AboutFaceology, Inc.

BUSINESS CONSULTANT MEMBERSHIP AGREEMENT

THIS AGREEMENT (the Agreement) made this ______ day of _______________ 2014
between AboutFaceology, Inc., (hereinafter AF), and the undersigned individual Distributor,
(hereafter Distributor).
WHEREAS, AF has established a contractual relationship with certain companies
(collectively, the Preferred Companies, or individually, a Preferred Company), which have
authorized AF and its Distributor to market and sell their various products and services; and,
WHEREAS, Distributor desires to become a member of the AF Distributor Sales Team,
which is comprised of a group of independent contractors (hereinafter DST), who have entered
into similar agreements with AF, so as to authorize them to sell Products as independent sales
representatives; and,
WHEREAS, AF desires Distributor to become a Distributor by entering into this
Distributor Membership Agreement, which establishes and defines the terms and conditions of the
Distributors membership in AF;
NOW THEREFORE, in consideration of the mutual promises and covenants as provided
herein, together with other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the parties agree as follows:
I. ABOUTFACEOLOGY, INC
1.1. Membership Agreement and Rules and Guidelines. Distributor hereby agrees to
become a Distributor of the DST. As a Distributor of the DST agrees to abide by all the terms and
conditions of membership as set forth in this Agreement. Distributor also agrees to, at all times,
comply with and be bound by the most recently published Distributor Membership Agreement
Rules and Guidelines (the Rules and Guidelines) which AF publishes and promulgates and
which AF may elect, in its sole discretion, to hereafter modify from time to time. Distributor
understands that no purchase is necessary to become a member of AF other than the purchase of a
non-refundable member kit that contains promotional and sales information for AF and its
products. AF reserves the rights to issue additional addendums to said contract at any time.

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1.2 Membership Election. There are two (2) types of Distributor Membership in AF:
Dedicated and Non-Dedicated. Dedicated Distributors are those persons who have made a decision
to exclusively market on a full time basis only those products and services offered and available
through AF (the Products). Non-Dedicated Distributors are those persons who have made a
decision to exclusively market, on a part time basis, Products and services only offered and
available through AF. Although the governing terms and conditions of membership for a
Dedicated and a Non-Dedicated Distributor will be identical in certain respects, a Dedicated
Distributor will be accorded certain benefits not available to a Non-Dedicated Distributor. Such
benefits are described herein and are more particularly described in the Rules and Guidelines.
Distributor elects to be a Dedicated Distributor or a Non-Dedicated Distributor as indicated on the
signature page of this Distributor Membership Agreement (the Agreement).
1.3 Distributor's Election. Distributor hereby elects to be: a Dedicated Business Consultant
______; a Non-Dedicated Distributor ______
(select by initialing one).
II. DISTRIBUTOR DUTIES
2.1 Distributors Duties. As a Distributor of AF, Distributor promises that it shall at all
times strictly comply with the following terms and conditions:
a. Use its reasonable best efforts to promote and sell AF Products;
b. Not be involved or be a Distributor in any manner with any other sales
organization which is similar to, or market products that compete with those offered by
AF.
c. If a Non-Dedicated Distributor, it shall promptly disclose to AF, in writing, the
general nature of Distributors business involvement and/or affiliation with any other
business or company.
d. Preserve and protect the good name and reputation of AF, and do nothing that
would knowingly damage the name and reputation of AF.
e. Comply with all public laws, ordinances, and regulations which govern the
conduct of Distributor hereunder, and not otherwise engage in any unlawful act.
f. Participate in periodic mandatory training provided by AF, as specified in the
Rules and Guidelines.

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g. Not sell or solicit the sale of any Product for which a license, registration or
certification with a governmental agency or AF is required.
h. In the event Distributor is advanced in its sales position as a Distributor and is
expected to build and supervise its own sales team, Distributor shall diligently fulfill any
and all supervisory responsibilities over its sales team as required by AF, including insuring
that each such team member complies with all of the terms and conditions of their
respective Agreements with AF.

2.2 Confidential and Proprietary Information. Distributor shall regard, and treat as strictly
confidential and exclusively proprietary to AF, each of the following valuable assets of AF and
shall not disclose the same to any person of any description whatsoever without the written
permission of AF obtained in each instance:

a. The identities and membership lists comprising the DST as represented by all of
the Agreements in force with AF at any given time;
b. The identities, and all lists containing the names of clients and/or prospective
clients of AF, whether solicited by AF or by any Distributor;
c. All client agreements;
d. The identity of, and AFs contractual relationships with, its Preferred
Companies;
e. The identity of, and AFs employment relationships with its employees.
The foregoing provisions, (i)-(v), constitute valuable proprietary rights of AF (collectively
the Valuable Assets). Distributor understands and acknowledges that the commissions it earns
and receives from the sale of Products hereunder constitute, in part, compensation for its
contribution to the development and enhancement of these Valuable Assets. During the term
hereof and continuing for a period of twenty-four (24) months following the termination hereof,
Distributor shall not directly or indirectly contact any person of any description whatsoever for the
purposes of soliciting business away from AF, or engage in any conduct that would in any way
interfere with the business relationships of AF with any of its active clients, Distributor members,
employees and/or Preferred Companies, and at all times specified herein it shall keep confidential
all information acquired during its association with AF regarding said Valuable Assets.

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2.3 Independent Contractor. Distributors relationship with AF hereunder is that of an

independent contractor, and not an employee. As an independent contractor, Distributor shall be
responsible for its own actions, and shall conduct and control its own business activities, including
the establishment of its own work hours, office location, sales methods and the selection of its
customers, etc., subject to, and consistent with the terms hereof. Distributor shall be responsible
for paying all of its own business expenses, including but not limited to travel, entertainment,
office expenses, rent, signs, telephone, education, dues, subscriptions, licenses, etc. As well as any
and all federal, state, city or other taxes that may become payable with respect to any compensation
Distributor may receive under the terms of this Agreement and Distributor shall indemnify and
hold AF harmless therefor.
2.4. Distributor Records. At all times during the term hereof, Distributor shall
maintain true and accurate records on all of its Product sales transactions made pursuant to
this Agreement including, but not limited to, transaction documentation, copies of
commission statements and other correspondence received by it from AF. Such records shall
be kept and maintained in compliance with all applicable federal or state laws, or rules or
regulations of any appropriate regulatory agency as well as the Rules and Guidelines.
Distributor shall immediately notify AF in writing of any discrepancy or error on any
commission statement received by it. If AF has not received a notice of discrepancy detailing
the discrepancy or error within thirty (30) days following the postal date thereof, Distributor
shall be deemed to have approved said statement and waived any discrepancy or error.
2.5. Authorized Sales Materials. Distributor shall only use sales materials which have
been provided, or first approved in writing, by AF. Distributor shall not use any form of
media advertising such as radio, newspaper, television, form letters, business cards,
letterhead, or photocopies, or use the name "AF" or any derivation thereof, to promote sales
without the prior written consent of AF in each instance. Distributor, further, shall not
appropriate the name "AF" or any derivation thereof for use in any name or title of any legal
entity or enterprise. Distributor agrees that any websites used to conduct Distributors
business shall conform to the "AF" policies and specifications as described in the contract.
2.6. Return of Proprietary Information. Any and all materials, including but not limited
to marketing, sales training and/or recruitment materials, and vendor materials and brochures
and any and all other Confidential and Proprietary Information furnished by AF to Distributor
are and shall remain the property of AF and shall be returned promptly to AF upon the
termination of this Agreement, or upon demand.

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III. DISTRIBUTOR COMPENSATION

3.1. Sales Commissions. Distributor shall only earn income from its sales of Products
offered by AF pursuant to the provisions this Agreement. Distributor agrees to be bound by
the Commission Schedules which are published in the Rules and Guidelines, as modified by
AF from time to time. Said Rules and Guidelines specify sales position designations,
performance standards, and commission rates of AF and/or the Preferred Companies, which
are then in effect, together with other matters affecting the terms of Distributor's
compensation shall be bound by the terms thereof. AF may from time to time in its sole
discretion and without notice, increase or decrease the commission rates and/or modify the
policies governing the sales position of Distributor. Any such changes shall become effective
the day following the date of their publication (the Effective Date") and shall only be
effective regarding new business (business which is initiated after the Effective Date), and
not pending sales or previously sold business.
3.2 Qualification of the bonuses can only be done through an active auto ship status.
Active as defined here in as a currently enrolled on an auto ship program Any and or all
financial compensation can only be paid with an active auto ship of at least but not limited to
$49.95 a month. Participation in the auto ship is a required element for the disbursement of
commissions. Eligibility of Bonuses is the requirement of Legs must be Active.
3.3. Earned, Payable Commissions. Commissions shall become earned and payable to
Distributor regarding each completed sale only after all of the following events have
occurred with respect to said sale:
a. the order or application for the Product has been properly submitted by
Distributor and has been accepted and approved in writing by AF or its appropriate
preferred company;
b. disbursement of payments or commissions, which are due and payable in
consequence of the sale have been made by, or received from the institution; and,
c. AF has received the full payment from which Distributor is to be paid.
d. Personal Commissions are earned at the time of sale.
e. Overrides as defined within the compensation plan are earned at the time of
sale.

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f. Bonuses as defined within the compensation plan are paid as follows:

The company will calculate the Distributors pipeline on the 1 st and then
again on the last day of each month, specific to the exact date and time
of the qualification.
o I.E. Bob earns a promotion from Blue to Green on the 3 rd of
January. Bob will be compensated at the Blue level in February,
and then in March at the Green level. Bob does not begin to
qualify for the monetary compensation for new bonus until the
1st day of the next months compensation plan. All bonuses are
earned on a month to month qualification.
All bonuses will be issued on the 10th day of each month for the
preceding months qualification period.
The company reserves the right to determine the exact date & time and
qualification for each Distributor for applicable bonus for the intended
prevention of duplicate qualification. All decisions made by the
company are final.

3.3. Non-Dedicated vs. Dedicated. Non-Dedicated is a non-commissionable status

within this agreement. A non-dedicated Distributor is eligible for only the wholesale pricing of
said products. At such time the Non-Dedicated Distributor shall have the right to elect to
change from Non-Dedicated to Dedicated Distributor. The Distributor agrees to submit in
writing to the authorized representative of AF for consent and only after the written
confirmation has been changed within the back office will Distributor be a Dedicated
Distributor. If Distributor decides to sign up as a Non-Dedicated Distributor, Distributor agrees
to not sell Product for less than retail price.
3.6 Client Payments Refunds. AF shall retain the sole and exclusive right at all times to
refund to any client any part or all of any payment or payments made by such client to AF or to
Distributor, and Distributor agrees to promptly reimburse AF for any and all commissions and
advances paid to Distributor on the amounts so refunded within a 30 day window of the date of
termination or this agreement in writing and approved by AF.
AF, stands behind its products sold by AboutFaceology Inc. Distributors. If for
any reason you are not completely satisfied with any AF product, it will be replaced
without charge, or exchanged the full purchase price refunded following its return
to AboutFaceology Inc. corporate office with proof of purchase.
This warranty will also be honored when the agreement is canceled in writing by
either party upon the termination of the Distributor agreement. The return policy
for the Distributor will be honored for a 30 day term and only for the products
purchased within the date specified. Any commissions earned and or Bonuses issued
from the purchase of said products will be reduced from the refund prior to the
distribution of funds.
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IV. TERM AND TERMINATION

4.1. Term. This Agreement shall continue in full force and effect until it is terminated
by either party for any reason by written notice thereof to the other party.
4.2. Termination. This Agreement shall also terminate upon the occurrence of any of
the following:
a. Automatically upon the death of Distributor;
b. By AF for "Cause", as further defined in the Glossary, effective upon the
delivery of written notice thereof to Distributor.
4.3. If, on the date termination of this Agreement, Distributor is not in default on any of
the provisions or Covenants of this Agreement, AF shall:
a. Pay to Distributor within fifteen (15) days after termination, all earned
commissions, which are due and payable as of the date of termination.
b. Thereafter for as long as Distributor is not in violation of any continuing
provision or Covenant hereof, AF shall pay Distributor any vested commissions as
and when received by AF.
c. Distributor shall forfeit its right to receive vested commissions if Distributor
is Terminated for "Cause", or if Distributor termination is not for "Cause" but
Distributor subsequently violates or fails to comply with any provision of this
Agreement which is intended to survive the Termination hereof.
V. DISPUTE RESOLUTION
5.1. Disputes between the Parties shall be settled first by negotiation, then mediation.
Failing the foregoing regarding each dispute, the parties shall settle any unresolved dispute
through binding arbitration that shall take place in the County of the home office of AF and
proceed according to the Commercial Arbitration Rules of the American Arbitration
Association.

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VI. EXTRAORDINARY RELIEF

6.1. The parties hereto acknowledge that AF may suffer extraordinarily costly or
irreparable harm, loss or damage if any of the provisions of this Agreement are violated by
Distributor. Distributor agrees that AF shall be entitled to seek Extraordinary Relief to
temporarily enjoin violations by the Distributor of this Agreement. Notwithstanding the
previous provisions hereof referring to dispute resolution, AF shall be entitled to seek such
extraordinary relief in the federal or state courts within the State of Utah, or in any other
court of competent jurisdiction of the Company's choosing, without having to first comply
with the requirements of Article V herein. In all events the specifics of this Article VI shall
not be deemed to preclude or narrow the judicial or arbitral powers regarding Extraordinary
Relief.
VII. INDEMNIFICATION AND ASSIGNMENT
7.1. Indemnification. Distributor shall indemnify and hold AF (including for this
purpose, its officers, directors, employees, Preferred Companies and assigns) harmless from
and against any and all losses, costs, and fees which are incurred, sustained, suffered, or
assessed against AF because of, arising out of or as a result of any wrongful act or omission
of Distributor, including but not limited to, any breach of any provision or covenant of this
Agreement or any breach of Distributor's contract(s) with any Preferred Company (the
"Indemnified Loss")
VIII. COVENANTS AND WARRANTIES
At all times during the term hereof and for a period of time following the termination hereof,
as specified below, Distributor covenants, warrants and agrees to keep and be bound by the
following:
8.1. Client Non-Replacement. Distributor shall not at any time during the term of this
Agreement, and for a period of two (2) years thereafter, directly or indirectly, individually or
in concert with another, induce or attempt to induce any client to terminate, or alter the
current arrangements of product distribution. Distributor agrees and acknowledges that a
breach of the Distributor's Covenant herein will constitute wrongful interference with the
contractual rights of AF.

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8.2. Distributor Non-Recruitment. Distributor shall not, at any time during the term of
this Agreement, and for a period of two (2) years thereafter, directly or indirectly:
a. Induce or attempt to induce any person who is contractually affiliated with
AF as a Distributor, a member of AF's administrative staff, or in any other capacity,
to terminate their relationship with AF; or
b. Hire, induce or attempt to hire or induce any such person(s) to sell or
solicit products and services which are competitive with the Products of AF.
Distributor acknowledges that any violation of this Section by it with respect to any
AF contractually affiliated sales Distributor, member of its administrative staff or of a
Preferred Company shall constitute a wrongful interference with a contractual relationship
with respect to AF.
8.3. Non-Disclosure. Distributor will not directly or indirectly use, disseminate or
reveal, other than on behalf of AF and as authorized by AF, while this Agreement is in force
and for a period of two (2) years after the Termination of the Agreement, any confidential
information or trade secrets of AF or the Preferred Companies, which Distributor has or
hereafter receives, including but not limited to any customer lists or lists of AF Distributor,
whether obtained from AF or from any other person, or compiled by or on behalf of
Distributor. The term "Confidential Information" as used herein shall be interpreted to include
the Valuable Assets, any and all data, information or materials created by and/or belonging and
having value to AF, which are not generally known by the competitors or potential competitors
of AF, whether now known, or hereafter acquired by or disclosed to the Distributor; provided,
however, the term Confidential Information shall not be interpreted to include information
which is already in the public domain, or becomes generally available to the public other than
as a result of a wrongful disclosure by the Distributor or a member of AF's network of
contractually affiliated sales Distributor(s).
8.4. Non-Solicitation. Distributor shall not at any time during the term of this
Agreement, directly or indirectly, individually or in concert with another, solicit or attempt to
solicit, induce or attempt to induce any member of AF's network of contracted Member Sales
Distributor to purchase any products and services other than the Products and services of AF.
8.5. Covenants of Other Distributor. Distributor acknowledges that all Members of AF
are contractually affiliated sales Distributors, and have executed agreements with AF
containing covenants identical or substantially similar to these covenants. Any act or effort by
Distributor to induce or attempt to induce any member to breach any portion of his/her
Agreement with AF shall constitute a wrongful interference with the contractual rights of AF
with such member.

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8.6. Reasonableness and Severability. The Covenants contained in this Agreement are
severable and separate. Should a court of competent jurisdiction determine that any covenant or
portion thereof herein is unenforceable; such judgment shall not affect the validity of any other
paragraph of this Agreement or portion thereof.

8.7. Authority to Enter into Agreement. Distributor expressly represents and warrants
that it has the authority to enter into this Agreement and that Distributor is not and will not, by
virtue of entering into this Agreement and consummating the transactions contemplated hereby
be in breach of, violate, or interfere with, any other contract, agreement, or business
relationship which Distributor has or had with any other person or entity.
8.8. Unauthorized Conduct. Distributor covenants that it has not engaged in, nor will it
engage in any business practice or behavior, nor will it take any action which will result in any
violation of any of the restrictions and Covenants to which Distributor is subject pursuant the
provisions of this Agreement and pursuant to the provisions of any other agreement to which
Distributor was or is a party.

IX. MISCELLANEOUS
9.1. Glossary of Terms. All capitalized terms used, but not otherwise defined herein, shall
have the meaning as set forth in the Glossary of Terms (the "Glossary") published by AF in its
Rules and Guidelines.
9.2. Sales Position Designations. AF retains the right to create additional titles
including management positions if it deems necessary in the future.
9.3. Notices. All notices or demands hereunder shall be sent either by certified mail,
return receipt requested, postage and certified fees prepaid, electronic mail or by overnight
courier service, addressed as follows: If to AF, addressed to Administrator of Contracts, "AF",
at its then principal home office; and if to Distributor, addressed to Distributor at the address
which appears on the first page of Distributor's AF Application Package. For purposes of this
Agreement, Distributor shall maintain only one address, and it shall immediately notify AF of
any change thereof. If the company modifies the contract listed herein. Distributor is bound by
the most recent agreement.
9.4. Non Waiver. The failure or delay by either party hereto to insist upon strict
performance of the terms and conditions of this Agreement shall not be deemed a waiver of
any subsequent breach or default.

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9.5. Titles and Headings. Titles and heading of sections and subsections of this
Agreement are for convenience only, are not legally binding, and are not intended to encompass
all of the provisions therein or to interpret such provisions.
9.6. Severability. If any part, section, clause, paragraph, term or provision of this
Agreement shall be found to be void or unenforceable by any court of competent jurisdiction,
such finding shall have no effect upon any other part, section, clause, paragraph, term or
provision of this Agreement.

9.7. Non Assignment. Distributor may not directly or indirectly assign any rights or
delegate any duties under this Agreement unless expressly authorized in each instance by AF
in writing. AF may assign all or a part of its rights and obligations hereunder and Distributor
consents and agrees to any such assignment and agrees to release AF from all obligations and
liabilities so assigned and fully assumed by the assignee.

9.8. Attorney's Fees. If either Party commences an action, mediation or arbitration to

enforce any of the provisions hereof, the prevailing Party in any such proceeding shall be entitled
to an award of its reasonable attorneys' fees and all costs and expenses incurred in connection
therewith.
9.9. Entire Agreement. This Agreement together with the Rules and Guidelines and any
and all components thereof constitute the entire Agreement and understanding between the
parties. No change, amendment, termination or attempted waiver of any of the provisions
hereof shall be binding upon AF, unless in writing and signed by an authorized officer of AF.
9.10. Governing Law and Jurisdiction. This Agreement shall be governed and construed
in accordance with the laws of the state of Utah, and Distributor hereby consents to submit to
the jurisdiction of the courts of the State of Utah for and in the County of Maricopa in any
legal dispute between the parties.
9.11. Background Checks. AF shall have the right to run credit, employment and other
financial and background investigations on Distributor at any time AF, in its sole discretion,
deems it necessary or useful, whether such investigation is conducted by AF
or by an outside investigative service or other third party. Distributor consents to such
investigations, agrees to cooperate with the same and further consents to the
disclosure of such knowledge or information gained thereby by any person or entity,
and agrees to indemnify and hold AF and any third person employed by AF to
conduct such investigation harmless therefor.

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9.12. Distributor's Election. Distributor hereby elects to be: a Dedicated Business

Consultant ______; a Non-Dedicated Distributor ______ (select by initialing one).
DISTRIBUTOR:
______________________________________________
Signature
________________________________________________
Printed Name
Date: _____________________________________________

ABOUTFACEOLOGY, INC.
By: ___________________________________________________
Authorized Officer
________________________________________________________
Printed Name
Date: ___________________________________________________

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