EXHIBIT 10.17
POLICIES AND PROCEDURES
OF
MSTG SOLUTIONS
MSTG SOLUTIONS - POLICIES AND PROCEDURES
SECTION 1 - GENERAL
1.1 Policies and Procedures
The policies and procedures of MSTG Solutions, Inc. are incorporated into the
Independent Representative Agreement and form an integral part of the
Independent Representative Form. The term "Agreement" is used collectively to
refer to the Independent Representative Agreement, Advertising Rules and
Regulations, Marketing, Compensation Plan and those Policies and Procedures as
set forth herein as such Policies and Procedures, Marketing, Compensation Plan
and the Rules and Regulations which may be amended from time to time. These
documents are incorporated, by reference, into the Independent Representative
Agreement in their current form as amended by MSTG Solutions, Inc.
1.2 Purpose
MSTG Solutions, Inc. is a direct sales company that markets through its
Independent Representatives, the sale of business-related products and services.
Independent Representatives are required to comply with all of the terms and
conditions set forth in the Agreement, which MSTGS may amend at its sole
discretion from time to time, as well as all International, Federal, State and
Local Laws governing the MSTG Solutions, Inc. business.
1.3 Changes to the Independent Representative Agreement, Policies and
Procedures, Marketing and Compensation
By signing the Independent Representative Agreement, the Independent
Representative agrees to abide by all amendments or modifications that MSTG
Solutions, Inc. elects to make. Notification of amendments, modifications or
changes will be effective upon publication (i.e., facsimile, electronic mail,
regular mail, etc.). The continuation of the Independent Representative's
business, or the Independent Representative's acceptance of commissions,
residual income, if any, or bonuses constitutes acceptance of any and all
amendments.
SECTION 2 - BECOMING AN INDEPENDENT REPRESENTATIVE
2.1 Requirements to become an Independent Representative.
In order to become an MSTG Solutions, Inc. Independent Representative, each
applicant must meet all of the following criteria:
o Be the age of majority in his or her state of residence
o Have a valid Social Security Number, Federal Tax Identification
Number, Employer Identification Number, or allow MSTG Solutions, Inc.
to withhold in the case of Foreign Nationals.
MSTG Solutions, Inc. reserves the right to reject any applications to become a
new Independent Representative or applications for renewal in the event of
violation of the Independent Representative Agreement or Policies and
Procedures.
2.2 Independent Representative Benefits
Once an Independent Representative Form, containing the Independent
Representative Agreement, has been accepted by MSTG Solutions, Inc., the
benefits of the Marketing and Compensation Plan and the Independent
Representative Agreement are available to the new Independent Representative.
These benefits include the right to:
o Purchase MSTG Solutions, Inc. programming, products and services at
the Independent Representative price.
o Participate in the MSTG Solutions, Inc. Marketing and Compensation
Plan (receive commissions, overrides and bonuses, if qualified).
o Sponsor and enroll other individuals as MSTG Solutions, Inc.
Independent Representatives.
o Receive periodic MSTG Solutions, Inc. literature and other forms of
MSTG Solutions, Inc. communication.
o Participate in MSTG Solutions, Inc. sponsored support in the form of
training, motivational events and recognition functions, upon payment
of appropriate charges, if applicable.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
o Participate in promotional and incentive contests and programs
sponsored by MSTG Solutions, Inc. for its Independent Representatives.
SECTION 3 - MSTG Solutions, Inc. Business
3.1 Adherence to the MSTG Solutions, Inc. Marketing and Compensation Plan.
Independent Representatives must adhere to the terms of the MSTG Solutions, Inc.
Marketing and Compensation plan, as set forth in official MSTG Solutions, Inc.
literature. Independent Representatives shall not offer the MSTG Solutions, Inc.
opportunity through, or in combination with any other system, program or method
of marketing other than that specifically stated in the official MSTG Solutions,
Inc. literature. Independent representatives shall not require or encourage
other Independent Representatives to execute any agreement or contract other
than the official MSTG Solutions, Inc. agreements and contracts in order to
become an MSTG Solutions, Inc. Independent Representative. Similarly,
Independent Representatives shall not require or encourage other Independent
Representatives to make any purchases from, or payment to any individual or
other entity to participate in the MSTG Solutions, Inc. Marketing and
Compensation Plan other than those purchases or payments identified as
recommended or required in official MSTG Solutions, Inc. literature.
3.2 Advertising
The company reserves the right to reject any applications to become a new
Independent Representative or applications for renewal in the event of violation
of the Agreement. In the conduct of his or her business, the Independent
Representative shall safeguard and promote the reputation of MSTG Solutions,
Inc. and its programming and products (also see Advertising Rules and
Regulations). The marketing and promotion of MSTG Solutions, Inc., the Marketing
and Compensation Plan, and MSTG Solutions, Inc.'s programming, products and
services shall be consistent with the public interest and must avoid all
discourteous, deceptive, misleading, unethical or immoral conduct or practices.
3.3 Addition of Co-Applicants.
When adding a co-applicant (either an individual or business entity) to an
existing MSTG Solutions, Inc. business, MSTG Solutions, Inc. requires both a
written request, as well as a properly completed Independent Representative
Agreement containing the applicant and the co-applicant's Social Security
Number, Federal Tax Identification Number or Employer Identification Number with
signatures. To prevent circumvention of this Section (regarding changes an
assignments of a MSTG Solutions, Inc. business), the original applicant must
remain as a party to the original Independent Representative Form and Agreement.
The original Independent Representative may not terminate his or her
relationship with MSTG Solutions, Inc., he or she must change or assign his or
her business in accordance with Section 3.21. All bonus and commission checks
will be sent to the address of record of the original Independent
Representative. There is a non-refundable $50.00 fee for each applicant change
requested, which must be included with the written request and the completed
Independent Representative Form containing the Agreement. MSTG Solutions, Inc.
may, at its discretion, require notarized documents before implementing any
changes to an MSTG Solutions, Inc. business. Please allow thirty [30] days after
the receipt of the request by MSTG Solutions, Inc. for processing. Please note
that the modifications permitted within the scope of this paragraph do not
include a change of sponsorship. Changes of sponsorship are addressed in Section
3.4 below.
3.4 Change of Sponsorship
To protect the integrity of all marketing organizations and safeguard the hard
work of all Independent Representatives, MSTG Solutions, Inc. strongly
discourages changes in sponsorship. Maintaining the integrity of sponsorship is
critical for the success of every Independent Representative and market
organization. Accordingly, the change of a MSTG Solutions, Inc. business from
one sponsor to another is rarely permitted. Requests for changes of sponsorship
must be submitted in writing to the Compliance Department and must include the
reason for the change. Changes will be considered only in the following
circumstances:
o In cases involving fraudulent inducement or unethical sponsoring, an
Independent Representative may request that he or she be changed to
another organization with his or her
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
entire marketing organization intact. All requests for change alleging
fraudulent enrollment practices shall be evaluated on a case-by-case
basis, with MSTG Solutions, Inc. having the final decision whether
such infraction occurred.
o The Independent Representative seeking to change submits a properly
completed and fully executed Sponsorship Change Form (available by
faxed request to the Compliance Department), which includes the
written approval of all parties (up to seven [7] levels of active
Independent Representative uplines), whose income will be affected by
the change. Photocopied or facsimile signatures are not acceptable.
All Independent Representatives' signatures must be notarized. The
Independent Representative who requests the change must submit a
non-refundable $50.00 for administrative charges and data processing.
If the changing Independent Representative also wants to move any
Independent Representative in his or her marketing organization, each
downline Independent Representative also must obtain a properly
completed Sponsorship Change Form and return it to MSTG Solutions,
Inc. with the non-refundable $50.00 change fee (i.e., the cost to move
an MSTG Solutions, Inc. business).
o Downline Independent Representatives will not be moved with the
changing Independent Representative unless all of the requirements of
this paragraph are met. Changing Independent Representatives must
allow thirty [30] days after the receipt of the Sponsorship Change
Form for processing and verifying change requests. Final approval
rests with MSTG Solutions, Inc.
3.5 Cancellation, Termination and Re-Application
An Independent Representative may legitimately change organizations by
voluntarily canceling or terminating his or her MSTG Solutions, Inc. business
and remaining inactive for three [3] full calendar months (i.e., no sales of
MSTG Solutions, Inc. products and services, no sponsoring, no attendance at any
of the MSTG Solutions, Inc. functions, no participation in any other form of
Independent Representative activity or no operation of any other MSTG Solutions,
Inc. Independent Representative's business). Following the three-month period
after cancellation or termination, the former Independent Representative may
re-apply under a new sponsor.
3.6 Refund
An Independent Representative may request a refund by providing written notice
to MSTG Solutions, Inc. within three [3] business days after the date of the
transaction. To cancel the transaction, mail or deliver a signed and dated copy
of the Cancellation Notice or any other written notice, or send a telegram to
MSTG Solutions, Inc., 0000 X. Xxxxxx Xxxxxx, Xxxxx 000, Xxxxxx, XX 00000, no
later than midnight of the third [3] business day. If a refund is requested
after the third [3] business day, then MSTG Solutions, Inc. shall repurchase the
Marketing Kit, provided that the Marketing Kit is returned to MSTG Solutions,
Inc. in a usable and resalable condition. The repurchase shall be at a price of
not less than 90% of MSTG Solutions, Inc.'s cost to provide the Marketing Kit to
the Independent Representative.
3.7 Unauthorized Claims and Representations
3.7.1 Indemnification
An Independent Representative is fully responsible for all of his or her verbal
and written statements made regarding the MSTG Solutions, Inc. facility,
programming, products, services, and the Marketing and Compensation Plan, which
are not expressly, contained in the current, official MSTG Solutions, Inc.
materials. Independent Representatives agree to indemnify MSTG Solutions, inc.
and hold it harmless from any and all liability including judgments, civil
penalties, refunds, attorney fees, court costs or lost business incurred by MSTG
Solutions, Inc. as a result of the Independent Representative's unauthorized
representations.
3.7.2 Income Claims
In their enthusiasm to enroll prospective Independent Representatives, some
Independent Representatives occasionally are tempted to make income claims or
earnings representations in order to demonstrate the inherent power of network
marketing. This is counterproductive because new
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
Independent Representatives may become disappointed very quickly if their
results are not as extensive or as rapid as the results of others have achieved.
At MSTG Solutions, Inc., we firmly believe that the MSTG Solutions, Inc. income
potential is great enough to be highly attractive, without reporting the
earnings of others. Moreover, the Federal Trade Commission and several states
have laws and regulations that govern or even prohibit certain types of income
claims and testimonials made by personas engaged in network marketing. While
Independent Representatives may believe it is beneficial to provide copies of
checks, or to disclose the earnings of themselves or others, such approaches
have legal consequences that can negatively impact MSTG Solutions, Inc., as well
as the Independent Representative making the claim unless appropriate
disclosures required by law are also made contemporaneously with the income
claim or earnings representation. Because MSTG Solutions, Inc. Independent
Representatives do not have the data necessary to comply with the legal
requirements for making income claims, an Independent Representative, when
presenting or discussing the MSTG Solutions, Inc. opportunity, Marketing and
Compensation Plan to a prospective Independent Representative or customer, may
not make income projections and income claims.
3.8 Conflicts of Interest
3.8.1 Unauthorized Recruiting and Sales
In order to avoid conflicts of interest and loyalties, MSTG Solutions, Inc.
Independent Representatives may not participate in other direct selling, network
marketing or multi-level marketing ventures (collectively "multi-level
marketing"), which directly or indirectly conflict with the type of products and
services promoted by MSTG Solutions, Inc.
3.8.2 Non-Solicitation of MSTG Solutions, Inc. Independent Representatives and
Customers.
For a period of nine months after the cancellation (cancellation may be either
voluntary, involuntary, through non-renewal or inactivity) of an individual or
entity's Independent Representative Agreement, the ex-Independent Representative
shall not, directly or through a third party, solicit any MSTG Solutions, Inc.
Independent Representative or Customer for any direct sales, network marketing
or multi-level marketing program or opportunity. This provision shall survive
the termination or cancellation of the Independent Representative's Agreement.
If the solicitation of the Independent Representative or Customer is performed
by a third party outside of the Independent Representative Agreement, MSTG
Solutions, Inc. will undertake any and all legal actions necessary to be
compensated for the irreparable harm caused by the unauthorized solicitation.
3.8.3 Genealogies and Downline Activity Reports
All genealogies and downline activity reports are confidential and constitute
proprietary business trade secrets belonging to MSTG Solutions, Inc. Genealogies
and Downline Activity Reports are provided to active Independent Representatives
only in the strictest confidence and are made available to Independent
Representatives for the sole purpose of assisting Independent Representatives
and their respective downline organizations in the development of their MSTG
Solutions, Inc. business. Independent Representatives should use these reports
to manage, motivate and train their downline Independent Representatives. The
Independent Representatives and MSTG Solutions, Inc. agree that, but for this
Agreement of confidentiality and non-disclosure, MSTG Solutions, Inc. would not
provide Genealogies and Downline Activity Reports to the Independent
Representatives. During any term of the Independent Representative and for a
period of nine months after the termination or expiration of the Independent
Representative Agreement between the Independent Representative and MSTG
Solutions, Inc., for any reason whatsoever, the Independent Representative shall
not, on his or her own behalf, or on behalf of any other person, partnership,
association, corporation or other entity:
o Directly or indirectly disclose any information contained in any
Genealogy or Downline Activity Report to any third party.
o Use the information to compete with MSTG Solutions, Inc., or for any
purpose other than promoting his or her MSTG Solutions, Inc. business.
o Recruit or solicit any Independent Representative or Customer of MSTG
Solutions, Inc. listed on any report or in any manner attempt to
influence or induce any Independent Representative or Customer of MSTG
Solutions, Inc. to alter their business relationship with MSTG
Solutions, Inc. Use or disclose to any person, partnership,
association, corporation or
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
other entity any information contained in any Genealogy or Downline
Activity Report. Conflict of Interest provisions shall survive the
cancellation or termination of this Agreement. Upon demand by the
Company, any current or former Independent Representative will return
the original and all copies of Genealogies or Downline Activity
Reports to the Company, representing that any and all copies have been
returned.
3.9 Corporations, Partnerships and Trusts
A corporation, partnership or business trust may apply to be a MSTG Solutions,
Inc. Independent Representative by submitting its Certificate of Incorporation,
Partnership Agreement or Trust documents (these documents are collectively
referred to as the "Entity Documents") to MSTG Solutions, Inc., along with a
properly completed corporation, partnership, trust or DBA form, along with an
Independent Representative Form containing the Agreement. A MSTG Solutions, Inc.
business may change its status under the same sponsor from an individual to a
partnership, corporation or trust, or form one type of Entity to another. To do
so, the Independent Representatives must provide the documents. The corporation,
partnership, trust or DBA form must be signed by all of the shareholders,
partners or trustees. Members of the Corporation, Limited-Liability Company,
Trust or DBA are jointly and severally liable for any indebtedness or other
obligation to MSTG Solutions, Inc. It is the responsibility of those persons
involved in the Entity to conform to the laws of the state in which their Entity
is formed.
3.10 Cross-Group Sponsoring
"Cross-Group Sponsoring" is defined as the enrollment of an individual or Entity
that already has a current Customer or Independent Representative Agreement on
file with MSTG Solutions, Inc., or who has had such an agreement within the
preceding three calendar months, within a different line of sponsorship. Actual
or attempted cross-group sponsoring is strictly prohibited. The use of a spouse
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. An Independent
Representatives may not demean, discredit or invalidate other MSTG Solutions,
Inc. Independent Representatives in an attempt to entice another Independent
Representatives to become part of the first Independent Representative's
marketing organization. This policy shall not prohibit the change of an MSTG
Solutions, Inc. business in accordance with Section 3.20.
3.11 Errors or Questions
In the event an Independent Representative has questions about, or believes any
errors have been made, regarding commissions, bonuses, downline activity
reports, automatic drafts or charges, the Independent Representatives must
notify MSTG Solutions, Inc. within 30 days of the date of the purported error or
incident in question. MSTG Solutions, Inc. will not be responsible for any
errors, omissions or problems not reported within 30 days.
3.12 Governmental Approval or Endorsement
Neither Federal, State, nor Local regulatory agencies or officials approve or
endorse any direct selling or network marketing companies or programs.
Therefore, Independent Representatives shall not represent or imply that MSTG
Solutions, Inc. or its Marketing and Compensation Plan have been "approved,"
"endorsed" or otherwise sanctioned by any government agency.
3.13 Holding Applications or Orders
Independent Representatives must not manipulate enrollments or new applicants
and purchases of products. All Independent Representative Forms and Agreements,
and product orders must be sent to MSTG Solutions, Inc. within 24 hours from the
time they are executed.
3.14 Identification
All Independent Representatives are required to provide their Social Security
Number, Social Insurance Number or a Federal Taxpayer Identification Number to
MSTG Solutions, Inc. on the Independent Representative Form and Agreement. Upon
enrollment, MSTG Solutions, Inc. will provide the Independent Representative a
unique identification number by which he or she will be identified. This number
will be used to track commissions and bonuses.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
3.15 Income Taxes
Every year, MSTG Solutions, Inc. will provide the IRS From 1099-MISC
(non-employee compensation) earnings statement to each United States resident
who had earnings of over $600.00 in the previous calendar year. Each Independent
Representative is responsible for paying local, state and federal taxes on any
income received as an Independent Representative.
3.16 Independent Contractor Status
Independent Representatives are contractors and are not purchasers of a
franchise or a business opportunity. The agreement between MSTG Solutions, Inc.
and its Independent Representatives does not create an employer-employee
relationship, agency, partnership or joint venture between MSTG Solutions, Inc.
and the Independent Representative. Independent Representatives shall not be
treated as an employee for his or her services or for Federal, State or
Provincial tax purposes. All Independent Representatives are responsible for
paying local, state and federal taxes due from all compensation earned as an
Independent Representative of MSTG Solutions, Inc. The Independent
Representative has no authority (expressed or implied) to bind the company to
any obligation. Each Independent Representative is encouraged to establish his
or her own goals, hours and methods of sale, so long as he or she complies with
the terms of the Independent Representative Agreement, these Policies and
Procedures and applicable laws.
3.17 International Marketing
Independent Representatives are authorized to sell MSTG Solutions, Inc.
programming, products, services and enroll customers or Independent
Representatives in other countries in which MSTG Solutions, Inc. is authorized
to conduct business, as announced from time to time in official company
literature. MSTG Solutions, Inc. products cannot be shipped into or sold in any
foreign country for the purpose of resale. No Independent Representative may
sell, give, change, import, export or distribute MSTG Solutions, Inc. products
or sales aids in any unauthorized country. In addition, no Independent
Representative may, in any unauthorized country:
o Conduct sales, enrollment or training meetings.
o Enroll or attempt to enroll potential customers of Independent
Representatives.
o Conduct any other activity for the purpose of selling MSTG Solutions,
Inc. programming products, establishing a marketing organization or
promoting the MSTG Solutions, Inc. opportunity.
3.18 Laws and Ordinances
3.18.1 Compliance with Federal, State and Local Laws
Independent Representatives shall comply with all federal, state and local laws
and regulations in the conduct of their businesses. The violation or attempted
violation of any such law or regulation, or fraudulent or deceptive conduct,
shall be grounds for disciplinary action by MSTG Solutions, Inc.
3.19 Minors
A minor is a person who is not of legal age (as recognized by the state in which
they reside) to enter into a legal and binding contract.
3.20 One MSTG Solutions, Inc. Business
An Independent Representative may operate or have ownership interest, legal or
equitable, in only one MSTG Solutions, Inc. business. No individual may have,
operate or receive compensation from more than one MSTG Solutions, Inc.
business. Individuals of the same family unit may enter into or have an interest
in more than one Independent Representative Agreement. A "family unit" is
defined as spouses and dependent children living at, or doing business at, the
same address. The Independent Representative Agreement is voidable by MSTG
Solutions, Inc. if the Independent Representative or the family unit to which
the Independent Representative belongs has previously signed on the Independent
Representative Agreement, unless the prior agreement expired or was terminated
at least six calendar months prior thereto, or the Agreement represents one of
the exceptions below.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
3.20.1 One Sponsorship per Household
An exception to the one business per Independent Representative rule pertains to
married couples, who may maintain separate Independent Representative status.
This exception only applies when one spouse is the direct sponsor of the other.
Both parties must complete an Independent Representative Agreement and are bound
to the Policies and Procedures, as would any Independent Representative.
3.20.2 When Independent Representatives Marry
Three possibilities exist regarding an MSTG Solutions, Inc. business when two
Independent Representatives marry. Because of the marriage, the three-month
waiting period may be waived with upline approval. The possibilities include:
o They may maintain their current Independent Representative status.
o One spouse may terminate or sell his or her MSTG Solutions, Inc.
business and become a co-applicant with the other.
o One spouse can terminate or sell his or her MSTG Solutions, Inc.
business.
3.20.3 Actions of Household Members or Affiliated Individuals
If any member of an Independent Representative's immediate household engages in
any activity which, if performed by the Independent Representative, would
violate the Agreement; such activity will be deemed as a violation by the
Independent Representative and MSTG Solutions, Inc. may take disciplinary action
pursuant to the Statement of Policies against the Independent Representative.
Similarly, if any individual associated in any way with a corporation,
partnership, trust or other entity (collectively "affiliated individual")
violates the Agreement, such action(s) will be deemed a violation by the Entity,
and MSTG Solutions, Inc. may take disciplinary action against the Entity.
3.21 Request for Records
Any request from an Independent Representative for copies of invoices or other
records will require a minimum fee of $12. Requests for printed genealogies will
require a fee of three [3] cents per line and with a minimum cost of $12 plus
postage. These fees cover the expense of mailing and time required to research
files and make copies of the records. Distribution by any service other than
regular first-class mail will be at an additional charge. All fees must be paid
by credit card in advance of shipping upon request of service.
3.22 Sale, Change or Assignment of a MSTG Solutions, Inc. Business
Although a MSTG Solutions, inc. business is privately owned,
independently-operated business, the sale, or change of assignment to MSTG
Solutions, Inc. business is subject to certain limitations on the change of the
business. If an Independent Representative wishes to sell his or her MSTG
Solutions, Inc. business, the following criteria must be met:
o Protection of the existing line of sponsorship must always be
maintained so that the MSTG Solutions, Inc. business continues to be
operated in that line of sponsorship.
o The buyer or change must not be a current Independent Representative.
If the buyer is an active MSTG Solutions, Inc., he or she must first
terminate his or her MSTG Solutions, Inc. business and remain inactive
for three [3] full calendar months before becoming eligible for a
purchase, change, assignment or acquisition of any interest in the
MSTG Solutions, Inc. business.
o Before the sale change or assignment can be finalized and approved by
MSTG Solutions, Inc., any debt obligations the selling Independent
Representative has with MSTG Solutions, Inc. must be satisfied. MSTG
Solutions reserves the right to have the purchase funds placed in a
MSTG Solutions, Inc. escrow account for 90 days before the funds can
be released to the seller.
o The selling Independent Representative must be in good standing and
not in violation of any of the terms of the Independent Representative
Agreement or these Policies and Procedures, or of the Advertising
Rules and Regulations in order to be eligible to sell, change or
assign a MSTG Solutions, Inc. business.
o Before approval, MSTG Solutions, Inc. requires that all documents of
sale or change first be signed and notarized by all interested parties
of the sale, change or assignment, and then submitted to MSTG
Solutions, Inc. for review and approval. The Buyer must submit a new
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
MSTG Solutions, Inc. Independent Representative Form and Agreement. A
non-refundable fee of $50.00 for administrative charges and data
processing must be submitted.
o If it is determined in MSTG Solutions, Inc.'s sole discretion that the
Independent Representative Entity was changed in an effort to
circumvent compliance with the Agreement, the Policies and Procedures
or the Compensation Plan, the change shall be declared null and void,
and the Independent Representative Entity shall revert to the changing
Independent Representative, who shall be treated as if the change had
never occurred from the reversion day forward. If necessary, and in
MSTG Solutions, Inc.'s sole discretion, appropriate action, including
termination, may be taken against the changing Independent
Representative to ensure compliance with the Independent
Representative Agreement, the Policies and Procedures, Advertising
Rules and Regulations.
3.23 Separation or Termination of an MSTG Solutions, Inc. Business
MSTG Solutions, Inc. Independent Representatives sometimes operate their MSTG
Solutions, Inc. businesses as husband-wife partnerships, regular partnerships,
corporations or trusts. At such time, as a marriage my end in divorce or a
corporation, partnership or trust (the latter three 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 interest and income of other Independent Representatives up or down
the line of sponsorship. If the separating parties fail to provide for the best
interests of other Independent Representatives and MSTG Solutions, Inc., MSTG
Solutions, Inc. will involuntarily terminate the Independent Representative
Agreement. During a pending divorce or Entity dissolutions, the parties must
adopt one of the following methods of operation:
o One of the parties may, with consent of the other(s), operate the MSTG
Solutions, Inc. business pursuant to an assignment in writing whereby
the relinquishing spouse, shareholders, partners or trustees authorize
MSTG Solutions, Inc. to deal directly and solely with the other spouse
or non-relinquishing shareholder partner or trustee.
o The parties may continue to operate the MSTG Solutions, Inc. business
jointly on a "business-as-usual" basis, whereupon all compensation
paid by MSTG Solutions, Inc. will be paid in the joint names of the
Independent Representative or in the name of the entity to be divided
as the parties independently agree between themselves.
Under no circumstances will the downline organization of divorcing spouses or
that of a MSTG Solutions, Inc. business formerly operated by two or more
individuals as any form of entity, be divided. Similarly, under no circumstances
will MSTG Solutions, Inc. split commission and bonus checks between divorcing
spouses or members of dissolving Entities. MSTG Solutions, Inc. will recognize
only one downline organization and will issue only one commission check per MSTG
Solutions, Inc. business per commission cycle. Commission checks always shall be
issued to the same individual or Entity. In the event that parties to a divorce
or dissolution proceeding are unable to resolve a dispute over the disposition
of commissions and ownership of the business, the Independent Representative
Agreement shall be involuntarily canceled. If a former spouse or a former Entity
owner has completely relinquished all rights in his or her original MSTG
Solutions, Inc. business, they are thereafter free to enroll under any sponsor
of their choosing, so long as they meet the waiting period requirements. In such
case, however, such former spouse or partner shall have no rights to any
Independent Representative in his or her former organization or to any former
customer. They must develop the new business in the same manner, as would any
other new Independent Representative.
3.24 Sponsoring
All active Independent Representatives in good standing have the right to
sponsor and enroll others in MSTG Solutions, Inc. 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 or the same
Independent Representative or customer, MSTG Solutions, Inc. shall regard the
first application received as controlling. Basic tenets of common sense and
consideration should govern.
3.25 Succession
Upon the death of an Independent Representative, his or her business may be
passed to his or her heirs. Appropriate legal documentation must be submitted to
MSTG Solutions, Inc. to ensure the
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
change meets its requirements. If the heir so chooses, he or she may sell,
change or assign the MSTG Solutions, Inc. Independent Representative Agreement.
3.25.1 Change Upon Incapacitation of an Independent Representative
To effect a change of a MSTG Solutions, Inc. business because of incapacity, the
successor must provide the following to MSTG Solutions, Inc.: legal
documentation sufficient to establish the guardianship, trustee, etc.
3.26 Telemarketing Techniques
The use of any automated telephone solicitation equipment or "boiler-room"
telemarketing operations in connection with the marketing or promotion of MSTG
Solutions, Inc., its products or the opportunity is strictly prohibited.
3.27 Internet Protocol - Electronic Mail
MSTG Solutions, Inc. encourages the use of electronic mail ("e-mail") in
communicating within your organization. However, any general solicitations to
prospects by sending unsolicited e-mail messages to e-mail addresses otherwise
known as "spamming" or "blasting" is strictly prohibited by MSTG Solutions, Inc.
and will subject the Independent Representative to disciplinary action or
termination.
SECTION 4 - RESPONSIBILITIES OF INDEPENDENT REPRESENTATIVES
4.1 Change of Address or Telephone
Independent Representatives planning to move should send their new address and
telephone to MSTG Solutions, Inc.'s corporate offices to the attention of the
Customer Service Department. The Independent Representative shall give at least
30 days advance notice, in writing or by e-mail, of a change of address. Failure
to follow the above procedure in a timely manner releases MSTG Solutions, Inc.
from all liability with regard to misapplication of funds.
4.2 Continuing Development Obligations
4.2.1 Ongoing Training
Any Independent Representative who sponsors another Independent Representative
into MSTG Solutions, Inc. must perform a bona fide supervisory function to
ensure that his or her downline is properly operating the business in accordance
with MSTG Solutions, Inc.'s Policies and Procedures and the Agreement.
Independent Representatives must have ongoing contact, communication and
management supervision with the Independent Representatives in their downline
organizations. Examples of such contact and supervision may include, but are not
limited to: newsletters, written correspondence, personal meetings, telephone
contact, voicemail, electronic mail, and the accompaniment of downline
Independent Representatives to MSTG Solutions, Inc. meetings, training sessions
and other functions. Upline Independent Representatives are also responsible to
motivate and train new Independent Representatives in MSTG Solutions, Inc.
product knowledge, effective sales techniques, the MSTG Solutions, Inc.
Marketing and Compensation Plan, Advertising Rules and Regulations and these
Policies and Procedures. 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 MSTG
Solutions, Inc. of his or her ongoing fulfillment of the responsibilities of a
sponsor.
4.2.2 Ongoing Sale Responsibilities
Regardless of their level of achievement, Independent Representatives have an
ongoing obligation to continue to personally promote sales through the
generation of new customers/licensees and through servicing their existing
Customers.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
4.3 No Disparagement
In setting the proper example for their downline, Independent Representatives
must not disparage MSTG Solutions, Inc. Independent Representatives, MSTG
Solutions, Inc. products and services, MSTG Solutions, Inc.'s facility, The
Marketing and Compensation Plan or the company's address.
4.4 Reporting Policy Violations
Independent Representatives observing a Policy violation by another Independent
Representative should bring the violation directly to the attention of the MSTG
Solutions, Inc. Compliance Department. Details of the incidents such as dates,
number of occurrences, persons involved, and any supporting documentation should
be included in a written report to the MSTG Solutions, Inc..
4.5 - Reviewing Policies and Procedures with Applicants
Independent Representatives must review the most current version of the Policies
and Procedures with individuals whom they are enrolling or sponsoring to become
Independent Representatives before the applicant signs an Independent
Representative Agreement.
SECTION 5 - BONUSES AND COMMISSIONS
5.1 - Bonus and Commission Qualifications
An Independent Representative must be active and in compliance with the
Agreement to qualify for bonuses and commissions. So long as an IR complies with
the terms of the Agreement, MSTG Solutions, Inc. shall pay commissions to such
Independent Representatives in accordance with the MSTG Solutions, Inc.
Marketing and Compensation Plan.
5.2 - Adjustment to Bonuses and Commissions
Independent Representatives receive bonuses and commissions based on the actual
sales of products and services to end consumers. When a product or service is
canceled or a request for a refund is made or is repurchased by the MSTG
Solutions, Inc., the bonuses and commissions attributable to the returned or
repurchased product(s) or services will be deducted in the month in which the
refund is given, and will continue every pay period thereafter until the
commission is recovered from the Independent Representative who received bonuses
and commissions on the sale of the refunded product(s) and/or services. If
necessary, the Independent Representative will be billed the amount of the
adjustment until the account is cleared. A $10 processing fee will be charged
for each statement issued.
5.3 - Unclaimed Commissions and Credits
Independent Representatives must deposit or cash commission and bonus checks
within ninety (90) days from their date of issuance. A check that remains
un-cashed after such period will be voided.
SECTION 6 - SALES REQUIREMENTS
6.1 - Sale of Business-Related Products and Services.
The MSTG Solutions, Inc. Marketing and Compensation Plan is based upon the sale
of business-related products and services to end consumers. The Independent
Representative must fulfill specified personnel and downline organization retail
sale requirements (as well as most other responsibilities set forth in the
Agreement) to be eligible for bonus, commissions, and advancement to higher
levels of achievement. The following sales requirements must be satisfied for
the Independent Representative to be eligible for commissions:
o Satisfy the requirements as stated in the MSTG SOLUTIONS Marketing and
Compensation Plan.
o Independent Representatives must develop or maintain the prescribed
Customers every month. These Customers can be Customer/Licensees who
maintain their business related products and services with the payment
of a technical support. Each month that a customer pays technical
support and or other ongoing fees, is considered a customer for that
month.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
SECTION 7 - INACTIVITY AND CANCELLATION
7.1 - Effect of Cancellation
So long as Independent Representative remains active and complies with the terms
of the MSTG Solutions, Inc. Agreement, these Policies and Procedures, and
Advertising Rules and Regulations, MSTG Solutions, Inc. shall pay commissions to
such Independent Representatives in accordance with the MSTG Solutions, Inc.'s
Marketing and Compensation Plan. Following an Independent Representative's
non-renewal of his or her Independent Representative Agreement, or voluntary or
involuntary cancellation of his or her Independent Representative 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
marketing organization which he or she operated, or any commission or bonus from
the sales generated by the organization. Following an Independent
Representative's cancellation of his or her Independent Representative
Agreement, the former Independent Representative shall not hold himself or
herself out as a MSTG Solutions, Inc. Independent Representative and shall not
have the right to sell MSTG SOLUTIONS products or services. An Independent
Representative whose Independent Representative Agreement is canceled 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). MSTG Solutions, Inc. shall have the
right of set off for any amounts owed to MSTG Solutions, Inc.
7.2 - Inactive Status
It is the Independent Representative's responsibility to lead his or her
marketing organization with the proper example in personal production of sales
to end consumers. Without this proper example and leadership, the Independent
Representative will lose his or her right to receive commissions from sales
generated through his or her marketing organization. If an Independent
Representative is also a MSTG Solutions, Inc. customer, and has not fulfilled
his or her customer sales requirements for a period of three consecutive
calendar months, his or her Independent Representative Agreement shall be deemed
inactive. This change of status will become effective on the day following the
last day of the third month of inactivity. MSTG Solutions, Inc. will not be
required to provide written confirmation of the change of status.
7.3 - Involuntary Cancellation
An Independent Representative's violation of any of the terms of the Agreement,
including any amendments that may be made by MSTG Solutions, Inc. at its sole
discretion, may result in any of the sanctions listed in Section 8, including
the involuntary cancellation of his or her Independent Representative Agreement.
Cancellation shall be effective on the date on which written notice is mailed
and return receipt requested, to the Independent Representative's last known
address, or when the Independent Representative receives actual notice of
cancellation, whichever occurs first.
7.4 - Voluntary cancellation
An Independent Representative may voluntarily cancel his or her Independent
Representative agreement at any time and for any reason by providing written
notice to MSTG Solutions, Inc., indicating his or her desire to discontinue his
or her MSTG Solutions, Inc. business. The written notice must include the
Independent Representative's signature, printed name, address and MSTG
Solutions, Inc. Independent Representative Identification Number. All notices
must be mailed (preferably certified), and faxed cancellations or terminations
will not be accepted. Thirty-day notice is required for all cancellations or
terminations of products and services to be effective.
SECTION 8 - DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
8.1 - Disciplinary Sanctions
Violation of the Agreement, these Policies and Procedures, or any illegal,
fraudulent, deceptive or unethical business conduct by an IR may result, at MSTG
Solutions, Inc. discretion, in one or more of the following corrective measures:
o Issuance of a written warning.
o Loss of rights to one bonus and commission check.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
o Adjustment of any marketing organization, including the movement of
all or part of the marketing organization to another Independent
Representative.
o Involuntary cancellation of the offender's Independent Representative
Agreement.
o Requiring the Independent Representative to take immediate corrective
measures.
o Any other measure expressly allowed within any provision of the
Agreement.
o Any other measure which MSTG Solutions, Inc. deems practicable to
implement and appropriate to equitable resolve injuries caused
partially or exclusively by the Independent Representative's policy
violation or contractual breach.
o Suspension of the individual's Independent Representative Agreement
for one or more pay periods.
o MSTG Solutions, Inc. may withhold from an Independent Representative
all or part of the Independent Representative's bonuses and
commissions during the period that MSTG Solutions, Inc. is
investigating any conduct allegedly in violation of the Agreement. If
an Independent Representative's business is canceled for disciplinary
reasons, the Independent Representative will not be entitled to
recover any commissions withheld during the investigation period.
o In situations deemed appropriate by MSTG Solutions, Inc., the Company
may institute legal proceeding for monetary and/or equitable relief.
8.2 - Grievances and Complaints
When an Independent Representative has a grievance or complaint with another
Independent Representative regarding any practice or conduct in relationship to
their respective MSTG Solutions, Inc. businesses, the complaining Independent
Representative should first report the problem to his or her immediate upline
who should review the matter and try to resolve it with the other party's
upline. If the matter cannot be resolved, it must be reported in writing to the
Compliance Department at the Company. The Compliance Department will review the
facts and attempt to resolve the problem.
8.3 - Compliance Hearing Board
The Board of directors of the Company have appointed a Compliance Hearing Board
consisting of one Independent Representative, one Company employee and an
outside Consultant, whose position may be substituted from time to time
depending on the claim or claims made by Company's special regulatory attorney.
The Company's employee and IR on the Compliance Hearing Board will make the
determination when it is necessary to substitute the special regulatory attorney
on the three-person Compliance Hearing Board. The purpose of convening the
Compliance Hearing Board is to:
o Review appeals of disciplinary sanctions.
o Review matters between MSTG Solutions, Inc. Independent
Representatives.
After the response or settlement instituted by Compliance has been denied or
otherwise remains unresolved the Compliance Hearing Board reviews evidence,
deliberates and responds to current exceptional issues on a collective basis. An
IR may submit a written request for a telephone or in-person hearing for an
appeal within seven business days from the date of:
o The written notice by MSTG Solutions, Inc. of disciplinary action
o The written decision of Compliance regarding disputes between
Independent Representatives.
All communication with MSTG Solutions, Inc. and the Independent Representative
seeking resolution of a dispute must be in writing and directly with the
Compliance Department. It is within the Compliance Hearing Board's discretion
whether a claim is accepted for review. If the Compliance Hearing Board agrees
to review the matter, it shall schedule a hearing within 10 days of receipt of
the Independent Representative's written request. All evidence (e.g., documents,
exhibits, etc.) that an IR desires to have considered by the Compliance Hearing
Board must be submitted to MSTG Solutions, Inc. no later than seven [7] business
days before the date of the hearing. The Independent Representative shall bear
all of the expenses related to his or her attendance and the attendance of any
witnesses he or she desires to be present at the hearing. The decision of the
Compliance Hearing Board will be final and subject to no further review. During
the pending of the claim before the Compliance Hearing Board, the Independent
Representative waives his or her right to pursue arbitration or any other
remedy.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
8.3.1 - Appeals of Involuntary Cancellations
Following an involuntary cancellation, the canceled Independent Representative
may appeal the cancellation to the Compliance Hearing Board ("CHB"). Independent
Representatives' appeals must be in writing and received by the Company within
thirty (30) days of the date of MSTG Solutions, Inc.'s cancellation notice. If
MSTG Solutions, inc. does not receive the appeal within the 30- day period, the
cancellation will be automatically and irrevocably deemed final. The Independent
Representative must submit all supporting documentation with his or her appeal
correspondence. The written appeal will be reviewed by the CHB. If the
Independent Representative files a timely appeal of cancellation, the CHB will
reconsider the cancellation, and notify the Independent Representative, in
writing, of its decision.
8.4 - Arbitration
Any controversy or claim arising out of or relating to the Agreement, or the
breach thereof, shall be settled by arbitration administered by the American
Arbitration Association under its Commercial Arbitration Rules, and judgment on
the award rendered by the arbitrator may be entered in any court having
jurisdiction thereof. If an Independent Representative files a claim or
counterclaim against MSTG Solutions, Inc., he or she may do so only on an
individual basis and not with any other Independent Representative, or as part
of a class or consolidated action. Independent Representatives waive all rights
to trial by jury or to any court. All arbitration proceedings shall be held in
Orange County, California. 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. Nothing in the Policies and
Procedures shall prevent MSTG Solutions, Inc. 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 MSTG Solutions, Inc.'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.
8.5 - Governing Law, Jurisdiction and Venue
Jurisdiction and venue of any matter not subject to arbitration shall reside in
Orange County, State of California. The law of the State of California shall
govern all disputes arising from the Agreement.
SECTION 9 - GLOSSARY OF TERMS
ACTIVE INDEPENDENT REPRESENTATIVE - An Independent Representative who satisfies
the minimum Personal Sales Volume requirements, as set forth in the MSTG
Solutions, Inc. Marketing and Compensation Plan, to ensure that an Independent
Representative Agreement remains in force.
ACTIVE RANK - The term "active rank" refers to the current rank of an
Independent Representative, as determined by the MSTG Solutions, Inc. Marketing
and Compensation Plan, for any calendar month or volume period. To be considered
"active" relative to a particular rank, an Independent Representative must meet
the criteria set forth in the MSTG Solutions, Inc. Marketing and Compensation
Plan for his or her respective rank. (See definition of "Rank" below.)
AGREEMENT - The contract between the Company and each Independent Representative
includes the Independent Representative Application and Independent
Representative Agreement, the MSTG Solutions, Inc. Policies and Procedures, the
MSTG Solutions, Inc. Marketing and Compensation Plan, and the MSTG Solutions,
Inc. Advertising Rules and Regulations. These documents collectively are
referred to as the "Agreement".
BONUS VOLUME (BV) - The commissionable value of products and services sold by an
Independent Representative in a calendar month.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
COMMISSIONABLE PRODUCTS/SERVICES - All MSTG Solutions, Inc. products and
services in which commissions and bonuses are paid. Neither Independent
Representative Kits nor sales aids are considered commissionable products.
COMPANY - The term "Company" as it is used throughout the Agreement means MSTG
Solutions, Inc..
COMPRESSION - The term that defines the process of finding the correct number of
qualified levels for the bonus calculations. "Dynamic compression" refers to the
process of rolling volume upline to find the maximum number of qualified, active
Independent Representatives for commission payout.
CUSTOMER/LICENSEE - When the term "Customer" or "Licensee" is used in these
Policies and Procedures or other MSTG Solutions, Inc. literature, it refers to a
direct Customer. For purposes of this agreement, a person who has purchased a
website, business related services and or products is a direct retail customer.
If a Customer subsequently decides to become an Independent Representative, he
or she must then properly complete an Independent Representative Agreement.
DOWNLINE - See "Marketing Organization" below.
DOWNLINE ACTIVITY REPORT - A monthly report generated by MSTG Solutions, Inc.
that is issued with the Independent Representative's commission and provides
critical data relating to the identities of Independent Representative's, sales
information and enrollment activity of each Independent Representative's
marketing organization. This report contains trade secret information, which is
confidential and remains proprietary to MSTG Solutions, Inc.
DOWNLINE LEG - Each one of the individuals enrolled immediately underneath you
and their respective marketing organizations represents on "leg" in your
marketing organization.
IMMEDIATE HOUSEHOLD - Heads of household and dependent family members residing
in the same house.
INDEPENDENT CONTRACTOR - Any Independent Representative who sells MSTG
Solutions, Inc. products and services in accordance with the Marketing and
Compensation Plan and according to his or her own methods and abilities, and who
is subject to the Company's control only as to the MSTG Solutions, Inc. Policies
and Procedures, Independent Representative Agreement, Compensation Plan and the
Advertising Rules and Regulations.
Independent Representative - Any person who has submitted a completed a MSTG
Solutions, Inc. Independent Representative Agreement, has been accepted by MSTG
Solutions, Inc. and is authorized to sell services and to receive compensation
in accordance with the requirements of the Marketing and Compensation Plan. An
Independent Representative's relationship to MSTG Solutions, Inc. is governed by
the Independent Representative Agreement, which is a fully enforceable contract.
An Independent Representative is a fully Independent Contractor.
INVOLUNTARY CANCELLATION - The termination of an Independent Representative's
Agreement and MSTG Solutions, Inc. business that is initiated by MSTG Solutions,
Inc.
LEVEL - The layers of downline Independent Representatives in a particular
Independent Representative's marketing organization. This term refers to the
relationship of an Independent Representative relative to a particular upline
Independent Representative, determined by the number of Independent
Representatives between them who are related by sponsorship. For example: if A
sponsors B, who sponsors C who sponsors D, then D is on A's third level.
MARKETING ORGANIZATION -- All levels of Independent Representatives below a
particular Independent Representative.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
OFFICIAL MSTG SOLUTIONS, INC. MATERIAL - Literature, audio or videotapes and
other materials developed, printed, published or distributed by MSTG Solutions,
Inc. to Independent Representatives or to prospective customers.
OVERRIDE - Compensation paid by MSTG Solutions, Inc. to a qualified, active
Independent Representative , based upon the sales of websites, and business
related services and products generated by that Independent Representative's
personal sales organization, as set forth in the MSTG Solutions, Inc. Marketing
and Compensation Plan.
PERSONAL SPONSOR - This is the person who actually signs up a new
representative. The personal sponsor has the option of placing the new
representative in their first level or anywhere within their seven level
organizations.
PLACEMENT SPONSOR - This is the person who is the actual upline of a new
representative, who was placed by the personal sponsor, somewhere within their
seven level organizations. POLICIES AND PROCEDURES - The Independent
Representative Agreement, Policies and Procedures, Marketing and Compensation
Plan, and Advertising Rules Regulations.***
RANK - The "title" that an Independent Representative has achieved pursuant to
the MSTG Solutions, Inc. Marketing and Compensation Plan.
MSTG SOLUTIONS, INC. BUSINESS - The sale of MSTG Solutions, Inc.
business-related products and services to the general public and the supervision
and training of a retail sales organization.
QUALIFIED - All Independent Representatives must be "active" to be paid on
levels 0 thru 7. The Independent Representative that has met the qualifications
required for their ranking position as detailed in this agreement and in the
Marketing and Compensation Plan, and who is in good standing will be active for
the next bonus period.
SALES AID - Any material used in the merchandising of products to recruit
prospective Independent Representatives, which makes reference to MSTG
Solutions, Inc., its affiliated companies, the products, the MSTG Solutions,
Inc. Marketing Compensation Plan, Advertising Rules and Regulations, or the MSTG
Solutions, Inc. trade names or the MSTG Solutions, Inc. logo.
SPONSOR - An Independent Representative who causes another individual to become
a MSTG Solutions, Inc. Independent Representative and is listed as the Sponsor
on the Independent Representative Application and Agreement. The act of
introducing others to MSTG Solutions, Inc. and assisting them to become
Independent Representatives is called "sponsoring". The act of selling business
products and/or services to a Customer is the direct sale of the product and/or
service.
UPLINE - This term refers to the Independent Representative or Independent
Representative above a particular Independent Representative in a sponsorship
line up to the Company. Conversely stated, it is the line of sponsors that links
any particular Independent Representative to the Company.
VOLUNTARY CANCELLATION - The termination of an Independent Representative
instituted by the Independent Representative who elects to discontinue his or
her affiliation with MSTG Solutions, Inc. for any reason other than a
termination instituted by MSTG Solutions, Inc. for breach of contract, violation
of the Policies and Procedures, or Advertising Rules and Regulations.
SECTION 10 - ADVERTISING POLICIES AND REGULATIONS
MSTG Solutions, Inc. provides Advertising and regulations herein for specific
applications. If ever a question arises regarding any aspect of these rules, we
strongly encourage you to call, e-mail or write to the corporate Compliance
Department. Following these Advertising Rules and Regulations will ensure that
the integrity of the company and its services are correctly represented. Any
violation of the Advertising Rules and Regulations may subject the Independent
Representative to suspension or termination.
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
o Independent Contractors - You are an Independent Representative,
hereinafter referred to as Independent Representative, and all incomes
are a result of personal effort. Hard work is necessary to succeed!
Any and all advertisement(s) shall not in any way imply an employment
opportunity. Independent Representatives are Independent Contractors
and not employees or agents of MSTG Solutions.
o Trade Names and Trademarks - It is not permissible to use MSTG
Solutions, Inc. trademark, trade name, logo, or any facsimiles thereof
in any advertising. A trade name is a business name, or a product
name, which MSTG Solutions, Inc. has the exclusive legal right to use,
unless licensed for use and under prescribed conditions, approved in
advance by MSTG Solutions, Inc.
o Printed Material Used For Business Identification - Only the following
information may be included on your business cards, titles,
stationary, letterhead, checkbooks, fax cover sheets, etc.:
o The name MSTG Solutions, Inc. followed by the words "Independent
Representative," " Independent Representative - Manager,"
"Independent Representative - Director," or "Independent
Representative - Regional Vice President," if so entitled.
o Your name, address and telephone number.
o Address - The MSTG Solutions, Inc. corporate headquarters address
or the addresses of any MSTG Solutions, Inc. subsidiaries or
strategic alliances partners of MSTG Solutions, Inc. may not be
used in any of your printed or advertising material.
o Printing Advertising - No Internet Advertising. Independent
Representatives may not use terms such as "MSTG Solutions, Inc.
Owner," "MSTG SOLUTIONS Franchise Owner," "Representative of MSTG
SOLUTIONS .," etc. may not be printed on or attached to any MSTG
Solutions, Inc. Independent Representative personal advertisement. In
other words, you cannot imply that you are the Company or a corporate
representative of the company as previously stated.
o Commercials - The words "MSTG Solutions, Inc." may not be used in any
media advertisements, whether in print, audio, or video, including,
but not limited to, newspaper, magazines, radio and television without
the specific written approval from corporate Compliance Department, in
advance.
o Trade Fairs, Fairs, Swap Meets, Open Air Markets, Conventions, etc. -
In these similar situations (Independent Representatives may only)
display (and demonstrate) or have on the premises MSTG Solutions, Inc.
standard, authorized, pre-approved advertisements, signs, brochures,
posters, products, flyers, journals, and banners.
o Video and Audio Tapes - An Independent Representative may not display
or mention the name, trademarks, or trade names, in any video or audio
recording, including voice mail messages, made by, for, on behalf of,
or at the direction of the same unless all copy (and any charges for
the audio or video) is pre-approved, in writing, by MSTG Solutions,
Inc. Any audio or video shall be used only for training or services.
o Statements and Interviews to the Media - Only certain authorized
officials of MSTG Solutions, Inc. are permitted to speak with or write
to the press or other media for or on behalf of MSTG Solutions, Inc.
or any of its subsidiaries.
o Sales Aides and/or Literature - No part of any MSTG Solutions, Inc.
material, including but not limited to, the Independent Representative
Training Kit, product flyers, brochures, posters, signs, journals,
video or audio tapes, or sales promotion items, may be copied or
otherwise duplicated.
o Franchise or Territories - No Independent Representative shall
represent or imply that there are exclusive franchises or territories
available under the MSTG Solutions, Inc. Compensation Plan.
o Television and Internet Advertising - NO advertising may be run or
placed on television or the Internet unless the entire television or
Internet advertisement is approved in writing in advance by MSTG
Solutions, Inc. Notwithstanding any provision to the Policies and
Procedures included herein, ANY UNAPPROVED TELEVISION OR INTERNET
ADVERTISING WILL SUBJECT THE INDEPENDENT REPRESENTATIVE TO IMMEDIATE
INVOLUNTARY TERMINATION WITH THE COMPANY. Lack of knowledge of the
Advertising Rules and Regulations, or of this Section shall be no
defense. The potential penalties that may be assessed against the
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MSTG SOLUTIONS - POLICIES AND PROCEDURES
Company for unauthorized television and Internet advertising are
potentially so severe that the Company will not deviate from this
involuntary termination policy.
o Enforcement - In the event of the violation of the above Advertising
Rules and Regulations, MSTG Solutions, Inc. reserves the right to
involuntary terminate, or de-list the Independent Representative until
the violation of these rules are corrected to MSTG Solutions, Inc.'s
sole satisfaction. Nothing here shall preclude the Company from
pursuing the violation of Independent Representatives for any and all
damages sustained by the Company as a result of Independent
Representative's violation.
SUMMARY OF POLICIES AND PROCEDURES
By signing the Independent Representative Agreement, the Independent
Representative agrees to be bound by the Policies and Procedures of MSTG
Solutions, Inc., including the Marketing and Compensation Plan and the
Advertising Rules and Regulations (collectively referred to as "Agreement") and
Procedures along with the Advertising Rules & Regulations, and the Marketing and
Compensation Plan define the role of the Independent Representative with MSTG
Solutions, Inc. The new Independent Representative is obligated to review the
Policies and Procedures, and by the execution of the Agreement agrees to comply
with all the terms and conditions thereof. Briefly, the Policies and Procedures
include, but are not limited to the following provisions:
1. Requirement that the Independent Representative be: a U.S. resident,
or resident of any country that MSTG Solutions, Inc. has authorized to
do business in or be authorized to do business in that country.
Independent Representatives must have a Social Security or Taxpayer
Identification number, or equivalent identification number and the
Independent Representative must be of age of Majority in state or
country of residence.
2. Requirement that the Independent Representative adhere to the terms of
the MSTG Solutions, Inc. Marketing and Compensation Plan which
provides for certain customer acquisition requirements.
3. Requirement that the Independent Representative comply with the
Advertising Rules and Regulations of MSTG Solutions, Inc. The
marketing and promotion of MSTG Solutions, Inc. shall be consistent
with the public interest, and the Independent Representative must
avoid any deceptive, misleading, unethical or immoral conduct or
practices.
4. Requirement that the Independent Representative refrain from
unauthorized claims and representations, or Independent
Representatives making claims regarding income or income projections
in the event the Independent Representative becomes involved with
Network Marketing under the Compensation Plan.
5. Provision for downline genealogy reports for the Independent
Representative. Further provision that the genealogy reports are
proprietary business trade secrets of MSTG Solutions, Inc.
6. Independent Representatives are independent contractors and will
receive a Form 1099 from MSTG Solutions, Inc. before the end of every
January.
7. Independent Representatives have certain responsibilities under the
Policies and Procedures including ongoing training, ongoing sales
responsibilities, and reviewing of the Policies and Procedures with
prospective applicants.
8. Violation of the Agreement by an Independent Representative may
subject the Independent Representative to corrective measures
including suspension or termination and the forfeiture of all or part
of commissions or overrides. The Policies and Procedures provide for
an appeal procedure for any disciplinary action.
9. The Independent Representative, by execution of the Agreement agrees
that any disputes between Independent Representative and MSTG
Solutions, Inc. will be settled by arbitration under the rules of the
American Arbitration Association.
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