General

These Policies and Procedures, in their present form and as amended from time to time at Travelada's discretion, are incorporated into the Independent Sales Associate Agreement. They are the terms and conditions of the Independent Sales Associate’s contract with Travelada's. It is the responsibility of each Independent Sales Associate to read, understand, adhere to, and ensure that he/she is aware of and operating under the most current version of these Policies and Procedures. You must also comply with the description of the Compensation Plan and honor all applicable laws in the country in which you operate your Travelada's business.

The words "company" and "Travelada", when used in these documents, refer to Travelada, Inc., and the term "Distributor" means "Independent Sales Associate ". An Independent Sales Associate is an independent contractor, not an employee of Travelada.

The purpose of the Independent Sales Associate Agreement is: to define the relationship between Travelada and the Independent Sales Associate; to set standards of acceptable business behavior; to assist Independent Sales Associates in building and protecting their business.

Changes - The Company may from time to time amend the terms and conditions of the Independent Sales Associate Agreement, Policies and Procedures, Compensation Plan and Price List. Amendments shall be effective upon notification of the changes in official Travelada publications distributed to all active Independent Sales Associates.

Delays - Travelada shall not be responsible for delays and failures in performing its obligations due to circumstances beyond its reasonable control, such as strikes, labor difficulties, riots, war, fire, death, curtailment or interruption of a source of supply, government decrees or orders, etc.

Policies and Provisions Severable - If any provision of the Independent Sales Associate Agreement as it currently exists or as may be amended is found to be invalid, illegal, or unenforceable for any reason, only the invalid provision will be severed from the Independent Sales Associate Agreement; the remaining terms and provisions shall remain in full force and effect and shall be construed as if such invalid, illegal, or unenforceable provision never comprised a part of the Independent Sales Associate Agreement.

Titles Not Substantive - The titles and headings to these Policies and Procedures are for reference purposes only and do not constitute, and shall not be construed as, substantive terms of the Independent Sales Associate Agreement.

Waiver - Travelada never forfeits its right to require Independent Sales Associate compliance with the Independent Sales Associate Agreement or with applicable laws and regulations governing business conduct. Only in rare circumstances will a policy be waived, and such waivers will be conveyed in writing by the Compliance Officer or an officer of the company. The waiver will apply only to that specific case.

Becoming an Independent Sales Associate - The requirements to become a Independent Travelada Independent Sales Associate: Be at least the age of majority in your country of residence; reside in a geographic area where Travelada has been approved for business; fully read and accept the Travelada Policies and Procedures, Full Compensation Plan, Income Disclaimers, Independent Travelada Entrepreneur Agreement, Terms of Use, Privacy Policy and Refund Policy and submit an Independent Sales Associate Application from our website; as an independent contractor, assume all appropriate responsibilities for accounting for income tax, insurances and the like in respect of the Independent Sales Associateship. Travelada reserves the right to accept or reject any application for any reason.

Identification and Independent Sales Associate Number - When Travelada receives and accepts an Independent Sales Associate's original Application and Agreement, Travelada will assign a unique Independent Sales Associate Number to that Independent Sales Associate.

Independent Sales Associate Benefits - Once Travelada accepts an Independent Sales Associate's Application and Agreement, the benefits of the Compensation Plan and the Independent Sales Associate Agreement are available to the new Independent Sales Associate. These benefits include the right to: purchase Travelada products and services at the Independent Sales Associate prices; participate in the Travelada Compensation Plan (receive bonuses and commissions, if eligible); sponsor other individuals as Customers or Independent Sales Associates into the Travelada business and thereby build a Downline Organization and progress through the Travelada Compensation Plan; receive Travelada literature and other Travelada communications; participate in Travelada-sponsored support, service, training, motivational, and recognition functions upon payment of appropriate charges, if applicable; participate in promotional and incentive contests and programs sponsored by Travelada for its Independent Sales Associates; Independent Sales Associates may retail Travelada products or services and profit from these sales.

Renewal of Independent Sales Associateship - Travelada charges Independent Sales Associates an annual Independent Sales Associateship renewal fee of $79.95 plus any applicable taxes. Travelada will automatically charge the fee to the Independent Sales Associate's virtual account, credit card or nominated bank account on file with Travelada on the anniversary date of the Independent Sales Associate's application. Independent Sales Associates without a sufficient balance in their virtual account, a credit card or nominated bank account on file with Travelada must renew by mailing a check or money order to Travelada. The annual renewal fee will: automatically renew your subscription to Travelada publications; renew your Independent Sales Associate Agreement and maintain your line of sponsorship; and continue your entitlement to participate in Travelada's Compensation Plan; purchase Travelada products; enjoy Travelada service support programs; participate in company promotions, contests, and recognition; and attend Company events.

Operating as an Travelada Independent Sales Associates

Actions of Household Members or Affiliated Individuals - If any member of an Independent Sales Associate's immediate household engages in any activity which, if performed by the Independent Sales Associate would violate any provision of the Independent Sales Associate Agreement, such activity will be deemed a violation by the Independent Sales Associate.

Adherence to the Travelada Compensation Plan - Independent Sales Associates must adhere to the terms of the Travelada Compensation Plan as set forth in official Travelada literature. Independent Sales Associates shall not offer the Travelada opportunity through, or in combination with, any other opportunity or unapproved method of marketing. Independent Sales Associates shall not require or encourage other current or prospective Customers or Independent Sales Associates to participate in Travelada in any manner that varies from the program as set forth in official Travelada literature. Independent Sales Associates shall not require or encourage other current or prospective Customers or Independent Sales Associates to execute any agreement or contract other than official Travelada agreements and contracts in order to become an Independent Sales Associates of Travelada. Similarly, Independent Sales Associates shall not require or encourage other current or prospective Customers or Independent Sales Associates to make any purchase from, or payment to, any individual or other entity to participate in the Travelada Compensation Plan, other than those purchases or payments identified as recommended or required in official Travelada literature.

Advertising

In general - Independent Sales Associates must avoid all discourteous, deceptive, misleading, illegal, unethical, or immoral conduct or practices in their marketing and promotion of Travelada, the Travelada opportunity, the Compensation Plan, and Travelada's products.

All Independent Sales Associates may only use sales aids and support materials produced or currently approved by Travelada. Sales, marketing and support materials include, but are not limited to, training and recruiting information, brochures, flyers, pamphlets, posters, postcards, letters, classified advertisements, etc. promoting Travelada's products and programs, as well as e-mail messages, voice mail message recordings, and Internet Web sites used to publicize Travelada, its products, services, or Compensation Plan.

Television and Radio - Independent Sales Associates may not advertise on television and radio under policy except Travelada's express written approval.

Media Inquiries - Independent Sales Associates must refer all media inquiries regarding Travelada to the Travelada Compliance Department. This will ensure that accurate and consistent information reaches the general public.

Trademarks and Copyrights - An Independent Sales Associate may not use the Travelada trademark or trade name or corporate logo to promote their independent business. Rather, they must use the "Independent Sales Associates" logo to promote their business. A reproducible copy of the logo can be obtained from Travelada. However, this logo may only be used on personal stationery and specifically approved literature but not on clothing, signage, or motor vehicles. Independent Sales Associates may describe themselves as an "Independent Travelada Entrepreneurs" in the business pages of the telephone directory. Independent Sales Associates should not answer the telephone in any manner that might indicate or suggest that the caller has reached a Travelada corporate office. Independent Sales Associates may not record or reproduce materials from any Travelada corporate function, event, speech, etc. Independent Sales Associates may not record, reproduce, or copy any presentation or speech by any Travelada spokesperson, representative, speaker, officer, director, or other Independent Sales Associates. Independent Sales Associates may not reproduce or copy any recording of an Travelada- produced media presentation including audio tapes, videotapes, CDs, etc. Independent Sales Associates may not publish, or cause to be published, in any written or electronic media, the name, photograph or likeness, copyrighted materials, or property of individuals Independent Sales Associate with Travelada without express written authorization from the individual and/or Travelada. Independent Sales Associates may not publish, or cause to be published, in any written form or electronic media, the copyrighted materials or property of Travelada, without express written authorization from Travelada.

Use of Independent Sales Associate Name, Likeness, and Image - Independent Sales Associate consents to Travelada's use of his/her name, testimonial (or other statements about Travelada, its products or opportunity in printed or recorded form, including translations, paraphrases, and electronic reproductions of the same), and image or likeness (as produced or recorded in photographic, digital, electronic, video or film media) in connection with advertising, promoting, and publicizing the Travelada opportunity or products, or any Travelada-related or -sponsored events.

Independent Sales Associate claims and Representations

Income Claims - Independent Sales Associates may not make income projections or claims or disclose their Travelada income (including the showing of checks, copies of checks, or bank statements) when presenting or discussing the Travelada opportunity or Compensation Plan, except as set forth in official Travelada literature.

Commercial Outlets - Independent Sales Associates are contracted to sell products directly to end consumers, not wholesale them to third party retail outlets.

Unauthorized Recruiting - As an independent contractor, Independent Sales Associates may participate in other direct selling or network marketing or multilevel marketing ventures (collectively, "multilevel marketing"), and Independent Sales Associates may engage in selling activities related to non-Travelada products and services, if they desire to do so. Although an Independent Sales Associate may elect to participate in another multilevel marketing opportunity, he/she is prohibited from unauthorized recruiting activities, which include the following: recruiting or enrolling Travelada customers or Independent Sales Associates for other multilevel marketing business ventures, either directly or through a third party. This includes, but is not limited to, presenting or assisting in the presentation of other multilevel marketing business ventures to any Travelada Customer or Independent Sales Associate, or implicitly or explicitly encouraging any Travelada Customer or Independent Sales Associate to join other business ventures. It is a violation of this policy to recruit or enroll a Travelada Customer or Independent Sales Associate for another multilevel marketing business, even if the Independent Sales Associate does not know that the prospect is also a Travelada Customer or Independent Sales Associate; producing any literature, tapes, or promotional material of any nature for another multilevel marketing business which is used by the Independent Sales Associate or any third person to recruit Travelada Customers or Independent Sales Associates for that business venture; selling, offering to sell, or promoting any competing products or services to Travelada Customers or Independent Sales Associates. Any product or services in the same generic category as a Travelada product or service is deemed to be competing; offering Travelada products or promoting the Travelada Compensation Plan in conjunction with any non-Travelada business plan, opportunity, product, or incentive; offering any non-Travelada products or opportunities in conjunction with the offering of Travelada products or business plan or at any Travelada meeting, seminar, launch, convention, or other Travelada function; or where a prospective Independent Sales Associate or Customer accompanies an Independent Sales Associate to a Travelada meeting or function, no other Independent Travelada Entrepreneur may recruit the prospect to enroll in Travelada or any other multilevel marketing business for a period of fourteen (14) days or unless and until the Independent Sales Associate who brought the prospect to the function advises the other Independent Travelada Entrepreneur that the prospect has elected not to enroll in Travelada and that the Independent Sales Associate is no longer recruiting the prospect to enroll in Travelada, whichever occurs first. Travelada will immediately cancel the Independent Sales Associateship of any Independent Sales Associate who violates this provision. Violations of this policy are especially detrimental to the growth and sales of other Independent Sales Associates' Travelada businesses and to Travelada's business; where an Independent Sales Associate participates in other multilevel marketing ventures they may not participate in Travelada's Leadership Bonus Program. Nor may they be invited to participate in Travelada leadership meetings, conferences, qualification seminars, and the like.

Post cancellation Solicitation Prohibited - A former Independent Sales Associate shall not directly or through a third party solicit any Independent Travelada Entrepreneur or Customer to enroll in any direct sales, network marketing, or multilevel marketing program or opportunity for a period of one (1) year after the cancellation of an individual or entity's Independent Sales Associate Agreement. This provision shall survive the expiration of the Independent Sales Associate's obligations to Travelada, pursuant to the Independent Sales Associate Agreement.

Downline Genealogy Reports - The Travelada Downline Genealogy Reports are confidential and contain proprietary business trade secrets. An Independent Sales Associate may not use the reports for any purpose other than for developing their Travelada business. During any term of the Independent Sales Associate Agreement and for a period of five (5) years after the termination or expiration of the Independent Sales Associate Agreement between Independent Sales Associate and Travelada, for any reason whatsoever, an Independent Sales Associate shall not, on his/her own behalf or on behalf of any other person, partnership, association, corporation, or other entity: disclose any information contained in the reports to any third party; use the reports to compete with Travelada; or Recruit or solicit any Independent Sales Associate or Customer listed on the reports to participate in other multilevel marketing ventures. This provision shall survive the termination or expiration of this Agreement.

Corporation, Partnerships, and Trusts - A corporation, partnership, or trust (collectively referred to in this section as an "Entity") may apply to be a Independent Travelada Entrepreneur by submitting its Certificate of Incorporation, Partnership Agreement, or trust documents (these documents are collectively referred to as the "Entity Documents") to Travelada along with a properly completed Corporation, Partnership DBA Registration Form. An Independent Sales Associateship may change its status under the same sponsor from an individual to a partnership, corporation, or trust, or from one type of entity to another. To do so, the Independent Sales Associate(s) must provide the entity documents and a properly completed Independent Sales Associate Application and Agreement and the appropriate registration form. The Corporation, Partnership DBA Registration Form must be signed by all of the directors, shareholders, partners, trustees, or other individuals having ownership interest in the business. Members of the entity are jointly and severally liable for any indebtedness or other obligations to Travelada. As set forth herein, no individual may participate directly or indirectly in more than one Independent Sales Associateship. 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. Travelada reserves the right to approve or disapprove any Independent Sales Associate Application and Agreement submitted by an Entity. For the purpose of recognition and rewards, Travelada will only recognize a maximum of two persons in the Entity. The Entity must nominate each year, at its Independent Sales Associateship renewal time, the two nominees who may be the recipients of any recognition, rewards, trips, and the like which the entity becomes entitled to participate in.

Deceptive Practices - Independent Sales Associates must fairly and truthfully explain the Travelada products, opportunity, Compensation Plan, and Policies and Procedures to prospective Independent Sales Associates. This includes: Being honest and thorough in presenting material from the Travelada Compensation Plan to all potential Independent Sales Associates; making clear that income from the Travelada Compensation Plan is based on product sales and not merely on sponsoring other Independent Sales Associates; making estimates of profit that are based on reasonable predictions for what an average Independent Sales Associate would achieve in normal circumstances; representing that past earnings in a given set of circumstances do not necessarily reflect future earnings; not misrepresenting the amount of expenditure that an average Independent Sales Associate might incur in carrying on the business; not misrepresenting the amount of time an average Independent Sales Associate would have to devote to the business to achieve the profit estimated, and not stating that profits or earnings are guaranteed for any individual Independent Sales Associate; never stating or inferring that you will build a Downline Organization for anyone else; never stating that profits or earnings are guaranteed for an individual Independent Sales Associate; and never stating that any consumer, business, or government agency has approved or endorsed the Travelada products or its Compensation Plan; never participating in downline purchasing (placing a sales order in a Retail Account other than where the sale was generated).

Independent Contractor Status - Independent Sales Associates are independent contractors and are not purchasers of a franchise or business opportunity. The agreement between Travelada and its Independent Sales Associates does not create an employer/employee relationship, agency, partnership, or joint venture between the Company and the Independent Sales Associate. All Independent Sales Associates are responsible for paying their own income and employment taxes. Independent Sales Associates will not be treated as employees for any purpose including, but not limited to, workers compensation, superannuation, or insurance. Each Independent Sales Associate is encouraged to establish his/her own goals, hours, and methods of sale, so long as he/she complies with applicable laws and the terms and conditions of the Independent Sales Associate Agreement. Business Insurance Coverage - You may obtain insurance coverage for your business activities.

International - Independent Sales Associates may sell and promote Travelada's products, opportunity, and services or recruit or enroll any potential Independent Sales Associate or customer only in countries in which Travelada is approved for business, as announced in official Travelada communications. If an Independent Sales Associate desires to conduct business in an authorized country other than the one in which they are an Independent Sales Associate, he/ she must comply with all the applicable laws and regulations for that country.

Adherence to Laws and Ordinances - You must obey all laws that apply to your business.

Independent Sales Associateship is limited to one - An Independent Sales Associate may operate, receive compensation from, or have an ownership interest, legal or equitable, as a sole proprietorship, partner, shareholder, trustee, or beneficiary, in only one Independent Travelada Entrepreneurship. However, notwithstanding this rule, your spouse may become an Independent Sales Associate and operate a second Independent Sales Associateship as long your spouse's Independent Sales Associateship is placed below one of your Independent Sales Associateships and not in a cross line sales organization. The second Independent Sales Associateship must be a bona fide Independent Sales Associateship that is operated by the person listed on the agreement and not by the owner of the first Independent Sales Associateship. Sale, Transfer, or Assignment of Independent Sales Associateship - An Independent Sales Associate may not sell, transfer, or assign their Independent Sales Associateship rights to any person or entity without Travelada's express written approval. To obtain approval, you must: be an Independent Sales Associate in good standing as determined by Travelada in its sole discretion; before any transfer will be approved by Travelada, any debt obligations the selling Independent Sales Associate has with Travelada must be satisfied; the transferring Independent Sales Associate must be in good standing and not in violation of any of the terms of the Independent Sales Associate Agreement or these Policies and Procedures, to transfer his/her Independent Sales Associateship; the combining of Independent Sales Associateships is not permitted. Travelada will not approve the transfer of an Independent Sales Associateship to any individual or Entity that is a current Independent Sales Associate or who has an ownership interest in any Independent Sales Associateship. Similarly, Travelada will not approve the transfer of an Independent Sales Associateship to any individual or Entity that has previously had any ownership interest in or operated, a Independent Travelada Entrepreneurship; no individual Business Centers may be transferred separately from the Independent Sales Associateship. If an Independent Sales Associate wishes to transfer his/her Independent Sales Associateship, all Business Centers must be included in the transfer; the transferring Independent Sales Associate must notify the Travelada Compliance Department of his/her intent to transfer the Independent Sales Associateship by completing and submitting a signed Transfer of Distributorship and Independent Sales Associate Application Form. No changes in line of sponsorship can result from the transfer of an Independent Sales Associateship; the transferee must be eligible to become a Independent Travelada Entrepreneur and be acceptable to Travelada in every respect.

Separation of an Independent Sales Associateship - If Independent Sales Associates wish to dissolve their jointly held Independent Sales Associateship, they must do so in such a way as to not disturb the income or interests of their Upline and Downline Organizations. Independent Sales Associates should consider the following when deciding whether or not to dissolve a jointly held Independent Sales Associateship: if a jointly owned Independent Sales Associateship is dissolved, anyone of the joint owners may operate the Independent Sales Associateship, but the other joint owners must relinquish their rights to, and interests in, the Independent Sales Associateship; Travelada cannot divide a Downline Organization, nor can it split commission or bonus checks between the joint owners; if a jointly owned Independent Sales Associateship is dissolved, the individual(s) who relinquished ownership in the original Independent Sales Associateship may apply as new Independent Sales Associates under any Sponsor but may not purchase or join an existing Independent Sales Associateship.

Succession - If an Independent Sales Associate dies or becomes incapacitated, his/her rights to commissions, bonuses, and Downline Organization, together with all Independent Sales Associate responsibilities, will pass to his/her successor(s). Upon death or incapacitation, the successor(s) must present the Travelada Compliance Department with proof of death or incapacitation, along with proof of succession, such as a Grant of Probate or an Enduring Power of Attorney, and a properly completed Independent Sales Associate Application and Agreement. You may inherit and retain another Independent Sales Associateship even though you currently own or operate an Independent Sales Associateship.

Taxes - Independent Sales Associates must comply with all relevant taxation legislation. Independent Sales Associates should seek professional advice from their own accountant or tax advisor as to how to keep proper business records and account for tax aspects of their independent business. Independent Sales Associates' Travelada income may be subject to income tax and so must be properly accounted for in annual income tax returns. Independent Sales Associates conducting their Travelada business in a business-like manner may also be entitled to deduct certain expenses incurred in earning their Travelada income. Such expenses should be properly recorded and evidenced with receipts.

Telephone and Email Solicitation - The use of any automated telephone solicitation equipment in connection with the marketing or promotion of Travelada, its products, or the Travelada opportunity is strictly prohibited. The use of "boiler-room" telemarketing operations to sell products or services over the telephone, or to recruit Independent Sales Associates, is strictly prohibited. Independent Sales Associates are also forbidden from sending unsolicited e-mail messages or "spamming" to sell products or to recruit Independent Sales Associates. Independent Sales Associates should also make themselves familiar with relevant privacy legislation.

Territories - There are no exclusive territories for marketing Travelada products or services, nor shall any Independent Sales Associate imply or state that he/she has an exclusive territory to market Travelada products or services.

Trade Shows and Expositions - Independent Sales Associates may display and/or sell Travelada products at trade shows and expositions, but may not display or sell Travelada products at swap meets, garage sales, flea markets, or farmers' markets as these events are not conducive to the image Travelada wishes to portray. Travelada cannot supply inventory on consignment to Independent Sales Associates operating stands at such events. All literature displayed at the event must be official Travelada literature and must clearly identify the individual(s) as Independent Sales Associates.

Transfer of Sponsorship

Conflicting Enrolments - Every prospective Independent Sales Associate has the ultimate right to choose his/her own Sponsor. As a general rule, the first Independent Sales Associate who does meaningful work with a prospective Independent Sales Associate is considered to have first claim to sponsorship. Basic tenets of common sense and consideration should govern any dispute that may arise. In the event that a prospective Independent Sales Associate or any Independent Sales Associate on behalf of a prospective Independent Sales Associate, submits more than one Independent Sales Associate Application and Agreement to Travelada, listing a different Sponsor on each, the Company will only consider valid the first Independent Sales Associate Application and Agreement that it receives, accepts, and processes. If there is any question concerning the sponsorship of an Independent Sales Associate, the final decision will be made by Travelada.

Cross-line Raiding - Travelada will not permit any change in the line of sponsorship except in the following circumstances: where an Independent Sales Associate has been fraudulently or unethically induced into joining Travelada; where an incorrect placement was made due to an Independent Sales Associate error, a change in the line of sponsorship can be made to correct the error where a request for a change is made within 10 days of enrolment. If you make such a request, you must also submit the written consent of your Sponsor and that person's Sponsor along with the required placement change fee. If at the time of the request you have any downline organization in place, no change will be permitted in the line of sponsorship. In the event that such a change is approved, commissions and bonuses earned will be adjusted accordingly. In no case will a change of placement be approved where a signed application has not been received by Travelada; if you terminate your Independent Sales Associateship in writing you may rejoin under the Sponsor of your choice after a period of six (6) months; following termination of your Independent Sales Associateship, you may participate as a Customer during the six (6) month period. In the event you terminate your Independent Sales Associateship, you forfeit all rights, bonuses, and commissions under your previous line of sponsoring. You may not avoid compliance with this policy through the use of DBAs, assumed names, corporations, partnerships, trusts, spouse names, fictitious ID numbers, etc. If you have been "inactive" (i.e., no purchases or sales of Travelada products or participation in any other form as an Independent Sales Associate) for a period of twelve (12) successive months, you may terminate your; Independent Sales Associateship in writing and rejoin immediately under the Sponsor of your choice; cross-line raiding is strictly prohibited. "Cross-line raiding" is defined as the enrolment or attempted enrolment of an individual or Entity that already has a current Independent Sales Associate Agreement on file with Travelada, or who has had such agreement within the preceding six (6) calendar months within a different line of sponsorship. The use of trade names, DBAs, assumed names, corporations, partnerships, trusts, spouse names, fictitious ID numbers or any other vehicle to circumvent this policy is prohibited. Independent Sales Associates may not demean, discredit, or invalidate other Independent Travelada Entrepreneurs in an attempt to entice another Independent Sales Associate to become part of the first Independent Sales Associate's Downline Organization.

Responsibilities of Independent Sales Associates and Sponsors

Ongoing Supervision, Training, and Sales - Any Independent Sales Associate who sponsors another Independent Sales Associate into Travelada must train the new Independent Sales Associate in product knowledge, effective sales techniques, the Compensation Plan, and the Policies and Procedures. Independent Sales Associates must also supervise and monitor Independent Sales Associates in their Downline Organization to ensure they conduct business professionally and ethically, promote sales properly, and provide quality customer service. As an Independent Sales Associate progresses through the various levels of leadership, his/her responsibilities to train and motivate downline Independent Sales Associates will increase.

Non-Disparagement - In setting the proper example for their downline, Independent Sales Associates must not disparage other Independent Travelada Entrepreneurs, Travelada's Products, the Compensation Plan, or the Company's employees. Such disparagement constitutes a material breach of these Policies and Procedures.

Holding Applications or Orders - All Independent Sales Associates must forward to Travelada any forms and applications they receive from other Independent Sales Associates or applicant Independent Sales Associates, or Customers or applicant Customers, on the next business day after which the forms or applications are signed.

Reporting Policy Violations - Independent Sales Associates should report any observed violations of a policy violation to the Travelada Compliance Department.



Sales Requirements

Membership Sales - The Travelada Compensation Plan is based upon the sale of Travelada products and services to end consumers. Independent Sales Associates must fulfil specified personal and Downline Organization sales requirements (as well as meet other responsibilities set forth in these Policies and Procedures and Compensation Plan) in order to be eligible for bonuses, commissions, and advancement to higher levels of rank and achievement. The following sales requirements must be satisfied in order for Independent Sales Associates to be eligible for commissions: a minimum of seventy percent (70%) of an Independent Sales Associate's orders must be for Customers or end users. The sales volume of an Independent Sales Associate's personally enrolled Customers shall be included for the purposes of determining compliance with the seventy percent (70%) requirement. Independent Sales Associates may not purchase additional product until at least seventy percent (70%) of the previous order has been sold to end consumers; Independent Sales Associates are required to furnish their person to person Retail Customers with a receipt which specifies the date of sale, the amount of sale, the items purchased, and the Travelada satisfaction guarantee. Independent Sales Associates must retain all retail sales receipts for a period of two (2) years and furnish them to Travelada at the Company's request. Records documenting the online purchases of Independent Sales Associates' Customers at the Retail Site will be maintained by Travelada.

Retail Customer Sales - Independent Sales Associates may sell Travelada products at any price they choose. All Independent Sales Associates must provide their Retail Customers with an official Travelada sales receipt. These receipts outline the Customer Refund Warranty for Travelada products, as well as any consumer protection rights. Sales made through the Independent Sales Associate's online Retail Website will be made at the suggested retail price.

Excessive Purchases of Inventory Prohibited - Travelada strictly prohibits the purchase of products in unreasonable amounts solely for the purpose of qualifying for commissions, bonuses, or advancement in the Compensation Plan. Independent Sales Associates may not purchase more than they can reasonably resell in any six- week rolling period, nor encourage others to do so. Independent Sales Associates are not required to carry inventory of memberships. Independent Sales Associates who do so may find building a Downline Organization somewhat easier because of the decreased response time in filling customer orders or in meeting a new Independent Sales Associate's needs. Each Independent Sales Associate must make his/her own decision with regard to these matters.

Deposits - No monies should be paid to or accepted by Independent Sales Associates for a sale except at the time of product delivery.

Bonuses and Commissions

Bonus and Commission Cycles - Travelada pays commissions on weekly and monthly cycles to the Independent Sales Associate's Virtual Account located in the Independent Sales Associates Back Office. An Independent Sales Associate must review his/her commissions and report any errors or discrepancies to Travelada within ten (10) days from the date of the commission payment. Errors or discrepancies which are not brought to Travelada's attention within the 10 day period will be deemed waived by the Independent Sales Associate.

Adjustment of Bonuses and Commissions - Independent Sales Associates earn commissions and bonuses based on product sales to End Consumers. Accordingly, Travelada will adjust commissions and bonuses earned from any sale when the Independent Sales Associate or any other End Consumer returns the sold product for a refund. Travelada will deduct the sales volume attributable to the returned product from the Upline Independent Sales Associate's group volume within the first two (2) weeks after the refund is given.

Loss of Rights to Commissions - You must be an active Independent Sales Associate and in compliance with the terms of the Independent Sales Associate Agreement to qualify for commissions and bonuses.

Unclaimed Commissions - Independent Sales Associates who provide Travelada with incomplete or invalid bank account information will have their commission and bonus retained as a credit. Any unclaimed credit will be held in trust for 12 months, during which time Travelada may periodically notify the Independent Sales Associates in writing of their credit balance.

Product Guarantees, Returns, and Inventory Repurchase

Return Policy

Retail Customers - Travelada obligates its Independent Sales Associates to honor the Company's 100%, unconditional, 30-day, money-back guarantee to all Retail Customers. If for any reason a Retail Customer is dissatisfied with any Travelada, he/she may return the membership to the Independent Sales Associates from whom the membership was purchased within thirty (30) days from the date of purchase.

Customers - Travelada offers Customers who order directly from an official Travelada Website a 100%, thirty (30) day, money back guarantee on their initial membership order.

Independent Sales Associates - If an Independent Sales Associate elects to cancel his/her Independent Sales Associateship during the ten (10) day period immediately following his/her enrolment which constitutes a Voluntary Cancellation of his/her Independent Sales Associate Agreement. Moreover, the Company will adjust the appropriate Independent Sales Associates' Sales Volume.

Dispute Resolution and Disciplinary Proceedings between Independent Sales Associates

Grievances and Complaints - When an Independent Sales Associate has a grievance or complaint with another Independent Sales Associate regarding any practice or conduct in relationship to their respective Travelada businesses, the complaining Independent Sales Associate should first discuss the problem with the other Independent Sales Associate. If this does not resolve the problem, the complaining Independent Sales Associate should report the problem to his/her up-line to resolve the issue at a local level. If the matter cannot be resolved, it must be reported in writing to the Travelada Compliance Department. The Compliance Department will review the complaint and make a final decision. The complaint should identify specific instances of alleged improper conduct and, to the extent possible, identify the relevant dates on which the event(s) complained of took place, the location(s) where they occurred, and all persons who have firsthand knowledge of the improper conduct.

Compliance Department Review - Upon receipt of a written complaint, the Travelada Compliance Department will investigate the matter, review the applicable policies, and render a decision on how the dispute shall be resolved. The Compliance Department may also issue disciplinary sanctions consistent with the provisions of this Agreement

Disputes between Travelada and Independent Sales Associates

Mediation and arbitration - All unresolved disputes and claims relating to Travelada, its Compensation Plan, its Products, the rights and obligations of its Independent Sales Associates and Travelada, or any other claim or cause of action relating to product purchase(s) or performance, either of an Independent Sales Associate or of Travelada under the Independent Sales Associate Agreement, shall first be put before a mediator acceptable to both parties for resolution. Each party shall bear its own costs in the mediation. Should mediation fail to resolve the dispute then it shall be put before arbitration in Palm Beach County, Florida, USA. Each party to the arbitration shall be responsible for their own costs, including legal and filing fees. This agreement to mediate and, failing mediation, arbitrate will survive any cancellation or expiration of the Independent Sales Associate Agreement. Nothing in these Policies and Procedures shall prevent Travelada from applying to and obtaining from any court having jurisdiction a writ of attachment, temporary injunction, preliminary injunction, permanent injunction, or other available relief to safeguard and protect Travelada's interest prior to, during, or following the filing of any arbitration or other proceeding, or pending the rendering of a decision or award in connection with any arbitration or other proceeding. The existence of any Independent Sales Associate claim or cause of action against Travelada does not preclude Travelada from enforcing the Independent Sales Associate's covenants and agreements contained in the Independent Sales Associate Agreement.

Jurisdiction, Venue, and Choice of Law - The jurisdiction and venue of any matter pursuant to this agreement shall reside in Broward County, Florida, USA.

Disciplinary Actions - Violation of any of the terms and conditions of the Independent Sales Associate Agreement, or any illegal, fraudulent, deceptive, or unethical business conduct by an Independent Sales Associate, may result, at Travelada's discretion, in one or more of the following sanctions: a written warning, clarifying the meaning and application of a specific policy or procedure, and advising that a continued breach ill result in further sanctions; probation, which may include requiring an Independent Sales Associate to take remedial action and will include follow-up monitoring by Travelada to ensure compliance with the Agreement; withdrawal or denial of an award or recognition, or restricting participation in Travelada-sponsored events for a specified period of time or until the Independent Sales Associate satisfies certain specified conditions; suspension of certain privileges of Independent Sales Associateship, including but not limited to placing a product order, participating in Travelada programs, progressing in the Compensation Plan, or participating as a Sponsor (including participating as an International Sponsor), for a specified period of time or until the Independent Sales Associate satisfies certain specified conditions; withholding commissions or bonuses for a specified period of time or until the Independent Sales Associate satisfies certain specified conditions; imposing fair and reasonable fines or other penalties in proportion to actual damages incurred by Travelada and as permitted by law; and/or terminating an Independent Sales Associateship.

Ordering

Ordering Methods - Independent Sales Associates may place orders through the Internet. Payment may be made by credit card, bank check, money order or personal check.

Purchasing Travelada Products - Each Independent Sales Associate must purchase his/her wholesale memberships directly from Travelada in order to receive the sales volume credits Independent Sales Associate with that purchase.

Bank check or Money Order - Make payable to Travelada for the full amount of your order, including shipping and handling charges. Independent Sales Associates will be charged an administration and bank fee for any checks that is returned unpaid. This will be in addition to any charge made by the Independent Sales Associate's bank.

Personal check - Travelada does accept personal checks as payment for first, initial orders. However, the Check must not be stale or post-dated. Any Check returned unpaid to Travelada may immediately suspend payment privileges by personal Check. Failure to promptly resolve a returned Check may result in termination. Any uncollected amount may be deducted from future commissions. Travelada may choose to authorize your personal Check through a Check guarantee service. In the event the authorization is attempted and denied by the service, the order will not be accepted.

Credit Cards - Travelada accepts VISA, MasterCard, Bankcard, Diners Club, and American Express. In the event that the charge is declined, the order will not be accepted. Using someone else's credit card without their express, written permission is prohibited and may be grounds for involuntarily cancellation of your Independent Sales Associateship.

Returned Checks, Insufficient Funds, and Declined Credit - All Checks returned unpaid by the bank will incur a charge made up of recovery of the bank's charge and a handling fee. All future orders from that Independent Sales Associate must be accompanied by a money order or bank Check. Any outstanding balance owed to Travelada will be deducted from subsequent commission or bonus. Failure to resolve any outstanding balance owed to Travelada may result in the involuntary cancellation of Independent Sales Associateship.

Chargeback Abuse Policy - You agree not to file a credit card or debit card dispute or chargeback with regard to any purchase and instead abide by the dispute resolution procedures outlined herein. In the event that you breach this agreement and file a dispute or chargeback, upon a resolution in our favor of the chargeback by either the credit card issuing bank, the credit card processor or by VISA or MASTERCARD, you agree to reimburse us for any costs incurred in researching and responding to such chargeback, including without limitation, our actual costs paid to the credit card processor or our banks, other third parties, and the reasonable value of the time of our employees and owners spent on the matter, as determined in our discretion in good faith. You further agree that all dispute resolution procedures below will be deemed waived by you, and that these amounts will be added to the original amount of the order, and that this total amount will then be immediately due and payable. If your chargeback is upheld, you agree to pay all of the same costs, in addition to the original purchase price. In the event that a chargeback is placed or threatened on a purchase, we also reserve the right to report the incident for inclusion in chargeback abuser database(s) of our choosing and in our sole discretion. The information reported will include name, email address, order date, order amount, IP address, full address, and phone number. Being listed on such databases may make it more difficult or even impossible for you to use (any of) your credit card(s) on future purchases with us or other merchants. Chargeback abusers wishing to be removed from the database shall make payment to us for any outstanding amount owed to us + $50 for processing and handling by wire transfer or such other means as we may require.

Chargeback/Cost Recovery Policy and Procedures - The purpose of this chargeback recovery policy is not to create revenue for the Company, but to recover operating expenses incurred from protecting the company's financial well-being from those individuals who would take financial advantage of our network instead of utilizing our easy cancellation policy. This policy creates a means of feedback, ensures cost recovery, supports the goals of the Company, and allows everyone to share in the success of the Company.

What is a chargeback? When a bank forcibly reverses a credit card transaction, returning funds to the cardholder, it is known as a chargeback. Chargebacks are usually issued when fraudulent purchases have been made on a person's credit card. However, consumers may request a chargeback for nearly any reason by simply disputing a charge with your Card Issuer; as a result, it is possible to accidentally commit "friendly fraud."

Independent Sales Associate Services

Changes to the Independent Sales Associateship - Each Independent Sales Associate must immediately notify Travelada of all changes to the information contained on the Independent Sales Associate Application and Agreement. Independent Sales Associates may modify their existing Independent Sales Associate Agreement by submitting a written request, a properly executed Independent Sales Associate Application and Agreement, and appropriate supporting documentation.

Addition of Co-applicants - When adding a co-applicant to an existing Independent Sales Associateship, Travelada requires both a written request and a properly completed Independent Sales Associate Application and Agreement containing the applicant's and co- applicant's signatures. The modifications permitted within the scope of this paragraph do not include a change of sponsorship.

Commission Statements/tax Invoices - Commission Statements/Tax Invoices are provided for all active Independent Sales Associates receiving a commission Check in your ISA Back Office.

Errors or Questions - In the event an Independent Sales Associate has questions about or believes that any errors have been made regarding commissions, bonuses, Downline Genealogy Reports, orders, or charges, the Independent Sales Associate must notify Travelada within thirty (30) days of the date of the purported error or incident in question. Travelada will not be responsible for any error, omission, or problem not reported within thirty (30) days.

Resolving Problems - If you have any questions regarding shipments, orders, commissions and bonuses, or the Compensation Plan, please write or call the Travelada Support Services.

Inactivity and Cancellation Policies - Independent Sales Associates who do not meet the Personal Sales Volume requirements specified in the Travelada Compensation Plan may not receive a commission and may lose accumulated Sales Volume for the sales generated through their Downline Organization.

Involuntary Cancellation - An Independent Sales Associate's violation of any of the terms of the Independent Sales Associate Agreement, including any amendments which may be made by Travelada in its sole discretion from time to time, constitutes a material breach of the Independent Sales Associate Agreement and may result, at Travelada's option, in any of the Disciplinary Actions listed herein, including cancellation of his/her Independent Sales Associateship. Involuntary Cancellation of an Independent Sales Associateship will result in the Independent Sales Associate's loss of all rights to his/her Downline Organization and any bonuses and commissions generated thereby. An Independent Sales Associate whose Agreement is involuntarily cancelled shall receive commissions and bonuses only for the last full calendar week prior to termination. When an Independent Sales Associateship is involuntarily cancelled, the Independent Sales Associate will be notified by certified mail at the address on file with the Company. Cancellation is effective on the date on which written notice is mailed via certified mail, return receipt requested, to the Independent Sales Associate's last known address or when the Independent Sales Associate receives actual notice of cancellation, whichever occurs first. In the event of such Involuntary Cancellation, the Independent Sales Associate must immediately cease to representing himself/herself as a Independent Travelada Entrepreneur. The Independent Sales Associate may appeal the termination to the Travelada Compliance Department. The Independent Sales Associate's appeal must be in writing and must be received by the company within fifteen (15) calendar days of the date of Travelada's cancellation letter. If Travelada does not receive the appeal within the fifteen-day period, the cancellation will be final. The Independent Sales Associate must submit all supporting documentation with his/ her appeal correspondence. The written appeal will be reviewed by the Compliance Department. If the Independent Sales Associate files a timely appeal of termination, the Compliance Department will review and reconsider the termination, consider any other appropriate action, and notify the Independent Sales Associate in writing of its decision. This decision of the Compliance Department will be final. An Independent Sales Associate whose Independent Sales Associate Agreement is involuntarily cancelled may reapply to become an Independent Sales Associate twelve (12) calendar months from the date of cancellation. Any such Independent Sales Associate wishing to reapply must submit a letter to the Travelada Compliance Department setting forth the reasons why he/she believes Travelada should allow him or her to operate an Independent Sales Associateship. It is within Travelada's sole discretion whether to permit such an individual to again operate a Travelada business.

Written Cancellation - An Independent Sales Associate may cancel his/her Agreement with Travelada at any time and for any reason by providing written notice to Travelada indicating his/her intent to discontinue his/her Independent Sales Associateship status. The written notice must include the Independent Sales Associate's signature, printed name, address, and appropriate identification number.

Effect of Cancellation - Following an Independent Sales Associate's voluntary or involuntary cancellation, such former Independent Sales Associate shall have no right, title, claim, or interest to the Downline Organization which he/she operated or any bonus and/or commission from the sales generated by the organization. Following an Independent Sales Associate's voluntary or involuntary cancellation, the former Independent Sales Associate shall not hold himself or herself out as a Independent Travelada Entrepreneur shall not have the right to sell Travelada products or services, must remove any Travelada sign from public view, and must discontinue using any other materials bearing any Travelada logo, trademark, or service mark. An Independent Sales Associate who is voluntarily cancelled will receive commissions and bonuses only for the last full calendar week prior to his/her cancellation. An Independent Sales Associate whose Agreement is involuntarily cancelled will receive commissions and bonuses only for the last full calendar week prior to cancellation, unless monies were withheld by the Company during an investigation period. If an investigation of the Independent Sales Associate's conduct results in his/her involuntary cancellation, he/she shall not be entitled to recover withheld commissions and bonuses.

Definitions

Active Independent Sales Associate - An Independent Sales Associate who satisfies the minimum Personal Sales Volume requirements as set forth in the Travelada Compensation Plan.

Independent Sales Associate - An individual who has executed an Independent Sales Associate application and agreement which has been accepted by Travelada. Independent Sales Associates are required to meet certain qualifications and are responsible for the training, motivation, support, and development of the Independent Sales Associates in their respective Downline Organizations. Independent Sales Associates are entitled to purchase Travelada products at Independent Sales Associate prices, enroll Customers and new Independent Sales Associates, and take part in all Company Independent Sales Associate programs.

Independent Sales Associate Agreement - The term Independent Sales Associate Agreement, as used in the Policies and Procedures, refers to the Independent Sales Associate Application and Agreement, Travelada's Policies and Procedures, and the Compensation Plan.

Cancellation - Termination of an individual's Independent Sales Associateship. Cancellation may be either voluntary or involuntary

Involuntary Cancellation - Termination of an Independent Sales Associateship which is initiated by Travelada.

Voluntary Cancellation - The termination of an Independent Sales Associateship instituted by the Independent Sales Associate who elects to discontinue his/her affiliation with Travelada for any reason.

Commissionable Products - A Travelada products on which commissions and bonuses are paid.

Downline Organization - An Independent Sales Associate's Downline Organization consists of all Independent Sales Associates below him/her.

End Consumer - A person who purchases Travelada products for the purpose of personally consuming them.

Genealogy Report - A report generated by Travelada that provides critical data relating to the identities of Independent Sales Associates and sales information of each Independent Sales Associate's Downline Organization. This report contains proprietary trade secret information.

Immediate Household - An Independent Sales Associate, his or her spouse or defacto, and dependants.

Level - The layers of downline Independent Sales Associates in a particular Independent Sales Associate's Downline Organization. This term refers to the relationship of an Independent Sales Associate relative to a particular upline Independent Sales Associate, determined by the number of Independent Sales Associates between them who are related by sponsorship.

Official Travelada Material - Literature, audio or video tapes, and other materials developed, printed, published, or distributed by Travelada.

Personal Sales Volume (PSV) - The commissionable value of products purchased by an Independent Sales Associate.

Retail Customer - A person who orders Travelada products through an Independent Sales Assocaite.

Sponsor - An Independent Sales Associate who enrolls a new Independent Sales Associate or Preferred Customer and is listed as the Sponsor on the Independent Sales Associate Application and Agreement. As the term implies, the Sponsor has a responsibility to assist those he/she brings into the business.

Titled Independent Sales Associate - An Independent Sales Associate who has received commission and a title (i.e., Bronze, Silver, Gold, Platinum or Diamond).

Up-line - The term refers to the Independent Sales Associate or Independent Sales Associates above a particular Independent Sales Associate in a sponsorship line to the company. Conversely stated, it is the line of Sponsors that links any particular Independent Sales Associate to the Company.