Planner Partner Agreement

Introduction

1.1 - POLICIES AND PROCEDURES AND COMPENSATION PLAN INCORPORATED INTO PLANNER PARTNER AGREEMENT

The Policies and Procedures, in their present form and as amended from time to time at the sole discretion of McCoy Media Holdings, Inc. (“Digital RSVP” or the “Company”), are incorporated into, and form an integral part of, the Digital RSVP Planner Partner Agreement. Throughout these Policies and Procedures, when the term “Agreement” is used, it collectively refers to the Digital RSVP Planner Partner Application and Agreement, these Policies and Procedures, the Digital RSVP Compensation Plan, and the Digital RSVP Business Entity Registration Form (if applicable). These documents are incorporated by reference into the Digital RSVP Planner Partner Agreement (all in their current form and as amended by Digital RSVP from time to time). It is the responsibility of each Planner Partner to read, understand, adhere to and ensure that he or she is aware of and operating under the most current version of these Policies and Procedures. When sponsoring or enrolling a new Planner Partner, it is the responsibility of the sponsoring Planner Partner to ensure that the applicant is provided with, or has online access to, the most current version of these Policies and Procedures and the Digital RSVP Compensation Plan prior to his or her execution of the Planner Partner Agreement.

1.2 – PURPOSE OF POLICIES AND PROCEDURES

Digital RSVP is a saas company that markets its products through Independent Planner Partners (“Planner Partner” or “Planner Partners”). It is important to understand that your success and the success of your fellow Planner Partners depends on the integrity of the individuals who market our products. To clearly define the relationship that exists between Planner Partners and Digital RSVP, and to explicitly set a standard for acceptable business conduct, Digital RSVP has established the Agreement. Digital RSVP Planner Partners are required to comply with all of the Policies and Procedures which Digital RSVP may amend from time to time, at its sole discretion, as well as all federal, state and local laws governing their Digital RSVP business and their conduct. Because you may be unfamiliar with many of these standards of practice, it is very important that you read and abide by these Policies and Procedures. Please review the information in these Policies and Procedures carefully as they explain and govern your relationship, as an independent contractor, with the Company. If you have any questions regarding any policy or rule, do not hesitate to seek an answer from Digital RSVP.

1.3 – CHANGES TO THE AGREEMENT

Because Federal, state, and local laws, periodically change, and because our business environment evolves so rapidly, Digital RSVP reserves the right to amend the Agreement and its prices in its sole and absolute discretion. By signing the Planner Partner Agreement, and joining Digital RSVP as a Planner Partner, and in consideration of accepting commissions, bonuses and awards from Digital RSVP, a Planner Partner agrees to abide by the most current version of these Policies and Procedures as they are amended by Digital RSVP from time to time. In its sole discretion. Amendments shall be effective seven (7) days after publication of a notice that Policies and Procedures have been amended. Amendments shall not apply retroactively to any conduct that occurred prior to the effective date of the amendment. Digital RSVP shall provide or make available to all Planner Partners a complete copy of the amended Policies and Procedures by one or more of the following methods:

posting on the Company’s official website;
electronic mail (e-mail);
posting in the Planner Partner’s back office;
inclusion in Company periodicals; or
special mailings.

By continuing to operate a Planner Partner’s Digital RSVP business or by accepting commission, bonuses or awards from Digital RSVP, the Planner Partner thereby acknowledges the revised Policies and Procedures and agrees to abide by them.

1.4 – DELAYS

Digital RSVP shall not be responsible for delays or failure in performance of its obligations when performance is made commercially impracticable due to circumstances beyond its reasonable control. This includes, without limitation, strikes, labor difficulties, riot, war, fire, death, curtailment of a source of supply, or government decrees or orders.

1.5 – POLICIES AND PROVISIONS SEVERABLE

If any provision of the Agreement, in its current form or as may be amended, is found to be invalid or unenforceable for any reason, only the invalid portion(s) of the provision shall be severed and the remaining terms and provisions shall remain in full force and effect. The severed provision, or portion thereof, shall be reformed to reflect the purpose of the provision as closely as possible.

1.6 – WAIVER

The Company never gives up its right to insist on compliance with the Agreement and with the applicable laws governing the conduct of a business. No failure of Digital RSVP to exercise any right or power under the Agreement or to insist upon strict compliance by a Planner Partner with any obligation or provision of the Agreement, and no custom or practice of the parties at variance with the terms of the Agreement, shall constitute a waiver of Digital RSVP’s right to demand exact compliance with the Agreement. Waiver by Digital RSVP can be effectuated only in writing by an authorized officer of the Company. Digital RSVP’s waiver of any particular breach by a Planner Partner, or Digital RSVP’s waiver of any particular provision of the Planner Partner Agreement or these Policies and Procedures, shall not affect or impair Digital RSVP’s rights with respect to any subsequent breach, nor shall it affect in any way the rights or obligations of any other Planner Partner. Nor shall any delay or omission by Digital RSVP to exercise any right arising from a breach affect or impair Digital RSVP’s rights as to that or any subsequent breach. The existence of any claim or cause of action of a Planner Partner against Digital RSVP shall not constitute a defense to Digital RSVP’s enforcement of any term or provision of the Agreement.

SECTION 2 – BECOMING A PLANNER PARTNER

2.1 – REQUIREMENTS TO BECOME A PLANNER PARTNER

To become a Digital RSVP Planner Partner, each applicant must:

Be of the age of majority in his or her state of residence;
Reside in the United States, a U.S. Territory, or any country that Digital RSVP has officially announced is open for business;
Submit a properly completed Planner Partner Application and Agreement to Digital RSVP either in hard copy or online format.

The Company reserves the right to reject any applications for a new Planner Partner or applications for renewal.

2.2 – MARKET PARTNER BENEFITS

Once a Planner Partner Application and Agreement has been accepted by Digital RSVP, the benefits of the Planner Partnership and the Planner Partner Agreement are available to the new Planner Partner. These benefits include the right to:

Sell Digital RSVP products and profit from these sales;
Receive commissions on all activated referred accounts;
Participate in the Digital RSVP Planner Partnership (receive bonuses and free advertising, if eligible);
Receive periodic Digital RSVP literature and other Digital RSVP communications including quarterly calls to discuss ways to beneift the partner’s business;
Participate in Digital RSVP-sponsored support, service, training, motivation and recognition functions; and
Participate in promotional and incentive contests and programs sponsored by Digital RSVP for its Planner Partners.

2.4 – TERM AND RENEWAL OF THE AGREEMENT

The term of the Planner Partner Agreement is one year from the date of its acceptance by Digital RSVP (subject to prior termination pursuant to Section 10). The partnership is automatically renewed each year until one or both of the parties decides it is no longer a good fit.

SECTION 3 – OPERATING A Digital RSVP BUSINESS

3.1 – ADHERENCE TO THE Digital RSVP MARKETING PLAN

Planner Partners must adhere to the terms of the Digital RSVP Marketing Plan as set forth in official Digital RSVP literature. Planner Partners shall not offer the Digital RSVP opportunity through, or in combination with, any other system, program, sales tool, or method of marketing other than that specifically set forth in official Digital RSVP literature. Planner Partners shall not require or encourage other current or prospective Planner Partners or VIP Customers to participate in Digital RSVP in any manner that varies from the program as set forth in official Digital RSVP literature. Planner Partners shall not require or encourage other current or prospective Planner Partners or VIP Customers to execute any agreement or contract other than official Digital RSVP agreements and contracts in order to become a Digital RSVP Planner Partner or VIP Customer. Similarly, Planner Partners shall not require or encourage other current or prospective VIP Customers or Planner Partners to make any purchase from, or payment to any individual or other entity to participate in the Digital RSVP Compensation Plan other than those purchases or payments identified as recommended or required in official Digital RSVP literature.

3.2 – ADVERTISING

3.2.1 – GENERAL

All Planner Partners shall safeguard and promote the good reputation of Digital RSVP and its products. The marketing and promotion of Digital RSVP, the Digital RSVP opportunity, Planner Partner Benefits, and Digital RSVP products shall be consistent with the public interest, and must avoid all discourteous, deceptive, misleading, unethical or immoral conduct or practices. To promote both the products and tremendous opportunity Digital RSVP offers, Planner Partners must use the sales aids and support materials produced by Digital RSVP. The rationale behind this requirement is simple. Digital RSVP has carefully designed its products, product labels, Referral Program, and promotional materials to ensure that each aspect of Digital RSVP is fair, truthful, substantiated, and complies with the vast and complex legal requirements of federal and state laws. If Digital RSVP Planner Partners were allowed to develop their own sales aids and promotional materials, notwithstanding their integrity and good intentions, the likelihood that they would unintentionally violate any number of statutes or regulations affecting a Digital RSVP business is almost certain. These violations, although they may be relatively few in number, would jeopardize the Digital RSVP opportunity for all Planner Partners. Accordingly, Planner Partners must not produce their own literature, advertisements, sales aids, business tools, promotional materials, or Internet web pages. Nor may Planner Partners use any literature, advertisements, sales aids, business tools, promotional materials, or Internet web pages obtained from any source other than the Company. Planner Partners may download and obtain approved promotional materials through the Affiliate Portal.

3.2.2 – ONLINE CONDUCT

A. No Independent Websites

No Planner Partner may independently design a website that uses the names, logos, or product descriptions of Digital RSVP or otherwise promotes (directly or indirectly) Digital RSVP products or the Digital RSVP opportunity. A Planner Partner shall not use “blind” ads on the Internet that make product or income claims which are ultimately associated with Digital RSVP products, the Digital RSVP opportunity, or the Digital RSVP Compensation Plan. The use of any other Internet website or web page (including without limitation auction sites such as eBay) in any way to promote to the sale of Digital RSVP products, the Digital RSVP opportunity, or the Compensation Plan is a breach of these Policies and Procedures and may result in any of the disciplinary sanctions set forth in Section 8.1.

B. Domain Names and Email Addresses

Planner Partners may not use or attempt to register any of Digital RSVP’s trade names, trademarks, service names, service marks, product names, the Company’s name, or any derivative thereof, for any Internet domain name. Nor may Planner Partners incorporate or attempt to incorporate any of the Company’s trade names, trademarks, service names, service marks, product names, the Company’s name, or any derivative thereof, into any email address except in manner approved by the company.

C. Linking

Attempts to mislead web traffic into believing they are going to a Digital RSVP corporate site, when in fact they land at a Planner Partner’s Website, will not be allowed. The determination as to what is misleading to a reasonable reader or user of the site will be determines by Digital RSVP in its sole discretion.

D. Online Classifieds

Planner Partners may not use online classifieds (including Craigslist) to list, sell or retail specific Digital RSVP products or product bundles. Planner Partners may use online classifieds (including Craigslist) for prospecting, recruiting, sponsoring and informing the public about the Digital RSVP business opportunity, provided Digital RSVP approved templates/images are used. These templates will identify the Planner Partner as an Independent Digital RSVP Planner Partner.

E. eBay/Online Auctions

Digital RSVP products may not be listed on eBay or other online auctions, nor may Planner Partners enlist or knowingly allow a third party to sell Digital RSVP products on eBay or other online auction.

F. Buy and Sell Sites

Digital RSVP prohibits the listing or selling of Digital RSVP products on buy and sell sites such as Amazon, eBay, Facebook Groups, Walmart.com and other buy/trade/swap pages or social media platforms. The retailing of any Digital RSVP products through these sites or platforms is a serious violation and will result in sanctions up to and including the suspension or termination of your Digital RSVP account. Digital RSVP does permit the use of these forums to help promote and advertise an Independent Planner Partner’s availability, the Digital RSVP opportunity and Digital RSVP products. (Please refer to 3.6.2 – Product Claims and 3.6.3 - Income Claims for further guidance.)

G. Banner Advertising

Planner Partners may place banner advertisements on a website provided the Planner Partner uses Digital RSVP approved templates and images. Planner Partners may not use blind ads (ads that do not disclose the identity of the Company) or web pages that make product or income claims that are ultimately associated with Digital RSVP products or the Digital RSVP opportunity.

H. Spam Linking

Spam linking is defined as multiple consecutive submissions of the same or similar content into blogs, wikis, guest books, websites or other publicly accessible online discussion boards or forums and is not allowed. This includes blog spamming, blog comment spamming and/or spamdexing. Any comments that a Planner Partner makes on blogs, forums, guest books etc. must be unique, informative and relevant.

I. Digital Media Submission

Planner Partners may upload, submit or publish Digital RSVP-related video, audio or photo content that they develop and create so long as it aligns with Digital RSVP values, contributes to the Digital RSVP community greater good and is in compliance with these Policies and Procedures. All submissions must clearly identify the submitter as an Independent Digital RSVP Planner Partner in the content itself and in the content description tag, must comply with all copyright/legal requirements, and must state that the submitter is solely responsible for this content. Planner Partners may not upload, submit or publish any content (video, audio, presentations or any computer files) received from Digital RSVP or captured at official Digital RSVP events or in buildings owned or operated by Digital RSVP without prior written permission.

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

Sponsored links or pay-per-click ads (PPC) are acceptable. The destination URL must be to the sponsoring Planner Partner’s Replicated Website. The display URL must also be to the sponsoring Planner Partner’s Replicated Website, and must not portray any URL that could lead the user to believe they are being directed to a Digital RSVP Corporate site, or be inappropriate or misleading in any way.

K. Social Media

In addition to meeting all other requirements specified in these Policies and Procedures, should a Planner Partner utilize any form of social media, including but not limited to Facebook, Twitter, LinkedIn, YouTube, Instagram, or Pinterest, the Planner Partner agrees to each of the following:

No product sales or enrollments may occur on any social media site. To generate sales, a social media site must link only to the Planner Partner’s Digital RSVP Replicated Website.
It is each Planner Partner’s responsibility to follow the social media site’s terms of use. If the social media site does not allow its site to be used for commercial activity, you must abide by the site’s terms of use.
Any social media site that is directly or indirectly operated or controlled by a Planner Partner that is used to discuss or promote Digital RSVP’s products or the Digital RSVP opportunity may not link to any website, social media site, or site of any other nature, other than the Planner Partner’s Digital RSVP replicated website.
During the term of this Agreement and for a period of 12 calendar months thereafter, a Planner Partner may not use any social media site on which they discuss or promote, or have discussed or promoted, the Digital RSVP business or Digital RSVP’s products to directly or indirectly solicit Digital RSVP Planner Partners for another direct selling or network marketing program (collectively, “direct selling”). In furtherance of this provision, a Planner Partner shall not take any action that may reasonably be foreseen to result in drawing an inquiry from other Planner Partners relating to the Planner Partner’s other direct selling business activities. Violation of this provision shall constitute a violation of the nonsolicitation provision in Section 3.10 below.
A Planner Partner may post, “pin” or “tag” photographs of Digital RSVP products on a social media site, but only photos that are provided by Digital RSVP and downloaded from the Planner Partner’s Back-Office may be used. If a Planner Partner creates a business profile page on any social media site that promotes or relates to Digital RSVP, its products, or opportunity, the business profile page must relate exclusively to the Planner Partner’s Digital RSVP business and Digital RSVP products. If the Planner Partner’s Digital RSVP business is cancelled for any reason or if the Planner Partner becomes inactive, the Planner Partner must deactivate the business profile page.

L. Enticements for Enrollment

Digital RSVP does not condone the use of any publically shared enticements as a means of encouraging or enticing enrollment in Digital RSVP or as an incentive to purchase Digital RSVP products. Such unacceptable enticements include raffles, giveaways, buy-outs, and other similar forms of enticements. Any publically shared social media posts, announcements or give-a-ways are unacceptable and an attempt to “buy the business” and are not condoned by Digital RSVP or its Field Leaders. Digital RSVP, however, does allow personally negotiated offers (such as offering product samples) between a Planner Partner and her or his prospects. Digital RSVP also allows earned incentives offered by a Planner Partner to a member of that Planner Partner’s team as a deserved bonus or award for things such as earned rank advancement, promotions and recognition. This enticement prohibition applies not only to Planner Partners, but also to VIP Customers who attempt to use prohibited enticements for the purpose achieving program goals.

3.2.3 – TELEPHONE DIRECTORY LISTINGS AND TELEPHONE ANSWERING

Planner Partners may list themselves as an “Independent Digital RSVP Planner Partner” in the white or yellow pages of the telephone directory, or with online directories, under their own name. No Planner Partner may place telephone or online directory display ads using Digital RSVP’s name or logo. Planner Partners may not answer the telephone by saying “Digital RSVP”, “Digital RSVP Incorporated”, or in any other manner that would lead the caller to believe that he or she has reached corporate offices of Digital RSVP. A Planner Partner may use the phrase Independent Digital RSVP Planner Partner in telephone greetings or on an answering machine or voicemail system to clearly separate the Planner Partner’s independent Digital RSVP business from Digital RSVP. If a Planner Partner wishes to post his or her name in a telephone or online directory, it must be listed in the following format: Planner Partner’s Name Independent Digital RSVP Planner Partner

3.2.4 – TRADEMARKS AND COPYRIGHTS

The name of Digital RSVP and other names as may be adopted by Digital RSVP are proprietary trade names, trademarks and service marks of Digital RSVP (collectively “marks”). As such, these marks are of great value to Digital RSVP and are supplied to Planner Partners for their use only in an expressly authorized manner. Digital RSVP will not allow the use of its trade names, trademarks, designs, or symbols by any person, including Digital RSVP Planner Partners, without its prior, written permission. As an independent Planner Partner, you may use the Digital RSVP name in the following manner Planner Partner’s Name Independent Digital RSVP Planner Partner Example: Alice Smith Independent Digital RSVP Planner Partner The content of all Company sponsored events is copyrighted material. Planner Partners may not produce for sale or distribution any recorded Company events and speeches without written permission from Digital RSVP; nor may Planner Partners reproduce for sale or for personal use any recording of Company-produced audio or video tape presentations.

3.2.5 – MEDIA AND MEDIA INQUIRIES

Planner Partners must not attempt to respond to media inquiries regarding Digital RSVP, its products, or their independent Digital RSVP business. All inquiries by any type of media must be immediately referred to the Digital RSVP Home Office. This policy is designed to assure that accurate and consistent information is provided to the public as well as a proper public image.

3.2.6 – TELEVISION AND RADIO ADVERTISING

Planner Partners must not utilize radio or television media for the advertising, distribution or promotion of Digital RSVP products or opportunity without the express written consent of Digital RSVP. In the event that Digital RSVP does grant permission for the use of such media, Digital RSVP must have final authority on every stage of the productions process with full rights to all recordings.

3.2.7 – UNSOLICITED EMAIL

Digital RSVP does not permit Planner Partners to send unsolicited commercial emails unless such emails strictly comply with applicable laws and regulations including, without limitation, the federal CAN SPAM Act. Any email sent by a Planner Partner that promotes Digital RSVP, the Digital RSVP opportunity, or Digital RSVP products must comply with the following:

There must be a functioning return email address to the sender.
There must be a notice in the email that advises the recipient that he or she may reply to the email, via the functioning return email address, to request that future email solicitations or correspondence not be sent to him or her (a functioning “opt-out” notice).
The email must include the Planner Partner’s physical mailing address.
The email must clearly and conspicuously disclose that the message is an advertisement or solicitation.
The use of deceptive subject lines and/or false header information is prohibited.
All opt-out requests, whether received by email or regular mail, must be honored.

If a Planner Partner receives an opt-out request from a recipient of an email, the Planner Partner must forward a copy of the opt-out request to the Company. Digital RSVP may periodically send commercial emails on behalf of Planner Partners. By entering into the Planner Partner Agreement, Planner Partner agrees that the Company may send such emails and that the Planner Partner’s physical and email addresses will be included in such emails as outlined above. Planner Partners shall honor opt-out requests generated as a result of such emails sent by the Company.

3.2.8 – UNSOLICITED FAXES

Except as provided in this section, Planner Partners may not use or transmit unsolicited faxes or use an automatic telephone dialing system in connection with the operation of their Digital RSVP businesses. The term “unsolicited faxes” means the transmission via fax of any material or information advertising or promoting Digital RSVP, its products, the Compensation Plan or any other aspect of the company which is transmitted to any person, except that any person with whom the Planner Partner has an established business or personal relationship. The term “established business or personal relationship” means a prior or existing relationship formed by a voluntary two way communication between a Planner Partner and a person, on the basis of:

an inquiry, application, purchase or transaction by the person regarding products offered by such Planner Partner; or
a personal or familial relationship, which relationship has not been previously terminated by either party.

The term “automatic telephone dialing system” means equipment which has the capacity to:

store or produce telephone numbers to be called, using a random or sequential number generator; and
to dial such numbers.

3.3 – BONUS BUYING PROHIBITED

Bonus buying is strictly prohibited. “Bonus buying” includes:

the enrollment of individuals or entities without the knowledge, or execution of an Independent Planner Partner Application and Agreement by such individuals or entities;
the fraudulent enrollment of an individual or entity as a Planner Partner;
the enrollment or attempted enrollment of nonexistent individuals or entities as Planner Partners;
purchasing Digital RSVP products on behalf of another Planner Partner or under another Planner Partner’s I.D. number, to qualify for commissions or bonuses;
purchasing excessive amounts of Digital RSVP products that cannot reasonably be used or resold in a month; and
any other mechanism or artifice to qualify for rank advancement, incentives, prizes, commissions or bonuses that are not driven by bona fide product purchases by end consumers.

Digital RSVP reserves the right to verify resale of product inventory and inspect documentation of Customer sales. Digital RSVP Planner Partners are not required to carry an inventory of products or sales aids.

3.4 - BUSINESS ENTITIES

A corporation, limited liability company (LLC), partnership or trust (collectively referred to in this section as a “Business Entity”) may apply to be a Digital RSVP Planner Partner by submitting a properly completed Planner Partner Application and Agreement. To prevent the circumvention of Section 3.28 (which prohibits the sale, transfer, or assignment of a Digital RSVP business), additional partners, shareholders, members or other Affiliated Parties may be added to a Business Entity only upon the written approval of the Company. If a partner, shareholder, member or other Affiliated Party is added without the Company’s approval, the Planner Partner Agreement may be canceled at the Company’s discretion.

3.5 – CANCELLATION AND RE-APPLICATION

A Planner Partner may legitimately change organizations by voluntarily cancelling his or her Digital RSVP business and remaining inactive (i.e., no purchases of Digital RSVP products for resale, no sales of Digital RSVP products, no sponsoring, no attendance at any Digital RSVP functions, and no participation in any other form of Planner Partner activity, or operation of any other Digital RSVP business) for six (6) full calendar months. Following the six month period of inactivity, the former Planner Partner may reapply under a new Sponsor, however, the former Planner Partner’s Marketing Organization will remain in the original line of sponsorship. Digital RSVP will consider waiving the six month waiting period under exceptional circumstances. Such requests for waiver must be submitted to Digital RSVP in writing.

3.5.1 – NON-CIRCUMVENTION; WAIVER OF CLAIMS

In the event a Planner Partner circumvents the above policies regarding change of Sponsor and changes to a Business Entity, and another downline organization has been developed in the second business developed by a Planner Partner, Digital RSVP reserves the sole and exclusive right to determine the final disposition of the downline organization. Resolving conflicts over the proper placement of a downline that has developed under an organization that has improperly switched sponsors is often extremely difficult. Therefore, MARKET PARTNERS WAIVE ANY AND ALL CLAIMS AGAINST Digital RSVP, ITS OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, AND AGENTS THAT RELATE TO OR ARISE FROM Digital RSVP’S DECISION REGARDING THE DISPOSITION OF ANY DOWNLINE ORGANIZATION THAT DEVELOPS BELOW AN ORGANIZATION THAT HAS IMPROPERLY CHANGED LINES OF SPONSORSHIP.

3.6 – UNAUTHORIZED CLAIMS AND ACTIONS

3.6.1 – INDEMNIFICATION

A Planner Partner is fully responsible for all of his or her verbal and written statements made regarding Digital RSVP products and the Compensation Plan that are not expressly contained in official Digital RSVP materials. This includes statements and representations made through all sources of communication media, whether person-to-person, in meetings, online, through Social Media, in print, or any other means of communication. Planner Partners agree to indemnify Digital RSVP and its directors, officers, employees, and agents, and hold them harmless from any and all liability including judgments, civil penalties, refunds, attorney fees, court costs, or lost business incurred by Digital RSVP as a result of the Planner Partner’s unauthorized representations or actions. This provision shall survive the termination of the Planner Partner Agreement.

3.6.2 – PRODUCT CLAIMS

No claims (which include personal testimonials) as to therapeutic, curative or beneficial properties of any products offered by Digital RSVP may be made except those contained in official Digital RSVP literature. In particular, Planner Partners may make no claims that Digital RSVP products are useful in the cure, treatment, diagnosis, mitigation or prevention of any diseases. Such statements can be perceived as medical or drug claims, and they may lack adequate substantiation. Not only are such claims in violation of the Planner Partner Agreement, they also violate the laws and regulations of the United States, Canada, and other countries.

3.6.2 A – PRODUCT CLAIMS

Digital RSVP strongly encourages all of its Planner Partners to promote the benefits of Digital RSVP’s revolutionary products and its cutting edge Market Opportunity. Planner Partners may not make product comparisons against the products of other companies, except as specifically set forth in official Digital RSVP marketing materials. Any other product comparisons made by a Planner Partner are prohibited and are a violation of these Policies and Procedures and may result in potential legal claims for trademark infringement and defamation against the Planner Partner making such comparisons, as well claims against Digital RSVP.

3.6.3 – INCOME CLAIMS

In their enthusiasm to enroll prospective Planner Partners, some Planner Partners are occasionally tempted to income claims or earnings representations to demonstrate the inherent power of direct selling. This is counterproductive because new Planner Partners may become disappointed very quickly if their results are not as extensive or as rapid as the results others have achieved. At Digital RSVP, we firmly believe that the Digital RSVP 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 or regulations that regulate or even prohibit certain types of income claims and testimonials made by persons engaged in direct selling. While Planner Partners may believe it beneficial to provide copies of their payment records, or to disclose the earnings of themselves or others, such approaches have legal consequences that can negatively impact Digital RSVP as well as the Planner Partner making the claim unless appropriate disclosures required by law are also made contemporaneously with the income claim or earnings representation. Because Digital RSVP Planner Partners do not have the data necessary to comply with the legal requirements for making income claims, a Planner Partner, when presenting or discussing the Digital RSVP opportunity or Compensation Plan to a prospective Planner Partner, may not make income projections, income claims, or disclose his or her Digital RSVP income (including the showing of their Digital RSVP Payment Card records, Back office records, bank statements, or tax records).

3.6.4 – COMPENSATION PLAN CLAIMS

When presenting or discussing the Digital RSVP Compensation Plan, Planner Partners must make it clear to prospective Planner Partners that financial success with Digital RSVP requires commitment, effort, and sales skill. Conversely, Planner Partners must never represent that one can be successful without diligently applying themselves. Examples of misrepresentations in this area include:

It’s a turnkey system;
The system will do the work for you;
You don’t have to sell anything; or
All you have to do is buy your products every month.

The above are just examples of improper representations about the Compensation Plan. It is important that Planner Partners do not make these or any other representations that could lead a prospective Planner Partner to believe that he or she can be successful as a Digital RSVP Planner Partner without commitment, effort, and sales skill.

3.7 – TRADE SHOWS, EXPOSITIONS AND OTHER SALES FORUMS

Planner Partners may display and/or sell Digital RSVP products at trade shows and professional expositions. Before submitting a deposit to the event promoter, Planner Partners must contact the Digital RSVP Home Office and obtain permission in writing for conditional approval, as Digital RSVP’s policy is to authorize only one Digital RSVP business per event. Final approval will be granted to the first Planner Partner who submits an official advertisement of the event, a copy of the contract signed by both the Planner Partner and the event official, and a receipt indicating that a deposit for the booth has been paid. Approval is given only for the event specified. Any request to participate in future events must again be submitted to the Planner Partner Support Department. Digital RSVP further reserves the right to refuse authorization to participate at any function which it does not deem a suitable forum for the promotion of its products or the Digital RSVP opportunity. Approval will not be given for swap meets, garage sales, flea markets or farmer’s markets as these events are not conducive to the professional image Digital RSVP wishes to portray.

3.9 – CONFLICTS OF INTEREST

3.9.1 – NON-SOLICITATION

Digital RSVP Planner Partners are free to participate in other direct selling ventures or marketing opportunities including party plan, network marketing and multi-level marketing, as long as you keep your organizations and downlines separate. During the period that a Digital RSVP Planner Partner operates an independent Digital RSVP business and continues to receive commission or bonus payments from Digital RSVP in connection with that independent Digital RSVP business (the “Term of the Agreement”) Planner Partners may not directly or indirectly, recruit any other Digital RSVP Planner Partner or VIP Customer for any other direct selling business. In consideration of the benefits that Digital RSVP provides to all Planner Partners, including marketing assistance and training, commission payments and other incentives, and for the added benefits provided to higher ranking Planner Partners.

Planner Partners and the Company recognize that because network marketing is conducted through networks of independent contractors dispersed across the entire United States and internationally, and business is commonly conducted via the internet and telephone, an effort to narrowly limit the geographic scope of this non-solicitation provision would render it wholly ineffective. Therefore, Planner Partners and Digital RSVP agree that the non-solicitation provision set forth in this Section 3.9.1 shall apply nationwide to all markets in which Digital RSVP Planner Partners are located. The provisions of this Section 3.9.1 shall survive the Term of the Agreement, and the termination of a Planner Partner’s association with Digital RSVP.

3.9.2 – SALE OF COMPETING GOODS

Planner Partners must not sell, or attempt to sell, any competing non-Digital RSVP products to other Planner Partners or VIP Customers. Any product in the same generic categories as Digital RSVP products is deemed to be competing (e.g., any wedding website platform and online rsvp service similar to Digital RSVP, and is therefore a competing product, regardless of differences in cost, quality, or other distinguishing factors).

3.9.3 – MARKET PARTNER PARTICIPATION IN OTHER DIRECT SELLING PROGRAMS

If a Planner Partner If a Planner Partner is engaged in other non-Digital RSVP direct selling programs, it is the responsibility of the Planner Partner to ensure that his or her Digital RSVP business is operated entirely separate and apart from any other program in which the Planner Partner participates. To this end, Planner Partners shall:

Not display Digital RSVP promotional materials, sales aids, or products with or in the same location as any non-Digital RSVP promotional materials, sales aids, products or services.
Not offer the Digital RSVP opportunity or products to prospective or existing VIP Customers or Planner Partners in conjunction with any non-Digital RSVP program, opportunity, product or service.
Not offer any non-Digital RSVP opportunity, products, services, or opportunity at any Digital RSVP related meeting, seminar, convention, webinar, teleconference, or other function.
Not target or share non-Digital RSVP opportunities or products with Digital RSVP Planner Partners or VIP Customers via current or new Facebook pages or any social media outlets.
Not transfer their business or use other names or ID numbers (including that of a spouse, relative, household member, business or others legal entity such as a corporation or trust), to evade or circumvent the above policies.
Not display or bundle Digital RSVP products or services in sales literature, on a website, social media or in sales meetings, with any other products or services.

3.10 – TARGETING OTHER DIRECT SELLERS

Digital RSVP does not condone Planner Partners specifically or consciously targeting the sales force of another direct sales company to sell Digital RSVP products or to become Planner Partners for Digital RSVP nor does Digital RSVP condone Planner Partners solicitation or enticement of members of the sales force of another direct sales company to violate the terms of their contract with such other company. These practices would clearly violate the Code of Ethics we agree to. Should Planner Partners engage in such activity, they bear the risk of being sued by the other direct sales company. If any lawsuit, arbitration or mediation is brought against a Planner Partner alleging that he or she engaged in inappropriate recruiting activity of its sales force or customers, Digital RSVP will not pay any of the Planner Partner’s defense costs or legal fees, nor will Digital RSVP indemnify the Planner Partner for any judgment, award, or settlement.

3.11 – CROSS-SPONSORING

Actual or attempted cross-sponsoring is strictly prohibited. “Cross-sponsoring” is defined as the enrolment of an individual or entity that already has a current Planner Partner Agreement on file with Digital RSVP or who has had such an agreement within the preceding six calendar months, within a different line of sponsorship. The use of a spouse’s or relative’s name, trade names, DBAS, assumed names, corporations, partnerships, trusts, federal ID numbers, fictitious ID numbers or any straw-man or other artifice to circumvent this policy is prohibited. Planner Partners shall not demean, discredit or defame other Digital RSVP Planner Partners in an attempt to entice another Planner Partner to become part the first Planner Partner’s Organization. If Cross-Sponsoring is discovered, it must be brought to the Company’s attention immediately. Digital RSVP may take disciplinary action against the Planner Partner that changed organizations and/ or those Planner Partners who encouraged or participated in the Cross-Sponsoring.

Digital RSVP may also move all or part of the offending Planner Partner’s Organization to his or her original Organization if the Company deems it equitable and feasible to do so. However, Digital RSVP is under no obligation to move the Cross-Sponsored Planner Partner’s Marketing Organization, and the ultimate disposition of the organization remains within the sole discretion of Digital RSVP. Planner Partners waive all claims and causes of action against Digital RSVP arising from or relating to the disposition of the Cross-Sponsored Planner Partner’s Marketing Organization.

3.12 – ERRORS OR QUESTIONS

If a Planner Partner has questions about or believes any errors have been made regarding commissions, bonuses, Planner Partner Activity Reports, or charges, the Planner Partner must notify Digital RSVP in writing within 60 days of the date of the purported error or incident in question. Digital RSVP will not be responsible for any errors, omissions or problems not reported to the Company within 60 days.

3.13 – GOVERNMENTAL APPROVAL OR ENDORSEMENT

Neither federal nor state regulatory agencies or officials approve or endorse any direct selling or network marketing companies or programs. Therefore, Planner Partners shall not represent or imply that Digital RSVP or its Compensation Plan have been “approved,” “endorsed” or otherwise sanctioned by any government agency.

3.14 – HOLDING APPLICATIONS OR ORDERS

Planner Partners must not manipulate enrollments of new applicants and purchases of products. All Planner Partner Applications and Agreements must be sent to Digital RSVP within 72 hours from the time they are signed by an Applicant. Likewise, all product orders must be submitted to Digital RSVP within 72 hours from the time that they are placed by Customers.

3.15 – IDENTIFICATION

All Planner Partners are required to provide their Social Security Number or a Federal Employer Identification Number to Digital RSVP on the Planner Partner Application and Agreement. Upon enrollment, the Company will provide a unique Planner Partner Identification Number to the Planner Partner by which he or she will be identified. This number will be used to place orders, and track commissions and bonuses.

3.16 – INCOME TAXES

Each Planner Partner is responsible for paying local, state and federal taxes on any income generated as an Independent Planner Partner. If a Planner Partner’s Digital RSVP business is tax exempt, the Federal tax identification number must be provided to Digital RSVP. Every year, Digital RSVP will provide an IRS form 1099 MISC (Non-employee Compensation) earnings statement to each U.S. resident who:

Had earnings of over $600 in the previous calendar year; or
Made purchases during the previous calendar year in excess of $5,000. Digital RSVP cannot provide Planner Partners with any personal tax advice. Planner Partners should consult with their own tax accountant, tax attorney, or other tax professional.

3.17 – INDEPENDENT CONTRACTOR STATUS

Planner Partners are independent contractors, and are not purchasers of a franchise or a business opportunity. The agreement between Digital RSVP and its Planner Partners does not create an employer/ employee relationship, agency, partnership, or joint venture between the Company and the Planner Partner. A Planner Partner shall not be treated as an employee for his or her services or for Federal or State tax purposes. All Planner Partners are responsible for paying local, state, and federal taxes due from all compensation earned as a Planner Partner of the Company. The Planner Partner has no authority (expressed or implied), to bind the Company to any obligation. Each Planner Partner shall establish his or her own goals, hours, and methods of sale, so long as he or she complied with the terms of the Consultant Agreement, these Policies and Procedures, and applicable laws.

3.18 – INSURANCE

A Planner Partner may wish to arrange insurance coverage for his or her business. Homeowner’s insurance policies typically do not cover business-related injuries or the theft of or damage to inventory or business equipment. Planner Partners are advised to contact their insurance agents to make certain that their business property is protected. This can often be accomplished with a simple “Business Pursuit” endorsement attached to the Planner Partner’s homeowner’s policy.

3.19 – MINORS

A person who is recognized as a minor in his/her state of residence may not be a Digital RSVP Planner Partner. Planner Partners shall not enroll or recruit minors into the Digital RSVP program.

3.20 – ONE Digital RSVP BUSINESS PER PLANNER PARTNER AND PER HOUSEHOLD

A Planner Partner may operate or have an ownership interest, legal or equitable, as a sole proprietorship, partner, shareholder, trustee, or beneficiary, in only one Digital RSVP business. No individual may have, operate or receive compensation from more than one Digital RSVP business. Individuals of the same Household may not enter into or have an interest in more than one Digital RSVP Business. A “Household” is defined as all individuals who are living at or doing business at the same address, and who are related by blood, marriage, domestic partnership, or adoption, or who are living together as a family unit or in a family-like setting. In order to maintain the integrity of the Digital RSVP Compensation Plan, husbands and wives, domestic partnerships, or common-law couples (collectively referred to herein as “spouses”) who wish to become Digital RSVP Planner Partners must be jointly sponsored as one Digital RSVP business. Spouses, regardless of whether one or both are signatories to the Planner Partner Application and Agreement, may not own or operate any other Digital RSVP business, either individually or jointly, nor may they participate directly or indirectly (as a shareholder, partner, trustee, trust beneficiary, or have any other legal or equitable ownership) in the ownership or management of another Digital RSVP business in any form. An exception to the one business per Planner Partner/Household rule will be considered on a case by case basis if two Planner Partners get married or move in together, or in cases of a Planner Partner receiving an interest in another business through inheritance. Requests for exceptions to policy must be submitted in writing to the Compliance Department.

3.21 – ACTIONS OF HOUSEHOLD MEMBERS OR AFFILIATED INDIVIDUALS

If any member of a Planner Partner’s immediate household engages in any activity which, if performed by the Planner Partner, would violate any provision of the Agreement, such activity will be deemed a violation by the Planner Partner and Digital RSVP may take disciplinary action pursuant to these Policies and Procedures against the Planner Partner. Similarly, if any individual associated in any way with a Business Entity (collectively “affiliated individual”) violates the Agreement, such action (s) will be deemed a violation by the entity, and Digital RSVP may take disciplinary action against the Business Entity.

3.22 – REQUEST FOR RECORDS

Any request from a Planner Partner for copies of invoices, applications, Planner Partner Activity Reports, or other records will require a fee of $2.00 per page per copy. This fee covers the expense of mailing and time required to research files and make copies of the records.

3.23 – SEPARATION OF A Digital RSVP BUSINESS

Digital RSVP Planner Partners may sometimes operate their Digital RSVP businesses as husband-wife partnerships, regular partnerships, corporations, LLCs, trusts, or other Business Entities. At such time as a marriage may end in divorce or a corporation, LLC, partnership, trust, or other Business Entity may dissolve, arrangements must be made to assure that any separation or division of the business is accomplished so as not to adversely affect the interests and income of other businesses up or down the line of sponsorship.

During the divorce or entity dissolution process, the parties must adopt one of the following methods of operation:

One of the parties may, with consent of the other(s), operate the Digital RSVP business pursuant to an assignment in writing whereby the relinquishing spouse, shareholders, partners or trustees authorize Digital RSVP to deal directly and solely with the other spouse or non-relinquishing shareholder, partner or trustee.
The parties may continue to operate the Digital RSVP business jointly on a “business-as- usual” basis, in which case all compensation paid by Digital RSVP will be paid according to the status quo as it existed prior to the divorce filing or dissolution proceedings.

This is the default procedure if the parties do not agree on the format set forth above. Under no circumstances will the Marketing Organization of divorcing spouses or a dissolving business entity be divided. Similarly, under no circumstances will Digital RSVP split commission and bonus payments between divorcing spouses or members of dissolving entities. Digital RSVP will recognize only one Marketing Organization and will issue only one commission payment per Digital RSVP business per commission cycle. Commission payments shall always be issued to the same individual or entity. In the event that parties to a divorce or dissolution proceeding are unable to resolve a dispute over the disposition of commissions and ownership of the business in a timely fashion as determined by the Company, the Planner Partner Agreement shall be involuntarily cancelled. If a former spouse has completely relinquished all rights in the original Digital RSVP business pursuant to a divorce, he or she is thereafter free to enroll under any sponsor of his or her choosing without waiting six calendar months. In the case of business entity dissolutions, the former partner, shareholder, member, or other entity affiliate who retains no interest in the business must wait six calendar months from the date of the final dissolution before re-enrolling as a Planner Partner. In either case, however, the former spouse or business affiliate shall have no rights to any Planner Partners in their former organization or to any former Retail or VIP Customer. They must develop the new business in the same manner as would any other new Planner Partner.

3.24 – SPONSORING

All active Planner Partners in good standing have the right to sponsor and enroll others into Digital RSVP. Each prospective Planner Partner has the ultimate right to choose his or her own Sponsor. If two Planner Partners claim to be the Sponsor of the same new Planner Partner, the Company shall regard the first application received by the Company as controlling. When sponsoring a new Planner Partner through the online enrollment process, the Sponsor may assist the new applicant in filling out the enrollment materials. However, the applicant must personally review and agree to the online application and agreement, Digital RSVP’s Policies and Procedures, and the Digital RSVP Compensation Plan. The Sponsor may not fill out the online application and agreement on behalf of the applicant and agree to these materials on behalf of the applicant.

3.25 – SUCCESSION

Upon the death or incapacitation of a Planner Partner, his or her business may be passed to his or her heirs. Appropriate legal documentation must be submitted to the Company to ensure the transfer is proper. Accordingly, a Planner Partner should consult an attorney to assist him or her in the preparation of a will or other testamentary instrument. Whenever a Digital RSVP business is transferred by a will or other testamentary process, the beneficiary acquires the right to collect all bonuses and commissions of the deceased Planner Partner’s Marketing Organization provided the following qualifications are met. The successor(s) must:

Complete and execute a Planner Partner Agreement;
Comply with terms and provisions of the Agreement; and
Meet all of the qualifications for the deceased Planner Partner’s status.

The bonuses and commissions of a Digital RSVP business transferred pursuant to this section will be paid jointly to the devisees. The devisees must provide Digital RSVP with an “address of record.” If the business is bequeathed to joint devisees, they must form a Business Entity and acquire a federal taxpayer identification number. Digital RSVP will issue all bonus and commission payments and one 1099 to the business entity.

3.26 – TRANSFER UPON DEATH OF A PLANNER PARTNER

To effectuate a testamentary transfer of a Digital RSVP business, the Personal Representative or Executor of the estate of the deceased Planner Partner must provide all necessary documentation to establish a successor’s or successors’ right to the subject Digital RSVP business. The successor or successors must complete and execute a Planner Partner Agreement and meet the other requirements set forth in Section 3.25.

3.27 – TRANSFER UPON INCAPACITATION OF A MARKET PARTNER

To effectuate a transfer of a Digital RSVP business because of incapacity, the Trustee of the incapacitated Planner Partner must provide all necessary documentation to establish the right of the subject Trust and Trustee to the subject Digital RSVP business. The Trustee must, on behalf of the Trust, complete and execute a Planner Partner Agreement and meet the other requirements set forth in Section 3.25.

3.28 – TELEMARKETING TECHNIQUES

The Federal Trade Commission and the Federal Communications Commission each have laws that restrict telemarketing practices. Both federal agencies (as well as a number of states) have “do not call” regulations as part of their telemarketing laws. Although Digital RSVP does not consider Planner Partners to be “telemarketers” in the traditional sense of the word, these government regulations broadly define the term “telemarketer” and “telemarketing” so that your inadvertent action of calling someone whose telephone number is listed on the federal “do not call” registry could cause you to violate the law. Moreover, these regulations must not be taken lightly, as they carry significant penalties (up to $11,000.00 per violation). Therefore, Planner Partners must not engage in telemarketing in the operation of their Digital RSVP businesses. The term “telemarketing” means the placing of one or more telephone calls to an individual or entity to induce the purchase of a Digital RSVP product, or to recruit them for the Digital RSVP opportunity. “Cold calls” made to prospective Customers or Planner Partners that promote either Digital RSVP’s products or the Digital RSVP opportunity constitute telemarketing and are prohibited. However, a telephone call(s) placed to a prospective Customer or Planner Partner (a “prospect”) is permissible under the following situations:

If the Planner Partner has an established business relationship with the prospect. An “established business relationship” is a relationship between a Planner Partner and a prospect based on the prospect’s purchase, rental, or lease of goods or services from the Planner Partner, or a financial transaction between the prospect and the Planner Partner, within the eighteen (18) months immediately preceding the date of a telephone call to induce the prospect’s purchase of a product or service.
The prospect’s personal inquiry or application regarding a product or service offered by the Planner Partner, within the three (3) months immediately preceding the date of such a call.
If the Planner Partner receives written and signed permission from the prospect authorizing the Planner Partner to call. The authorization must specify the telephone number(s) which the Planner Partner is authorized to call.
If the Planner Partner has been referred to call an individual who has expressed an interest in the Digital RSVP Business Opportunity or Digital RSVP Products.
You may call family members, personal friends, and acquaintances. An “acquaintance” is someone with whom you have at least a recent first-hand relationship within the preceding three months. In addition, Planner Partners shall not use automatic telephone dialing systems or software relative to the operation of their Digital RSVP businesses. Planner Partners shall not place or initiate any outbound telephone call to any person that delivers any pre-recorded message (a “robocall”) regarding or relating to the Digital RSVP products or opportunity.

SECTION 4 – RESPONSIBILITIES OF MARKET PARTNERS

4.1 – CHANGE OF ADDRESS OR TELEPHONE

To ensure timely delivery of products and support materials, it is important that Digital RSVP’s files are current. Street addresses are required for shipping. Planner Partners planning to move should update their mailing address, email address and telephone number information by contacting priority support. To guarantee proper delivery, two weeks advance notice must be provided to Digital RSVP on all changes.

4.2 – ONGOING DEVELOPMENTAL OBLIGATIONS

4.2.1 – ONGOING TRAINING

Any Planner Partner who sponsors another Planner Partner into Digital RSVP must perform a bona fide assistance and training function to ensure that his or her downline Planner Partners are properly operating their respective Digital RSVP businesses. Planner Partners must have ongoing contact and communication with the Planner Partners in their agency. Examples of such contact and communications may include but not be limited to: newsletters, written correspondence, personal meetings, telephone contact, voice mail, electronic mail, and the accompaniment of downline Planner Partners to Digital RSVP meetings, training sessions, and other functions. Upline Planner Partners are also responsible to motivate and train new Planner Partners in Digital RSVP product knowledge, effective sales techniques, the Digital RSVP Compensation Plan and compliance with Company Policies and Procedures. Communication and the training of downline Planner Partners must not, however, violate Section 3.2. Planner Partners must monitor the Planner Partners in their marketing Organizations to ensure that downline Planner Partners do not make improper product or business claims, or engage in any illegal or inappropriate conduct.

4.2.2 – INCREASED TRAINING RESPONSIBILITIES

As Planner Partners progress through the various stages of leadership, they will become more experienced in Sales Techniques, Product Knowledge and an understanding of the Digital RSVP Business Program. They will be called upon by Digital RSVP from time to time to share this knowledge with lesser experienced Planner Partners within their organization.

4.2.3 – ONGOING SALES RESPONSIBILITIES

Regardless of their level of achievement, Planner Partners have an ongoing obligation to continue to personally promote sales through the generation of new Retail and VIP Customers and through servicing their existing Customers.

4.3 – NONDISPARAGEMENT

Digital RSVP wants to provide Planner Partners with the best products, compensation plan and service in the industry. Accordingly, we value constructive criticisms and comments. All such comments should be submitted in writing to the Customer Service Department. While Digital RSVP welcomes constructive input, negative comments and remarks made in the field by Planner Partners about the Company, its products or compensation plan serve no purpose other than to demotivate other Digital RSVP Planner Partners. For this reason, and to set the proper example for their Marketing Organization, Planner Partners must not disparage, demean, or make negative remarks about Digital RSVP, other Digital RSVP Planner Partners, Digital RSVP Products, the Compensation Plan, or Digital RSVP’s directors, officers or employees.

4.4 – REPORTING POLICY VIOLATIONS

Planner Partners observing a Policy violation by another Planner Partner should submit a written report of the violation to the attention of the Compliance Department. Details of the incidents such as dates, numbers of occurrences, persons involved, and any supporting documentation should be included in the report.

SECTION 5 – SALES REQUIREMENTS

5.1 – PRODUCT SALES

The Digital RSVP Compensation Plan is based on the sale of Digital RSVP products to end consumers. Planner Partners must fulfill personal and Marketing Organization retail sales requirements (as well as meet other requirement as set forth in the Agreement) in order to be eligible for bonuses, commissions and advancement to higher levels of achievement. The following sales requirements must be satisfied for Planner Partners to be eligible for commissions:

Planner Partners must satisfy the Personal Volume requirements to fulfill the requirements associated with their rank as set out in the Digital RSVP Compensation Plan
Planner Partners must satisfy the Group Volume requirements to fulfill the requirements associated with their rank as set out in the Digital RSVP Compensation Plan

5.2 – NO TERRITORY RESTRICTIONS

There are no exclusive territories granted to anyone. No franchise fees are required.

5.3 – SALES RECEIPTS

As all purchases will be made online: Records documenting online purchases made by Customers will be maintained by Digital RSVP.

SECTION 6 – BONUSES AND COMMISSIONS

6.1 – BONUS AND COMMISSION QUALIFICATIONS

A Planner Partner must be active and in compliance with the Agreement to qualify for bonuses and commissions. So long as a Planner Partner complies with the Terms of the Agreement, Digital RSVP shall pay commissions to such Planner Partner in accordance with the Compensation Plan. The minimum amount for which Digital RSVP will issue payment is $25.00. If a Planner Partner’s commissions and bonuses do not equal or exceed $25.00, the Company will accrue the bonuses and commissions until they total $25.00. Payment will be issued once $25.00 has been accrued by the end of the month less 45 days. Notwithstanding the foregoing, all commissions, bonuses or other compensation owed a Planner Partner, regardless of the amount accrued, will be paid at the end of each fiscal year or upon the termination of a Planner Partner’s Planner Partner Agreement.

6.2 – ADJUSTMENT TO BONUSES AND COMMISSIONS

6.2.1 – ADJUSTMENTS FOR RETURNED PRODUCT

Planner Partners receive bonuses and commissions based on the actual sales of products to end consumers. When a refund is processed, the bonuses and commissions attributed to this refund will be deducted, in the month in which the refund is given, and continuing every pay period thereafter until the bonuses and commissions are recovered, from the Planner Partners who received bonuses and commissions on the sales of the refunded products. In the event that any such Planner Partner terminates their Planner Partner Agreement, and the amounts of the bonuses and commissions attributable to the returned products have not yet been fully recovered by the Company, the remainder of the outstanding balance may be set off against any amounts owed to the terminated Planner Partner.

6.3 – REPORTS

All information provided by Digital RSVP in any Planner Partner Activity Reports, including but not limited to Personal Volume and Group Volume (or any part thereof) and downline sponsoring activity is believed to be accurate and reliable. Nevertheless, due to various factors including but not limited to, the inherent possibility of human, digital, electronic, or mechanical error, the accuracy, completeness and timeliness of orders; the denial of credit card and electronic check payments; returned products; credit card and electronic check chargebacks; the information is not guaranteed by Digital RSVP or any persons creating or transmitting the information.

ALL PERSONAL AND GROUP VOLUME INFORMATION IS PROVIDED “AS IS” WITHOUT WARRANTIES, EXPRESS OR IMPLIED OR REPRESENTATIONS OF ANY KIND. IN PARTICULAR BUT WITHOUT LIMITATION THERE SHALL BE NO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, OR NON-INFRINGEMENT. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, Digital RSVP AND OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION WILL IN NO EVENT BE LIABLE TO ANY MARKET PARTNER OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF OR ACCESS TO PERSONAL AND GROUP VOLUME INFORMATION (INCLUDING BUT NOT LIMITED TO LOST PROFITS, BONUSES OR COMMISSIONS, LOSS OF OPPORTUNITY AND DAMAGES THAT MAY RESULT FROM INACCURACY, INCOMPLETENESS INCONVENIENCE, DELAY OR LOSS OF THE USE OF THE INFORMATION) EVEN IF Digital RSVP OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, TO THE FULLEST EXTENT PERMITTED BY LAW, Digital RSVP OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO YOU OR ANYONE ELSE UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY PRODUCTS LIABILITY OR OTHER THEORY WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO.

Access to and use of Digital RSVP’s online reporting services and your reliance upon such information is at your own risk. All such information is provided to you “as is”. If you are dissatisfied with the accuracy or quality of the information, your sole and exclusive remedy is to discontinue the use of and access to Digital RSVP’s online reporting services and your reliance upon this information.

SECTION 7 – PRODUCT GUARANTEES, RETURNS AND INVENTORY REPURCHASE

Digital RSVP makes every effort to maintain a reliable uptime and speed of our services. With the amount of access to our software that is provided for free there are no returns for activated accounts. Activated accounts are given privileges such as emailing exports and publishing their website for use with the rsvp system. These functions are areas that could be taken advantage of by spammers and must be monitored closely. In order to provide this level of security the fees for activating can not be returned.

SECTION 8 – DISPUTE RESOLUTION AND CONTRACTUAL REMEDIES

8.1 – DISCIPLINARY SANCTIONS

Violation of the Agreement, these Policies and Procedures, violation of any common law, including but not limited to any applicable duty of loyalty, any illegal, fraudulent, deceptive or unethical business conduct, or any act or omission by a Planner Partner that, in the sole discretion of the Company may damage its reputation or goodwill (such act or omission need not be related to the Planner Partner’s Digital RSVP business), may result, at Digital RSVP’s discretion, in one or more of the following corrective measures:

Issuance of a written warning or admonition;
Requiring the Planner Partner to take immediate corrective measures;
Imposition of a fine, which may be withheld from the Planner Partner’s bonus and commission payments;
Loss of rights to one or more bonus and commission payments;
Digital RSVP may withhold from a Planner Partner all or part of the Planner Partner’s bonuses and commissions during the period that Digital RSVP is investigating any conduct allegedly violating the Agreement (If a Planner Partner’s business is cancelled for disciplinary reasons the Planner Partner will not be entitled to recover any commissions or bonuses withheld during the investigative period);
Suspension of the individual’s Planner Partner Agreement for one or more pay periods;
Permanent or temporary loss of, or reduction in, the current Title Rank of the Planner Partner (which may subsequently be re-earned by the Planner Partner);
Transfer or removal of a portion or all of the Planner Partner’s Marketing Organization or downline Planner Partners from the offending Planner Partner’s Marketing Organization;
Involuntary termination of the offender’s Planner Partner Agreement;
Suspension or termination of the offending Planner Partner’s access to the Back Office and/or Replicated Website; or
Any other measure expressly allowed within any provision of the Agreement or which Digital RSVP deems practicable to implement and appropriate to equitably resolve injuries caused partially or exclusively by the Planner Partners policy violation or contractual breach.

In situations deemed appropriate by Digital RSVP, the Company may institute legal proceedings for monetary and/or equitable relief.

8.2 – GRIEVANCES AND COMPLAINTS

When a Planner Partner has a grievance or complaint with another Planner Partner regarding any practice or conduct in relationship to their respective Digital RSVP businesses, the complaining Planner Partner should report the problem to the Support Department. The Planner Partner Support Dept. will review the facts and attempt to resolve it.

8.3 - MEDIATION

Prior to instituting any arbitration as provided in section 8.5 below, the parties shall meet in good faith and attempt to resolve any dispute arising from or relating to The Agreement through non- binding mediation. One individual who is mutually acceptable to the parties shall be appointed as mediator. The mediation shall occur within 60 days from the date on which the mediator is appointed. The mediator’s fees and costs, as well as the costs of holding and conducting the mediation, shall be divided equally between the parties. Each party shall pay its portion of the anticipated fees and costs at least 10 days in advance of the mediation. Each party shall pay its own attorney fees, costs and individual expenses associated with conducting and attending the mediation. Mediation shall be held in Doral, Florida and shall last no more than two business days.

8.4 –ARBITRATION

If mediation is unsuccessful, any controversy or claim arising out of or relating to the Agreement, or the breach thereof, shall be settled by arbitration administered by The American Arbitration Association (“AAA”) under its Commercial Arbitration Rules (available to view at www.adr.org), and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The parties waive all rights to trial by jury or by any court. Copies of the AAA’s Commercial Arbitration Rules will be emailed to Planner Partners upon request to Digital RSVP’s Compliance Department. Notwithstanding the rules of AAA, the following shall apply to all arbitration proceedings:

The Federal Rules of Evidence shall apply in all cases;
The parties shall be entitled to all discovery rights permitted by the Federal Rules of Civil Procedure;
The parties shall be entitled to bring motions under Rules 12 and/or 56 of the Federal Rules of Civil Procedure;
The arbitration shall occur within 180 days from the date on which the arbitrator is appointed, and shall last no more than five business days; and
The parties shall be allotted equal time to present their respective cases, including cross examinations.

All arbitration proceedings shall be held in the City of Doral, Florida unless the laws of the state in which a Planner Partner resides expressly require the application of its laws, in which case the arbitration shall be held in the capital of that state. 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 AAA 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. The parties and the arbitrator shall maintain the confidentiality of the entire arbitration process and shall not disclose to any person not directly involved in the arbitration process:

The substance of, or basis for, the controversy, dispute, or claim;
The content of any testimony or other evidence presented at an arbitration hearing or obtained through discovery in arbitration;
The terms or amount of any arbitration award; or
The rulings of the arbitrator on the procedural and/or substantive issues involved in the case.

Notwithstanding the foregoing, nothing in these Policies and Procedures shall prevent either party 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 its intellectual property rights and/or to enforce its rights under the non-solicitation provision of the Agreement.

8.5 - GOVERNING LAW, JURISDICTION AND VENUE

Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in Hillsborough County, State of Florida. The Federal Arbitration Act shall govern all matters relating to arbitration. The law of the State of Florida shall govern all other matters relating to or arising from the Agreement.

SECTION 9 – INACTIVITY AND CANCELLATION

9.1 – EFFECT OF CANCELLATION

As long as a Planner Partner remains active and complies with the terms of the Planner Partner Agreement and these Policies and Procedures, Digital RSVP shall pay commissions and bonuses to such Planner Partner in accordance with the Compensation Plan. A Planner Partner’s bonuses and commissions constitute the entire consideration for the Planner Partner’s efforts in generating sales and all activities related to the generating of sales. Following a Planner Partner’s non-renewal of his or her Planner Partner Agreement, or voluntary or involuntary cancellation of his or her Planner Partner Agreement (all of these methods are collectively referred to as “cancellation”), the former Planner Partner shall have no right, title, claim or interest to the bonus from the sales generated by the organization. A Planner Partner whose business is cancelled will lose all rights as a Planner Partner. This includes the right to sell Digital RSVP products and the right to receive future commissions, bonuses or other income resulting from the sales and other activities of the Planner Partner.

Following a Planner Partner’s cancellation of his or her Planner Partner Agreement, the former Planner Partner shall not hold himself or herself out as a Digital RSVP Planner Partner and shall not have the right to sell Digital RSVP products. A Planner Partner whose Planner Partner Agreement is canceled shall receive commissions and bonuses only for the last full pay period he or she was active prior to cancellation (less any amounts withheld during an investigation preceding an involuntary cancellation).

9.2 – CANCELLATION DUE TO INACTIVITY

Planner Partners who personally produce less than $200.00 of Personal Volume for any pay period will not receive a commission for the sales generated for that pay period.

9.3 – INVOLUNTARY CANCELLATION

A Planner Partner’s violation of any of the Terms of the Agreement, including any amendments that may be made by Digital RSVP in its sole discretion, may result in any of the sanctions listed in 8.1 , including the involuntary cancellation of his or her Planner Partner Agreement. Cancellation shall be effective on the date on which written notice is mailed, emailed, faxed or delivered to an express courier for delivery to the Planner Partner’s last known address, email address, or fax number , or to his or her attorney, or when the Planner Partner receives actual notice of cancellation whichever occurs first. Digital RSVP reserves the right to terminate all Planner Partner Agreements upon thirty (30) days written notice in the event that it elects to:

Cease business operations;
Dissolve as a corporate entity; or
Terminate the distribution its products via direct selling.

9.4 – VOLUNTARY CANCELLATION

A participant in this Direct Selling program has a right to cancel at any time, regardless of reason. Cancellation must be submitted in writing to the Company at its principal business address. The written notice must include the Planner Partner’s signature, printed name, address and Planner Partner ID Number. If a Planner Partner is on the Company’s Planner Partner Flexship program, the Planner Partner’s Flexship Agreement shall continue in force and the former Planner Partner shall be reclassified as a VIP Customer, unless the Planner Partner also specifically requests that his or her Flexship Agreement also be canceled.

9.5 – NON RENEWAL

A Planner Partner may also voluntarily cancel his or her Planner Partner Agreement. The Company may also elect not to renew a Planner Partner’s Agreement.