Common use of Dispute Resolution and Disciplinary Proceedings Clause in Contracts

Dispute Resolution and Disciplinary Proceedings. Disciplinary Sanctions. Violation of the agreement, fraudulent, deceptive or unethical business conduct by any ICA may result, at CNFT’s discretion, in one or more of the following corrective measures: • Issuance of a written warning or admonition; • Requiring the ICA to take immediate corrective measures; • Assessing of a fine, which may be withheld from commission checks; • Loss of rights to one or more commission checks; • Any other measure which CNFT deems practicable to resolve injuries caused partially or exclusively by the ICA’s policy violation or contractual breach. • Suspension of the individual’s CNFT affiliate account for one or more pay periods; • Involuntary cancellation of the offending ICA account; • Immediate removal of the CNFT website(s) and termination of the ICA’s account; • Any other measures expressly allowed within any provision of the agreement or allowed by law; • The ICA is only entitled to a commission if he or she is not in violation of the agreement. • Reconsideration. In the event an ICA is terminated and desires for his or her termination to be reconsidered, CNFT must receive the request for reconsideration in writing within 15 days from the date of notice of termination. If no request for reconsideration is received within the 15-day period, the termination will automatically be deemed final. If an ICA files a timely notice of request for reconsideration, CNFT will review the request for reconsideration and notify the ICA and the ethics committee of its decision within 10 days after receipt of the request for reconsideration. The decision of CNFT will be final and subject to no further review. In the event the termination is not rescinded, the termination will remain effective as of the date stated in the original termination notice. The ethics committee will consist of officers of CNFT and at times, as determined in CNFT’s sole discretion, other ICA’s selected by CNFT. • Grievances and Complaints. When an ICA has a grievance or complaint with another ICA regarding any practice or conduct in relationship to their respective CNFT businesses, the complaining ICA should first report problem to their enrolling ICA who should review the matter. If the matter cannot be resolved it must be reported in writing to the CNFT services department at CNFT. CNFT will review the facts and resolve it. • Cost Effective Dispute Resolution/Waiver of Jury Trial. • If a dispute arises relating to any relationship between or among CNFT, its officers, employees, ICA’s, followers/influencers or publishers, vendors or arising out of any products or services provided by CNFT, it is expected that the parties will attempt in good faith to resolve any such dispute in an amicable and mutually satisfactory manner. • In the event such efforts are unsuccessful, either party may serve a notice of mediation on the other party. Notice of mediation shall be personally delivered or sent by prepaid registered airmail or air courier, and shall be effective on receipt thereof by the party to whom it is addressed. Proof of receipt shall be a receipt signed by an officer or responsible official of the party to whom it is addressed. The notice of mediation shall be dated, and without prejudice to any right under the rules permitting subsequent modifications, and shall specify the claims issues that are to be addressed in the mediation. • If differences cannot be resolved by mediation, the parties agree that, in order to promote to the fullest extent reasonably possible a mutually amicable resolution of the dispute in a timely, efficient and cost effective manner, they will waive their respective rights to a trial by jury and settle their dispute by submitting the controversy to arbitration in accordance with the commercial rules of Canada Arbitration, except that all parties shall be entitled to all discovery rights allowed under the federal rules of civil procedure as those rules exist in the Canada Courts. • The arbitration shall be governed by the Canadian Arbitration Act, and the judgment upon the award rendered by the arbitrator may be entered by a court of competent jurisdiction thereof. If an ICA files a claim or counterclaim against CNFT, he or she may only do so on an individual basis through arbitration and not with any other ICA or as part of a class or consolidated action. Any substantive or procedural rights other than the enforceability of the arbitration agreement shall be governed by the laws of Canada. • Except as provided in Section 21, no party shall be entitled to commence or maintain any action in a court of law upon any matter in dispute until such matter shall have been submitted and determined as provided herein and then only for the enforcement of such arbitration award. The institution of any action for injunctive relief shall not constitute a waiver of the right or obligation of any party to submit any claim seeking relief other than injunctive relief. • Notwithstanding the foregoing, the arbitrator shall have no jurisdiction over disputes relating to the ownership, validity, use or registration of any xxxx, copyright, or other intellectual property or proprietary or confidential information of CNFT without CNFT’s prior written consent. CNFT may seek any applicable remedy in any applicable forum with respect to these disputes and with respect to money owed to CNFT. In addition to monetary damages, CNFT may obtain injunctive relief against any violation of the agreement or misuse of CNFT’s trademarks, copyrights or confidential information. • Nothing in this rule shall prevent CNFT from terminating the agreement or from applying to and obtaining from any court having jurisdiction a writ of attachment, a temporary injunction, preliminary injunction and/or other injunctive or emergency relief available to safeguard and protect CNFT’s interests prior to the filing of or during or following any arbitration or other proceeding or pending the handing down of a decision or award in connection with any arbitration or other proceeding. • Nothing contained herein shall be deemed to give the arbitrator any authority, power or right to alter, change, amend, modify, add to, or to subtract from any of the provisions of the CNFT agreement, TAP or any other legal use document or policy. • Governing Law, Jurisdiction and Venue. Sole and exclusive jurisdiction and venue of any matter shall reside in Canada, or the binding Arbitration defined in Canadian Laws (For ALL International Consumers). Except as set forth herein, arbitration shall be the sole and exclusive procedure for resolution of disputes between the parties, including any disputes that might arise after termination of this agreement.

Dispute Resolution and Disciplinary Proceedings. SECTION 8 - 1 - Disciplinary Sanctions. Sanctions Violation of the agreementAgreement, 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 conduct, or any act or omission by any ICA a Distributor 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 Distributor's LIMMITLESS business), may result, at CNFT’s LIMMITLESS's discretion, in one or more of the following corrective measures: •  Issuance of a written warning or admonition; •  Requiring the ICA Distributor to take immediate corrective measures; • Assessing  Imposition of a fine, which may be withheld from bonus and commission checks; •  Loss of rights to one or more bonus and commission checks; •  LIMMITLESS may withhold from a Distributor all or part of the Distributor's bonuses and commissions during the period that LIMMITLESS is investigating any conduct allegedly violative 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;  Suspension of the individual's Distributor Agreement for one or more pay periods;  Permanent or temporary loss of, or reduction in, the current and/or lifetime rank of a Distributor (which may subsequently be re-earned by the Distributor);  Transfer or removal of some or all of a Distributor's downline Distributors from the offending Distributor's Marketing Organization;  Involuntary termination of the offender's Distributor Agreement;  Suspension and/or termination of the offending Distributor's LIMMITLESS website or website access; or  Any other measure expressly allowed within any provision of the Agreement or which CNFT LIMMITLESS deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the ICA’s Distributor's policy violation or contractual breach. • Suspension of the individual’s CNFT affiliate account for one or more pay periods; • Involuntary cancellation of the offending ICA account; • Immediate removal of the CNFT website(s) and termination of the ICA’s account; • Any other measures expressly allowed within any provision of the agreement or allowed In situations deemed appropriate by law; • The ICA is only entitled to a commission if he or she is not in violation of the agreement. • Reconsideration. In the event an ICA is terminated and desires for his or her termination to be reconsidered, CNFT must receive the request for reconsideration in writing within 15 days from the date of notice of termination. If no request for reconsideration is received within the 15-day periodLIMMITLESS, the termination will automatically be deemed final. If an ICA files a timely notice of request Company may institute legal proceedings for reconsideration, CNFT will review the request for reconsideration and notify the ICA and the ethics committee of its decision within 10 days after receipt of the request for reconsideration. The decision of CNFT will be final and subject to no further review. In the event the termination is not rescinded, the termination will remain effective as of the date stated in the original termination notice. The ethics committee will consist of officers of CNFT and at times, as determined in CNFT’s sole discretion, other ICA’s selected by CNFT. • Grievances and Complaints. When an ICA has a grievance or complaint with another ICA regarding any practice or conduct in relationship to their respective CNFT businesses, the complaining ICA should first report problem to their enrolling ICA who should review the matter. If the matter cannot be resolved it must be reported in writing to the CNFT services department at CNFT. CNFT will review the facts and resolve it. • Cost Effective Dispute Resolution/Waiver of Jury Trial. • If a dispute arises relating to any relationship between or among CNFT, its officers, employees, ICA’s, followers/influencers or publishers, vendors or arising out of any products or services provided by CNFT, it is expected that the parties will attempt in good faith to resolve any such dispute in an amicable and mutually satisfactory manner. • In the event such efforts are unsuccessful, either party may serve a notice of mediation on the other party. Notice of mediation shall be personally delivered or sent by prepaid registered airmail or air courier, and shall be effective on receipt thereof by the party to whom it is addressed. Proof of receipt shall be a receipt signed by an officer or responsible official of the party to whom it is addressed. The notice of mediation shall be dated, and without prejudice to any right under the rules permitting subsequent modifications, and shall specify the claims issues that are to be addressed in the mediation. • If differences cannot be resolved by mediation, the parties agree that, in order to promote to the fullest extent reasonably possible a mutually amicable resolution of the dispute in a timely, efficient and cost effective manner, they will waive their respective rights to a trial by jury and settle their dispute by submitting the controversy to arbitration in accordance with the commercial rules of Canada Arbitration, except that all parties shall be entitled to all discovery rights allowed under the federal rules of civil procedure as those rules exist in the Canada Courts. • The arbitration shall be governed by the Canadian Arbitration Act, and the judgment upon the award rendered by the arbitrator may be entered by a court of competent jurisdiction thereof. If an ICA files a claim or counterclaim against CNFT, he or she may only do so on an individual basis through arbitration and not with any other ICA or as part of a class or consolidated action. Any substantive or procedural rights other than the enforceability of the arbitration agreement shall be governed by the laws of Canada. • Except as provided in Section 21, no party shall be entitled to commence or maintain any action in a court of law upon any matter in dispute until such matter shall have been submitted and determined as provided herein and then only for the enforcement of such arbitration award. The institution of any action for injunctive relief shall not constitute a waiver of the right or obligation of any party to submit any claim seeking relief other than injunctive monetary and/or equitable relief. • Notwithstanding the foregoing, the arbitrator shall have no jurisdiction over disputes relating to the ownership, validity, use or registration of any xxxx, copyright, or other intellectual property or proprietary or confidential information of CNFT without CNFT’s prior written consent. CNFT may seek any applicable remedy in any applicable forum with respect to these disputes and with respect to money owed to CNFT. In addition to monetary damages, CNFT may obtain injunctive relief against any violation of the agreement or misuse of CNFT’s trademarks, copyrights or confidential information. • Nothing in this rule shall prevent CNFT from terminating the agreement or from applying to and obtaining from any court having jurisdiction a writ of attachment, a temporary injunction, preliminary injunction and/or other injunctive or emergency relief available to safeguard and protect CNFT’s interests prior to the filing of or during or following any arbitration or other proceeding or pending the handing down of a decision or award in connection with any arbitration or other proceeding. • Nothing contained herein shall be deemed to give the arbitrator any authority, power or right to alter, change, amend, modify, add to, or to subtract from any of the provisions of the CNFT agreement, TAP or any other legal use document or policy. • Governing Law, Jurisdiction and Venue. Sole and exclusive jurisdiction and venue of any matter shall reside in Canada, or the binding Arbitration defined in Canadian Laws (For ALL International Consumers). Except as set forth herein, arbitration shall be the sole and exclusive procedure for resolution of disputes between the parties, including any disputes that might arise after termination of this agreement.

Dispute Resolution and Disciplinary Proceedings. Disciplinary Sanctions. Sanctions Violation of the agreementAgreement, 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 conduct, or any act or omission by any ICA an Affiliate that, in the sole discretion of the Company may damage its reputation or goodwill, may result, at CNFT’s wor(l)d's discretion, in one or more of the following corrective measures: • Issuance of a written warning or admonition; • Requiring the ICA Affiliate to take immediate corrective measures; • Assessing Imposition of a fine, which may be withheld from commission checksBonuses and Commissions; • Loss of rights to one or more commission checksBonus or Commission payments; • WOR(l)D may withhold from an Affiliate all or part of the Affiliate's Bonuses and Commissions during the period that WOR(l)D is investigating any conduct allegedly in violation of the Agreement. If an Affiliate's business is canceled for disciplinary reasons, the Affiliate will not be entitled to recover any Commissions withheld during the investigation period; Suspension of the individual's Affiliate Agreement for one or more pay periods; Involuntary termination of the offender's Affiliate Agreement; Any other measure expressly allowed within any provision of the Agreement or which CNFT WOR(l)D deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the ICA’s Affiliate's policy violation or contractual breach. • Suspension of the individual’s CNFT affiliate account for one or more pay periods; • Involuntary cancellation of the offending ICA account; • Immediate removal of the CNFT website(s) and termination of the ICA’s account; • Any other measures expressly allowed within any provision of the agreement or allowed In situations deemed appropriate by law; • The ICA is only entitled to a commission if he or she is not in violation of the agreement. • Reconsideration. In the event an ICA is terminated and desires for his or her termination to be reconsidered, CNFT must receive the request for reconsideration in writing within 15 days from the date of notice of termination. If no request for reconsideration is received within the 15-day periodWOR(l)D, the termination will automatically be deemed finalCompany may institute legal proceedings for monetary and/or equitable relief. If an ICA files a timely notice of request for reconsideration, CNFT will review the request for reconsideration and notify the ICA and the ethics committee of its decision within 10 days after receipt of the request for reconsideration. The decision of CNFT will be final and subject to no further review. In the event the termination is not rescinded, the termination will remain effective as of the date stated in the original termination notice. The ethics committee will consist of officers of CNFT and at times, as determined in CNFT’s sole discretion, other ICA’s selected by CNFT. • - Grievances and Complaints. Complaints When an ICA Affiliate has a grievance or complaint with another ICA Affiliate regarding any practice or conduct in relationship to their respective CNFT WOR(l)D businesses, the complaining ICA Affiliate should first report the problem to their enrolling ICA his or her Sponsor who should review the mattermatter and try to resolve it with the other party's upline sponsor. If the matter cannot be resolved involves interpretation or violation of Company policy, it must be reported in writing to the CNFT services department Affiliate Services Department at CNFTthe Company. CNFT The Affiliate Services Department will review the facts and attempt to resolve it. • Cost Effective Dispute Resolution/Waiver of Jury Trial. • If a dispute arises relating to any relationship between - Arbitration Any controversy or among CNFT, its officers, employees, ICA’s, followers/influencers or publishers, vendors or claim arising out of any products or services provided by CNFTrelating to the Agreement, it is expected that or the parties will attempt in good faith to resolve any such dispute in an amicable and mutually satisfactory manner. • In the event such efforts are unsuccessfulbreach thereof, either party may serve a notice of mediation on the other party. Notice of mediation shall be personally delivered or sent settled by prepaid registered airmail or air courierarbitration administered by India under its Commercial Arbitration Rules, and shall be effective judgment on receipt thereof by the party to whom it is addressed. Proof of receipt shall be a receipt signed by an officer or responsible official of the party to whom it is addressed. The notice of mediation shall be dated, and without prejudice to any right under the rules permitting subsequent modifications, and shall specify the claims issues that are to be addressed in the mediation. • If differences cannot be resolved by mediation, the parties agree that, in order to promote to the fullest extent reasonably possible a mutually amicable resolution of the dispute in a timely, efficient and cost effective manner, they will waive their respective rights to a trial by jury and settle their dispute by submitting the controversy to arbitration in accordance with the commercial rules of Canada Arbitration, except that all parties shall be entitled to all discovery rights allowed under the federal rules of civil procedure as those rules exist in the Canada Courts. • The arbitration shall be governed by the Canadian Arbitration Act, and the judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction there of. Affiliates waive all rights to trial by a court of competent jurisdiction thereofjury or to any court. If an ICA files a claim or counterclaim against CNFT, he or she may only do so on an individual basis through All arbitration and not with any other ICA or as part of a class or consolidated action. Any substantive or procedural rights other than the enforceability of the arbitration agreement proceedings shall be governed by the laws of Canadaheld in India. • Except as provided in Section 21, no party All parties shall be entitled to commence or maintain all discovery rights pursuant to any action in a court of law upon any matter in dispute until such matter Procedure. There shall be one arbitrator, an attorney at law, who shall have been submitted expertise in business law transactions with a strong preference being an attorney knowledgeable in the direct selling industry, selected from the panel that the India Arbitration Panel provides. Each party to the arbitration shall be responsible for its own costs and determined as provided herein expenses of arbitration, including legal and then only for the enforcement of such arbitration awardfiling fees. The institution decision of any action for injunctive relief shall not constitute a waiver of the right or obligation of any party to submit any claim seeking relief other than injunctive relief. • Notwithstanding the foregoing, the arbitrator shall have no jurisdiction over disputes relating be final and binding on the parties and may, if necessary, be reduced to the ownership, validity, use or registration of any xxxx, copyright, or other intellectual property or proprietary or confidential information of CNFT without CNFT’s prior written consent. CNFT may seek any applicable remedy a judgment in any applicable forum with respect court of competent jurisdiction. This agreement to these disputes and with respect to money owed to CNFT. In addition to monetary damages, CNFT may obtain injunctive relief against arbitration shall survive any violation termination or expiration of the agreement or misuse of CNFT’s trademarks, copyrights or confidential informationAgreement. • Nothing in this rule these Policies and Procedures shall prevent CNFT from terminating the agreement or from WOR(l)Dfrom applying to and obtaining from any court having jurisdiction a writ write of attachment, a temporary injunction, preliminary injunction, permanent injunction and/or or other injunctive or emergency relief available to safeguard and protect CNFT’s interests WOR(l)D's interest prior to to, during or following the filing of or during or following any arbitration or other proceeding or pending the handing down rendition of a decision or award in connection with any arbitration or other proceeding. • Nothing contained herein shall be deemed to give the arbitrator any authority, power or right to alter, change, amend, modify, add to, or to subtract from any of the provisions of the CNFT agreement, TAP or any other legal use document or policy. • proceeding - Governing Law, Jurisdiction and Venue. Sole and exclusive jurisdiction Venue Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in CanadaIndia, State of India. The law of India shall govern all other matters relating to or arising from the binding Arbitration defined in Canadian Laws (For ALL International Consumers). Except as set forth herein, arbitration shall be the sole and exclusive procedure for resolution of disputes between the parties, including any disputes that might arise after termination of this agreement.Agreement