Representative Responsibilities
6.2.1 Initial Training
6.2.2 Ongoing Training Responsibilities
6.3 Non-disparagement
6.4 Reporting Policy Violations

7 AUTOMATIC BILLING

7.1 Billing

8 BONUSES AND COMMISSIONS

8.1 Bonus And Commission Qualifications
8.2 Errors Or Questions
8.3 Bonus Buying Prohibited
8.4 Reports

9 DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS

9.1 Disciplinary Sanctions
9.2 Mediation
9.3 Arbitration
9.4 Governing Law, Jurisdiction, And Venue

10 EFFECT OF CANCELLATION

10.1 Effect Of Cancellation And Termination
10.2 Non-Renewal

11 DEFINITIONS

 

 

Asirvia
STATEMENT OF POLICIES AND PROCEDURES
Effective December 19, 2016
SECTION 1 – INTRODUCTION
1.1 - Code of Ethics
Asirvia (hereafter “Asirvia” or “the Company”) is a values-based company that prides itself on the quality and character of its Independent Representatives (hereinafter “Independent Representative” or “IR”). The following guidelines help ensure a uniform standard of excellence throughout our organization. Every Asirvia Independent Representative is expected to practice the following ethical behavior when acting in the name of the company:
A. I will be respectful of every person I meet while doing Asirvia related business.
B. At all times I will conduct myself and my business in an ethical, moral, legal, and financially sound manner.
C. I will not engage in activities that would bring disrepute to Asirvia, any Asirvia corporate officer or employee, myself, or other Independent Representatives.
D. I will not make discouraging or disparaging claims toward other Asirvia Independent Representatives. I will ensure that in all Asirvia business dealings I will refrain from engaging in negative language. I will refrain from making any type of slanderous statements.
E. I will provide support and encouragement to my Customers to ensure that their experience with Asirvia is a successful one. I understand that it is important to provide follow-up service and support to my downline.
F. I will correctly represent all the bonus/compensation plans available through Asirvia and the income potential represented therein. I understand I may not use my own income as an indication of others’ potential success, or use compensation checks as marketing materials. I further understand that I may only disclose my Asirvia income to recruit a potential Independent Representative(s) after I have given a copy of the Income Disclosure Statement to the potential Independent Representative(s).
G. I will abide by all of Asirvia’s Policies & Procedures now and as they may be amended in the future.
1.2 - Policies Incorporated into Independent Representative Agreement
These Policies and Procedures (“Policies”), in their present form and as amended at the sole discretion of Asirvia, are incorporated into, and form an integral part of, the Asirvia Independent Representative Agreement (hereafter “IR Agreement”). Throughout these Policies, when the term “Agreement” is used, it collectively refers to the Asirvia Independent Representative Agreement, these Policies, and the Asirvia Compensation Plan. These documents are incorporated by reference into the IR Agreement (all in their current form and as amended by Asirvia). It is the responsibility of each Independent Representative to read, understand, adhere to, and ensure that he or she is aware of and operating under the most current version of these Policies. When sponsoring a new Independent Representative, it is the responsibility of the sponsoring Independent Representative to provide the most current version of these Policies and Procedures prior to his or her execution of the IR Agreement.
1.3 - Changes to the IR Agreement, Policies and Procedures, or Compensation Plan
Because federal, state, and local laws, as well as the business environment, periodically change, Asirvia reserves the right to amend the Agreement and the prices in its Asirvia Product Price List in its sole and absolute discretion. Notification of amendments shall appear in Official Asirvia Materials. Amendments shall be effective upon publication in Official Asirvia Materials, including but not limited to, posting on Asirvia’s website, e-mail distribution, publication in Asirvia’s newsletter, product inserts, or any other commercially reasonable method. The continuation of an Independent Representative’s Asirvia business or an Independent Representative’s acceptance of bonuses or commissions constitutes acceptance of any and all amendments. The ability to modify the agreement does not extend to the dispute resolution section in these Policies (Section 9), as those provisions can only be modified by way of mutual consent.
1.4 - Delays
Asirvia shall not be responsible for delays and 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, flood, and death, curtailment of a party’s source of supply, or government decrees or orders.
1.5 –Policies and Provisions Severable
If any provision of the Agreement, in its current form or as may be amended, is found to be invalid, or unenforceable for any reason, only the invalid portion(s) of the provision shall be severed and the remaining terms and provisions shall remain in full force and effect and shall be construed as if such invalid, or unenforceable provision never comprised a part of the Agreement.
1.6 –Waiver
The Company never gives up its right to insist on compliance with the Agreement and with the applicable laws governing the conduct of a business. No failure of Asirvia to exercise any right or power under the Agreement or to insist upon strict compliance by an Independent Representative with any obligation or provision of the Agreement, and no custom or practice of the parties at variance with the terms of the Agreement, shall constitute a waiver of Asirvia’s right to demand exact compliance with the Agreement. Waiver by Asirvia can be effectuated only in writing by an authorized officer of the Company.
SECTION 2 – BECOMING AN INDEPENDENT REPRESENTATIVE

 

2.1 - Requirements to Become an Independent Representative
To become an Asirvia Independent Representative, each applicant must:
A. Be of the age of majority in his or her state of residence;
B. Reside in the United States or other countries, which have been officially opened by Asirvia;
C. Have a valid Social Security Number or Federal Tax Identification Number;
D. Submit a properly completed and signed IR Agreement to Asirvia via electronically or fax.
2.2 - New Independent Representative Registration by the Internet and Facsimile
A prospective Independent Representative may self-enroll on the sponsor’s web site. In such event, instead of a physically signed IR Agreement, Asirvia will accept the agreement by accepting the “electronic signature” stating the new Independent Representative has accepted the terms and conditions of the IR Agreement. Please note that such electronic signature constitutes a legally binding agreement between the Independent Representative and Asirvia. Faxed agreements must include both the front and back of the IR Agreement.
2.3 - Independent Representative Benefits
Once an IR Agreement has been accepted by Asirvia, the benefits of the Compensation Plan and the IR Agreement are available to the new Independent Representative. These benefits include the right to:
A. Sell Asirvia services;
B. Participate in the Asirvia Compensation Plan (receive bonuses and commissions, if eligible);
C. Sponsor other individuals as customers or Independent Representatives into the Asirvia business and thereby build an organization and progress through the Asirvia Compensation Plan;
D. Receive periodic Asirvia literature and other Asirvia communications;
E. Participate in Asirvia-sponsored support service training, motivational and recognition functions; and
F. Participate in promotional and incentive contests and programs sponsored by Asirvia for its Independent Representatives.
2.4–Terms and Renewal of an Asirvia Business
An Independent Representative must renew their Independent Representative status annually.
If the former Independent Representative re-activates within the sixty-day time limit, the Independent Representative will resume the rank and position held immediately prior to the expiration of the IR Agreement. However, such Independent Representative’s paid as level will not be restored unless he or she qualifies at that payout level in the new month. The Independent Representative is not eligible to receive commissions for the time period that the Independent Representative’s business was expired.
Any Independent Representative whose agreement has expired and lapsed the sixty (60) day grace period is not eligible to reapply for a Asirvia business for twelve (12) months following the expiration of the IR Agreement.
Any Independent Representative terminated by Asirvia may not reapply to do business for twelve (12) months from their termination date.
The downline of the expired Independent Representative will roll up to the immediate, active upline sponsor.

 

SECTION 3 – INCOME DISCLOSURE POLICY
In an effort to conduct best business practices, Asirvia has developed the Income Disclosure Statement (“IDS”). The Asirvia IDS is designed to convey truthful, timely, and comprehensive information regarding the income that Asirvia Independent Representatives earn. In order to accomplish this objective, a copy of the IDS must be presented to all prospective Independent Representatives.
A copy of the IDS must be presented to a prospective Independent Representative (someone who is not a party to a current Asirvia IR Agreement) anytime the Compensation Plan is presented or discussed, or any type of income claim or earnings representation is made.
The terms “income claim” and/or “earnings representation” (collectively “income claim”) include: (1) statements of average earnings, (2) statements of non-average earnings, (3) statements of earnings ranges, (4) income testimonials, (5) lifestyle claims, and (6) hypothetical claims. Examples of “statements of non-average earnings” include, “Our number one Independent Representative earned over a million dollars last year” or “Our average ranking Independent Representative makes five thousand per month.” An example of a “statement of earnings ranges” is “The monthly income for our higher ranking Independent Representatives is ten thousand dollars on the low end to thirty thousand dollars a month on the high end.”
In any meeting that is open to the public in which the Compensation Plan is discussed or any type of income claim is made, you must provide every prospective Independent Representative with a copy of the IDS. Copies of the IDS may be printed or downloaded without charge from the company website at www.asirvia.com /IDS.

 

SECTION 4 – ADVERTISING
4.1 - Adherence to the Asirvia Compensation Plan
Independent Representatives must adhere to the terms of the Asirvia Compensation Plan as set forth in Official Asirvia Materials. Independent Representatives shall not offer the Asirvia opportunity through, or in combination with, any other system, program, or method of marketing other than that specifically stated in Official Asirvia Materials. Independent Representatives shall not require or encourage other current or prospective customers or Independent Representatives to participate in Asirvia in any manner that varies from the program as set forth in Official Asirvia Materials. Independent Representatives shall not require or encourage other current or prospective customers or Independent Representatives to execute any agreement or contract other than official Asirvia agreements and contracts in order to become an Asirvia Independent Representative. Similarly, Independent Representatives shall not require or encourage other current or prospective customers or Independent Representatives to make any purchase from, or payment to, any individual or other entity to participate in the Asirvia Compensation Plan other than those purchases or payments identified as recommended or required in Official Asirvia Materials.
4.2 - Use of Sales Aids
To promote both the services and the opportunity Asirvia offers, Independent Representatives must use the sales aids and support materials produced by Asirvia. If Asirvia Independent Representatives develop their own sales aids and promotional materials (which includes Internet advertising), notwithstanding Independent Representatives’ good intentions, they may unintentionally violate any number of statutes or regulations affecting an Asirvia business. These violations, although they may be relatively few in number, could jeopardize the Asirvia opportunity for all Independent Representatives. Accordingly, Independent Representatives must submit all written sales aids, promotional materials, advertisements, websites and other literature to the Company for Company’s approval prior to use. Unless the Independent Representative receives specific written approval to use the material, the request shall be deemed denied. All Independent Representatives shall safeguard and promote the good reputation of Asirvia and its services. The marketing and promotion of Asirvia, the Asirvia opportunity, the Compensation Plan, and Asirvia services shall be consistent with the public interest, and must avoid all discourteous, deceptive, misleading, unethical or immoral conduct or practices.
4.3 -Intellectual Property
Asirvia will not allow the use of its trade names, trademarks, designs, or symbols outside of corporate produced and approved sales aids by any person, including Asirvia Independent Representatives, without prior written authorization from Asirvia. Furthermore, no Independent Representative may use, publish, reproduce, advertise, sell, or display in any manner the name, picture or likeness, or voice of another Independent Representative without prior written consent from the named Independent Representative. This consent must be on file with Asirvia’s Compliance department prior to any use.
4.4 –Web Policy
If an Independent Representative desires to utilize an Internet web page to promote his or her business, he or she may do so through Company authorized services only.

A. General

It is your obligation to ensure your online marketing activities are truthful, are not deceptive and do not mislead customers or potential Independent Representatives in any way. Websites and web promotion activities and tactics that mislead or are deceptive, regardless of intent, will not be allowed. This may include representation in any manner that you are an authorized representative for Asirvia, spam linking (or blog spam), unethical search engine optimization (SEO) tactics, misleading click-through ads (i.e., having the display URL of a PPC campaign appear to resolve to an official Asirvia Corporate Site when it goes elsewhere), unapproved banner ads, and unauthorized press releases. Asirvia will be the sole determinant of truthfulness as to whether specific activities are misleading or deceptive.

B. Domain Names, email Addresses and Online Aliases

You cannot use or register domain names, email addresses, and/or online aliases that could cause confusion, or be misleading or deceptive, in that they cause individuals to believe or assume the communication is from, or is the property of Asirvia by showing up as the sender of an email.

Examples of the improper use include but are not limited to:
Asirvia@msn.com; www.AsirviaDirect.com; www.facebook.com/Asirvia or derivatives as described herein.

Examples of permitted URLs, email addresses, and online aliases might appear as follows: facebook.com/iloveAsirvia; jimsmith@Asirviaaffiliate.net.

Determinations as to what could cause confusion, mislead or be considered deceptive is at the sole discretion of Asirvia. If you have a question whether your chosen name is acceptable, you may submit it to compliance@Asirvia.com for review before use.

 

C. Approved Independent Representative Websites

The term Independent Representative Website refers to the Independent Representative website offered by Asirvia or an approved vendor to affiliates. The term Social Media website refers to any site that is not specifically prohibited within the terms and conditions of this Agreement, such as Facebook.com, MySpace.com, Twitter.com, YouTube.com, personal blogs or other personal websites.

D. Online Classifieds

You may not use online classifieds (including Craigslist) to list, sell or promote specific Asirvia services. You may use online classifieds (including Craigslist) for prospecting, recruiting, sponsoring, and informing the public about the Asirvia opportunity provided you follow the other requirements of this agreement such as identifying yourself as an independent representative of Asirvia, only using approved images and versions of any trademarked logos and without using fraudulent or misleading product or income claims. If a link or URL is provided, it must link to your Independent Representative Website or your Social Media website.

E. Online Retailing

Approved affiliate websites are intended to provide the affiliates with the tools and means for generating leads, prospecting business, communicating with others, selling products and services, and otherwise advancing your Asirvia business. You may not sell Asirvia services on any other online retail store or ecommerce site, nor May you enlist or knowingly allow a third party (customer) to sell Asirvia products on any online retail store or ecommerce site. 

Social Media sites such as Facebook may also be used to promote your Asirvia business. You must provide approved Asirvia links to your Independent Representative replicated website for sales and order processing. All online sales of Asirvia products must take place and be produced through the Independent Representative Replicated website (or corporate site).

F. Banner Advertising

You may place banner advertisements on a website provided you use Asirvia-approved templates and images. All banner advertisements must link to your Independent Representative Website. You may not use blind ads or web pages that make non-compliant product or income claims that are ultimately associated with Asirvia products or the Asirvia business opportunity.

G. Spam Linking

Spam linking 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 and is not allowed. This includes blog spamming, blog comment spamming and/or spamdexing. Any comments you make on blogs, forums, guest books etc. must be unique, informative and relevant.

H. Social Networking Sites

You may use social networking websites (Facebook, MySpace, LinkedIn, blogs, forums and other social shared interest sites) to share information about the Asirvia product, mission and business opportunity and for prospecting and sponsoring. However, these sites may not be used to sell or offer to sell specific Asirvia services. 

Profiles you generate in any social community where you mention or discuss Asirvia must clearly identify you as an Asirvia Independent Representative and must appear as described herein. When you participate in those communities you must avoid inappropriate conversations, comments, images, video, audio, applications or any other adult, profane, discriminatory or vulgar content. The determination of what is inappropriate is at Asirvia’s sole discretion, and offending Independent Representatives will be subject to disciplinary action and/or termination.

You agree that you will immediately take down a non-compliant site at the request of Asirvia. Appeals regarding compliance may be submitted after the site has been taken down. Appeals should be directed to the email address set forth in the policy addressing dispute resolutions.

I. Sponsored Links / Pay-Per-Click (PPC) Ads

Sponsored links or pay-per-click ads (PPC) are acceptable. The destination URL must be to your Independent Representative Website. The display URL must also be to your Independent Representative Website and must not portray any URL that could lead the user to assume they are being led to an Asirvia Corporate site, or be inappropriate or misleading in any way.

J. External Websites

You are allowed external websites to promote your Asirvia business and the Asirvia opportunity. If you wish to use an external website you must do the following:
a.) Identify yourself as an Independent Representative for Asirvia.
b.) Use only the approved images and wording authorized by Asirvia.
c.) Adhere to the branding, trademark, and image usage policies described in this document.
d.) Agree to modify your website to comply with current or future Asirvia policies.

You are solely responsible and liable for your own website content, messaging, claims, and information and must ensure your website appropriately represents and enhances the Asirvia brand and adheres to all Asirvia guidelines and policies. Additionally, your website must not contain disingenuous popup ads or promotions or malicious code. Decisions and corrective actions in this area are at Asirvia’s sole discretion. You are encouraged to use the approved Asirvia images that are available through the business suite.

K. Asirvia Independent Representative Image Mandate

When using a Social Media or external website it must contain:
a.) AN Asirvia Independent Representative Logo from the approved templates.
b.) Your Name and Title (example: Joan Arc, Independent Representative, Asirvia).
c.) A link to your Independent Representative Replicated website.

Although Asirvia brand themes and images are desirable for consistency, anyone landing on your page needs to clearly understand that they are at an Independent Representative site, and not an Asirvia Corporate page.

4.6 - Advertised Price

You may not advertise any of Asirvia’s services at a price LESS than the highest company published price of the equivalent service. No special enticement advertising is allowed. This includes but is not limited to offers of free membership or other such offers that grant advantages beyond those available through the Company.

4.7 - Generic Business Advertisements
If you advertise via newspaper or other advertising venues, the following rules apply:
A.  No advertisement may imply that a job, position, salary, or any type of employment is allowed.
B.    No advertisement may promote, represent, or imply salaried positions, management positions, hourly wages, full or part-time employment, or guaranteed incomes. The Asirvia opportunity is not a job, and may not be presented as such. Terms such as “manager trainee,” “management positions available,” “travel provided,” “call for interview,” “positions available,” “now hiring,” and other misleading statements are not allowed.
C.    No specific income can be promised or implied, and any references to compensation must use the word “commissions” to indicate the independent contractor status of Independent Representatives.
D.    Advertisements may not contain references to Asirvia or its services and may not use any of Asirvia’s trademarks or trade-names.
Any requests for variances from the above rules must be submitted to Asirvia and approved in writing prior to publication. Please direct any inquiries to compliance@www.asirvia.com, or by fax to the attention of the Compliance department at.
4.8 -Media and Media Inquiries
Independent Representatives must not initiate any interaction with the media or attempt to respond to media inquiries regarding Asirvia, its services, or their independent Asirvia business. All inquiries by any type of media must be immediately referred to Asirvia’s Compliance department. This policy is designed to ensure that accurate and consistent information is provided to the public, as well as a proper public image.
4.9 - Unsolicited Email and Fax Communication
Asirvia does not permit Independent Representatives to send unsolicited emails unless such emails strictly comply with applicable laws and regulations, including, without limitation, the federal CAN SPAM Act. Any email sent by an Independent Representative that promotes Asirvia, the Asirvia opportunity, or Asirvia 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 him or her (a functioning “opt-out” notice).
C. The email must include the Independent Representative’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 an Independent Representative receives an opt-out request from a recipient of an email, the Independent Representative must forward the opt-out request to the Company. Asirvia may periodically send commercial emails on behalf of Independent Representatives. By entering into the IR Agreement, Independent Representative agrees that the Company may send such emails and that the Independent Representative’s physical and email addresses will be included in such emails as outlined above. Independent Representatives shall honor opt-out requests generated as a result of such emails sent by the Company. Except as provided in this section, Independent Representatives may not use or transmit unsolicited faxes or use an automatic telephone dialling system relative to the operation of their Asirvia businesses.

 

SECTION 5 – OPERATING AN Asirvia BUSINESS.
5.1 - Business Entities
A corporation, partnership or trust (collectively referred to in this section as a “Business Entity”) may apply to be an Asirvia Independent Representative by submitting an Asirvia Independent Representative Application and Agreement along with its Certificate of Incorporation, Articles of Organization, Partnership Agreement or trust documents (these documents are collectively referred to as the “Entity Documents”) to Asirvia. An Asirvia business may change its status under the same Sponsor from an individual to a partnership, corporation or trust, or from one type of entity to another. To do so, the Independent Representative(s) must provide the Entity Documents to Asirvia. The Independent Representative Application must be signed by all of the shareholders, partners or trustees. Members of the entity are jointly and severally liable for any indebtedness or other obligation to Asirvia.
5.1.1 - Changes to a Business Entity
Each Independent Representative must immediately notifyAsirvia of any changes to the type of business entity they utilize in operating their Asirvia business, and the addition or removal of business associates. An Asirvia business may change its status under the same sponsor from an individual to a partnership, corporation or trust, or from one type of entity to another. The IR Agreement form must be signed by all of the shareholders, partners, or trustees. Members of the entity are jointly and severally liable for any indebtedness or other obligation to Asirvia.
5.1.2 - Change Of Sponsor
To protect the integrity of all marketing organizations and safeguard the hard work of all Independent Representatives, Asirvia rarely allows changes in sponsorship, with the rare exception of direct line changes (meaning placement is not affected). A direct line change request must be made by submitting a completed Sponsor Change Request Form within a seven (7) day period from the date of enrollment, and must come from the current listed sponsor.
5.1.3 - Change Of Placement
A request for change of placement must be submitted within seven (7) days of the date of enrollment and must be requested by the current listed sponsor. An Independent Representative can only be moved inside of the same sponsor’s organization. If approved, an Independent Representative is placed in the first available open bottom position on the date that the change is made. Independent Representatives who have earned commissions or achieved rank are not eligible for placement changes. Please note that decisions made for any change request (sponsor or placement) are at the sole discretion of Asirvia.
5.2 - Unauthorized Claims and Action
5.2.1 - Indemnification
An Independent Representative is fully responsible for all of his or her verbal and/or written statements made regarding Asirvia services and the Compensation Plan, which are not expressly contained in Official Asirvia Materials. Independent Representatives agree to indemnify Asirvia and hold it harmless from any and all liability including judgments, civil penalties, refunds, attorney fees, court costs or lost business incurred by Asirvia as a result of the Independent Representative’s unauthorized representations or actions. This provision shall survive the cancellation of the IR Agreement.
5.2.2 –Endorsements of Asirvia Services
No claims as to any services offered by Asirvia may be made except those contained in Official Asirvia Materials.
5.3 - Conflicts
5.3.1 – Non- solicitations
Asirvia Independent Representatives are free to participate in other multilevel or network marketing business ventures or marketing opportunities (collectively “Network Marketing”). However, during the term of this Agreement, Independent Representatives may not directly or indirectly recruit other Asirvia Independent Representatives or Customers other than those they have personally sponsored for any other Network Marketing business. Following the cancellation of a IR Agreement, and for a period of one (1) calendar year thereafter, with the exception of an Independent Representative who is personally sponsored by the former Independent Representative, a former Independent Representative may not recruit any Asirvia Independent Representative or Customer for another Network Marketing business.
5.3.2 - Sale of Competing Goods or Services
During this agreement and for six (6) months thereafter, Independent Representatives must not sell, or attempt to sell, any competing non-Asirvia programs or services to Asirvia Customers or Independent Representatives. Any program, product, service, or direct selling opportunity in the same generic categories as the Asirviaservices are deemed to be competing, regardless of differences in cost, quality or other distinguishing factors.
5.3.3 - Targeting Other Direct Sellers
Should Independent Representatives engage in solicitation and/or enticement of members of another direct sales company to sell or distribute Asirvia services, they bear the risk of being sued by the other direct sales company. If any lawsuit, arbitration, or mediation is brought against an Independent Representative alleging that they engaged in inappropriate recruiting activity of its sales force or Customers, Asirvia will not pay any of Independent Representative’s defense costs or legal fees, nor will Asirvia indemnify the Independent Representative for any judgment, award, or settlement.
5.3.4 - Privacy and Confidentiality
All Independent Representatives are required to abide by the Company’s Privacy Policy with regard to Independent Representative and customer information.
5.3.5- The Data Management Rule
The Data Management Rule is intended to protect the Line of Sponsorship (LOS) for the benefit of all Independent Representatives, as well as Asirvia. LOS information is information compiled by Asirvia that discloses or relates to all or part of the specific arrangement of sponsorship within the Asirvia business, including, without limitation, Independent Representative lists, sponsorship trees, and all Independent Representative information generated therefrom, in its present and future forms. The Asirvia LOS, constitutes a commercially advantageous, unique, and proprietary trade secret (Proprietary Information), which it keeps proprietary and confidential and treats as a trade secret. Asirvia is the exclusive owner of all Proprietary Information, which is derived, compiled, configured, and maintained through the expenditure of considerable time, effort, and resources by Asirvia and its Independent Representatives. Through this Rule, Independent Representatives are granted a personal, non-exclusive, non-transferable and revocable right by Asirvia to use Proprietary Information only as necessary to facilitate their business as contemplated under these Policies and Procedures. The Company reserves the right to deny or revoke this right, upon reasonable notice to the Independent Representative stating the reason(s) for such denial or revocation, whenever, in the reasonable opinion of Asirvia, such is necessary to protect the confidentiality or value of Proprietary Information. All Independent Representatives shall maintain Proprietary Information in strictest confidence, and shall take all reasonable steps and appropriate measures to safeguard Proprietary Information and maintain the confidentiality thereof.
5.4 -Cross Sponsoring
Actual or attempted cross-group sponsoring is strictly prohibited. “Cross-group sponsoring” is defined as the enrollment, indirect or otherwise, of an individual or entity that already has a current customer number or IR Agreement on file with Asirvia, or who has had such an agreement within the preceding twelve (12) calendar months, within a different line of sponsorship. The use of a spouse’s or relative’s name, trade names, DBAs, assumed names, corporations, partnerships, trusts, Federal Tax Identification Numbers or fictitious identification numbers to circumvent this policy is prohibited. This policy shall not prohibit the transfer of a Asirvia business in accordance with the “Sale, Transfer or Assignment of Asirvia Business” section of these Policies and Procedures.
5.5 -Governmental Approval or Endorsement
Neither federal nor state regulatory agencies nor officials approve or endorse any direct selling or network marketing companies or programs. Therefore, Independent Representatives shall not represent or imply that Asirvia or its Compensation Plan have been “approved,” “endorsed,” or otherwise sanctioned by any government agency.
5.6 -Identification
All Independent Representatives are required to provide their Social Security Number, Federal Employer Identification Number, or their Government Issued ID Number to Asirvia either on the IR Agreement or at the company’s request. Upon enrollment, the Company will provide a unique Independent Representative Identification Number to the Independent Representative by which they will be identified. This number will be used to place orders and track commissions and bonuses.
5.7 - Income Taxes
Every year, Asirvia will provide an IRS Form 1099 MISC (Non-employee Compensation) earnings statement to each U.S. resident as required by the Internal Revenue Service. Each Independent Representative is responsible for paying local, state and federal taxes on any income generated as an Independent Representative. If an Asirvia business is tax exempt, the Federal Tax Identification Number must be provided to Asirvia. Any Independent Representative that does not provide a valid social security number is subject to the federal backup withholding laws and 28% of their commissions and bonus will be withheld and submitted to the IRS.
5.8 - Independent Contractor Status
You are an independent contractor. You are not an agent, employee, partner, or joint venture with the Company. You may not represent yourself as anything other than an Independent Representative. You have no authority to bind Asirvia to any obligation. You are responsible for paying your own self-employment taxes, federal income taxes and other taxes required by law. You must obey any federal, state, and local laws, as well as Company rules and regulations pertaining to your independent Asirvia Business or the acquisition, receipt, holding, selling, distributing or advertising of Asirvia’s services or opportunity.
Independent Representatives may not answer the telephone by saying “Asirvia,” “Asirvia Incorporated,” or by any other manner that would lead the caller to believe that they have reached Asirvia’s corporate offices. An Independent Representative may only represent that he/she is an Asirvia Independent Representative. Therefore, all correspondence and business cards relating to or in connection with an Independent Representative’s Asirvia business shall contain the Independent Representative’s name followed by the term “Independent Representative.”
5.9–Bonus Buying
Paying the membership fees solely for the purpose of collecting bonuses or achieving rank is prohibited.
5.10 – Stacking
Stacking is the unauthorized manipulation of the Asirvia compensation system and/or the marketing plan in order to trigger commissions or cause a promotion off a downline Independent Representative in an unearned manner. One example of stacking occurs when a sponsor places participants under an inactive downline participant (who may not know or have any relationship with the clients) in order to trigger unearned qualification for commissioning. Another example of stacking is the manipulative placement of Independent Representatives within a downline organization in order to trigger a promotion. Stacking is unethical and unacceptable behavior, and as such, it is a punishable offense with measures up to and including the termination of the Independent Representative’s positions of all individuals found to be directly involved.
5.11 - One Asirvia Business per Independent Representative
An Independent Representative may operate or have an ownership interest, legal or equitable, as a sole proprietorship, partner, shareholder, trustee, or beneficiary, in only one Asirvia business. No individual may have, operate or receive compensation from more than one Asirvia business. Individuals of the same family unit may each enter into or have an interest in their own separate Asirvia businesses, only if each subsequent family position is placed frontline to the first family member enrolled. A “family unit” is defined as spouses and dependent children living at or doing business at the same address.
5.12 - Succession
Upon the death or incapacitation of an Independent Representative, their business may be passed to a designated heir(s). Appropriate legal documentation must be submitted to the Company to ensure the transfer is proper. Whenever an Asirvia business is transferred by a will or other testamentary process, the beneficiary acquires the right to collect all bonuses and commissions of the deceased Independent Representative’s marketing organization provided the following qualifications are met. The successor(s) must:
• Execute an IR Agreement;
• Comply with terms and provisions of the Agreement;
• Meet all of the qualifications for the deceased Independent Representative’s rank/status;
• Provide Asirvia with an “address of record” to which all bonus and commission checks will be sent. Bonus and commission checks of an Asirvia business transferred pursuant to this section will be paid in a single check jointly to the successor(s).
• Form a business entity and acquire a federal Taxpayer Identification Number, if the business is bequeathed to joint successors. Asirvia will issue all bonus and commission checks and one 1099 to the business entity.
5.13 - Sale, Transfer, or Assignment of an Asirvia Business
Although an Asirvia business is a privately owned, independently operated business, the sale, transfer or assignment of an Asirvia business is subject to certain limitations. If an Independent Representative wishes to sell their Asirvia business, the following criteria must be met:
A. Protection of the existing line of sponsorship must always be maintained so that the Asirvia business continues to be operated in that line of sponsorship;
B. The buyer or transferee must become a qualified Asirvia Independent Representative. If the buyer is an active Asirvia Independent Representative, they must first terminate their Asirvia business and wait six calendar months before acquiring any interest in the new Asirvia business;
C. Before the sale, transfer, or assignment can be finalized and approved by Asirvia, any debt obligations the selling Independent Representative has with Asirvia must be satisfied; and
D. The selling Independent Representative must be in good standing and not in violation of any of the terms of the Agreement in order to be eligible to sell, transfer, or assign an Asirvia business.
Prior to selling an Asirvia business, the selling Independent Representative must notify Asirvia’s Compliance department of their intent to sell the Asirvia business. No changes in line of sponsorship can result from the sale or transfer of an Asirvia business. An Independent Representative may not sell, transfer, or assign portions of their business—the position must be sold in its entirety.
5.14 - Separation of an Asirvia Business
Asirvia Independent Representatives sometimes operate their Asirvia businesses as husband-wife partnerships, regular partnerships, corporations, or trusts. At such time as a marriage may end in divorce or a corporation, partnership, or trust (the latter three entities are collectively referred to herein as “entities”) may dissolve, arrangements must be made to assure that any separation or division of the business is accomplished so as not to adversely affect the interests and income of other businesses up or down the line of sponsorship. If the separating parties fail to provide for the best interests of other Independent Representatives and the Company in a timely fashion, Asirvia will involuntarily terminate the IR 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 Asirvia business pursuant to an assignment in writing whereby the relinquishing spouse, shareholders, partners, or trustees authorize Asirvia to deal directly and solely with the other spouse or non-relinquishing shareholder, partner, or trustee.
B. The parties may continue to operate the Asirvia business jointly on a “business-as-usual” basis, whereupon all compensation paid by Asirvia 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. The Company will never remove a party to a position from an Independent Representative account without that party’s written permission and signature. Under no circumstances will the downline organization of divorcing spouses or a dissolving business entity be divided. Under no circumstances will Asirvia split commission and bonus checks between divorcing spouses or members of dissolving entities. Asirvia will recognize only one downline organization and will issue only one commission check per Asirvia business per commission cycle. Commission checks shall always be issued to the same individual or entity. In the event that parties to a divorce or dissolution proceeding are unable to resolve a dispute over the disposition of commissions and ownership of the business in a timely fashion as determined by the Company, the IR Agreement shall be involuntarily cancelled. If a former spouse has completely relinquished all rights in the original Asirvia business pursuant to a divorce, they are thereafter free to enroll under any sponsor of their choosing without waiting six (6) calendar months. In the case of business entity dissolutions, the former partner, shareholder, member, or other entity affiliate who retains no interest in the business must wait six calendar months from the date of the final dissolution before re-enrolling as an Independent Representative. In either case, however, the former spouse or business affiliate shall have no rights to any Independent Representatives in their former organization or to any former customer. They must develop the new business in the same manner as would any other new Independent Representative.
5.15- Sponsoring
All Active Independent Representatives in good standing have the right to sponsor and enroll others into Asirvia. Each prospective customer or Independent Representative has the ultimate right to choose his or her own Sponsor. If two Independent Representatives claim to be the Sponsor of the same new Independent Representative or customer, the Company shall regard the first application received by the Company as controlling.

 

SECTION 6 – RESPONSIBILITIES OF INDEPENDENT REPRESENTATIVES
6.1 - Change of Address, Telephone, Email-Address
To ensure timely communications, delivery of support materials and commission checks, it is critically important that the Asirvia’s files are current. Independent Representatives planning to move or change their email address must submit an amended IR Agreement complete with the new information.
6.2 – Sponsoring Independent Representative Responsibilities
6.2.1 – Initial Training
Any Independent Representative who sponsors another Independent Representative into Asirvia must perform a bona fide assistance and training function to ensure that their downline is properly operating their Asirvia business. Independent Representatives must provide the most current version of the Policies and Procedures, the Income Disclosure Statement, and Compensation Plan to individuals whom they are sponsoring to become Independent Representatives before the applicant signs an IR Agreement.
6.2.2 – Ongoing Training Responsibilities
Independent Representatives must monitor the Independent Representatives in their downline organizations to ensure that downline Independent Representatives do not make improper product or business claims, or engage in any illegal or inappropriate conduct. Upon request, every Independent Representative should be able to provide documented evidence to Asirvia of their ongoing fulfilment of the responsibilities of a Sponsor.
6.3 – Non disparagement
Independent Representatives must not disparage, demean, or make negative remarks about Asirvia, other Asirvia Independent Representatives, Asirvia’s services, the Compensation plan, or Asirvia’s owners, board members, directors, officers, or employees.
6.4 - Reporting Policy Violations
Independent Representatives observing a Policy violation by another Independent Representative should submit a written report of the violation directly to the attention of the Asirvia Compliance department, complete with all supporting evidence and pertinent information. It is important to understand that information that is submitted will be kept confidential.

 

SECTION 7 – AUTOMATIC BILLING
7.1 - Billing
The membership program is automatically renewed each month with a credit or debit card maintained on file with Asirvia. The Independent Representative may make adjustments to their monthly subscription in the back office of the Asirvia website.

 

SECTION 8 –COMMISSIONS AND REFUND POLICY
8.1 - Bonus and Commission Qualifications
In order to qualify to receive commissions and bonuses, an Independent Representative must be in good standing and comply with the terms of the Agreement and these Policies and Procedures. An Independent Representative will qualify to receive commissions and bonuses so long as he/she produces one personal membership sale each month or maintains a personal membership in good standing for himself/herself. An Independent Representative is not required to maintain a personal membership but may do so if desired for purposes of this section.
8.2 - Errors or Questions
If an Independent Representative has questions about or believes any errors have been made regarding commissions, bonuses, Downline Activity Reports, or charges, the Independent Representative must notify Asirvia in writing within thirty (30) days of the date of the purported error or incident in question. Asirvia will not be responsible for any errors, omissions, or problems not reported to the Company within thirty (30) days.
8.3 - Bonus Buying Prohibited
Bonus buying is strictly and absolutely prohibited. Bonus buying includes: (a) the enrollment of individuals or entities without the knowledge of and/or execution of an IR Agreement by such individuals or entities; (b) the fraudulent enrollment of an individual or entity as an Independent Representative or Customer; (c) the enrollment or attempted enrollment of non-existent individuals or entities as Independent Representatives or Customers (“phantoms”); (d) purchasing Asirvia services on behalf of another Independent Representative or Customer, or under another Independent Representative’s or Customer’s ID number, to qualify for commissions or bonuses; and/or (f) any other mechanism or artifice 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.
8.4 - Reports
All information provided by Asirvia, including but not limited to personal sales volume (or any part thereof), and downline sponsoring activity is believed to be accurate and reliable. Nevertheless, due to various factors including but not limited to the inherent possibility of human and mechanical error; the accuracy, completeness, and timeliness of orders; denial of credit card and electronic check payments, an Independent Representative whose IR Agreement is cancelled shall receive commissions and bonuses only for the last full pay period he or she worked prior to cancellation (less any amounts withheld during an investigation preceding an involuntary cancellation).
An Asirvia participant 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 email to Asirvia.
8.5 – Refund Policy
Asirvia offers a thirty-day satisfaction guarantee on all initial fees paid to the company. All subsequent fees are nonrefundable. When a refund is requested by an Independent Representative the bonuses and commissions attributable to the refunded service will be deducted from the Independent Representative who received bonuses or commissions on such sales. Deductions will occur in the month in which the refund is given and continue every pay period thereafter until the commission is recovered.

 

SECTION 9 – DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
9.1 - Disciplinary Sanctions
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 an Independent Representative that, in the sole discretion of the Company, may damage its reputation or goodwill (such damaging act or omission need not be related to the Independent Representative’s Asirvia business), may result, at Asirvia’s discretion, in one or more of the following corrective measures:
• Issuance of a written warning or admonition;
• Requiring the Independent Representative to take immediate corrective measures;
• Imposition of a fine, which may be withheld from bonus and commission checks;
• Loss of rights to one or more bonus and commission checks;
• Withholding from an Independent Representative all or part of the Independent Representative’s bonuses and commissions during the period that Asirvia is investigating any conduct allegedly contrary to the Agreement. If an Independent Representative’s business is cancelled for disciplinary reasons, the Independent Representative will not be entitled to recover any commissions withheld during the investigation period;
• Suspension of the individual’s Independent Representative Agreement for one or more pay periods;
• Involuntary termination of the offender’s Independent Representative Agreement;
• Any other measure expressly allowed within any provision of the Agreement or which Asirvia deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the Independent Representative’s policy violation or contractual breach;
• Instituting legal proceedings for monetary and/or equitable relief. Each violation is reviewed on a case-by-case basis, and all disciplinary actions are at the sole discretion of Asirvia.
9.2 - Mediation
Prior to instituting arbitration, the parties shall meet in good faith and attempt to resolve any dispute arising from or relating to the Agreement through non-binding mediation. One individual who is mutually acceptable to the parties shall be appointed as mediator. The mediator’s fees and costs, as well as the costs of holding and conducting the mediation, shall be divided equally between the parties. Each party shall pay its portion of the anticipated shared fees and costs at least ten (10) days in advance of the mediation. Each party shall pay its own attorney’s fees, costs, and individual expenses associated with conducting and attending the mediation. Mediation shall be held in West Lebanon, NH, and shall last no more than two (2) business days.
9.3 - Arbitration
If mediation is unsuccessful, any controversy or claim arising out of or relating to the Agreement, or the breach thereof, shall be settled by confidential arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Independent Representatives waive all rights to trial by jury or to any court. All arbitration proceedings shall be held in Lebanon, New Hampshire. All parties shall be entitled to all discovery rights pursuant to the Federal Rules of Civil Procedure. There shall be one arbitrator, an attorney at law, who shall have expertise in business law transactions with a strong preference being an attorney knowledgeable in the direct selling industry, selected from the panel which the American Arbitration Panel provides. Each party to the arbitration shall be responsible for its own costs and expenses of arbitration, including legal and filing fees. The decision of the arbitrator shall be final and binding on the parties and may, if necessary, be reduced to a judgment in any court of competent jurisdiction. This agreement to arbitration shall survive any termination or expiration of the Agreement.
NO CLASS ACTION, OR OTHER REPRESENTATIVE ACTION OR PRIVATE ATTORNEY GENERAL ACTION OR JOINDER OR CONSOLIDATION OF ANY CLAIM WITH A CLAIM OF ANOTHER PERSON OR CLASS OF CLAIMANTS SHALL BE ALLOWABLE
Nothing in these Policies and Procedures shall prevent Asirvia from applying to and obtaining from any court having jurisdiction a writ of attachment, a temporary injunction, preliminary injunction, permanent injunction, or other relief available to safeguard and protect Asirvia’s interest prior to, during, or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding.
9.4 - Governing Law, Jurisdiction, and Venue
Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in New Hampshire. The Federal Arbitration Act shall govern all matters relating to arbitration. The laws of New Hampshire shall govern all other matters relating to or arising from the Agreement. Notwithstanding the foregoing, and the arbitration provision in this Agreement, residents of the State of Louisiana shall be entitled to bring an action against Asirvia in their home forum and pursuant to Louisiana law.

 

SECTION 10 – EFFECT OF CANCELLATION
10.1- Effect of Cancellation and Termination
So long as an Independent Representative remains active and complies with the terms of the Independent Representative Agreement and these Policies, Asirvia shall pay commissions to such Independent Representative in accordance with the Compensation Plan. An Independent Representative’s bonuses and commissions constitute the entire consideration for the Independent Representative’s efforts in generating sales and all activities related to generating sales (including, but not limited to, building a downline organization). Following an Independent Representative’s non-continuation of his or her IR Agreement, cancellation for inactivity, or voluntary or involuntary cancellation (termination) of his or her IR Agreement (all of these methods are collectively referred to as “Cancellation”), the former Independent Representative shall have no right, title, claim or interest to the downline organization which he or she operated, or any commission or bonus from the sales generated by the organization. Independent Representatives waive any and all rights, including, but not limited to, property rights, in the downline which they may have had. Following an Independent Representative’s cancellation of his or her IR Agreement, the former Independent Representative shall not hold him or herself out as an Asirvia Independent Representative and shall not have the right to sell Asirvia products or services. An Independent Representative whose IR Agreement is cancelled shall receive commissions and bonuses only for the last full pay period he or she worked prior to cancellation (less any amounts withheld during an investigation preceding an involuntary cancellation).
An Asirvia participant 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 email to Asirvia. The written notice must include the Independent Representative’s signature, printed name, address, and Independent Representative ID Number.
10.2- Non-Renewal
An Independent Representative may also voluntarily cancel their IR Agreement by failing to pay the renewal fee. Independent Representatives have a sixty (60) day grace period to get back into compliance for failure to pay the administrative fee.

 

SECTION 11 – DEFINITIONS

AGREEMENT: The contract between the Company and each Independent Representative; includes the IR Agreement, the Asirvia Policies and Procedures, and the Asirvia Compensation Plan, all in their current form and as amended by Asirvia in its sole discretion. These documents are collectively referred to as the “Agreement.”
CANCEL: The termination of an Independent Representative’s business. Cancellation may be either voluntary, involuntary, or through non-renewal.
COMPENSATION PLAN: The guidelines and referenced literature for describing how Independent Representatives can generate commissions and bonuses.
CUSTOMER: A Customer who purchases Asirvia services and does not engage in building a business or selling the service.
INDEPENDENT REPRESENTATIVE: An individual who purchases product, generates sales and business building commissions.
LINE OF SPONSORSHIP (LOS): A report generated by Asirvia that provides critical data relating to the identities of Independent Representatives, sales information, and enrollment activity of each Independent Representative’s organization. This report contains confidential and trade secret information which is proprietary to Asirvia.
ORGANIZATION: The Customers and Independent Representatives placed below a particular Independent Representative.
OFFICIAL Asirvia MATERIAL: Literature, audio or video tapes, and other materials developed, printed, published, and distributed by Asirvia to Independent Representatives.
PLACEMENT: Your position inside your Sponsor’s organization.
RECRUIT: For purposes of Asirvia’s Conflict of Interest Policy, the term “Recruit” means the actual or attempted solicitation, enrollment, encouragement, or effort to influence in any other way, either directly, indirectly, or through a third party, another Asirvia Independent Representative or Customer to enroll or participate in another multilevel marketing, network marketing, or direct sales opportunity.
SPONSOR: An Independent Representative who enrolls a Customer or another Independent Representative into the Company, and is listed as the Sponsor on the IR Agreement. The act of enrolling others and training them to become Independent Representatives is called “sponsoring.”
UPLINE: This term refers to the Independent Representative or Independent Representatives above a particular Independent Representative in a sponsorship line up to the Company. It is the line of sponsors that links any particular Independent Representative to the Company.