1. Distributor
A Distributor is someone who has read, completed and agreed to be bound by each term and condition of the Viva Life Science Distributor Application and Agreement, and who has been accepted by the Company as a Distributor. A Distributor must be of a legal age to enter into binding contracts. The Company reserves the right to decline any Distributor Application.

The term "Distributor" is used to refer to all persons at all positions in the Equity Plus Compensation Plan. The Policies and Procedures are applicable to all Distributors of the Company.

The success of the Company's business and that of its Distributors is based upon retail sales to the end consumer. Distributors shall not purchase or encourage other Distributors to purchase quantities of product in excess of that needed for their own personal or family use, retail sales activity and to service the needs of their downlines and consumers. Encouraging others to purchase inventory in excess of that amount is "Inventory Loading" and its strictly prohibited. Distributors are not required to maintain an inventory of the Company's products. No purchases or investments are required for the right to sponsor other Distributors or to distribute the Company's products.

The Company's Distributors are not assured or promised any specified amount of earnings. A Distributor's earnings will depend upon his/her resale of Company products and the recruitment of others who are successful at reselling the Company's products.

No individual may participate in more than one (1) Distributorship in any form at any time, whether directly or indirectly and whether legally or beneficially. A husband and wife are prohibited from having separate Distributorships.


2. Independent Contractor
All Distributors are independent contractors of the Company, solely responsible for their own business activities and for the payment of all taxes or fees.

Distributors are not employees of the Company for tax purposes or for any other purposes (including but not limited to, income tax, or any other laws, regulations or taxes covering employees). For other tax matters see section 6, "Taxation".

Distributors are not franchisees, joint ventures, partners or agents of the Company and they are expressively prohibited from stating or implying anything to the contrary. Distributors shall have no right or power to incur any debts, contracts, obligations or liabilities on behalf of or binding upon the Company.


3. Corporations and Partnerships
A partnership or corporation may become a Distributor. A Distributor may change status under the same sponsor, from the individual to partnership or from partnership to corporation, with proper and complete documentation.

To form a new Distributor position as a partnership or corporation or to change status to one of these forms of businesses, all partners, stockholders, officers, directors in all partnership or corporation and all shareholders, partners or other holders of an equity or income interest must sign the Application forms and agree to be bound by the Distributorship's Agreement with the Company. A list of the names of each shareholder of the corporate application or the names of each partner of the partnership application must accompany the Distributor Application form. The partner or officer who submits this letter must be authorised to enter into binding contracts on behalf of the partnership or corporation. All legal documentation should be submitted with the Distributor Application, included but not limited to articles of incorporation, charters, licenses, shareholder agreement, partnership agreements and other pertinent legal information. The Distributor Application will be rejected without such documentation.

In addition, the Distributor Application must contain a certification that no person with an interest in the business has had an interest in a Distributorship within six (6) months of the submission of the letter (unless it is the continuation of an existing Distributorship that is hanging its form of doing business)


4. Fictitious Business Names
A person or entity may apply under a fictitious business name, provided formalities under local law (as to publication or registration or both) are satisfied and the Distributor Application includes the signatures of all persons acting under or holding an interest in the Distributorship.


5. Indemnity Agreement
Distributors hereby agree to indemnify and hold harmless the Company, its officers, directors, shareholders, agents and employees against any claim, demand, liability, loss, cost, or expenses, including but not limited to attorney's fees, arising or alleged to arise in connection with the Distributor's act or omissions.


6. Taxation
Distributors are responsible for paying the taxes due as a result of their activities, including taxes on their sales and earnings as a reseller of the Company's products and their earnings under the Company's compensation plan. Distributors shall comply with all local law, regulations and ordinances relating to the operation of their businesses. Distributors are responsible for their own managerial decision and expenditures including all estimated income and self-employment taxes.


7. No Exclusive Territories
There are no exclusive territories for marketing or recruiting purposes, nor shall any Distributor imply or state that he or she does have an exclusive territory. There are no geographical limitations (within Malaysia) on Distributor sponsorship.


8. Inactive Distributors
Distributors who fail to achieve any Personal Bonus Volume for six (6) consecutive months thereby voluntarily and automatically terminate their Distributor relationship with the Company and will consequently forfeit all sponsorship rights, position earned and corresponding compensation.


9. Contractual Interference
Distributors are not restricted from selling other products or becoming Distributors for any other network marketing company. However, the Company's Distributors hereby agree that so long as they remain Distributors of the Company (and thereby deriving economic benefits from such activity) they shall not, directly or indirectly (including by encouraging others to do what they may not themselves do) solicit or otherwise attempt to persuade any Company Distributor to sell, resell or promote the products or services or business opportunities of any other direct sales, multi-level marketing or network marketing company, or attempt to persuade any Distributor to substantially decrease his/her activities as a Distributor of the Company. Such acts directly interfere with the contractual relationships and favorable economic relations between the Company and its Distributors. Violators of this policy will immediately be subject to termination and the Company may pursue all available remedies by law and in equity, including those relating to breach of contract and torturous interference and including those affording injunctive relief.