AWARENESS CORPORATION/AWARENESSLIFE ONLINE ELECTRONIC DISTRIBUTOR APPLICATION AND AGREEMENT In accordance with the terms and conditions contained in the Application and Agreement, I hereby submit my Application to become an Independent Distributor ("Distributor"), with Awareness Corporation ("the Company"), and hereby state and agree as follows: 1. I am of legal age, in the state in which I reside, to enter into this Agreement. This Application and Agreement becomes effective on the date received, signed by the applicant, and / or entered into online and accepted by the Company in its home office. 2. Upon acceptance of this application I understand, I will become a Distributor of the Company and will be eligible to participate in the selling and distribution of the Company's goods and services, and receive commissions in connection with such sales in accordance with the Company's Policies and Procedures, and Compensation Plan. 3. I understand that as a Distributor, I am an Independent Contractor; not an agent, employee or franchisee of the Company. I further understand and agree that I will not be treated as an employee with respect to such services, for federal or state tax purposes. Nor will I be treated as an employee for purposes of the Federal Unemployment Tax Act, the Federal Insurance Contributions Act, the Social Security Act, the State Unemployment Act or the State Employment Security Act. I understand and agree to pay all applicable federal and state income taxes, self-employment taxes, local taxes and/or local license fees that may become due as a result of my activities under this agreement. 4. I understand and agree that my remuneration will consist solely of commissions, overrides and/or bonuses, relating to the sale or other output derived from in-person sales, solicitations or orders from ultimate consumers, primarily in the home or otherwise, rather than in a permanent retail establishment. 5. I understand that I am not required to make any purchase in order to become a Distributor, nor am I required to maintain an inventory. If I decide not to continue as a Distributor, I may submit my written resignation at anytime. I may return products in accordance with the Company's Buy-Back Policy set out in the Company Policies and Procedures. 6. I hereby agree to represent the Company's Compensation Plan, fairly and completely, emphasizing that retail sales are a requirement, that no purchase of goods or services is required at any level, that no recruitment fee can be derived from the mere act of sponsoring another Distributor, and that no earnings are guaranteed from participation in the Compensation Plan. I agree that I will not make any representations about the actual, potential or expected earnings of any Distributor of the Company. 7. I understand that as a Distributor, I am not guaranteed any income nor am I assured any profit or success. I understand the Compensation Plan and that I can only make commissions upon the sale of the Company's goods and services. I will be free to set my own hours, and determine my own location and methods of selling, within the guidelines and requirements of this Agreement. I agree that I am responsible for my own business expenses in connection with my activities as a Distributor. 8. I further certify that neither the Company nor my sponsor have made any claims of guaranteed earnings or representations of anticipated earnings that might result from my efforts as a Distributor. I understand that my success as a Distributor comes from retail sales, service and the development of a marketing network. I understand and agree that I will make no statements, disclosures or representations in selling the Company's goods and services or in the sponsoring of other prospective Distributors, other than those contained in and approved in the Company materials. The Company's program is built upon sales to the ultimate consumer, however the Company reserves the right to market directly to the consumer as part of its overall marketing or sales strategy. The Company also recognizes that Members may wish to purchase product in reasonable amounts for their own personal or family use. For this reason, a retail sale shall include sales to non-participants as well as sales to Members for personal or family use, which are not made for purpose of qualification or advancement. It is company policy, however, to strictly prohibit the purchase of product or large quantities of inventory solely for the purpose of qualifying for bonuses or advancement in the marketing program. Members may not inventory load nor encourage others in the program to load up on inventory. 9. I hereby agree not to re-package or re-label the Company's goods or services, nor to sell said goods or services under another name or label. I further agree to refrain from producing, selling and using for the purpose of advertising, promoting, or describing the Company's goods or services, the Compensation Plan, or other programs, any written, recorded or other materials, which have not been approved or provided by the company. 10. In the event I sponsor other Distributors, I agree to perform a bonafide supervisory, distributive and selling function in connection with the sale of the Company's goods and services to the ultimate consumer. I also agree to train my sponsored Distributors in the performance of these functions. I agree to have continuing communication and supervision with my sales organization. 11. I understand and agree that the Company, in order to maintain a viable marketing system, may make modifications in the Policies and Procedures, Compensation Plan, company literature and product prices. I further agree to be bound by such changes upon notification or through changes to the materials on the Company website. 12. I understand that the acceptance of the Application does not constitute the sale of a franchise or a distributorship, and that there are no exclusive territories 13. I understand and agree that because of the personal nature of the Agreement, it may not be transferred or otherwise assigned. 14. The term of this Agreement is one year. I understand that I must apply for and renew annually this Agreement, on the annual anniversary date of the acceptance of the application. The renewal process and fees will be set by the Policies and Procedures of the Company. 15. I understand and agree that either party may terminate this agreement, regardless of reason, by giving notice to the other party in writing at its principle place of business. To the extent permitted by law, the Company, its directors, officers, shareholders, employees, assigns and agents (collectively referred to as "affiliates"), shall not be liable for, and I release the Company and its affiliates from, and waive all claims for any loss of profits, indirect, direct, special or consequential damages or any other loss incurred or suffered by me as a result of: (a) my breach of this Agreement or the Policies and Procedures; (b) the promotion or operation of my Awareness business and any activities related to it (e.g., the presentation of products or Compensation and Marketing Plan, the operation of a motor vehicle, the lease of meeting or training facilities, etc.); (c) any incorrect data or information provided by me; or (d) the failure to provide any information or data necessary for the Company to operate its business, including without limitation, my enrollment and acceptance into the Compensation and Marketing Plan or the payment of Commissions or Bonuses. I AGREE THAT THE ENTIRE LIABILITY OF THE COMPANY AND ITS AFFILIATES OF ANY CLAIM WHATSOEVER RELATED TO THE RELATIONSHIP OF THE COMPANY AND MYSELF INCLUDING, BUT NOT LIMITED TO, ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT OR EQUITY SHALL NOT EXCEED, AND SHALL BE LIMITED TO, THE AMOUNT OF PRODUCTS I HAVE PURCHASED FROM THE COMPANY UNDER THIS AGREEMENT OR ANY OTHER AGREEMENTS THAT ARE IN RESALABLE CONDITION. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY CONSEQUENTIAL DAMAGES (INCLUDING GOOD WILL) FOR BREACH OF WARRANTY OR OTHERWISE. I HEREBY WAIVE ANY CLAIM AGAINST THE COMPANY IN TORT OR CONTRACT BASED ON ANY EXPECTATIONS OF EARNINGS OR INCOME PURSUANT TO ITS COMPENSATION PLANS. The company may immediately terminate this Agreement if I engage in or am found to have engaged in conduct that could discredit the Company or its products. I understand the Company is a family oriented business that expects its Members to conduct themselves with the highest ethics and integrity. I agree to do so and represent that I have never been convicted of a felony, charged with any crime involving moral turpitude or dishonesty or violated a court order. 16. I understand that Federal and State agencies do not approve or endorse direct marketing programs. Therefore, I agree that I will not represent that The Company, its products, or programs have been approved or endorsed by any governmental agency. Granted to anyone, and that no franchise fees have been paid, nor am I acquitting any interest in a security by the acceptance of this Agreement. 17. I understand and agree that the Application and Agreement, including the Company's Policies and Procedures, and Compensation Plan, incorporated herein by reference, constitute the entire agreement between the parties hereto. 18. I have read this agreement, including the Policies and Procedures and Compensation Plan located at http://www.awareoffice.com/office/fax/pdfs/fod204.pdf, and I acknowledge receiving a copy of all documents referred to, and agree to abide and be bound by the terms contained therein and that I have had the opportunity to have this Agreement Reviewed by legal counsel of my choice. 19. All disputes between me and the Company shall be governed by Arizona law and resolved by binding arbitration in accordance with the Company's dispute resolution policy. Maricopa County, Arizona, shall be the sole and appropriate place for jurisdiction and venue of any dispute between the Company and me. BY CLICKING "YES" BELOW, YOU AGREE (1) TO ENTER INTO THIS AGREEMENT WITH AWARENESS CORPORATION ELECTRONICALLY; AND (2) YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THE ELECTRONIC DISTRIBUTOR AGREEMENT AS SET FORTH HEREIN. You hereby authorize Awareness Corporation to send all notices, disclosures, records, agreements and documents relating to this Service and your account (collectively, "Disclosures") electronically to your email address, or to post Disclosures online with notice to you, such as a hyperlink or online directions on where to retrieve the information. You agree to print a copy of any electronic Disclosures for your records. Disclosures may include, but are not limited to: Awareness Distributor Application and Agreement. Disclosures may also be mailed to the post office mailing address provided by you. In the event that a Disclosure is not sent electronically, it will be sent by U.S. mail. You agree to promptly notify us of any changes in your email address by emailing us at CustomerService@Awarecorp.com To access Disclosures electronically and print copies for your records, you must have internet and e-mail access, as well as access to a printer. The following hardware and software is necessary: A personal computer and software to access the Internet with an email account. If you do not wish to enter into contracts electronically, or if you do not agree to be bound by this Electronic Agreement, select "I do not agree" below. If you wish to withdraw your consent to receiving electronic Disclosures, you may only do so by terminating your Distributorship with us. You are still responsible for any transactions that you made prior to terminating your Account and the continuing provisions of the Awareness Policies and Procedures. Additionally the Awareness Distributor/Team Member Policies and Procedures are incorporated herein by this reference to this Application and Distributor Agreement, as if set out in full. If this Agreement is altered in any way it will not be deemed accepted by Awareness except in its original unaltered form, regardless of passage of time or payment of commissions by Awareness. If this agreement is altered in any way, Awareness, may, in its sole discretion, deem this agreement to be void ab initio and require that I repay all commissions and bonuses paid to me. I hereby consent to Awareness sending me email messages, faxes or contacting me by telephone about matters that Awareness considers pertinent to my business. I agree that my receipt of any telephone, email, or other contacts by Awareness Corporation or its employees or team members/distributors shall not be deemed a violation by Awareness of any state or federal telephone solicitation, no-call, anti-spam, consumer protection or similar laws. This Agreement shall be governed by the laws of the State of Arizona. I consent to Awareness’ publishing in any of its official material, whether print, audio or video, my name, photograph, city and state of residence, the amount of commissions, bonuses, awards, prizes, and recognition paid to me, information regarding any benefits derived by me and other information that Awareness customarily publishes about independent distributors/team members. BY CLICKING YES BELOW, YOU AGREE TO BE BOUND BY ALL THE TERMS AND CONDITIONS CONTAINED IN THIS ELECTRONIC DISTRIBUTOR AGREEMENT AND APPLICATION (collectively, "Agreement"), AND THE AWARENESS DISTRIBUTOR/TEAM MEMBER POLICIES AND PROCEDURES WHICH MAY BE CHANGED FROM TIME TO TIME, IN OUR SOLE DISCRETION. BY CONTINUING TO USE THIS SERVICE AFTER THE POSTING OF SUCH CHANGES, YOU AGREE TO BE BOUND BY SUCH CHANGES. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, DO NOT BECOME A DISTRIBUTOR OR TEAM MEMBER. ADDITIONALLY AS AN AWARENESS TEAM MEMBER OR DISTRIBUTOR YOU AGREE TO RECEIVE AWARENESS EMAIL MESSAGES AND AWARENESS VOICE MAIL MESSAGES TO THE PHONE NUMBER YOU PROVIDE IN THIS APPLICATION AND TO THE EMAIL ADDRESS YOU PROVIDE ON THIS APPLICATION. I HEREBY AGREE NOT TO CONTACT ANY AWARENESS DISTRIBUTOR OR CUSTOMER FOLLOWING MY RESIGNATION OR TERMINATION AS AN AWARENESS OR AWARENESSLIFE DISTRIBUTOR FOR A PERIOD OF FIVE (5) YEARS. I HEREBY AGREE NOT TO COMPETE DIRECTLY OR INDIRECTLY WITH AWARENESS CORPORATION DURING THE DURATION OF THIS AGREEMENT AND ITS EFFECTIVE TERM OR FOR A PERIOD OF FIVE (5) YEARS FOLLOWING MY RESIGNATION/ TERMINATION OR SUSPENSION AS AN AWARENESS TEAM MEMBER OR DISTRIBUTOR. I HEREBY ACKNOWLEDGE THAT ANY INFORMATION PLACED INTO THE AWARENESS OFFICE BY MYSELF OR OTHERS SHALL BECOME THE TRADE SECRETS AND CONFIDENTIAL MATERIAL SOLELY OWNED BY AWARENESS CORPORATION AND I WAIVE ALL RIGHT TO USE SUCH INFORMATION FOLLOWING MY TERMINATION OR RESIGNATION FOR ANY BUSINESS PURPOSE OR REASON. I HEREBY ACKNOWLEDGE THAT I AGREE TO NEVER MAKE ANY DISPARAGING STATEMENT REGARDING AWARENESS CORPORATION, ITS PRODUCTS, PRODUCT INGREDIENTS OR OFFICERS, DIRECTORS. I HEREBY AGREE THAT ALL DISTRIBUTORS SIGNED UP UNDER AWARENESSLIFE OR AWARENESSLIFE BECOME THE SOLE DISTRIBUTORS/CUSTOMERS OF AWARENESS CORPORATION AND I WAIVE ALL RIGHTS TO CONTACT THOSE INDIVIDUALS OR SOLICIT THEM FOR ANY OTHER BUSINESS OPPORTUNITY FOLLOWING MY TERMINATION/ RESIGNATION/OR SUSPENSION AS A DISTRIBUTOR/TEAM MEMBER FOR AWARENESS CORPORATION. MY VIOLATION OF ANY OF THE TERMS OF AWARENESS AGREEMENTS OF ANY LAW IN THE COURSE OF MY BUSINESS ACTIVITIES MAY RESULT, AT AWARENESS’ DISCRETION IN THE FOREFEITURE OF COMMISSION AND BONUS CHECKS OR OTHER PAYMENTS FROM AWARENESS ON ALL OR PART OF MY MARKETING ORGANIZATION, CANCELLATION OF THIS AREEMENT OR OTHER CORRECTIVE ACTION AS SPECIFIED IN THE AWARENESS POLICIES AND PROCEDURES. IF THIS AGREEMENT IS CANCELLED OR TERMINATED AT ANY TIME FOR ANY REASON I UNDERSTAND THAT I WILL PERMANENTLY LOSE ALL RIGHTS AS AN INDEPENDENT DISTRIBUTOR AND I AGREE TO WAIVE ALL RIGHTS AND CLAIMS TO MY MARKETING ORGANIZATION AND TO ALL COMMISSIONS AND BONUSES. I HEREBY WAIVE ALL RIGHTS OF PERFORMANCE AGAINST AWARENESS CORPORATION FOR ANY DELAY IN ITS PERFORMANCE. I HEREBY AGREE TO BE BOUND BY THE BINDING ARBITRATION PROVISIONS CONTAINED IN THE AWARENESSLIFE OR AWARENESSLIFE POLICIES AND PROCEDURES WHICH THOSE POLICIES AND PROCEDURES ARE INCORPORATED HEREIN BY THIS REFERENCE AS IF FULLY SET FORTH AND SHALL BE BINDING AS IF FULLY SET FORTH UPON THE APPLICANT. Copyright (c)Awareness Corporation 1998-2004 0026-8 3-1-04 FOD: 200 SKU: 6511/6512 AwarenessLife Distributor Application 12-2005 date