THE PURPOSE OF OXO GLOBAL
POLICIES AND PROCEDURES IS TO DETERMINE THE RULES TO BE APPLIED WORLDWIDE WITHIN OXO GLOBAL. IN THIS REGARD, SOME PROVISIONS, INCLUDING ANNEX A, ARE BEING AMENDED TO THESE TERMS AND CONCEPTS TO ENSURE COMPLIANCE WITH THE LAW OF THE REPUBLIC OF TURKEY. HOWEVER, THESE TERMS/CONCEPTS SHALL BE INTERPRETED AS SIMILAR TERMS/CONCEPTS WITH REGARDS TO THE LEGISLATION AND COMMERCIAL PRACTICES OF THE REPUBLIC OF TURKEY. FURTHERMORE, IN THE EVENT THAT THE RELEVANT PROVISIONS ARE NOT ALLOWED UNDER THE LEGISLATION OF THE REPUBLIC OF Türkiye, THESE PROVISIONS WILL BE SUBJECT TO THE RULES PROVIDED UNDER THE LEGISLATION OF THE REPUBLIC OF Türkiye.
SECTION 1 — OXO Global AND DISTRIBUTORS
⦁ Welcome to OXO Global
⦁ OXO Global is a direct sales company that markets its products through independent Distributors. It is important to understand that the success of each Distributor depends on the integrity of those who market OXO Global's products and services. OXO Global and its independent Distributors
enter into an Agreement (defined below) to clearly define the relationship between Distributors and Customers, and between Distributors themselves.
⦁ Parties. OXO Global is the company referenced in the Distributor Application and Agreement signed by the Distributor. In these Policies and Procedures, the company is sometimes referred to as “OXO Global” or the “Company,” and the Distributor who signs the Agreement is referred to as “a Distributor” or a “Distributor.”
⦁ These Policies and Procedures, together with the OXO Global Distributor Application and Agreement (the “Distributor Agreement”) and the Financial Compensation Plan (collectively referred to herein as the “Agreement”), as they exist or may be amended, constitute the complete and binding understanding and agreement between OXO Global Distributors and OXO Global.
⦁ Distributor Code of Conduct
⦁ As a Distributor, I will be honest and fair in my dealings.
⦁ I will actively work to build and maintain a retail Customer base.
⦁ I will conduct my business in a way that reinforces my own reputation and the positive reputation that OXO Global has built.
⦁ I will be courteous and respectful to everyone I come into contact with during my independent activities at OXO Global. I will conduct in-person or telephone interviews with potential applicants and Clients in a reasonable manner and at reasonable hours that will not disturb anyone. When making a sales presentation, I will end the presentation immediately if the buyer requests it.
⦁ As a sponsor, I will fulfill my leadership responsibilities, which include educating, supporting, and communicating with distributors within my organization.
⦁ I will not sponsor or attempt to sponsor any OXO Global Distributor, directly or indirectly, in any other network marketing program.
⦁ I will not engage in misleading or illegal activities or misrepresent OXO Global Products or the Financial Compensation Plan (hereinafter referred to as the “Compensation Plan”).
⦁ I understand that even my personal experience and benefits from OXO Global Products may be construed as an unauthorized “extension of label claims.”
⦁ I understand and agree that I will be solely responsible for all financial and/or legal obligations incurred in my employment as a Distributor and that I will fulfill all obligations and duties as required of a Distributor.
⦁ Term & Renewal
⦁ Term. This Agreement is for one year. If the Distributor fails to renew the Agreement annually, or if the Agreement is canceled or terminated for any reason, the Distributor will permanently lose all Distributor rights. The Distributor will not have the right to sell the Products and Services, and will not receive any commissions, bonuses, or other benefits derived from the activities of the former downline sales organization. In the event of cancellation, termination, or non-renewal of the Agreement, the Distributor expressly waives all rights under the Agreement, including, but not limited to, ownership rights, the former downline organization, and any bonuses, commissions, or other fees derived from the sales and other activities of the former downline organization. OXO Global reserves the right to terminate any Agreement upon 30 days' prior notice if it decides to (1) cease business operations, (2) liquidate its business entity, or (3) cease distributing its products and/or services through direct sales channels. The Distributor may cancel this Agreement at any time for any reason by providing written notice to OXO Global's registered business address. OXO Global may cancel this Agreement for any reason upon 30 days' prior written notice to the Distributor.
⦁ Renewal.1 Distributors must confirm their commitment to the terms of the Agreement each year and are directed to their online office to do so. In addition, each year, Distributors may renew the Agreement for a one-year term by paying an annual fee on or before the anniversary date of the Agreement. If the renewal fee is due but not paid within thirty (30) days after the expiration of the current term of the Agreement, the Agreement will be terminated.
⦁ Distributor Rights
When OXO Global accepts a Distributor Agreement, the benefits of the Distributor Agreement will be available to that person, unless the Agreement is breached under the Distributorship. These benefits include:
1 Amended in Annex A.1.
This includes the right to sell in accordance with the Agreement, to participate in the Compensation Plan and, if applicable, to receive Commissions and benefits, to Sponsor others, to receive periodic OXO Global literature and other OXO Global communications, to participate in OXO Global-sponsored support, service, training, motivational, and recognition events (where applicable, upon payment of appropriate fees), and to participate in OXO Global-sponsored promotional and incentive contest programs.
⦁ Independent Contractor
A Distributor is an independent contractor and is not an employee or agent of OXO Global. See Appendix A.1 for further information.
⦁ Conduct of Business
Each Distributor shall conduct all business activities in a professional and ethical manner, thereby enhancing the Distributor's reputation and the positive image of OXO Global. Distributors shall not engage in any conduct that reflects negatively on or harms OXO Global or any other Distributor.
SECTION 2 — BECOME AN OXO Global DISTRIBUTOR
⦁ Registration
⦁ Application Requirements. Applicants wishing to become an OXO Global Distributor must: (i)
be at least 18 years of age (or the minimum age required in the country of registration) if an individual, or a duly registered and operating entity in the country of operation if a legal entity; (ii) be otherwise authorized to engage in direct sales activities in their country of residence; (iii)
submit a duly completed Distributor Agreement acceptable to the Company; and (iv) purchase a Starter Kit3 unless prohibited by law.
To receive the full benefits of the Compensation Plan, the Distributor must generate 100 PV (from sales to Customers or personal purchases).
⦁ Application. By signing and submitting the Distributor Agreement to OXO Global, a Distributor will apply to become an independent Distributor of OXO Global. Subject to the rights set forth in Section 2.1.3, and provided that the applicant is deemed eligible for the Distributor Application, the application will be approved upon receipt. Upon approval, OXO Global will establish a Distributorship.
⦁ Electronic Registration.
2 Amended Annex A.19.
3 Amended Annex A.3.
⦁ Signature and Consent: As part of your relationship with OXO Global, we want to ensure you have all the information you need to effectively manage your distributorship through your electronic or virtual back office. We request your prior consent to provide information electronically. By registering electronically, you have provided this consent. You have also consented to the use of electronic records and signatures in our relationship. Therefore, before registering, you must review and agree to the terms set forth below.
⦁ Distributor Agreement and Electronic Record. The entire agreement between you and us will be evidenced in an “Electronic Record” as described herein. You electronically confirm your acceptance of the Terms and Conditions, OXO Global Policies and Procedures, and the Financial Reward Plan. These three documents constitute the “Distributor Agreement” and were presented to you upon registration.
⦁ Forms and Transactions. During your Distributorship, product orders and services will be in electronic format. In addition to the Distributor Agreement, the forms you sign and the communications we send to you may be in electronic form. All are part of the Electronic Record. We may also use electronic signatures and collect them from you as part of our transactions with you.
⦁ Delivery. Electronic Records can be delivered in a variety of formats across a variety of digital channels. Common digital channels include email, SMS text, FTP, SFTP, cloud-based file storage, and fax. Electronic Records can be accessed from your virtual back office.
⦁ Equipment and Software. To access Electronic Records, you will need the following hardware and software: A Personal Computer (“PC”) with a modem, WiFi, or other Internet access device; operational Internet browser software (e.g., Microsoft Edge, Internet Explorer, Chrome); and Adobe Acrobat Reader. If there is a change in the hardware or software required to access the terms of the Agreement, OXO Global will notify you of the same and provide you with a list of the required hardware and software. Upon such event, you may withdraw your consent.
⦁ Withdrawal of consent. You may withdraw your consent to the use of electronic records at any time. However, if you do so, the Distributor Agreement will automatically terminate. To withdraw your consent (and thereby terminate the Distributor Agreement) or update any personal information, you can
do so online at ⦁ http://www.oxoglobal.org or OXO Global, Ataköy 7-8-9-10. Katı Mah. Çobançeşme E-5 Yan Yol Cd. No:16/1 İç Kapı No:88 Bakırköy/İstanbul/Türkiye, destek@oxoglobal.org.
⦁ Right to Reject. OXO Global reserves the right to reject any Distributor Application for any reason within three (3) months of receipt. OXO Global will not accept and will void Distributor Applications that knowingly provide false information.
⦁ Notification of Changes. The Distributor is responsible for notifying the Company of any changes affecting the accuracy of the Distributor Application, as well as subsequent information regarding Distributorship account information.
⦁ Starter Kit. Each Distributor receives a virtual Starter Kit as part of registration. A hard copy will be provided where required by law.4
⦁ Prospective Distributors. If a Distributor covers or reimburses any prospective distributor for expenses incurred by their attendance at an OXO Global event, or if a Distributor attends an OXO Global event with a prospective distributor, OXO Global will enroll the Distributor as a Sponsor if the prospective distributor submits an application within 60 days of the event date. The prospective distributor may then downline the Sponsor of their choice.
⦁ Passwords.r After registering, it is the responsibility of the new Distributor to protect their personal information and account by not sharing their password and/or credentials.
⦁ Interest
⦁ Interest. A Distributor may only hold an Interest in a single Distributorship, except as expressly permitted herein. “Interest” means the right to direct, control, own, participate in, or be beneficially involved in the direction, control, ownership, or participation of another person within the account.
⦁ Same Household.
⦁ Family members living in the same household may have separate Distributorships, other than those described in 2.2.2.2. However, they must not exercise any control over those Distributorships.
⦁ Common-law spouses or similarly situated couples may hold only one Distributorship in the same household. The actions of each member of the couple or any other person who holds an Interest in the Distributorship are attributable to the Distributorship.
⦁ Legal Entity and Its Representatives. If a Distributor is a legal entity, all persons who have the right to control such entity, including, but not limited to, shareholders, officers, board members, members, or managers (“representatives”), as the case may be, may hold an Interest in such Distributorship and may not hold an Interest in any other Distributorship. The actions of the legal entity representatives are attributable to the Distributorship.
⦁ Married Couples
⦁ Spouses or common-law couples (together, “spouses”) who wish to become Distributors must submit a single Distributor Application and Agreement. Such persons may not hold any Interest in any other Distributorship (see 2.2). The actions of one spouse are attributable to both spouses and, therefore, to the Distributorship.
⦁ In the event of a marriage between two (2) Distributors, they must notify the Compliance Department within 30 days of the Compliance date and select the Distributorship they will elect. Upon notification, Compliance will terminate any unelected Distributorship.
⦁ Corporations, Partnerships, and Trusts
⦁ Companies as Distributors. Companies organized as corporations, limited liability companies, partnerships, and/or trusts
are eligible to apply for Distributorship, unless prohibited by law. Such applicants must complete the Distributor Agreement and submit it along with copies of the Articles of Incorporation, Articles of Organization, partnership agreement, trust document, or other organizational document required in the country in which they operate.5
⦁ Disclosure of Representatives. To ensure compliance with the Distributor Agreement, Distributors must provide a complete list of all representatives, including the company's board members, officers, and shareholders. Limited liability companies must provide a complete list of all members, officers, and directors. Partnerships must disclose all general and limited partners. Trusts must disclose the trustee(s) and beneficiary(ies). This information can be faxed or emailed to OXO Global and must be updated by the Distributor. The Distributor must also provide OXO Global with the requested proof of business or tax identification number, along with supporting documentation demonstrating the entity's continued operations (see Appendix A for country-specific information). If any shareholder, partner, member, or director of a Distributor is a sole proprietorship, the same information requested above for the relevant entity will be required for such shareholder, partner, member, or director.
⦁ Liability. Shareholders, members, partners, employees, agents, beneficiaries, trustees, and, as the case may be, persons supporting the entity, agree to be personally liable to OXO Global and to be bound by the Agreement.
⦁ Alias. A completed “Doing Business As” or DBA (Doing Business As) form must be submitted to OXO Global. In any Distributor position involving multiple individuals operating as a corporation, partnership, limited liability company, or trust, the actions of a participant will be reflected in the Distributorship as a whole. If a participant is found to have breached the terms and conditions of the Agreement, the Distributorship as a whole will be deemed to be in breach.
⦁ Proper Name and Identification Number
: No person or organization may apply for Distributorship using a false or alias name, or use the identity of another person or organization unrelated to the Distributorship. No person may use a taxpayer or other government-issued identification number not issued to the primary person or organization in the Distributorship. Additionally, at the time of registration, the Distributor must provide official identification document proving residency in the country of registration.
⦁ Tax Identification Number
Upon registration or upon request by OXO Global, where permitted by law, a Distributor shall provide a copy of their government-issued identification number and/or tax ID number. Upon registration, OXO Global will issue the Distributor a unique Distributor identification number to be used to identify the Distributorship.
⦁ Sponsor/Placement Corrections and Changes
⦁ Corrections. A placement change or Sponsor correction may be requested within three (3) days of the registration date.
This policy is used only to correct errors made during registration and is not used if the Distributor requests another Sponsor for other reasons. Correction requests may be submitted to the administrative office Help Desk, and an explanation of the request must be provided.
2.7.1.26 There is no charge for the first correction requested within the first three (3) days.
2.7.27 Changes. OXO Global does not condone changes to Sponsors or Placements. However, after the initial three (3) day period, requests for a change of Placement or Sponsorship may be accepted at OXO Global's sole discretion, subject to any additional conditions or restrictions that OXO Global may impose, and Distributors waive any and all claims against the Company arising out of or related to the decision regarding such request.
⦁ Sponsor changes will not be made outside of the Sponsor's header or registry tree organization. Such changes require written approval from the Active or first two Active top-level Sponsors within the first 6 months of the Request. All requests must be submitted and approved by the Compliance Department.
⦁ If a Placement or Sponsorship change is approved, the Distributor will pay a change fee (see Fee Schedule in Appendix A).
⦁ Addition or Removal of Co-Applicants After Registration
⦁ Procedures. Requests to add a co-applicant to a Distributorship should be submitted to the local Customer Service Department. If the co-applicant holds an Interest in another Distributorship or is subject to the holdout condition specified in Section 2.10, the request will not be honored. Upon approval, the Distributor must submit a fully completed Distributor Agreement, duly amended and signed by both the Distributor and the co-applicant.
⦁ Earnings. All earnings will be sent to the address on file for the Distributor position.
6 Deleted in Annex A.5.
7 Deleted in Annex A.5.
⦁ Restrictions. Once a co-applicant is added, the primary applicant must remain a party to the original Distributor Agreement; however, if the primary Distributor
wishes to terminate the Distributor relationship with OXO Global, the termination must be in accordance with OXO Global policy, and the Co-Applicant must submit a Business Transfer Form. If this requirement is not met, this Agreement will terminate upon the withdrawal of the primary Distributor.
⦁ Change of Sponsor. The change permitted under this section does not include a change of Sponsor. The processing fee for a change or addition is described in Appendix A.16.
⦁ Joint Applicant Resignation. Joint applicants may resign their Distributorship interests by notifying Customer Service. Therefore, they will be subject to the waiting period specified in Section 2.10.
⦁ Submitting Multiple Applications
If an applicant submits multiple Distributor Agreement forms with different Sponsors, only the first form submitted to OXO Global will be accepted. OXO Global reserves the right, in its sole discretion, to make final decisions regarding such disputes.
⦁ Waiting Period for Reapplication
⦁ Policy. All former Distributors (including the joint applicant) and/or anyone with any interest in a Distributorship who wishes to apply for a new Distributorship must first submit notice of resignation or cancellation of the original Distributorship and wait one of the following periods:
⦁ Twelve (12) months if the highest previously achieved rating (directly or through a benefit) was Elite or lower, or
⦁ Eighteen (18) months if the highest degree previously obtained (directly or through an interest) was Emerald or higher.
⦁ Resetting the Waiting Period. During the waiting period specified in Section 2.10.1, any activity by a Distributor subject to the waiting period that could constitute the establishment of a new business will result in the waiting period being reset. Indicators of such activities include, but are not limited to, attendance at meetings and any form of endorsement of the opportunity or Products.
⦁ Reports, Confidential Information, and Trade Secrets
⦁ Reports. OXO Global intends to protect itself and its Distributors from unfair and improper competition. OXO Global provides Distributors with access to and visibility into their organization through the Virtual Office
. All Distributor lists, including, without limitation, all Distributors, organization lists, names, addresses, email addresses and telephone numbers contained in the OXO Global database, including reports generated through the virtual office and in any format, including but not limited to hard copy, electronic or digital media (collectively, the “Reports”), are confidential and the exclusive property of OXO Global. OXO Global,
has prepared, compiled, and structured the Reports at the expense of considerable time, effort, and financial resources, and maintains them. The Reports, presented in their current and future formats and as amended from time to time, constitute proprietary commercial assets and trade secrets of OXO Global, which each Distributor must keep confidential. OXO Global will not provide the Reports to any Distributor without this confidentiality and non-disclosure agreement. A Distributor's right to disclose the Reports and the information contained therein, as well as other Distributor information maintained by OXO Global, is reserved by OXO Global in its sole discretion and may be denied.
⦁ Purpose. The Reports are provided to Distributors solely to assist Distributors in their work with downline organizations to develop the OXO Global business. Distributors may use the Reports provided to them to assist, motivate, and train downline organizations.
⦁ Non-Disclosure. A Distributor's access to their Reports is password-protected. Reports are provided to each Distributor in strict confidence. Such Reports shall not be disclosed by a Distributor to any third party without the prior written consent of OXO Global, or used for any purpose other than the performance of obligations under the Agreement or in the best interests of OXO Global. Any unauthorized use or disclosure of the Report constitutes misuse, abuse, or breach of the Distributor Agreement and may cause irreparable harm to OXO Global.
⦁ Restrictions. No Distributor shall, on his own behalf or on behalf of any other person:
⦁ Not disclose, directly or indirectly, any information contained in any Report to any third party;
⦁ Will not directly or indirectly disclose the password or other access codes related to his/her Report;
⦁ Will not use the Information to compete with OXO Global or for any purpose other than to support the Distributor's OXO Global business;
⦁ Will not enroll or solicit any Distributor mentioned in any Report or attempt in any way to influence or encourage a Distributor to change his or her business relationship with OXO Global.
⦁ Return of Reports in Case of Termination. Upon request by OXO Global and in the event of termination of the Agreement, the Distributor shall return to OXO Global the original copy and all copies of any Report in its possession or control, as well as any confidential information or trade secrets derived therefrom (in paper or electronic format).
⦁ Breach. If a Distributor breaches any of its obligations under this subsection regarding the Reports, the Company may terminate the Distributorship and seek injunctive relief to prevent irreparable harm to OXO Global or any Distributor. OXO Global reserves the right to terminate any Distributorship under this subsection regarding the Reports.
may seek to exercise any available remedies under applicable law to protect its rights; failure to exercise such remedies will not constitute a waiver of such rights.
⦁ Confidential Information. Distributors may obtain access to OXO Global's confidential information. Therefore, without limiting the foregoing, confidential information specifically includes information contained in any pedigree or sub-tier report submitted to or accessible by a Distributor, customer lists, manufacturer information, commission or sales reports, product formulas, and other financial and business information of OXO Global. All such information (whether in electronic, oral, or written form) is proprietary to and owned by OXO Global and is transmitted or submitted to the Distributor in the strictest confidence. Each Distributor agrees not to disclose, directly or indirectly, such confidential or proprietary information to any third party or to use the information to compete with OXO Global or for any other purpose other than as expressly permitted in the Agreement. This information will be used solely in support of the OXO Global program in accordance with the Agreement. The Distributor and OXO Global agree that, without this confidentiality and non-disclosure agreement, OXO Global will not disclose or make the relevant information available to the Distributor. This provision will survive the expiration or termination of the Distributor Agreement.
⦁ Sponsorship and Sales in Other Markets
⦁ Right to Sponsor. OXO Global Distributors may sponsor individuals within their organizations subject to the Agreement.
⦁ Compliance and Restrictions. Compliance with this clause protects the Company, its Distributors, and their ability to operate in selected countries. Violations of these policies may result in regulatory action by authorities, including heavy fines, asset seizure, closure of business operations, or even imprisonment. Therefore, a Distributor must:
⦁ will not engage in untargeted (blind) solicitation of prospective distributors. Many countries have strict privacy laws prohibiting untargeted or cold solicitation. Additionally, many local laws prohibit advertising to prospective customers;
⦁ will not import any Products into a market for which they are not officially approved. Products are labeled and sometimes formulated for specific countries;
⦁ will not distribute OXO Global Starter Kits that are not approved for that country. Promotional statements in literature from one country may not be appropriate or legal in another country;
⦁ Will not sell Products that are not labeled by OXO Global for the relevant country;
⦁ will not ship any unauthorized Products to another country. Products to be sold in a country must be sourced directly from an authorized OXO Global office or warehouse and labeled for the relevant country;
⦁ will not attempt to cause news to be published in the media or appear in the news without prior written permission from the company;
⦁ will not misrepresent the products or the OXO Global opportunity in the country;
⦁ will not make any claims or promises regarding earnings potential;
⦁ will not make unlawful health claims about the products;
⦁ fail to comply with the Policies and Procedures of the country in which a Distributor is registered, or
⦁ will not encourage potential distributors in the country to join its organization by promising cash gains or volume.
⦁ You may sell or distribute unregistered products in the NFR market in accordance with section 7.4.10.3.
⦁ Record Retention
OXO Global encourages all Distributors to maintain complete and accurate records regarding their business transactions. OXO Global reserves the right to request documents and records regarding sales or other matters described herein, or as may be prescribed by applicable law.
⦁ REGISTRATION
A Distributor shall, within 72 hours of receipt, provide OXO Global with all Distributor Applications and Agreements, and product orders received from other Distributors or new applicants. Applications or orders for the purpose of manipulating compensation or promotions are strictly prohibited.
SECTION 3 — COMPLIANCE WITH LAW
⦁ Compliance with Law
All OXO Global Distributors shall comply with all applicable laws and regulations in connection with the conduct of their business.
⦁ No Exclusive Territories
There are no exclusive territories, and no Distributor may imply or represent that they have exclusive territory rights. There are no geographic restrictions on sponsoring Distributors, except in foreign countries not officially granted by OXO Global.
⦁ Statement Regarding Government Endorsements
Regulatory authorities do not approve or certify direct selling programs or their products or services. Therefore, Distributors make no representations, directly or indirectly, that the OXO Global Compensation Program or its products or services are approved, reviewed or endorsed by any government agency unless expressly stated by OXO Global.
⦁ Product Claims
Distributors are responsible for all advertising and/or statements, both online and offline, promoting OXO Global or any of its products. Distributor must comply with all requests to remove such statements and/or postings, regardless of their source.
⦁ No Unauthorized Claims. An OXO Global Distributor may not, directly or indirectly, make any representations about an OXO Global product:
⦁ unlawful;
⦁ claims to be government-approved;
⦁ Inconsistent with the Official OXO Global Literature or
⦁ shall not make any claims suggesting that the diagnosis, assessment, prediction, description, treatment, therapy, care or management or cure of any disease, ailment or affliction can be cured as a result of the consumption, use or application of the Product.
⦁ Official OXO Global Literature. A Distributor promoting OXO Global Products may only use the claims contained in the Official OXO Global Literature for the designated country/market. OXO Global may amend the Official Literature from time to time, and the Distributor shall use only the current Official OXO Global Literature when promoting the Products.
⦁ Personal Information
Personal information, such as Distributor identification number, a Distributor’s address, telephone number, etc., will be treated as confidential and will not be used except in connection with OXO Global’s business unless required by law.8
In the event of an emergency, any party with a question may contact the OXO Global Compliance Department, which will notify the Distributor that someone is trying to reach them.
⦁ Permission to Use Name and Likeness
By entering into this Agreement, each Distributor grants OXO Global and its affiliates and agents the absolute, perpetual, worldwide right and license to use, record, photograph, publish, reproduce, advertise, display, organize and sell his/her name, photograph, likeness, voice, descriptions, biography, image and other information related to the Distributor's business with OXO Global (collectively, the "Likeness") in any form, in perpetuity, without compensation and without limitation in quantity, for any purpose whatsoever, in marketing, promotional,
advertising and educational materials presented in print, radio, internet or television broadcasts (including cable and satellite broadcasts), in audio and video recordings available on the Internet or other media ("Promotional Materials"). Each Distributor waives any right to review or approve Promotional Materials containing or presented with his/her Likeness. Furthermore, each Distributor releases OXO Global from any and all liability and responsibility arising from the use of his/her Likeness, including, without limitation, claims for invasion of privacy, violation of publicity rights, and defamation (including libel and slander)
. A Distributor may, by giving written notice to OXO Global,
8 Bkz. Ek A.6
may withdraw authorization for use of the Likeness that has not yet been published. Distributors agree that all information they provide, including their statements, is accurate and truthful.
⦁ Unfair Competition
⦁ Restrictions for Distributors.
⦁ No Solicitation of OXO Global Distributors and Customers. A Distributor is free to participate in other direct selling, multi-level marketing, or network marketing initiatives or marketing opportunities (collectively, “Network Marketing”), including affiliate programs. However, a Distributor shall not, directly or indirectly, solicit, or attempt to recruit, other OXO Global Distributors, including personally sponsored Distributors, or OXO Global employees, into another Network Marketing business or any other opportunity that could interfere with the Distributor’s business relationship with OXO Global. This includes general solicitations on social media accounts where the Distributor’s “friends” include Distributors. This also includes disclosing a Distributor’s affiliation with another Network Marketing Business or resharing or promoting a post by someone else promoting another Network Marketing Business.
⦁ No Promotion of OXO Global Products and Opportunities in Conjunction with Competitors’ Products and Opportunities. If Distributor participates in any other Network Marketing business, Distributor agrees to operate their OXO Global Distributorship in a strictly separate and distinct manner. Therefore, if participating in any other Network Marketing business, Distributor shall: (i) not display any non-OXO Global Products and Sales Materials in the same location as OXO Global Products and Sales Materials; (ii) not offer any non-OXO Global programs, opportunities, Products or services to prospective or existing Customers or Distributors in connection with OXO Global opportunities or Products; and (iii) not offer or refer to, either explicitly or implicitly, any non-OXO Global opportunities, Products or services at any OXO Global-related meeting, seminar or convention, or within two hours and five miles of an OXO Global event. If the OXO Global meeting is held by phone or internet, meetings not related to OXO Global must be held at least two hours before and after the OXO Global meeting, using a different conference phone number or internet address.
⦁ Sale of Competing Goods or Services to OXO Global Customers and Distributors. Notwithstanding the provisions of subsection 3.7.1.2, during the term of this Agreement, Distributor shall not sell or attempt to sell to OXO Global Customers or Distributors any programs, Products, or services that compete with Company Products. Any program, Product, service, or Network Marketing opportunity that falls within the same generic categories as OXO Global Products shall be considered competitive, regardless of cost, quality, or other distinguishing factors.
3.7.2 Restrictions After Termination. For twelve (12) months after termination of this Agreement, or such longer period as may be legally applicable, a Distributor may not employ another Distributor or Customer for a different Network Marketing business. Distributor and OXO Global acknowledge that because network marketing is conducted through networks of independent contractors in many countries, and the business is often conducted over the internet and telephone, any attempt to limit the geographic scope of the non-solicitation provision will render the provision null and void. Therefore, each party acknowledges that this non-solicitation provision shall not apply to OXO Global.
OXO Global's business relationships with its resellers, manufacturers, and suppliers are confidential. A Distributor will not, directly or indirectly, contact, speak, or communicate with
any representative or any supplier, manufacturer, or reseller, except at an OXO Global-sponsored event where the representative is present at the request of OXO Global
.
⦁ Line Switching, Cross-Sponsoring, and Solicitation
⦁ Prohibited Activity. Maintaining the integrity of the Sponsorship line within a Distributorship organization is essential to network marketing. Therefore, each Distributor agrees to refrain from engaging in Line Switching, Cross-Sponsoring, and Solicitation activities.
⦁ “Changing Line” means applying to become or becoming a Distributor while (a) already a Distributor, (b) holding an Interest in another Distributorship, and/or (c) continuing the waiting period specified in section 2.10.
⦁ “Cross-Sponsorship” or “Cross-Line Recruitment” involves the Sponsorship of (a) a current Distributor, (b) a Distributor subject to the waiting period specified in section 2.10, or (c) a former Distributor who Sponsored or purchased Product while subject to the waiting period specified in section 2.10, into a different line of Sponsorship.
⦁ “Solicitation” means enticing, encouraging, providing benefits for, or otherwise assisting another Distributor in a Line Switch and/or Cross-Sponsorship. Solicitation is accomplished by, among other methods, offering, displaying, or describing to an OXO Global Distributor another direct sales company’s Products or opportunities, either directly or through social media platforms the Distributor is known to frequent or through targeted communications directed at other OXO Global Distributors.
3.9.2. False Information. A Distributor shall not use the name of a spouse, relative or third party, trade names, aliases or fictitious names, legal entities, false identification numbers other than those required by government, or phony identification numbers to avoid complying with the requirements of this policy.
⦁ Notification Obligation. Because Switching, Cross-Sponsoring and Solicitation may harm OXO Global and the relevant Distributors, each Distributor who learns or has a reasonable ground to suspect that another Distributor is in breach of these commitments is obligated to notify the Company as soon as reasonably practicable.
⦁ Remedies for Breach. If a Distributor breaches these commitments, the Company may take any or all of the actions set forth in sections 8.2 and 8.3. In addition, the Company may: (i) terminate the breaching Distributorships; (ii) terminate any Distributorship created as a result of the Line Switching (“Second Distributorship”); (iii) take legal action against any of the Distributorships involved.
(vi) may impose monetary penalties as part of the remedies; and (vi) may decide to retain Distributorships recorded as Second Distributors and not change the Sponsorship or Placement unless compelling circumstances or equitable principles dictate otherwise. However, the Company is under no obligation to do so, and any actions and final dispositions regarding the organization are at the Company's sole discretion. Distributors waive any claims they may have against the Company arising out of or related to the dispositions of such Distributorships, subject to the remedies.
⦁ Unethical Activities. Each Distributor agrees to act in accordance with ethical principles and professionalism at all times when conducting business with OXO Global. In this regard, the Distributor agrees not to engage in unethical activities and agrees not to encourage or tolerate any of their Downlines to engage in unethical activities. Examples of unethical behavior include, but are not limited to, the matters described in this Agreement:
⦁ Making unverified claims about the product;
⦁ Making unverified income claims;
⦁ Make any false statements or representations, including, but not limited to, false or misleading statements or offers to sell, regarding the quality, availability, grade, price, payment terms, return rights, warranty or performance of the Products;
⦁ Making comments that disparage other Distributors or the Company;
⦁ Causing the sale of Products in Retail Facilities;
⦁ Using another Distributor's or a third party's credit card without express written permission;
⦁ Misusing the Company's Confidential Information;
⦁ Alignment, Cross-Sponsorship or Seduction;
⦁ Failure to comply with sales and promotional activity requirements;
⦁ Engaging in unauthorized pre-marketing activities;
⦁ Violating rules regarding operating in a market that is Not Suitable for Resale;
⦁ Engaging in personal behavior that would damage the reputation of the Company and/or its Distributors;
⦁ Violating any laws regarding the operation of a Distributorship;
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⦁ Violating the Code of Conduct;
⦁ Breach of contract.
⦁ Compliance with the OXO Global Business Model
A Distributor will not offer the OXO Global opportunity through or in conjunction with any compensation plan or Placement program other than those specifically set forth in the Official OXO Global Literature. Furthermore, a Distributor will not solicit or encourage other current or prospective Distributors to join OXO Global in any manner different from that specified in the Official OXO Global Literature. Regardless of a Distributor's rank, a Distributor will not solicit or encourage other current or
prospective Distributors to enter into any agreement, contract, or membership plan other than those set forth by OXO Global in order to become an OXO Global Distributor. Similarly, a Distributor will not solicit or encourage other current or prospective Distributors
to purchase Products or make payments to any person or entity in order to participate in the OXO Global Compensation Plan, other than those purchases or payments recommended or required in Official OXO Global Literature to the extent permitted under applicable law(s).
⦁ Training Requirement
Distributors are encouraged to adequately train the Distributors they sponsor. “Adequate training” shall include, without limitation, training on the Policies and Procedures, the Compensation Plan, Product information, applicable business practices, sales strategies and ethical business conduct. A Sponsor shall maintain an ongoing professional leadership relationship with Distributors within their organizational network and shall perform a good faith duty of oversight, sales and distribution of products and services to the end consumer.
⦁ Privacy
Distributors shall comply with all applicable privacy and data security laws, including laws regarding the reporting of security breaches. Distributors must take appropriate steps to protect and secure any proprietary information, including, but not limited to, credit card and social security numbers, provided by a retail Customer, prospective retail Customer, or other Distributors.
Distributors must keep such information strictly confidential. Distributors are responsible for the secure handling and storage of all documents that may contain confidential information. Distributors must
establish, implement, and maintain appropriate administrative, technical, and physical safeguards to protect the security of confidential information and Customer data against anticipated threats or hazards. Appropriate safeguards include, but are not limited to, the following:(i)
encrypting data before electronic transmission; (ii) storing records in a secure location; (iii) password-protecting computer files; or (iv) shredding paper documents containing confidential information or Customer data. Distributors must retain documents containing such information only for as long as necessary to complete the transaction. Distributors must take all reasonable steps to destroy any printed or electronic records containing Customer data or other confidential information after use by (a) shredding;
(b) permanently deleting or destroying; or (c) modifying the Customer data or other confidential information contained in such records so that they cannot be read, reconstructed, or deciphered in any way
.
⦁ Other Direct Selling Company Sales Forces
: The Distributor agrees to refrain from systematically targeting members of another direct selling company to become Distributors. If any claim, action, suit, arbitration, or mediation is brought against a Distributor alleging such prohibited activities, the Distributor shall indemnify OXO Global against any and all claims, actions, proceedings, or demands arising out of or related to such systematic targeting.
Distributors may not encourage members of another direct selling company's sales force to violate the terms of their contract with such company. Distributors assume all risk and liability for any such activities, which are not approved or supported by OXO Global.
⦁ Reporting Policy Violations:
Distributors who become aware of any policy violation by another Distributor must report the violation in writing to OXO Global's Compliance Department via fax, mail, or email. Such documents must include the Distributor's signature and user ID. Anonymous complaints will not be considered under any circumstances. Telephone reports will not be accepted for these matters, as written documentation from the complaining party and subsequent individuals named in the alleged policy violation must be submitted. Information such as the date of the incident, the number of occurrences, the relevant parties, witnesses, and other supporting documentation must be included in the report.
SECTION 4 — CHANGES IN DISTRIBUTORSHIP OWNERSHIP
⦁ Succession in the Event of Death or Disability
⦁ Policy and Procedure. Upon the death of a Distributor, the Agreement and the rights of the Distributor
will pass to their heir(s) as provided by law, provided that the heir(s) meet the requirements to become a Distributor. However, OXO Global will not recognize the transfer until such heir
submits to OXO Global a completed business transfer form reflecting the new ownership, along with a certified copy of their death certificate, a will, testamentary power of attorney, or a court order designating the legal heir. 10 Upon Company’s satisfaction that the transfer is appropriate, the Distributorship
will be transferred to the heir. Following the transfer, the successor will have the same rights and obligations as any other Distributor.
⦁ Benefits. The transfer of the Distributorship specified in this subsection shall be subject to the Benefits provisions of Section 2.2, except that an assignee who is currently a Distributor may choose which Distributorship to operate. The selection must be made within 30 days of notification to the Compliance Department. Upon notification, the Compliance Department will terminate the Distributorship not selected.
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⦁ Companies. If the Distributor is a company and the sole owner of the company dies, the transfer of the Distributorship of the company to the heir(s) who are legally entitled to the company
will be made in accordance with the provisions of article 4.1.1, unless otherwise provided by court order.
4.1.4 Incapacity. If a Distributor becomes incapacitated and is unable to operate the Distributorship, the Company will agree to have the Distributorship operated by the Distributor's authorized representative during the incapacity. The authorized representative must provide appropriate evidence of the Distributor's incapacity, as well as an original document (e.g., a durable or conditional power of attorney) demonstrating appropriate authority to act on behalf of the incapacitated Distributor, in a manner the Company can legally verify.
⦁ Divorce or Dissolution
⦁ Requirements. During the ongoing divorce or corporate liquidation process, both parties must adopt one of the following operating methods:
⦁ One of the parties may, with the written consent of the other(s) and OXO Global, conduct the OXO Global Distributorship directly and solely with the other spouse or non-relinquishing shareholder, partner or trustee, or
⦁ The parties may continue to jointly operate the OXO Global Distributorship on a business-as-usual basis, in which case OXO Global will continue to pay all fees as before the divorce or dissolution.
⦁ Commission Payments. OXO Global will not divide Commissions among divorcing spouses or members of dissolving entities and will pay out earnings as usual. If the parties to a divorce or dissolution are unable to resolve a dispute regarding the distribution of Commissions and ownership of the Distributorship, no changes to the Distributor Agreement or payments will be made until a competent court order is obtained. Assessments and compensation will be determined in accordance with past practices established by the Company for the Distributor, unless a different approach is required under extraordinary circumstances, as determined by the Company in its sole discretion.
⦁ 6-Month Waiting Rule. If a former spouse has waived all rights to a Distributorship pursuant to a divorce decree, the former spouse must wait six (6) months before applying for a new Distributorship. The Company may waive all or part of the waiting period in its sole discretion. In the event of a legal entity liquidation, those with an Interest in the legal entity must wait six (6) months from the date of final liquidation before re-registering as Distributors. However, in either case, the former spouse or business partner will have no rights with respect to Distributors or former Customers in the former organization and must establish a new business entity like any other new Distributor.
⦁ Transfers Involving Spouses or Related Companies
⦁ Individuals A Distributor who is an individual may transfer his/her interests (and the interests of his/her spouse, if relevant) to a legal entity that is wholly (100%) owned by one or both spouses. (Example: Mr. A is the owner of a Distributorship
(He is the sole owner. In order to transfer his rights to XYZ company, he (and his spouse) must be the sole shareholder, manager or board member of XYZ company.)
⦁ Company. A Distributor, which is a legal entity and is 100% owned by an individual and/or their spouse, may transfer their interests to the individual and/or their spouse. Example: Company XYZ is 100% owned by Mr. A. The distributorship is in the name of Company XYZ. Therefore, Company XYZ may transfer its interests to Mr. A (and to Mrs. A through the same account).
⦁ Transfer Requirements. To effect a transfer, a Distributor must submit the following with the amended Distributor Application:
⦁ a copy of the marriage certificate, if a spouse is to be added;
⦁ If a spouse is to be removed, a notarized copy of the consent document signed by both spouses;
⦁ if it is to be transferred to a legal entity, a certificate of activity issued by the competent authority and a copy of the establishment documents showing all the rights holders and management, or
⦁ If the transfer is from a legal entity to an individual and/or an individual and their spouse, a letter of authorization signed by an officer or board member of the legal entity, as well as the individual (and their spouse, if relevant).
⦁ Change of Legal
Entity Form A Distributor who is a legal entity and wishes to change their form of organization may change their form of organization as long as this does not result in a change in the Interests in the legal entity. All Interest holders of the legal entity must execute a signed, notarized, or otherwise certified document accepting the change. Furthermore, the amended Distributor Agreement must
be submitted by the new entity, along with a notarized statement acknowledging that the new entity accepts the Agreement and any responsibilities it may have to OXO Global. A processing fee will be charged for this (see Appendix A.16). The members of the previous entity will be jointly and severally liable for any debts or other liabilities owed to OXO Global.
⦁ Limitations11
Changes made under Sections 4.1, 4.2, 4.3 and 4.6 will not include a change in Sponsorship and are subject to a fee (see Appendix A.16). If the change results in a change in the Interests related to a Distributorship, such change will be subject to the pre-emption rules set forth in Section 4.7.
⦁ Transfer or Sale of a Distributorship12
⦁ Policies. OXO Global does not condone the sale of Distributorships, the transfer of partial rights in Distributorships, or the use of fraudulent partnership practices to transfer rights. If a
11 Amended in Annex A.20.
12 See Annex A.5
If the Distributor wishes to sell, transfer or assign (referred to in this section as “assignment”) all or part of its rights in any OXO Global Distributorship, in this case,
⦁ the transfer will be subject to the Preemptive Rights rules set out in article 4.7 and
⦁ No changes can be made to the Sponsorship line as a result of the transfer, and
⦁ the selling Distributor may not re-apply to become a Distributor under another Sponsor for a period not less than that specified in clause 2.10; and
⦁ If approval is granted, the purchasing Distributor must submit the completed Business Transfer Form in accordance with the instructions along with a new Distributor Application and Agreement.
⦁ Corporations. Changes to the Stakeholders of a legal entity through the addition or replacement of a shareholder, board member, executive, manager or member (but not the removal of the position or resignation) are considered transfers of rights and, as such, are subject to the pre-emption procedures set out in section 4.7.
⦁ Reservation of Rights. Notwithstanding anything to the contrary herein, the Sponsor or downline Distributor(s) will only transfer from their current position if, as determined by OXO Global in its sole discretion, it is in the best interests of the business. Distributors waive any and all claims against the Company arising out of or in connection with any such decision.
⦁ Right of Preemption (RFR)
All offers to sell or transfer ownership of a Distributorship are subject to the preemption rights described herein, but shall not apply to transfers made under Sections 4.1, 4.2, and 4.3.
⦁ Procedures. If a Bona Fide Offer (as described below) is made to a Distributor to purchase a Distributorship interest, the Distributor shall first make an offer to OXO Global to purchase such interest, subject to the terms and conditions set forth in the Bona Fide Offer. The Distributor shall submit the Bona Fide Offer in writing to OXO Global, and OXO Global shall have the right to accept the offer within fifteen (15) business days. A “Bona Fide Offer” is an arm’s length written offer by a non-Distributor to purchase the rights and obligations of a Distributorship, provided that OXO Global, in its sole discretion, deems it a legitimate offer. Evidence of a legitimate offer may include, but is not limited to, cash amounts or securities deposited in an escrow account, evidence of a credit commitment, or other steps taken solely for the purpose of purchasing the rights and obligations of the Distributorship.
⦁ This clause shall apply to every new Bona Fide Offer received by the Distributor.
⦁ Compliance Department Approval. The seller and buyer must submit the following to the Compliance Department for review and approval: i) a signed purchase and sale agreement between the seller and buyer;
ii) a Distributor Application and Agreement completed and signed by the buyer; and iii) a completed Sale/Transfer Form. OXO Global may provide any additional information it may require to analyze the transaction between the buyer and seller.
The Compliance Department, in its absolute discretion, will approve or reject the sale, transfer, or assignment within three (3) business days after receiving all required documents from the parties. Distributors waive any and all claims against the Company arising out of or in connection with the decision regarding such situation.
⦁ Cancellable Sales; Assumption of Liabilities; Cooling-Off Period. If the seller transfers or attempts to transfer the Distributorship under terms different from those stated in the offer submitted to OXO Global, OXO Global may, in its sole discretion, cancel such transactions. Furthermore, if the parties do not obtain OXO Global's approval for the transaction, OXO Global may reject the transaction.
SECTION 5 — PROMOTING OXO Global PRODUCTS AND OPPORTUNITIES
⦁ Product Sales
⦁ Sales Presentations. In sales presentations, Distributors will accurately present themselves, OXO Global products, and the purpose of their business to prospective Customers. Distributors will not engage in misleading, deceptive, or unfair sales practices. The description and display of Products offered will be accurate and complete in all respects, including, without limitation, pricing, payment terms, return rights, warranties, after-sales service, and delivery.
⦁ One-on-one meetings or telephone calls shall be conducted in a reasonable manner and during reasonable hours to avoid intrusiveness. Distributors shall terminate a demonstration or sales presentation immediately upon the consumer's request.
⦁ Distributors will not abuse the trust of individual consumers, will respect consumers' lack of commercial experience, and will not exploit a Customer's age, illness, lack of understanding, or lack of language skills.
⦁ Distributors shall not disparage any other company or product, directly or by implication. Distributors shall avoid making comparisons that could be misleading or inconsistent with the principles of fair competition. Comparisons shall not be unfairly selected and shall be based on demonstrable facts.
⦁ When renting a meeting facility, the fee charged to attending Distributors and their guests will be limited to the amount reasonably necessary to cover the direct costs of the meeting. The purpose of such meetings is not to generate profits for Distributors.13
⦁ Sales presentations must limit the content and opportunity specific to OXO Global products.
⦁ Suggested Retail Price. OXO Global provides a suggested retail price as a guide for a Distributor's retail sales. A Distributor is not permitted to advertise any price below wholesale; however, a Distributor may privately market and sell OXO Global Products to its Customers at any price they agree to.
⦁ Sales Receipt. When selling in person, the Distributor will provide the Retail Customer with a sales receipt completed in accordance with Appendix B. Distributors shall retain copies of sales receipts for a minimum of three (3) years from the date of sale.14
⦁ OXO Global may, at its discretion, conduct random and targeted audits of Distributors to determine Distributors' compliance with this clause. OXO Global may also interview Retail Customers to verify sales.
⦁ Distributors who fail audits will be subject to remedial actions, including those set forth in sections 8.2 and 8.3.
⦁ Claims
This section specifies the Product and opportunity claims and limitations that Distributors may make. It also describes the types and methods of advertising a Distributor may use to build an OXO Global business.
⦁ Product Claims. A Distributor may make claims that are included in the Official OXO Global Literature for the country in which the Products are approved. A Distributor shall not make Product claims that are not included in the Official OXO Global Literature.
⦁ Opportunity, Lifestyle and Income Claims. Distributors must accurately and fairly disclose the Compensation Plan.
⦁ Past, potential or actual income claims may not be made to existing or prospective Distributors, and Distributors may not use their own income to guarantee success to others.
⦁ Distributors may not display Commission payments or make specific income claims or representations when recruiting or describing the opportunity.
⦁ Images of cash prizes will not be published online or otherwise used to promote the opportunity.
⦁ Permitted Claims. Lifestyle and income claims arising from the Compensation Plan will necessarily comply with the permitted claims in Exhibit C.
⦁ Advertising Materials:
Because the OXO Global opportunity and Products are subject to numerous regulatory requirements, it is important to comply with advertising laws. The Company makes every effort to comply with advertising laws and expects the same from Distributors.
⦁ Use of Official OXO Global Literature. Only Official OXO Global Literature may be used when promoting OXO Global Products and/or the OXO Global Compensation Plan and opportunity. OXO Global literature may not be reproduced or reprinted without the prior written permission of the OXO Global Compliance Department. To obtain permission, a copy of the proposed advertising material must be sent to the OXO Global Compliance Department by mail, fax, or email. Once permission has been granted, the text cannot be altered or modified. Any changes must be submitted for approval. Distributors must allow forty-eight (48) hours for the material to be processed.
⦁ Electronic Advertising. Only materials approved by OXO Global may be used when advertising in print, radio, television, the Internet, electronically, or other media. Banners, trade show materials, and other related promotional materials must be approved in advance and in writing by OXO Global. Items on the corporate website and copied website content may be downloaded for promotional purposes. However, a Distributor may provide free product for promotional purposes.
⦁ Trademarks and Copyrights
⦁ Ownership. The OXO Global name and the names of all Company Products, services, and programs
are trademarks of and owned by the Company. The Company also licenses the rights to the names and content of certain Company Products (Third Party Marks). The Company dedicates significant resources to the enforcement, protection, and protection of its trademarks and copyrights.
⦁ Permitted Use. Distributors may use trademarks and Third Party Marks only with written permission. A Distributor may not use Company's names or trademarks, names, logos, email addresses, trade dress or trade names, or any distinctive expressions used by Company and Third Party Marks to promote the Distributor's OXO Global business without the Company's written permission. If Company gives written permission, if Company changes or discontinues any of the trademarks or trade names, the Distributor agrees to do so. To protect Company's rights, a Distributor may not acquire any right, title, or interest in the names, trademarks, logos, or trade names of OXO Global or OXO Global Products by applying for a patent, trademark, domain name, or copyright. The unlawful use of any trademark not owned or licensed by OXO Global is strictly prohibited. If a Distributor is authorized to develop and sell giveaway products, they may use the OXO Global trademarks with written permission; however, they may not sell such giveaway products for more than cost.
⦁ Unauthorized Registrations. Distributors may not use, or attempt to register with any governmental or private entity (including any internet domain name registration service) any of the Company's trade names, trademarks, service marks, copyrights, Product names or the OXO Global name or any derivative thereof.
⦁ Usage Rights. Distributor acknowledges that any license obtained from Company to use OXO Global's trademarks and copyrighted materials is non-exclusive. Distributor expressly acknowledges that all goodwill associated with the trademarks and copyrighted materials (including goodwill arising from Distributor's use) inures directly and exclusively to the benefit of and belongs to OXO Global, and that upon termination or expiration of the Distributor Agreement, no monetary amount shall be attributable to goodwill associated with Distributor's use of the trademarks or copyrighted materials.
⦁ Damages. Distributors are liable to OXO Global for any damages arising from any misuse of OXO Global's trade names, trademarks, service marks, copyrights, and other intellectual property rights, except as specifically permitted under these Policies and Procedures or as otherwise approved in writing by OXO Global.
⦁ Copyrights. All Company literature, sound recordings, video recordings, website materials, and programs are copyrighted by the Company and may only be copied with the prior written permission of the Company.
⦁ Other Uses and Advertising Media
⦁ Designation of Independent Contractor Status. When using an OXO Global trade name or trademark in an advertisement, it clearly indicates that the Distributor is an independent Distributor of the Company.
⦁ “Toll-Free” Telephone Number Listings. OXO Global Distributors
are not permitted to list “toll-free” telephone numbers under the OXO Global trade name.
⦁ Printed Checks. OXO Global Distributors are not permitted to use the OXO Global trade name or any of its trademarks on their own business or personal checking accounts.
⦁ Printed Business Cards or Letterhead. OXO Global independent Distributors
are not permitted to create their own business cards or letterhead using the OXO Global name or trademark without prior written approval from OXO Global.
⦁ Internet and Website Advertising
⦁ OXO Global Copy Websites. Except as provided in this section, only OXO Global's copy website program
may be used to promote or sell OXO Global products or opportunities on websites. Copy websites must seamlessly link directly to the official OXO Global website to ensure the Distributor maintains a professional and OXO Global-approved online presence.
⦁ No Unauthorized Website Use. No Distributor may (except as described herein) authorize, act as the owner or user of a website, or use OXO Global's names, logos, or Product descriptions to promote (directly or indirectly) OXO Global's Products, offers, or services on a website. This includes third-party online retail platforms (Amazon, Alibaba.com, Allegro, etc.) and auction sites (eBay) and Social
Media sites (e.g., Facebook Marketplace, Wish, etc.) are not authorized distribution channels and will not be used to sell OXO Global Products.
⦁ Educational Website. A Distributor must reach the Emerald Admin rank to apply to operate an educational website, including a lead generation website. A Distributor must enter into a website agreement before launching an educational website. The Educational Website License and Procedure Form must be requested from OXO Global.
⦁ Websites. Products sold online (whether on a retail site as described herein or on another website approved by OXO Global) are sold and advertised in accordance with the terms of these Policies and Procedures. A Distributor must enter into a website agreement and obtain approval from the Company's Compliance Department to operate a website. A Distributor Website License and Procedures Form must be requested from OXO Global. Such approval must be obtained before the website is launched or revised. This is not an educational website. The sale of products through a dedicated shopping cart is prohibited on such websites.
⦁ Social Media. Distributors may use social networking sites, blogs, and other social media platforms and applications containing user-contributed and user-generated content, such as forums, message boards, blogs, wikis, podcasts, and other sites (collectively, “Social Media”) to (1) communicate preliminary information about OXO Global or a Distributor’s relationship with the Company, (2) direct users to a Company-owned website or an approved Distributor website, and (3) publish authorized Official Company Materials. If OXO Global deems any content posted pursuant to this subsection to be inappropriate for any reason, the Distributor must remove such content within 24 hours. Distributors are not permitted to use any Social Media platforms to directly sell OXO Global Products (e.g., Facebook Marketplace, Wish, etc.).
⦁ Additional Requirements. If the Company grants a Distributor prior written permission to use a website or other forms of internet advertising to promote the Products or Offer in any way, Distributors must comply with the following in addition to the rules specified in the written permission:
⦁ Distributors will not make offers or solicitations disguised as research, surveys or informal messages, with the primary purpose of selling products or services or sponsoring Distributors;
⦁ Distributors, whether or not they collect personal information from individual customers, will disclose to the consumer in a prominent location on the website how consumer information will be used and will also comply with all applicable privacy and personal data protection laws and regulations;
⦁ Distributors will never use or share personal information collected online except in accordance with the Agreement. Distributors will offer individual consumers the opportunity to prohibit the distribution of this information, and if any customer requests that their personal information not be shared, Distributors will refrain from sharing such information;
⦁ Distributors shall offer individual consumers the option to terminate communications between the Distributor and the consumer, and if any consumer requests that a Distributor terminate communications, the Distributor shall immediately cease communications upon such request;
⦁ Distributors must adhere to all laws and regulations regarding electronic communications;
⦁ Distributors may not distribute content using distribution lists or to any person who has not given specific permission to be included in such a process; sending or distributing chain letters or junk mail is not permitted;
⦁ Distributors may not distribute any content that contains unlawful, harassing, libelous, defamatory, abusive, threatening, harmful, profane, obscene or otherwise objectionable material or that could give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation; and
⦁ Distributors may not send, directly or indirectly, bulk unsolicited email to individuals with whom they have no prior or existing personal or business relationships.
⦁ Internet Domain Names. A distributor must not use or register any of OXO Global's trademarks, trade names, or product names, or any derivatives or abbreviations thereof, as a domain name, social media account name, or email address.
⦁ Email or Newsgroup Advertising. Distributors who send unsolicited and unapproved email advertisements via email or use email services are solely responsible for all product and marketing program-related information not expressly provided in advertising and promotional materials directly supplied by OXO Global. “Bulk emailing” and communication via telephone or fax are strictly prohibited without prior consent in accordance with various laws. Distributors will not defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others. Distributors will not publish, upload, distribute, or transmit, in writing or via the Internet, any inappropriate, profane, defamatory, infringing, obscene, vulgar, or unlawful topic, name, material, or information. Distributors will not advertise or offer for sale any goods or services for any commercial purpose or conduct, or send surveys, contests, pyramid schemes, or chain letters. Users of the OXO Global website will not participate in any activity that restricts any other user's use and enjoyment of the website. Subject to Section 5.4, Distributors will not use OXO Global trademarks in their email addresses.
⦁ Recordings. Distributors will not produce or reproduce any audio recordings or video materials detailing the OXO Global opportunity or Products. Distributors will not audio record any OXO Global meeting, event, or conference, and will not share such recordings online in social media forums.
⦁ Do Not Answer the Phone. Distributors may not answer phones or create recordings by saying “OXO Global” or in any other manner that might mislead the caller into believing they have reached OXO Global’s Headquarters.
⦁ Voicemail Systems. OXO Global has a voicemail system for use by Distributors. This system is a tool to enhance communication with downstream networks. Under no circumstances shall a Distributor use the OXO Global voicemail system to promote other services or products or to promote any non-OXO Global program or opportunity.
⦁ Permitted Sales Channels; Retail Businesses; Service Businesses
⦁ Service Businesses: Upon approval by the OXO Global Compliance Department, a Distributor may offer the Products through the trade channels specified in the Agreement, which include service businesses, including gyms, hair salons, offices, and similar businesses, except for chains of three or more businesses. No advertising signs shall be displayed on the exterior of the business. Interior
signs shall include a sign indicating that the Products are offered by an independent OXO Global Distributor. The return policy set forth in Exhibit B shall apply to all sales, and each sale shall be completed with the Sales Receipt located in the Virtual Office. Products cannot be repackaged and products cannot be served from open containers in such establishments.
⦁ Prohibited channels. Prohibited channels of trade include retail businesses. A retail business is a fixed location used by the principal business to sell products to the public.
⦁ Endorsements:
Except as expressly stated in OXO Global literature and communications, no third-party endorsement
will be claimed. However, a Distributor may use before-and-after photos of themselves, their family, or third parties with permission, using the products. The environment in which the product “before” and “after” photos were taken should be as similar as possible. In other words, the lighting, angle, facial expression, makeup, clothing, etc., should be as similar as possible. Additionally, the Distributor
must include the date of each photo and the number of days between the two photos. Photos cannot be altered or filtered.
The Distributor must include a statement next to these photos that they are an independent OXO Global Distributor.
⦁ Trade Shows
: Distributors may promote, display, and sell OXO Global products at approved professional trade shows, events, markets, and other public forums. Before arranging space or depositing funds with event organizers, Distributors must first obtain approval from OXO Global to ensure no other Distributor has approved to attend the event.
⦁ Approval will be granted for three separate stands operated by Distributors. Applications for approval will be accepted. Approval will only be granted for the specified event and dates, unless the event is not regular in ongoing markets, in which case the 'ongoing' approval will be withdrawn or cancelled.
Any request to attend future events must be resubmitted for approval. Prior attendance at an event does not guarantee approval for a Distributor's future attendance at any event.
⦁ Distributor must use approved signage, literature, promotional materials, and advertising at events. Distributor must clearly identify as an independent OXO Global Distributor.
Distributors are required to operate dedicated OXO Global booths at events, meaning no other products or services may be offered at the booth.
⦁ OXO Global does not provide liability or other insurance
coverage sometimes required to participate in such events. This coverage, if required, is the responsibility of the Distributor. OXO Global carries product liability insurance, which is not the responsibility of Distributors.
⦁ Product Care and Quality Controls
⦁ Distributor must sell Products in their original packaging. Re-labeling, repackaging (including separating or repackaging products packaged together) and other alterations are not permitted. Tampering with, falsifying or otherwise altering any serial number, UPC code, QR code, batch code or lot code or any other identifying information on the Products or their packaging is prohibited. In addition to the restrictions in 3.7.1, Distributor
shall not advertise, market, display or showcase non-OXO Global products in any way that creates the impression that such products are made by, endorsed by, or affiliated with OXO Global. 5.10.2 Product Storage and Handling. The Distributor must take care in storing and using the Products, storing the Products in a cool, dry place, away from direct sunlight, excessive heat and humidity and in accordance with any additional storage guidelines specified by OXO Global from time to time.
⦁ Product Inspection. Immediately upon receipt of products, the distributor inspects them for damage, defects, or other nonconformities (collectively, "defects"). The distributor regularly checks its inventory for expired or expiring products and removes these products from its inventory. The distributor does not sell any expired products. If any defects are discovered, the distributor must not offer the product for sale and must immediately report the defect to OXO Global, the virtual office help desk, or by calling customer service.
⦁ Recalls and customer safety. To ensure the safety and well-being of its end users, Distributor will cooperate with OXO Global with respect to Product recalls or other consumer safety and information dissemination efforts, including, but not limited to, contacting Distributor's Retail Customers.
⦁ Media Contacts
Distributors are prohibited from giving radio, television, newspaper, tabloid, Internet or magazine interviews, or making public appearances, speaking publicly, or making statements of any kind to the public media to promote OXO Global, its Products, or OXO Global's business without the express prior written approval of OXO Global . All media inquiries should be directed to OXO Global's headquarters at
destek@oxoglobal.org .
SECTION 6 — COMMISSIONS, BONUSES AND OTHER COMPENSATIONS
⦁ Eligibility and Payment
⦁ Earnings. A Distributor is entitled to receive Commissions and earnings according to the most recently published Compensation Schedule, provided that the Distributor is not in breach of the Agreement and complies with its requirements. Commissions and bonuses are paid ONLY on sales of OXO Global Products. Bonuses are not paid for the purchase of sales materials, sales support materials, or the recruitment of Distributors.
⦁ No Guarantee of Earnings. No Distributor is guaranteed any specific income, profit, or success. Earnings and success are strictly dependent on successful retail sales, use and consumption of the Products, and the activities of other downline Distributors.
⦁ Payment. OXO Global pays Commissions within thirty (30) days of the end of a Commission period. Bonuses earned from Promotions are paid within the timeframe specified in the Promotion Terms. For Company Accounts, OXO Global will pay the Company listed in the account; otherwise, it will pay the primary account holder. Without prejudice to the Company's right to terminate, OXO Global may suspend or cancel payment if a Distributor violates any term or condition of the Agreement. Furthermore, if any outstanding balance is outstanding, OXO Global may debit the Distributor's account or withhold Commission payments.
⦁ Adjustments to Commissions. When a Product is returned to OXO Global for a refund, Commissions and Bonuses relating to the returned Product(s) will be deducted from the Commission Month in which the return was made and from each subsequent payment until the full amount is recovered from the Distributors who received Commissions or Bonuses from the sale of the returned Products.
⦁ Errors or Questions. If a Distributor has questions about Commission and Bonus calculations, fees, or offsets, or believes that an error has been made in these matters, the Distributor must notify the Company in writing within sixty (60) days from the date of the incident or alleged problem. OXO Global will not be liable for any errors, omissions, or problems not reported within sixty (60) days.
⦁ Minimum Commission Payout Amount. Commissions will only be paid if the total amount in the commission period is $10 or more.
⦁ Transaction Fees. OXO Global will determine a fee to offer the Distributor (see Appendix A.16). OXO Global may also charge transaction fees for special services requested by the Distributor (e.g., custom reports - OXO Global may charge an hourly fee or a flat fee based on a minimum of one hour).15
⦁ Collection of Commissions. Distributors must collect commissions paid into their virtual wallets at regular intervals. If the Distributor has been inactive (no sales or sponsorships) for at least (6) months,
15 Bkz. Ek A.17
(meaning), the Company will charge the remaining funds in the Distributor's wallet account as compliance tax. See fee schedule in Appendix A.
⦁ Conversion of Bonus Credits. After a Distributor has been inactive for a period of 12 months, any remaining commissions in their wallet account will be converted into bonus credits. Bonus credits may be used to purchase products within six (6) months of conversion, but if they are not used within that six-month period, or if the Agreement expires or is terminated for any reason, the bonus credits will expire and become void.
⦁ Reduction of PV for Bonus Credits. If bonus credits are used to purchase certain Products, up to 50% of the purchase amount can be paid for with bonus credits. Additionally, the PV of purchased Products will be reduced by the percentage of bonus credits used for payment; examples are provided in the table below. The Distributor is responsible for ensuring that the reduction in PV does not impact their monthly Active status. For more information, see A.21.
Order PV Order Total
Amount (USD) Bonus
Credit Paid (USD) Cash
Paid (USD) PV Decrease % Final PV
60 PV $100 $50 $50 50% 30 PV
100 PV $150 $25 $125 17% 83 PV
400 PV $1100 $200 $900 18% 328 PV
900 PV $2000 $600 $1400 30% 630 PV
⦁ Unless otherwise stated in the promotion rules, this rule applies to bonus credits used in orders placed with all promotions.
⦁ Distributors must carefully read the rules of each promotion to understand how bonus credits affect PG
. Otherwise, the distributor is responsible for any losses that may occur.
⦁ Bonus credits cannot be used for product orders.
⦁ For returned and approved products, only the exact PV applied to the order will be paid.
⦁ Prohibition on Purchasing Commissions/Bonus:
It is strictly forbidden for a Distributor to purchase Products from a lower tier to earn more Commissions, bonuses, or other benefits, or to advance in rank. Purchasing bonuses includes:
⦁ Registration of individuals or companies without their knowledge and/or without signing a Distributor Agreement;
⦁ Fraudulently registering a person or company as a Distributor or Customer;
⦁ Registering non-existent persons or companies as Distributors or Customers or attempting to do so (“fictitious Distributors or Customers”);
⦁ Purchasing Products on behalf of another Distributor or Customer;
⦁ Purchasing excessive quantities of goods or services that are unreasonably large for use or resale in a month, and/or
⦁ Use of any other mechanism or deception to qualify for rank advancement, incentives, rewards or bonuses through methods not resulting from actual Product purchases by end users.
SECTION 7 — PRODUCT ORDERING & SHIPPING
⦁ Placing Orders
⦁ Discount Purchases. Distributors have the right to purchase Products from OXO Global at a discount off retail price. All prices for OXO Global Products and literature are subject to change without notice.
⦁ Direct Purchases. An OXO Global Distributor must purchase Products directly from OXO Global. If a Distributor purchases products from their Sponsor or up-tier Distributor's personal stock, any commissions associated with the purchase will be attributed to the Sponsor or up-tier Distributor who purchased the product.
⦁ Purchase Limits. OXO Global's opportunity is based on the sale of Products to end consumers. A Distributor's primary opportunity is to develop and retain Customers. The Company also permits the purchase of Products for personal consumption and business-building purposes. A Distributor agrees not to purchase more Products than it can reasonably sell to its Customers or use personally as permitted herein.
⦁ Seventy Percent Rule. Distributors are not required to purchase or maintain any stock of Products. With respect to Products purchased by Distributors, the Distributor must personally sell, consume, or use for business development purposes at least seventy percent (70%) of the Products in each order placed with the Company before placing another order. The Distributor agrees to verify compliance with this provision upon request by the Company or any government agency.
⦁ Backlog Orders. If any OXO Global product or sales material is unavailable for any period of time, OXO Global distributors will have the option to place the order(s) and wait until the products are available or to cancel the order without compensation and with a full refund until the relevant products are ready for shipping.
⦁ No Stockpiling. OXO Global's success depends on retail sales to the end consumer; therefore, stockpiling of any kind must be discouraged. OXO Global recognizes that Distributors may wish to purchase reasonable quantities of certain products for their own use, for stockpiling purposes, and to supply new Distributors they sponsor.
⦁ Credit Card Purchases
⦁ Restrictions. Credit card purchases may only be made by the person whose name and address appear on the credit card. Any Distributor using another person's credit card to pay for purchases must provide OXO Global with a credit card authorization form along with the order before placing the order. OXO Global considers unauthorized credit card use fraudulent and will report such transactions to the appropriate authorities for resolution.
⦁ Chargebacks. Under no circumstances will Distributors refund the amount of credit card purchases. A Distributor who engages in such action will be deemed to have voluntarily resigned from the Distributorship, and the Agreement will be terminated. If a Distributor's credit card is charged in error, the Distributor must immediately notify OXO Global for review and possible refund processing.
⦁ Shipping
⦁ Distributor Responsibilities. The ordering Distributor is solely responsible for specifying (a) the shipping method and medium, and (b) the destination address. Available methods, along with prepaid shipping charges, are specified on each order form and on the OXO Global website.
⦁ OXO Global will only accept full addresses for shipping.
⦁ Orders will be shipped via contracted shipping companies so they can be tracked and changed in a timely manner if necessary. OXO Global will not be held responsible for any delivery failures due to limitations arising from the address specified by the Distributor.
⦁ Costs. [reserved]
⦁ Risk of Loss and Transfer of Title. The risk of loss and title for Products purchased and sold hereunder will transfer to the Distributor when the Products are picked up from the Distributor's warehouse or delivered to the Distributor in accordance with the terms of the order.
⦁ Damaged Shipments. If Product is delivered damaged, the Distributor must accept the delivery and,
before the driver leaves, indicate on the delivery receipt the number of packages identified as damaged and, if possible, take photographs for evidence, retain the damaged Product and package(s) for inspection by the carrier, schedule an inspection of the damaged goods with the carrier, and, if necessary, file a claim with the carrier for compensation and notify OXO Global’s Customer Service Department.
⦁ Missing Shipments. OXO Global is known for its accurate and timely order fulfillment. However, in the unlikely event that an error occurs, it will be corrected promptly to avoid further delays for the buyer. Distributors must report any damage within five (5) business days of receiving the shipment. Once notified and confirmed, OXO Global will ship the missing items to the address on the original order.
⦁ Undeliverable Orders.
If the recipient of an order shipped from OXO Global refuses delivery and the shipped order is returned to OXO Global, the ordering Distributor's status will be set to "suspended" until a decision is made regarding the delivery rejection. Return delivery costs will be deducted from the Distributor's account. If the Distributor does not provide sufficient delivery instructions, the order will be deemed abandoned, and Section 7.4.9 will apply.
⦁ If a package is returned due to the Distributor's error, or if the package is not picked up on time and is returned, OXO Global will charge the Distributor the shipping cost.
⦁ "No Hold" Policy. OXO Global will not "hold" or delay shipments of items that have been processed. All orders must be approved and released for shipping once payment is received.
⦁ No Consignment Policy. To protect OXO Global's business and its integrity, OXO Global products may not be delivered on consignment to an OXO Global Distributor or any other party. Only authorized OXO Global Distributors may sell OXO Global products.
⦁ Abandoned Products. If the Distributor does not receive the products due within one (1) month of the order date, a monthly storage fee of 10% of the total order amount will be charged. If this fee is charged for 10 months, the order will be canceled and the Company will charge a fee based on the total order amount (including tax and shipping, if applicable). The Products in question will not be delivered to the Distributor. If the Products are received before the order is canceled, no fee will be charged and the Products will be delivered.
⦁ NFR Orders.
⦁ OXO Global's shipping fees for international Not for Resale (NFR) orders include delivery to the recipient's address but do not include (but are not limited to) any other fees that may be incurred in the destination country, such as handling, documentation, quarantine fees, duties, taxes, storage costs, etc. These fees must be paid by the Distributor placing the order, as applicable.
⦁ Shipments from abroad are duty-free. In other words, OXO Global does not collect taxes and duties. Depending on the country where the order is placed, these taxes and duties may be collected by the relevant authorities of the ordering Distributor's country upon the shipment's arrival. These fees are determined locally, and OXO Global has no influence or financial interest in them. Unless a country has a specific agreement and/or has set a threshold amount for duty-free products, duties on duty-free products may generally be due in the local currency before the products are delivered.
⦁ Distributors must comply with the restrictions regarding NFR Orders and products. Products for sale in any country must be sourced directly from an authorized OXO Global office or warehouse and must be labeled for the relevant country. Reselling NFR products, making unlawful and unsubstantiated health claims about the Products, and providing any misleading information about the products or claims arising from NFR orders or products are strictly prohibited and will be considered a serious violation of the Distributorship and will be subject to severe penalties at the Company's discretion.
⦁ Return of Orders
⦁ Return Policies. For policies regarding returns of products and Sales Support Materials, see Appendix B.
⦁ Commission Adjustments. OXO Global will refund or reclaim any Commissions paid for Products returned for refund. For Top-tier Distributors
The volume deducted due to product returns will be recalculated and adjustments will be made regarding Commission, earnings and Rank.
SECTION 8 — DISPUTES; VIOLATIONS; BREACH OF THE AGREEMENT; TERMINATION; OBJECTION
⦁ Disputes Between Distributors
When a Distributor has a problem with or complains about a practice or conduct affecting their Distributorship, the Distributor must attempt to resolve the matter with the other Distributor. If the problem concerns the other Distributor's interpretation or violation of the Agreement, the Distributor making the complaint or experiencing the problem
must report the matter in writing to OXO Global's Compliance Department by email or registered mail with return receipt requested. Information such as the date of the incident, the number of occurrences, the persons involved, witnesses, and any other supporting documentation must be included in the report. Such communications must include the Distributor's signature and user ID. Anonymous
complaints will be accepted, but OXO Global cannot take corrective action without credible evidence. Transmitting such information by telephone will not be permitted because both the complaining party(ies) and the alleged policy violator(ies) must provide written documentation. OXO Global
may notify a Distributor's senior leadership of any actions taken or potential actions pursuant to the provisions of this Section 8.
⦁ Remedies for Contract Breach
OXO Global's practice is to attempt to address violations through educational means, where appropriate. Increased disciplinary action may be warranted depending on the violation or nature of the violation. OXO Global's selection of remedies is at its sole discretion. All remedies are cumulative and not exclusive of other remedies.
⦁ Training. OXO Global's practice is to educate Distributors who may violate any of the policies in the Agreement. This training is typically provided through a training letter. If a Distributor violates any of the policies set forth in the Agreement, OXO Global may, under appropriate circumstances, notify the Distributor for the purpose of providing information and training to the Distributor regarding OXO Global policies. If educational efforts are ignored and violations are repeated, OXO Global may take action against the Distributorship. However, this clause shall in no way limit OXO Global's right to take more drastic action, including suspension and termination, if OXO Global determines, in its sole discretion, that such action is appropriate and necessary to protect the Company.
⦁ Suspension. OXO Global may suspend a Distributorship Agreement for just cause.
⦁ Such involuntary suspensions are at the sole discretion of OXO Global. Typically, suspensions are imposed pending investigation of violations. OXO Global will notify a Distributor via mail and/or email sent to the last address listed with OXO Global for the Distributor. In the event of suspension, a Distributor shall immediately cease representing himself or herself as an OXO Global distributor.
⦁ The duration and conditions of suspension may vary depending on the circumstances and investigation. Suspension may or may not result in the termination of the Distributor's account.
⦁ Consequences of Suspension.
⦁ During the suspension of the contract, product orders are at the discretion of the Company.
⦁ Any commissions, bonuses, or other benefits due will be withheld by OXO Global until the matter is resolved. If OXO Global determines that no violation has been proven, the suspension will be lifted and any unpaid earnings will be credited to the Distributor's account. However, if a violation is proven, OXO Global may withhold payment of all or part of the earnings to compensate the Distributor for any damages resulting from the Distributor's violation.
⦁ During the relevant suspension period, OXO Global has the right to prohibit the relevant Distributor from purchasing Products and services.
⦁ A suspended Distributor shall not have the right to represent himself as a Distributor or promote his business or Products during the relevant period.
⦁ Fines. OXO Global may impose fines for breaches of this Agreement, as deemed appropriate and at OXO Global's sole discretion. 16
⦁ Volume Adjustments. In cases involving line switching and related breaches, OXO Global may, where appropriate, move volume to other Sponsorship Lines and reclaim any commissions previously paid.
⦁ Rank Adjustments. If a Distributor advances in rank in violation of Section 6, OXO Global may revoke the rank advancement.
⦁ Termination
⦁ Termination. In the event of a breach of this Agreement, in addition to any other remedies provided by law, the non-defaulting party may terminate the Agreement in accordance with the terms set forth herein.
⦁ Notice—Major Breach. If a Distributor commits a major breach, OXO Global may terminate the Agreement by sending written notice of termination to the offending Distributor, specifying the reason(s) for termination. Written notice shall be sent to the Distributor by email and/or registered mail. If the Distributor fails to timely object in accordance with the objection procedure set forth below, termination shall take effect in accordance with the terms set forth herein. A “major breach” shall include, but is not limited to, Line Switching, Cross-Recruitment or Solicitation (see section 3.9), No Solicitation Before or After Termination (see section 3.7), and any other breach that OXO Global reasonably believes will cause harm, that attempts to remedy will be inadequate, or that places the offending Distributor's downline at risk of Cross-Recruitment.
⦁ Notification - All Other Violations. A written notice of violation, stating the reason(s) for the violation, shall be submitted to the Distributor via email or registered mail. The Distributor shall have the right to (i) respond within ten (10) business days of the date of notification (but 48 hours for violations related to Product and Opportunity claims) with information to defend, mitigate, or abate the violation or (ii) cure the violation. If no response is provided or the violation is not cured, the Agreement may be terminated without further notice. If a response is received, OXO Global will review the response and respond by issuing a request for clarification or notice of termination.
⦁ Effective Date. If a timely objection is not filed by the Distributor in accordance with the objection procedure set forth below, the breach notification will become effective in accordance with the conditions specified.
⦁ Consequences of Termination. The Distributor subject to termination shall immediately upon termination:
⦁ Remove and permanently discontinue the use of trademarks, service marks, trade names and any signs, labels, stationery or advertising relating to OXO Global Products, plans or planograms;
⦁ Must cease representing himself as an OXO Global Distributor;
⦁ Loses all rights related to the Distributorship and his/her position in the Compensation Plan, as well as any future Commissions and earnings arising from them;
⦁ Take any action reasonably requested by OXO Global regarding the protection of the materials as well as confidential information and intellectual property ; and
⦁ It is prohibited to submit a new Distributor Application and Agreement at any time in the future.
⦁ OXO Global must immediately stop selling its products.
⦁ Right of Set-Off. OXO Global reserves the right to set-off any amounts owed by the Distributor to OXO Global. If termination laws are not consistent with this policy, applicable local law will apply.
⦁ Objection. A Distributor subject to termination may object to the termination by submitting a letter to OXO Global’s Compliance Department stating the grounds for objection. (Note: Under no circumstances will an objection be submitted by telephone.) OXO Global
must receive the objection within ten (10) business days of the date of the termination notice or within the time period specified in the notice.
⦁ If the Distributor files an objection in a timely manner, OXO Global will, at its sole discretion, review the situation and communicate its decision to the Distributor. OXO Global's decision will be final and will not be subject to separate review.
⦁ If the objection letter is not delivered to OXO Global on the deadline, the termination will become final.
⦁ If the objection is rejected, the termination will take effect from the date of the original notification by OXO Global.
SECTION 9 — MISCELLANEOUS PROVISIONS
⦁ Agreement
⦁ Entire Agreement. The Agreement, as currently in effect and as amended at OXO Global's sole discretion, constitutes the entire agreement between OXO Global and the Distributor. No promise, representation, offer, or other communication not expressly stated in the Agreement will be valid. The faxed copy of the Agreement will be deemed an original in all respects.
⦁ Amendments. OXO Global reserves the right, in its absolute discretion, to amend the Distributor Agreement, Product pricing, Product availability, and formulations as it deems appropriate. Any Distributor Agreement amendments will be posted on OXO Global's website and will become effective thirty (30) days after the date of the amendment. It is the Distributor's responsibility to maintain current and up-to-date information, and OXO Global shall not be liable under any circumstances for a Distributor's failure to maintain current and up-to-date information. In the event of a conflict between the current Agreement and any amendment, the amendment shall prevail. If OXO Global's brochures, Product catalogs, price lists, literature, website, fax request information, etc. are revised, OXO Global Distributors may only use the most current version.
⦁ Waiver. OXO Global's failure to exercise any authority arising from these Policies and Procedures, or to require a Distributor to adhere strictly to any obligations arising from these Policies and Procedures, or any practices or practices of the parties that differ from these Policies and Procedures, shall not be construed as a waiver of OXO Global's right to require full compliance. Waiver by OXO Global may only be effected in writing by an authorized officer of OXO Global. OXO Global's waiver of any specific default by a Distributor shall not affect or reduce any other right of OXO Global or the liability of any other Distributor; similarly, OXO Global's delay or omission to exercise any right arising from a default shall not affect or reduce OXO Global's right with respect to such default or any subsequent default.
⦁ Severability. If any provision of the Agreement, including these Policies and Procedures, or any specification, standard, or operating procedure that OXO Global may have prescribed is found invalid or unenforceable under any applicable and binding law or rule of any applicable country, OXO Global shall have the right to modify the invalid or unenforceable provision, specification, standard operating procedure, or any part thereof to the extent necessary to render it valid or enforceable. The Distributor shall be bound by any such modification. The modification shall be effective in the country where applicable.
⦁ Assignment and Transfer. A Distributor may not transfer or assign its rights or obligations arising from the Agreement without the prior written consent of OXO Global. Transfer of the Agreement is prohibited without the express written consent of OXO Global.
In the event of any attempt to assign or transfer the Agreement, the Agreement may be deemed void at OXO Global's discretion, which may result in the termination of the Agreement.
⦁ Provisions That Survive Termination. Any provisions intended to survive termination or expiration of this Agreement, including, but not limited to, covenants regarding arbitration, non-competition, non-solicitation, and trade secrets and confidential information, shall survive.
⦁ Miscellaneous
⦁ Limitation of Liability. To the fullest extent permitted by law, OXO Global and its affiliates,
officers, directors, employees, and other Distributors shall not be liable for any lost profits, incidental, special, consequential, or punitive damages arising out of or relating to OXO Global's performance, non-performance, or negligence in connection with the employment relationship, or any other matter arising between a Distributor and OXO Global, whether in contract, tort, or strict liability, and each Distributor hereby releases them from all such liability and waives all rights and claims related thereto. Furthermore, any compensation to be paid to the Distributor is expressly limited to, and agreed not to exceed, the amount of the unsold OXO Global Product(s) purchased directly from OXO Global by the relevant Distributor and any commissions or bonuses payable to the Distributor.
⦁ Indemnification. Each Distributor agrees to indemnify and hold harmless OXO Global and its shareholders, officers, directors, employees, agents, and successors in interest from and against any and all claims, demands, liabilities, losses, costs, or expenses, including, but not limited to, litigation costs and attorneys' fees, arising out of or in any way related to or in connection with, or otherwise arising directly or indirectly out of, the Distributor's (a) activities as a Distributor; (b) breach of the terms of the Distributor Agreement or these Policies and Procedures; and/or (c) non-compliance with or violation of any applicable federal, state, or local law or regulation.
⦁ Force Majeure. OXO Global will not be liable for delays or failures to perform due to circumstances beyond a party's control, such as strikes, labor disputes, fire, war, governmental acts or orders, or reductions in a party's general source of supply.
⦁ Arbitration. See Appendix A.17
⦁ Limitation of Litigation. If a Distributor wishes to bring a claim against OXO Global for any act or omission arising out of or in connection with the Agreement, the Distributor must file the claim within one (1) year from the date of the act allegedly giving rise to the claim. If the claim is not filed within such time period, any claim against OXO Global shall be barred by the statute of limitations. Distributor waives any claim that any other statutes of limitations apply.
CHAPTER 10 — DEFINITIONS
⦁ Commissions. The amount of earnings earned by a Distributor, determined by the Commission Eligible Volume of Products offered for retail sale or sold by a Distributor and/or their downline.
⦁ Commission Eligible Volume (PV). The point value assigned to Products sold for the purpose of calculating Commissions under the Compensation Plan.
⦁ Customer. End Consumers of the Product, including Retail, Preferred, and Wholesale Customers.
⦁ Distributor. An independent contractor whose Distributor Application has been accepted by OXO Global.
⦁ Distributorship. Collective rights and obligations arising from the contract. Also sometimes referred to as a Distributor's "account."
⦁ Compensation Plan. The method a Distributor uses to earn commissions and provide fees for retail sales made and sales volume achieved within their downline. The Compensation Plan is described in OXO Global's literature.
⦁ Official OXO Global Literature. Brochures and printed materials, audio or video recordings, websites and other materials that OXO Global develops, prints, publishes and distributes to Distributors.
⦁ Personal Volume (PV). The Product PV generated by the Distributor through sales to its Customers and personal Product purchases.
⦁ Placement. The position of a Distributorship in the network to the right or left of the Sponsor.
⦁ Preferred Customer. A customer who is in OXO Global's database and can place orders directly with OXO Global online. Such sales will be credited to the designated Distributor's account. A Preferred Customer is not a Distributor.
⦁ Products. Any merchandise sold by OXO Global and allocated to PV.
⦁ Sponsor. A Distributor who refers an applicant to OXO Global and is named as the Sponsor on the Distributor Application. Sponsoring means introducing someone to OXO Global to become a Distributor .
⦁ Starter Kit. A kit of training materials and business support literature that all new Distributors are required to purchase and that OXO Global sells at cost.17
17 Amended Annex A.3.
⦁ Active has the same meaning as in the Financial Rewards Plan.
APPENDIX A — AMENDMENTS TO POLICIES & PROCEDURES — TURKEY
These provisions apply to the named country and may amend certain provisions of the Policies and Procedures.
⦁ Renewal (amendment of article 1.3.2 Renewal provision)
Renewal of the Distributor Agreement is free of charge. The Distributor Agreement will automatically renew annually unless terminated by the Distributor.
⦁ Independent Contractor. (Amendment to the Independent Contractor provision in section 1.5)
The Distributor is an independent contractor, and no franchise, employer/employee, partnership, or joint venture relationship is established by this Agreement. The Distributor has no legal right or authority to act on behalf of OXO Global, enter into
any contract, obligate OXO Global, or make any representation or
commitment on behalf of OXO Global. The Distributor is not authorized to incur any debts, obligations, or liabilities on behalf of OXO Global. As an independent contractor, the Distributor is responsible for paying all legally required social security premiums, income tax, and VAT, and for filing all relevant returns and applications. The Distributor acknowledges that it is not subject to any employment protection legislation and will not be treated as an employee under this Agreement for tax, statutory, or other purposes. The Distributor agrees to maintain appropriate insurance coverage against all related risks, including general liability
.
⦁ Starter Kit Not Required (Amendment of clauses 2.1.1, 2.1.5 and 10.14)
Any reference to the purchase of a Starter Kit is deemed to be deleted. OXO Global
does not require the purchase of a Starter Kit.
⦁ Company Registration (Amendment and restatement of clause 2.4 Organizations, Partnerships, and Trusts
)
⦁ 2.4.1 Companies as Distributors. Unless prohibited by law, only companies established as limited liability companies or joint-stock companies may apply for Distributorship. Such applicants must complete and submit the Distributor Agreement and the Company Information Form, and provide a copy of the following documents: i) Trade Registry Gazette; ii) Signature Circular; iii) Certificate of Activity; and iv) Tax Certificate.
⦁ 2.4.2 Disclosure of Representatives. To ensure compliance with the Distributor Agreement, Distributors must provide a complete list of all representatives, including the company's board members, officers, and shareholders. Limited liability companies must provide a complete list of all shareholders, officers, and directors. Joint-stock companies must provide a complete list of all shareholders, board members, and limited signatories. This information can be sent to OXO Global by fax or email and must be updated by the Distributor. The Distributor must also provide OXO Global with the requested proof of business or tax identification number, as well as proof of the entity's operations. If a shareholder, partner, director, or board member of the Distributor is an entity, then the information requested above for such shareholder, partner, director, or board member will need to be provided for such entity.
⦁ 2.4.3 Liability. Shareholders, partners, employees, agents and, as the case may be, persons supporting the legal entity agree to be personally liable to OXO Global and to be bound by the Agreement.
⦁ 2.4.4 Aliasing. A completed "Doing Business As" or DBA (Doing Business As) form must be submitted to OXO Global. In any Distributor position involving multiple individuals, whether as a limited liability company or a corporation, the actions of one participant will be reflected in the Distributorship as a whole. If a participant is found to have violated the terms and conditions of the Agreement, the Distributorship as a whole will be deemed to have violated.
⦁ No Sponsor Changes (Deletion of Articles 2.7.1.2, 2.7.2, 4.6, and 4.7)
Changing Sponsors through sales is not permitted in Turkey. This means that transfers of business to third parties are not permitted. Adding a co-applicant other than a spouse to a Distributorship is also not permitted. Therefore, Articles 2.7.1.2, 2.7.2, 4.6, and 4.7 are deemed deleted. This prohibition does not affect transfers made pursuant to Articles 4.1 to 4.4.
⦁ Data Privacy (additional provision to article 3.5)
⦁ OXO Global uses any information voluntarily provided by an identified or identifiable Distributor (e.g., identification number, name, address, e-mail address, telephone number, tax number, bank information, etc.) in accordance with the Personal Data Protection Law No. 6698 of the Republic of Turkey ("KVKK") and its secondary legislation and the decisions of the Turkish Personal Data Protection Board ("Turkish Data Protection Legislation"). In this context, OXO Global collects, stores, and processes data exclusively provided by the Distributor in the online form. To ensure contractual compliance, for purposes such as billing, to fulfill the requirements of the contract in accordance with Article 5/2/c of the Personal Data Protection Law, or to the extent deemed necessary for the fulfillment of a legal obligation to which OXO Global is subject, as stipulated in Article 5/2/ç of the same law, the Distributor's personal data is provided to the carrier, cooperation partner, or accountants, or disclosed to authorized institutions and organizations, subject to a confidentiality obligation. These third parties are also obligated to use the Distributor's personal data strictly in accordance with Turkish Data Protection Legislation. Each Distributor, with regard to their own personal data, has the right to: a) Learn whether or not their personal data is being processed, b) Request information if their personal data has been processed, c) Learn the purpose of processing personal data and whether they are being used in accordance with their intended purpose, ç) Know the third parties to whom personal data has been transferred, whether in the country or abroad, d) Request correction of personal data if they are processed incompletely or incorrectly, e) Request deletion or destruction of personal data under the conditions set out in the Turkish Data Protection Legislation, f) Request notification of third parties to whom personal data has been transferred of the operations carried out pursuant to clauses (d) and (e) herein, g) Object to any conclusions to their detriment arising from the analysis of personal data exclusively through automated systems, h) In the event that they suffer damages due to the unlawful processing of personal data, they have the right to request compensation for the damages by applying to OXO Global at destek@oxoglobal.org.
Any data processing carried out by Distributors or OXO Global must be lawful and in good faith, accurate and up-to-date, if necessary, for the express and legitimate purposes specified.
Data processing activities must be relevant, limited, and proportionate to the purposes for which the data is processed. All personal data must be stored only for the period specified in the relevant legislation or as required by the purpose for which the data is collected.
⦁ For payment purposes, personal data will be transmitted to the relevant payment provider. The scope of the information to be transmitted is determined by the payment method:
⦁ If payment is made via bank transfer, the account number, transfer amount, and related information are sent to the Distributor's bank. The extent of personal data used by the Distributor's bank is determined by the bank's privacy policies.
⦁ If payment is to be made by credit card, the invoice number, invoice amount, product information and contract language and currency are transferred to the responsible service provider and/or credit card provider.
⦁ In addition to the data protection declaration mentioned above, any personal data transmitted by the Distributor to OXO Global will not be made available to third parties without the written consent of the Distributor, unless required by the relevant law or requested by the competent authorities in accordance with the Turkish Data Protection Legislation.
⦁ Upon completion of the Agreement, including termination and payment of all agreed fees, the data provided by the Distributor, which must be kept for legal reasons, will not be used in any way unless permitted for another use purpose.
⦁ If the Distributor requests additional information regarding the storage of personal data or requests the cancellation, blocking or modification of the potential customer's data, he/she may request support via the e-mail address specified in Article A.6.1.
⦁ Remedies (amendment of clause 3.9.4(iii) and deletion of clause 8.2.4)
Paragraph (iii) is rewritten as follows: “may apply for remedies against any of the Distributorships concerned and”. Clause 8.2.4 is deemed to be deleted.
⦁ Data Privacy of Customers and Sub-Tiers (additional provision to Article 3.2)
⦁ Obligations of the Distributor. OXO Global and the Distributor acknowledge that OXO Global is the Data Controller and the Distributor is the data processor with respect to Personal Data under Turkish Data Protection Legislation. By using or accessing personal data included in the Activity Reports or maintaining a database of contacts or customers, the Distributor may also be a data controller under Turkish Data Protection Legislation and may be required to notify the relevant authority of data breaches, register with the Data Controller Registry through the Data Controller Registry Information System ("VERBİS"), and process personal data in accordance with the law. The Distributor agrees to comply with the terms of the OXO Global Privacy Policy. The Distributor will process Personal Data only in accordance with the instructions OXO Global may provide from time to time and will not process Personal Data for any purpose other than those expressly permitted by OXO Global. The Distributor will take reasonable steps to ensure that all employees who access Personal Data comply with Turkish Data Protection Legislation. The Distributor will limit access to Personal Data to a minimum number of personnel and, with written permission from OXO Global, to subcontractor personnel.
will establish policies, procedures or controls to prevent unauthorized access to or use of Personal Data.
⦁ Commitments. Each party undertakes to the other party that it will process Personal Data in accordance with all applicable laws, statutes, regulations, orders, standards, and other similar documents, particularly the Turkish Data Protection Legislation. The Distributor undertakes the following:
⦁ By taking all relevant technical and organizational measures against unauthorized or unlawful processing of Personal Data as well as accidental loss, destruction or damage:
⦁ damages that may arise from such unauthorized or unlawful processing or accidental loss, destruction or damage, and
⦁ provide an appropriate level of security considering the nature of the data that needs to be protected.
⦁ Will take reasonable steps to ensure compliance with these measures.
⦁ Indemnification. Each party agrees to indemnify, hold harmless, and defend the other party against any costs, claims, damages, or expenses incurred or held liable by the other party due to the failure of the party, its employees, or agents to comply with any obligations set forth in this Agreement. OXO Global acknowledges that the Distributor will rely on OXO Global's instructions regarding the scope of its use of and access to Personal Data. Therefore, if any act or omission of the Distributor results directly from OXO Global's instructions, the Distributor will not be liable for any claims brought by a Relevant Person arising from such act or omission.
⦁ Certificate of Inheritance (amendment to section 4.1.1)
A certificate of inheritance obtained from a notary public may also be presented as proof of succession or inheritance.
⦁ Revision of Recommended Retail Price (amendment and restatement of clause 5.1.2)
OXO Global provides a recommended retail price to be used as a guide for the Distributor's retail sales. The Distributor may sell OXO Global Products at any price.
⦁ Sales to Retail Customers (addition to clause 5.1.3)
Distributors must immediately send to OXO Global the preliminary information forms, off-site contracts and withdrawal forms (if relevant) received from Retail Customers in relation to direct sales.
⦁ Online Auction Sites (added as clause 5.6.2)
The Distributor acknowledges that this provision is fundamental to the Agreement and agrees that OXO Global may terminate the Agreement upon notice if the Distributor breaches it. Risk of Loss and
⦁ Transfer of Title (amendment and restatement of clause 7.4.3)
The risk of loss for Products purchased or sold under this Agreement shall pass to the Distributor upon delivery; transfer of title shall occur upon full payment of the price of the Products.
⦁ Taxes
⦁ .1 Withholding.OXO Global will withhold the required percentage of Distributor earnings paid through the Compensation Plan and remit the withholding amount to the authorized tax office on the Distributor's behalf. Upon receipt of a correct invoice, no income tax will be withheld from amounts earned under the Compensation Plan by a Distributorship operating as a tax-registered business. OXO Global recommends that Distributors operating as a registered business act as responsible taxpayers.
A.14.2 VAT. Compensation Plan earnings paid to tax-resident Distributors must be subject to VAT withholding. The Distributor agrees to provide proof of VAT registration within a reasonable period of time from the registration date. If VAT registered, the Distributor agrees to issue a VAT invoice to OXO Global upon earnings through the Compensation Plan, as stipulated in Articles 230 and 231 of the Tax Procedure Law.
⦁ Minimum Commission Payment:
The minimum commission payment amount is ₺200. If the earned amount is less than ₺200, it will be accumulated until it exceeds this amount.
⦁ Fee Schedule:
The fees set forth in the Policies and Procedures shall not apply in Turkey.
⦁ Binding Arbitration
⦁ Dispute Resolution. Any and all
disputes and claims in connection with the OXO Global Distributor Agreement, the OXO Global Distributor Program Marketing and Compensation Plan or its products and services, the rights and obligations of the Independent Distributor and OXO Global, or any other claims or causes of action relating to the performance of the Independent Distributor and OXO Global under the Agreement or the OXO Global Policies and Procedures, shall be finally and conclusively resolved by arbitration by one arbitrator appointed in accordance with the arbitration rules set forth in the Code of Civil Procedure No. 6100 in Istanbul, Turkey. The language of the arbitration shall be Turkish. All matters relating to the arbitration shall be governed by the Code of Civil Procedure. The arbitrator’s decision shall be final and binding on the parties.
Each party to the arbitration will be responsible for its own costs and expenses related to the arbitration, including attorneys' and filing fees. This arbitration agreement shall survive the expiration or termination of this Agreement. Nothing in this Agreement shall
prevent OXO Global from applying to a court of competent jurisdiction for an interim attachment, preliminary injunction, or other relief to protect its interests before, during
, or after filing for arbitration or any other legal proceeding or pending a decision in arbitration or any other legal proceeding. Similarly, nothing in this Agreement shall prevent OXO Global from applying to a court of competent jurisdiction for an interim attachment, preliminary injunction, or other
relief to protect its interests before, during, or after filing for arbitration or any other legal proceeding or pending a decision in arbitration or any other legal proceeding.
⦁ Fees charged by Distributors when renting meeting facilities (restatement of section 5.1.1.4)
Distributors may not charge other Distributors any fees for their participation in meetings. This rule also applies to fees charged to cover meeting and facility expenses.
⦁ No Purchase Required (restatement of clause 1.7)
No purchase of Products is required to participate in the Compensation Plan.
⦁ Restrictions (restatement of clause 4.5)
Changes made under clauses 4.1, 4.2, 4.3 and 4.4 will not include a change of Sponsorship.
APPENDIX B — RETURN POLICIES — TURKEY
⦁ Return Procedure
Distributors, online or Preferred Customers must adhere to the following procedures when returning Products to request a replacement, exchange or refund.
⦁ Before returning the product, you must contact Customer Service to obtain a Return Merchandise Authorization (RMA) number by notifying the Distributor through the virtual office or by calling Customer Service at 0850 532 9696.
⦁ Products must be packaged and shipped to OXO Global. Correct shipping carton(s) and packaging materials will be used, and the best and most economical shipping method is recommended. Any package without a clearly visible RMA on the outside may be rejected.
⦁ Retail Customer Returns (In-Person Sales Only)
⦁ Warranty. OXO Global offers all Retail Customers a refund of the original order price of Products sold. Each OXO Global Distributor will offer this guarantee to Retail Customers for sales made directly to Retail Customers (in person, not online).
⦁ Withdrawal. Customers have the right to cancel any order and receive a refund of the initial order price by notifying the OXO Global Distributor within fourteen (14) days of the date of delivery of the products, as specified in the Off-Site Contract. Customers wishing to withdraw from the Contract must provide written notice and may exercise this right by sending or delivering a written notice of cancellation to the person named in the Off-Site Contract.
⦁ Exceptions to the Right of Withdrawal. Customers cannot exercise their right of withdrawal for perishable goods or goods whose packaging has been opened after delivery, due to health and hygiene reasons. The company's cosmetics and food supplement products may be considered in this category.
⦁ Cancellation Procedures. If Customers cancel an order, they must take reasonable care of the products. Customers must bear the costs of storing the products themselves and must take reasonable care to ensure that the OXO Global Distributor receives the products and that the products are undamaged within the withdrawal period. Customers will be responsible for any loss or damage to the products resulting from their failure to take reasonable care of the products. The documents provided by the Distributor to the Customer when selling the Products will include the following withdrawal form:
WITHDRAWAL FORM
(This form will be filled out and sent only if a request is made to withdraw from the contract.)
Recipient:
Email: Fax:
With this form, I declare that I exercise my right of withdrawal from the contract regarding the sale of the following goods and services.
Contract date
Date or delivery date of the product or service:
Related product or service:
Name and surname of the supplier
Sender's address:
Customer's signature: (only if sent on printed documents)
Past:
⦁ Refund Procedures. In addition to the requirements outlined in B.1:
⦁ A copy of the Off-Site Contract used in the purchase transaction and the Retail Customer's withdrawal form must be forwarded to OXO Global. The form must be completed by the Retail Customer and the return section must be signed.
⦁ Products must be returned to OXO Global within fourteen (14) days of receipt from the Retail Customer.
⦁ Costs. OXO Global will pay the Distributor for the cost of shipping the Product(s) for exchange purposes.
⦁ Compliance. OXO Global will not exchange Products within the scope of the Distributor's retail sale in the event of non-compliance with these policies.
⦁ 14-Day Cooling-Off Period. Returns for Distance Selling to All Customers and Distributors
⦁ Rights. Distributors and customers have the right to cancel product orders without giving any reason or penalty within 14 days of delivery. Only products that are Readily Saleable may be returned and refunded. "Readily Saleable" means that the returned products are in a resalable condition. However, perishable goods or goods that have been opened after delivery will not be considered "Readily Saleable" for health and hygiene reasons.
⦁ Refund Procedures. Distributors and customers may cancel the contract in accordance with the notification procedures specified in B.1.1.
⦁ OXO Global will refund the purchase price (including shipping costs) within 14 days of receiving the notification and will cover the return shipping costs.
⦁ Distributors and customers must return the goods without unreasonable delay, but no later than 10 days after notification of cancellation.
⦁ 14-Day Termination Returns and Refunds
When the Agreement is terminated within 14 days of registration as an OXO Global Distributor, the Distributor may return unused products for a refund.
⦁ Shipping Costs. Shipping costs for returning products will be the responsibility of the Company.
⦁ NFR Markets
Items purchased through the OXO Global NFR program must be returned within ninety (90) days from the date of purchase.
⦁ Procedures. The refund procedures specified in B.1 apply.
⦁ Costs. The Distributor will bear the costs of returning Products to OXO Global. Shipping and handling costs incurred by the Distributor when purchasing Products will not be refunded. OXO Global will bear the shipping and handling costs of Product exchanges.
⦁ Refunds
⦁ Returns to Same Source. Refunds will be issued using the same payment method. If a credit card was used to place the order, the refund will be credited to the same card.
⦁ Right to Deduction. When returning Products, OXO Global will reclaim any commission payments received from the Product purchase. OXO Global will deduct any future commissions due to the Distributor and upline to recover any commissions/benefits paid. OXO Global will also reclaim any other benefits that may have been granted to the Distributor or upline who purchased the Products, including re-qualifications and earnings. OXO Global will also deduct any shipping costs owed from refunds, unless otherwise provided in Exhibit B.
⦁ Rejection of Delivery
If a Distributor refuses delivery of an OXO Global shipment that is their first order, OXO Global will apply the one hundred percent (100%) guarantee policy set forth in clause B.3.1.
⦁ Refusal of Retail Sales:
Distributors purchase ordered products solely for their own use and experience. OXO Global rejects the open sale of these products. Our distributors are required to share their retail sales link with end users for the products they recommend for use, directing them to purchase through our website.
⦁ Warranties
OXO Global DOES NOT REPRESENT OR MAKE ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANSHIP, NON-INFRINGEMENT, OR ANY OTHER WARRANTY THAT MAY APPLY BY STATUTE, LAW, COURSE OF DEALING OR USAGE OF TRADE, WITH RESPECT TO ANY PRODUCT OR SERVICE PURCHASED FROM OR THROUGH OXO Global, UNLESS EXPRESSLY STATED ON THE PRODUCT LABEL. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW
, ALL OF OXO GLOBAL’S PRODUCTS AND SERVICES ARE PROVIDED “AS IS,” “WITH ALL FAULTS,” AND “AS AVAILABLE.” OXO Global DOES NOT WARRANT THAT ITS PRODUCTS OR SERVICES WILL BE COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE SYSTEM OR THAT THE
ONLINE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. OXO Global DOES NOT WARRANT THAT ANY WEBSITE OPERATED, SPONSORED OR MANAGED BY IT OR ANY OF ITS AFFILIATES WILL BE UNINTERRUPTED OR ERROR-FREE. OXO Global SHALL NOT BE HELD RESPONSIBLE FOR INTERRUPTED, INACCESSIBLE OR UNAVAILABLE NETWORKS, SERVERS, SATELLITES AND/OR SERVICE PROVIDERS, OR FOR COMMUNICATION FAILURES, FAILED, ERROR-FIXED, JAMMED, DELAYED OR MISDIRECTED COMPUTER, TELEPHONE OR CABLE TRANSMISSIONS, OR FOR ANY TECHNICAL FAILURE, PROBLEM OR PROBLEM.
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