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Paparazzi Policy and Procedures


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Paparazzi Policy & Procedures


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Paparazzi Accessories



Effective September 1, 2012


SECTION I — The Paparazzi Mission Statement


To change the lives of our Consultants and their customers by providing

fashionable and affordable accessories, and by providing an opportunity to

financially benefit their lives and the lives of their families in a positive way.


SECTION 2 — Introduction


2.1 Independent Consultant Agreement


The Independent Consultant Agreement comprises of the following items, any

formal agreement to such Independent Consultant Agreement or any action

representing Paparazzi as an Independent Consultant through the purchase

of product at wholesale price, participation of the compensation plan, or the

retail of any Paparazzi product constitutes an agreement to abide by the

following articles:


a. The Independent Consultant Agreement

b. The Policies and Procedures (this document)

c. The Paparazzi Compensation Plan


When referring to the Consultant Agreement or Agreement, it is referring to all

of the documents and components as described above. All Independent

Consultants of Paparazzi carry the responsibility to read all components of

the Agreement, and to be compliant with all aspects of said Agreement.

When sponsoring or enrolling a new Independent Consultant into Paparazzi, it

likewise is their responsibility to become familiar with said Agreement and

components thereof before signing the Independent Consultant Agreement

or enrolling through an online form. It is the responsibility of all sponsoring

Consultants to inform their new enrollments of the existence of these

agreements, and that by enrolling as an Independent Consultant they are

bound by such Agreements.


In this document or any component of the Agreement, when referring to

Paparazzi as a corporate structure, and any entities incorporated therein, they

will be referred to by either “Company” or “Paparazzi.”


2.2 Purpose of the Policies and Procedures


The purpose of this Agreement and these Policies and Procedures is to

define the relationship between the Independent Consultant, other

Independent Consultants, and the Company, and to clearly articulate the

expected behavior and acceptable business conduct of all parties involved.

By agreeing to the Independent Consultant Agreement and its components,

the Independent Consultant is required to comply with it and its components,

as well as with all federal, state, and local laws governing the Independent

Consultant’s business activities.


If there are any questions in relation to the Independent Consultant

Agreement all Independent Consultants have their sponsors, and the

corporate Consultant Support staff available to help answer any questions.


2.3 Changes to the Agreement


Paparazzi reserves the right to amend the Agreement and any or all of its

components, as well as its prices and commissionable volume levels, at its

sole and absolute discretion. By executing or agreeing to the Consultant

Agreement or any of its components, a Consultant agrees to abide by all

amendments or modifications that Paparazzi elects to make. Amendments

shall be effective upon notice (or a reasonable attempt to notify) to all

Consultants that the Agreement or any of its components have been

modified. Notification of amendments shall be published in any official

capacity by Paparazzi. Paparazzi shall provide or make available to all

Consultants a complete copy of the amended provisions by one or more of

the following methods: (1) posting on the Company’s official website; (2)

electronic mail (e-mail); (3) inclusion in any Company publications; or (4) any

special mailings. The continuation of a Consultant‘s Paparazzi business,

activity, purchases, or sale of Paparazzi product, as well as any acceptance of

bonuses or commissions constitutes acceptance and agreement of any and

all amendments to the Agreement, any of its components, and the updated

documents in their entirety.


If any amendments or modifications to this Agreement are not acceptable to

the Consultant they have 20 (twenty) days from the Agreements original

publication date to notify the Company and request the termination of their

Consultant Agreement.


2.4 Business Delays Beyond Paparazzi's Control


Paparazzi is not responsible for any or all delays or failures in the

performance of its obligations when such performance is made commercially

impractical due to circumstances beyond its reasonable control. This

includes, without limitation, strikes, labor difficulties, riot, war, fire, natural

disasters, death, curtailment of a party’s sources of supply, or government

decrees or orders.


This also applies to third party vendors of Paparazzi and limitations within

their services, including but not limited to delivery of packages or product, or

any other feature, function, or service that is not expressly within the

Companies control.


2.5 Invalid or Unenforceable Policies


If any part of the Agreement is held to be invalid or unenforceable, only that

invalid or unenforceable portion may be removed and the remainder of the

Agreement shall remain intact and in force.


2.6 Compliance Enforcement


The Company never gives up its right to insist on the Independent

Consultants compliance with the Agreement and with the applicable laws

governing the conduct of a business. No failure of Paparazzi to exercise any

right or power under the Agreement or to insist upon strict compliance by a

Consultant with any obligation or provision of the Agreement, and no custom

or practice of the parties at variance with the terms of the Agreement, shall

constitute a waiver of Paparazzi’s right to demand exact compliance with the

Agreement or any components thereof. Waiver by Paparazzi can be

effectuated only in writing by an authorized officer of the Company.

Paparazzi‘s waiver of any particular breach by a Consultant shall not affect or

impair Paparazzi’s rights with respect to any subsequent breach, nor shall it

affect in any way the rights or obligations of any other Consultant. Nor shall

any delay or omission by Paparazzi to exercise any right arising from a

breach affect or impair Paparazzi’s rights as to that or any subsequent

breach. The existence of any claim or cause of action of a Consultant against

Paparazzi shall not constitute a defense to Paparazzi‘s enforcement of any

term or provision of the Agreement.


Any action or enforcement taken by Paparazzi in relation to a compliance

issue is address solely between Paparazzi and the parties involved. There is

no requirement of notification to any other parties as to the outcome of such

an investigation.


SECTION 3 — Becoming a Consultant


3.1 Requirements to Become a Consultant


To become a Paparazzi Consultant each applicant must:


a. Be of the age of majority in your state of residence, or 18 years of age;

b. Reside in the United States;

c. Have a valid Social Security Number (SSN) or Federal Tax ID Number


d. Read and agree to abide by the company’s Consultant Agreement and

all components therefore;

e. Remit payment of a Consultant Enrollment Fee;

f. Complete and submit (physically or electronically) an Independent

Consultant Application and Agreement to Paparazzi.


New Consultants may enroll online. An application with any secured or

protected information, such as SSN or EIN and credit card information,

represents the personal application and agreement for such actions from the

principle of such secured information. An existing Paparazzi Consultant must

not fill out, sign, or accept the agreement for another Paparazzi Consultant.

Paparazzi reserves the right to reject or deny any new Consultant Agreement

or Application, and/or to reject any Agreement after its execution for any

violation of policy as documented by the Agreement.


3.2 One Consultant Business Per Household /Vested Interest


To uphold the nature of the Paparazzi Compensation Plan, only one

Consultant Business may be open per household. This includes only having

one executed Consultant Agreement per family, married couple, or live-in

resident of the domicile. A corporation or business is also considered a single

unit, household, or domicile for the purpose of this Agreement.

This restriction also includes the limitation that no consultant can have a

vested interest in more than one Consultant's business or Paparazzi account,

including but not limited to: order placing, account management, or any

interest or action in a position with the Paparazzi Tree which may define,

enhance, or create an increase in commissions as a result.


3.3 Consultant Enrollment Fee


Each Consultant is required to pay an enrollment fee of $40 USD. This

enrollment fee covers the cost associated with the data creation of their

account within the Consultant Management software package, supports the

costs associated with management and service, provides the licensing of the

Paparazzi name as an Independent Consultant, and creates a financial

vestment in association with the adherence to the Agreement. In exchange

for the Enrollment Fee, Paparazzi Consultants are free to use the Paparazzi

brand in the distribution of their Paparazzi Inventory, and to purchase the

Paparazzi product at a discounted wholesale price (see Section 3.4). The

Enrollment Fee may be waived only if purchasing a Starter Kit during the

initial enrollment process.


3.4 Consultant Benefits


After an Independent Consultant Application and Agreement has successfully

been completed and accepted by Paparazzi, all the benefits from the

Paparazzi program, including the product offering, marketing materials, and

Compensation Plan are available to the Consultant. These benefits include:

a. The ability to purchase Paparazzi Accessories and products at

wholesale price;

b. The ability to retail Paparazzi Accessories with the intention of earning

a retail profit from the sale thereof;

c. The ability to hold house parties, larger parties, or promote larger

shows under the Paparazzi name as an Independent Consultant;

d. The ability to participate in the Paparazzi Compensation Plan (receive

bonuses and commissions, if eligible);

e. The ability to sponsor other Independent Consultants;

f. The ability to receive Paparazzi training and communication;

g. The ability to participate in Paparazzi sponsored events, services,

trainings, motivational functions, and recognition programs;

h. The ability to participate in any promotional or incentive contests and

programs sponsored by Paparazzi for its Consultants.


3.5 Business Entities


Certain types of corporations or businesses can apply to be a Paparazzi

Independent Consultant through the Independent Consultant Agreement.

Business Entities are allowed to retail the product through any medium

available to them (internet, retail store, etc.) as long as the retail or sales price

to the end consumer is never lower (advertised or otherwise) than the

suggested retail price per unit ($5 USD). Any exceptions to the suggested

retail price offering must be approved in writing by an authorized officer of

Paparazzi, and will only be considered for show events. This is in an effort to

protect the business of all Independent Consultants.

During the registration process, all policies still apply that are applicable from

the Agreement. All persons, including consultants, principles, and employees,

of the corporation or business entity are held to the “Vested Interest” clause

in Section 3.2.


3.6 Identification


After the initial application process, maintaining an Independent Consultant

status and placement within the Paparazzi Commission Tree Structure is

contingent upon the following things:


a. Adhering and maintaining all published policies, Agreements, and

components thereof (be in good standing);

b. Order at least 200 PV of inventory within the previous twelve (12)

consecutive calendar months;

c. Be up-to-date on any invoices, owing balances, or retractions.

If at any point any of the items documented above are not maintained, the

account will be terminated, and the position will be removed from the

Commission Tree structure. At which point the Consultant will lose all claim,

rights, and privileges associated with the former position or account. If at any

point a terminated Consultant wishes to re-engage as a Consultant of

Paparazzi in good standing, the individual may reapply and pending approval

may be re-enrolled into the organization. Reapplying Consultants will not be

placed in previous locations or gain any of their former privileges associated

with their former position.


SECTION 4 — Consultant Relationship with Paparazzi


4.1 Independent Contractor Status


When a Consultant joins Paparazzi, they are an Independent Consultant, or

Independent Contractor. They do not purchase a franchise or business

opportunity, and the agreement between the Independent Consultant and

Paparazzi does not create an employer/employee relationship, partnership, or

joint venture. As a result, the Independent Consultant is solely responsible for

paying all local, state, and federal taxes owed from any compensation

earned, in the form of retail profits retained at the sale of all product or the

bonus/commission plan offered by Paparazzi. Paparazzi will not withhold any

FICA or taxes of any kind from any commission or bonuses paid out.


4.2 Income Taxes


As an Independent Contractor, Independent Consultants will receive an IRS

Form 1099 (Non-employee Compensation) earnings statement to each U.S.

resident that has earnings of over $600 paid from Paparazzi in the previous

calendar year.


The Independent Consultant is solely responsible for paying local, state, and

federal taxes on any income generated as an Independent Consultant. A

copy of all IRS Form 1099s that are generated as a result of the criteria above

will be remitted and sent to the United States Internal Revenue Service for the

applicable tax year. If at any point the Federal Tax Information (name, SSN,

EIN, etc.) provided by the Independent Consultant is wrong or contains an

error, Paparazzi may hold all future earnings until the error is rectified within

Paparazzi’s records and the correction is remitted to the IRS; in these

circumstances, pending the severity of error, the Consultant may be subject

to be liable for any fines incurred by excessive errors submitted to the IRS.


4.3 Reporting Errors


If at any time an Independent Consultant feels that there is an error made by

Paparazzi in regards to data display, volume accumulation, commission

calculation, order delivery, tree placement of consultants, or any other error -

the Consultant has 30 days to notify Paparazzi, in writing, or when the

purported error or incident occurred. Failure to do so will waive Paparazzi’s

liability to correct, rectify, or make any adjustments for the issue in question.


4.4 Limitations of Liability


By signing or agreeing to the Independent Consultant Agreement or any

component thereof, the Independent Contractor agrees to release, discharge,

and hold harmless Paparazzi, and anyone directly affiliated with Paparazzi

(employees, officers, etc.) from any loss or damages, including costs and

fees, incurred or suffered by you as a result of:


d. Any incorrect data or display information displayed by the Virtual


e. The Independent Contractors failure to provide any information to

Paparazzi that may be necessary for Paparazzi to operate its business;


f. The Independent Contractors failure to execute their personal

business strategy.


4.5 Request for Records


A Consultant's request for physical copies of invoices, applications, downline

reports or other records will require a review and approval by the compliance

department and will be subject to a $1.00 charge per page, as well as any

applicable shipping charges.


4.6 Roll-Up of Downline Organization


When a vacancy occurs in a Downline Organization due to the voluntary

termination of a Paparazzi business, all Consultants or positions shifts up one

level in order to fill that vacancy within the organization. This process and the

removal of the terminated position is at the sole discretion and approval of

the company, and may take up to three months to review. Roll-up of Downline

Organization may not be approved in circumstances where there is any

manipulation in the roll-up or termination process, or there is a significant

rank advancement or commission increase that will occur as a result of such

roll-up. In circumstances where Roll-up of the Downline Organization is not

approved then the vacant position will still be terminated, and will remain

empty until the company deems necessary.


When an account is terminated involuntarily by the Company, for any reason,

and the original position had generated a Commission earning in excess of

$50, the position will not be removed from the organization and the

proceeding downline will not be “rolled-up.” This is due to the potential

consequences as detailed above in such moves. The position will remain

there, but be deemed inactive. As a result of Compression in the Paparazzi

Compensation Plan it is anticipated that this activity will not negatively affect

commission payout through the Unilevel program, however it will keep

operated, the sale, transfer, or assignment of it is subject to certain limitations

and corporate approval. If you wish to sell your Paparazzi business or position

within the organization structure, you must receive written authorization from

the Company, and the Company has first right to purchase the position. In

order to sell, transfer, or assign a Paparazzi business, the following criteria

must be met:


a. The line of sponsorship must always be maintained, and the business

must continue on;

b. The organization must be protected, and an agreement must be

signed from the departing Consultant that it will be protected for the

next 24 months after the transaction — resulting in no contact,

recruiting, or cross recruiting;

c. The departing Consultant agrees not to enroll as a Paparazzi

Consultant for a period of no less than twelve months, or as a

Consultant or distributor for any network marketing or direct sales

company for a period of no less than six months;

d. The purchasing agent must not be a current, or have been a

Consultant for the previous twelve months — must be new to Paparazzi;

e. The purchasing agent must enroll through the transaction as a new

Consultant, signing the Agreement, and a new account created;

f. No history is transferable, only the position and location in tree;

g. Before the sale is finalized, it must be brought to Paparazzi’s attention

for approval;

h. All participants must have been in good standing for the previous

twelve months;

i. A $250 Transfer Fee must be paid prior to the approved transfer being



Paparazzi reserves the right to deny the transfer or sale of any organization at

its sole discretion, request additional information, or documentation. Upon

approval or denial, Paparazzi will give further directions or timeline associated

with the decision.


4.8 Separation of a Business


In circumstances where joint owners or partners of a single position or

Paparazzi business no longer wish to continue the business relationship due

with the business in question. If such an action is not possible, then Paparazzi

will involuntarily terminate the Consultant Agreement, and the position,

account, or business entity will be terminated.

During any business separation or divorce proceedings, the following options

are available in which Paparazzi will support:


a. One party, with consent of the other, continues to operate the business

pursuant to the Agreement. All claimants on the position will deal

directly with the party selected, and Paparazzi will deal and respond

only to the selected account operator;

b. The parties may continue to operate the account as joint owners and


In the event that the parties cannot come to a resolve for the dispute,

Paparazzi will terminate the Consultant Agreement and execute its right to

either terminate the position or take control of the account.

4.9 Transfer Upon Death of a Consultant

To affect a transfer upon the death of a Consultant, the claimant will need to

provide the following:

a. Copy of the death certificate;

b. Notarized letter or legal instrument establishing the rightful successor;


c. Completion of a new Consultant Agreement.


4.10 Indemnification


A Consultant is fully responsible for all of his/her verbal and written actions or

statements made regarding Paparazzi products and the Paparazzi Marketing

and Compensation Opportunity that are not expressly contained with official

Paparazzi materials. Consultants agree to indemnify Paparazzi and

Paparazzi’s directors, officers, agents, and employees and hold them

harmless from any liability including judgments, civil penalties, refunds,

attorney fees, court costs, or lost business incurred by Paparazzi as a result

of the Consultant’s unauthorized representations or actions. This provision

shall survive the termination of the Agreement.


4.11 Claims


Consultants may not make any claims in relation to the product or income generated by Paparazzi.


4.12 Consultant Support and Responsibilities to Retail Customers

Paparazzi offers Consultant Support for enrolled or enrolling Paparazzi Independent Consultants. Paparazzi does not offer Consultant Support to Retail Customers of Paparazzi Consultants. Consultants are expected to offer support and services and be a liaison between their customers and Paparazzi.


4.13 Paparazzi Right to Data


Paparazzi reserves the right to store acquired data from the Consultant. They

also maintain the right to own, share, or display such data (excluding secure

data) within reasonable means to increase the business of the Consultant, or

the offering of Paparazzi. This right includes sharing contact information,

general location information, success information, or any other reasonable

data through appropriate mediums, such as the Paparazzi website, replicated

sites, web based communication, letters, telephone, or other accepted

mediums of communication.


Paparazzi commits to protect the integrity of such data to the full extent it is

reasonably capable of doing, and to avoid selling or distributing any sensitive

information with organizations or persons that are in-line with the mission and

goals of Paparazzi, or that is in the reasonable welfare of their Consultants.


4.14 Disparaging Remarks


Consultants may not use disparaging remarks in relation to Paparazzi corporate staff, employees, directors, officers, or any other Representative of Paparazzi, including but not limited to other Independent Consultants. Consultants are to conduct their business with positivity and in a manner that uplifts everyone. Comments made by Consultants which may be negative in nature that relate to others potentially damage their own business, the business of others, and the Paparazzi brand. Consultants should be courteous, polite, and always seek an amicable resolution to any disagreement or dispute.


Owners of social media sites, forums, blogs, or community pages, are responsible to ensure that all messaging and content by contributors to those pages remain positive, uplifting, and supportive of the Paparazzi business, operators, Consultants, and programs. All comments made on any such sites are the sole responsibility of the owner to monitor, and any violation or disparaging comments made on such forums, will also be the responsibility of the site owner or manager as if they were made by them directly.


SECTION 5 – Operating a Paparazzi Business


5.1 Adherence to the Paparazzi Marking and Compensation Plan


Consultants must adhere to all published Paparazzi Marketing and Compensation Plan literature. Paparazzi Consultants may not offer Paparazzi products or opportunity in conjunction with any other system, program, or method of marketing other than that which is set forth in the published Paparazzi Marketing literature. Consultants may not enforce, require, or encourage Customers or Consultants to execute any agreement other than the official Independent Consultant Agreement


5.2 General Advertising


Paparazzi Consultants shall safeguard and promote the good reputation of

Paparazzi and its products. The marketing of Paparazzi products, opportunity,

compensation plan, and marketing shall be consistent with the public

interest, and must avoid all discourteous, deceptive, misleading, slanderous,

unethical or immoral conduct or practices.


Any personalized promotional material or advertising attempt must be

approved by Paparazzi and its legal department to ensure that there are no

claims or violations to the Paparazzi trademark, namesake, or other legal

issues. Consultants are not permitted at any time to make any income claims

in relation to the Paparazzi opportunity. All labels, trademarks, logos, names

or titles, must include the title “Independent Consultant” prominent enough to

easily identify that the Consultant represents their own business and not

Paparazzi as a whole or as a corporation.


5.3 Use of Paparazzi Name


Consultants may not use the Paparazzi name or any of its registered

trademarks, names, services, or products in any personalized or personally

owned businesses, webpage addresses, e-mail address domains, or internet

domain registration.


Consultants, or anyone, may not use Paparazzi trademarks, designs, or

symbols, without its express prior written permission. Consultants may not

record Paparazzi sponsored Company events, speeches, conference calls, or

any other event or function through any medium without the prior written

consent from Paparazzi.


Consultants may only use the Paparazzi name in casual communication (i.e.

social media communication, online forums, blogs, email addresses, etc.)

under the following considerations: (1) it is with the intention of building their

Paparazzi business, (2) when there are no plural terms used in the title of use

of the Paparazzi name, so as to not represent a group of individuals, and (3)

there is a specific individual identifier clearly indicating not only the use of it

by an Independent Consultant, but which independent Consultant is using

the term (such as Consultant Identification Number or name).


5.4 Paparazzi Brand


At no time may a Consultant re-label or remove the label of any Paparazzi

product for retail sale. Such relabeling or repackaging would violate this

Agreement and governing laws which could result in severe criminal

penalties. Civil liabilities may also result when the persons using the products

suffer any type of injury or their property is damaged as a consequence of

the repackaging or relabeling of products.


Any media inquiries in relation to Paparazzi must be responded to by

Paparazzi’s Communications Department and corporate headquarters, and

Consultants should not attempt to respond to any inquiries without express

written permission to do so.


5.5 Use of the Paparazzi Logo


At no time can any Consultant create or distribute any item or literature that

contains the Paparazzi logo and brand that was not created by Paparazzi

directly and distributed for that intended purpose.


Independent Consultants are free to use the “Paparazzi Independent

Consultant" logo, which is available to all Consultants online; as long as they

do not alter or distort the logo in any way. Consultants may make any tools,

or accessories necessary for them to build their business using the Paparazzi

Independent Consultant logo, for personal use or consumption. No

Consultant may create and then sell, distribute, or promote, any items with

the Independent Consultant logo to other Consultants, members of their

teams, or anyone else.


5.6 Team Use of Consultant Logo and Team Services


The only exception to using and reselling an item with the Paparazzi

Independent Consultant logo that will be considered will be for the purpose

of team use, and only under the following considerations:


1) The Consultant creating, designing, and reselling the item has

proven themselves capable both financially and through building a

successful organization, and has reached the rank of A-Lister for a

minimum of two consecutive months;

2) The qualified Consultant has also formally agreed to all terms within

the Consultant Licensing Agreement (which can be requested once

qualifications are met);

3) All items with the Paparazzi logo use the Paparazzi Independent

Consultant logo, and also include an additional team logo

prominently displayed on the item;

4) All items are submitted and approved by Paparazzi, before they are

produced, created, generated, and sold to the general public;

5) All items are to be tasteful, and of quality.


Paparazzi reserves the right to deny any design on the grounds of brand

protection. Consultants may not charge other Consultants or team members

for any type of products, services, or training (material or immaterial) unless

they have proved their ability to succeed with Paparazzi by reaching the rank

of A-Lister for a minimum of two consecutive months, and have the express

written approval of Paparazzi to do so through the approved Licensing



In the event where there is a personal or team brand, or any other brand

related to the business of a Consultant - at no time may that brand be seen

to circumvent, replace, overshadow, or supersede the Paparazzi brand, in any

forum, which may include but not be limited to online activity, shows or

expositions, or any other related activity which is reasonably intended to build

the Paparazzi brand.


5.7 International Sales


Consultants are only allowed to sell Paparazzi Products and Opportunity

within the United States, and those countries which Paparazzi has announced

they are officially launched in (currently only United States).


5.8 Consultant Release


By agreeing to the Agreement or any of its components, the Independent

Consultant authorizes Paparazzi to use their name, testimonials, likeness, or

experiences in Paparazzi advertising or promotional material with no

remuneration. Further, any reproduction of any photos, images, testimonials,

stories, conversations, or documentation that is created by Paparazzi or

provided to the company is also authorized for reproduction in any form

without remuneration.


5.9 Unsolicited Communication


Independent Consultants may not initiate any unsolicited communication

(faxes, e-mails, phone, etc.) to anyone who they are not personally aware of

(or to people they do not know).


5.10 Online Activity


Independent Consultants may not use any online forum (eBay, classifieds,

CraigsList, or any other online retail tool) to bundle, distribute, or sell

Paparazzi products. Independent Consultants are not allowed to use Mass E-

Mailer or generate “SPAM” for their Paparazzi Business.


Social media or networking is permitted for the intention of developing a

warm market, or networking with current associates, but is not permitted for

the direct sale or distribution of Paparazzi product. Consultants are not

allowed to recruit through any Corporate social media page, or through any

social media page that does not directly belong to that Consultant. This also

includes directly contacting someone through instant messages or e-mails

that were found through a social media site not directly owned by that

Consultant. Violation of this policy can result in termination, as potential

Consultants who are interested in doing Paparazzi can quickly become

disinterested through heavy online recruiting activities.


Any and all online activity of Consultants with the intention of promoting

Paparazzi must be appropriately designated as an “Independent Consultant.”


5.11 Retailing or Reselling


After the initial product or inventory is purchased, no product can be resold

or retailed for less than the suggested retail price (no product under $5 USD).

Any exceptions must be approved prior to the sale or event by an authorized

Paparazzi officer in writing. Any activity in which the product is sold under the

suggested retail price from any Consultants risks the program of all



5.12 Recruiting or Enrolling Promotions


At no point may a Consultant advertise or promote an enrolling or recruiting

promotion which discounts the price or value of the enrollment process. This

includes, but is not limited to, offering discounted Enrollment Fees or Starter

Kits, reimbursements, cash offers for enrollment, extra personal inventory, or

anything else that is seen to increase the value or decrease the value of the

enrollment process. This activity is often seen as an attempt to create an

unfair advantage to other Consultants.


5.13 Parties, Fairs, Expositions, and Other Temporary Sales Forums


Parties, fairs, expositions, and other temporary sales forums represent good

opportunities to both sell product and expose a population of people to the

Paparazzi lifestyle, culture, product, and business opportunity. Paparazzi does

not have any control over the business practices or the behaviors of the

event organizers, hostess home environments, or managers at the event; and

Paparazzi has no intention of mediating within these environments. Therefore,

Paparazzi requests that all Consultants who wish to participate in these

activities adhere to the following, and acknowledge the same through this



a. All transactions are on a cash carry basis, or through an independently

established merchant account provider. Paparazzi will not process

charges, or accept funds on behalf of an Independent Consultant

unless at a Paparazzi sponsored event and such is permitted.

Paparazzi does not issue or accept any liability for the decline of

charges, charge backs, lost cash, or any other transaction difficulties

that may take place at such events. All transactions for retail product

are the sole responsibility of the Independent Consultant.

b. Paparazzi does not offer or accept any liability insurance for any home

party, meeting, booth, bazaar, seminar, show, or any other event or

sales location initiated by the Independent Consultant. Such events are

the Independent Consultant’s meetings, and therefore all liabilities and

ownership are the Consultant‘s responsibility.

c. Only one Paparazzi booth is allowed per show or event. It is the

Consultants responsibility to check with the show managers or

promoters to ensure that there are no Paparazzi Consultants

contracted before you contract for any space.

d. Paparazzi show booths must exclusively offer Paparazzi Accessories.

Paparazzi Accessories may not be mixed with any other products or

offerings within a show booth.

e. The Consultant must make it known to the show managers and

promoters that they are a Paparazzi Consultant and that they can be

the only Paparazzi Consultant present. This must be done in writing, as

well as the reception of such information from the show manager or

promoter. Failure to obtain written acknowledgement from the show

manager or promoter that they understand this policy minimizes the

Consultant’s ability to mediate any potential issues that may arise.

f. If there are any disputes in relation to this policy, and there is more

than one Consultant selling Paparazzi products at a show, the

challenging consultant must take it up with the show promoter or

manager that they contracted the space with in an effort to resolve the

issue. Paparazzi will not mediate such disputes.

g. The Consultant may never offer a sale, deal, or promotion at a show

which lowers the retail or sale value below the suggested retail value of

$5 per unit.

h. No competing jewelry or similar products may be offered alongside or

in the same booth, as Paparazzi products in order to maintain its good

name, and to minimize comparison with inferior products.

i. The Independent Consultant, or an agent thereof, must attend all

hostess parties, home parties, show booths, or events that they are

sponsoring or supporting (gaining retailing product at). The booth or

party may never be left unattended at any time, or with someone who

is not a Paparazzi Consultant.


It should be noted that only the Show Director has the ability to resolve any

issues on the premises. As any concerns or issues are directed towards

Paparazzi, it can only be in relation to a claim of policy violation, and the

Consultant who has followed the policy as outlined above, and has their

documentation dated and in writing will overrule. No circumstance, in which

neither disputing party in relation to a policy violation has followed the above

policy, will be considered by Paparazzi. A failure to comply with the policy as

outlined above, equates to failure to dispute or challenge another‘s right

within the policy.


5.14 Change of Sponsor or Placement


To protect the integrity of all marketing organizations and the hard work of all

Consultants within the organization, Paparazzi will seldom allow changes to

the sponsorship or placement of another Consultant or organization.

Maintaining the integrity of the sponsorship and placement trees is critical for

the success of every Consultant and marketing organization. Accordingly, the

transfer of a Paparazzi business from one position to another is rarely



Requests for a change of Sponsor or Placement within an organization must

be submitted in writing to the Paparazzi Consultant Support Department in

writing via email (sales@paparazziaccessories.com), and must include the

reason for the request. Transfers will only be considered in the following



a. Cases involving fraudulent or unethical sponsoring. All requests of this

nature must be made with 60 days of the alleged activity;

b. Consultants may terminate their positions voluntarily, wait the required

12 (twelve) months, and then re-enroll within the desired organization;


c. The request is made and received within 72 hours of the initial

enrollment or placement.

It will be left to the sole discretion of Paparazzi whether any downline or team

members may be moved in the process of such requests. At no time will a

request be approved if it directly affects the ranking or significantly affects

the monetary rewards from an organization (as a result of the move itself).

There is a $25 non-refundable fee to investigate any requested changes.

If at any time an Independent Consultant is deemed inactive for a period of

three consecutive months, that Independent Consultant forfeits all rights to

have their approval required for any requested changes within their

organization, at the discretion of the Company.


5.15 Non-solicitation


Paparazzi Consultants are free to participate in other multilevel, network

marketing, or party planning companies and organizations (“network

marketing“). However, during the term of this Agreement, and to survive for 12

months after the termination of this Agreement, Consultants may not solicit or

recruit (attempted or successful) other Paparazzi Consultants to any other

network marketing business.


Consultants must not sell, or attempt to sell, any competing non-Paparazzi

products at any event where Paparazzi products are being sold. This

includes but is not limited to jewelry, hair accessories, or other network

marketing products.


Consultants may not display Paparazzi promotional material, signage, or

literature in a way or fashion that may confuse or mislead a prospective

customer or Consultant into believing there is a relationship between

Paparazzi and non-Paparazzi products or services. Consultants may not offer

the Paparazzi opportunity side by side, or in conjunction with, any non-

Paparazzi opportunity, product, or service.


5.16 Downline Activity Reports (Genealogy)


Downline Activity Reports are available to Consultants to access and view

their Paparazzi Sales Organization. These reports are available in the

Paparazzi Back Office. These reports are property of Paparazzi, and therefore

the information contained therein is confidential. The use of these reports

outside the intended use of supporting and building a Paparazzi organization

is in direct violation of this agreement, and may bring legal action upon the

violating Consultant. A Consultant shall not, on his/her own behalf, or on the

behalf of any other person, partnership, association, corporation or other



a. Directly or indirectly disclose any information contained in any

Downline Activity Report to any third party;

b. Directly or indirectly disclose the password or access code to his/her

Downline Activity Report, or to the Reports of any other Consultant;

c. Use the information to compete with Paparazzi or for any purpose

other than promoting his/her Paparazzi business;

d. Recruit or solicit any Consultants or Customers of Paparazzi listed on

any report, or in any manner attempt to influence or induce any

Consultant of Paparazzi to alter their business relationship with

Paparazzi; or

e. Use or disclose to any person, partnership, association, corporation, or

other entity any information contained in any Downline Activity Reports

- including sponsorship or placement relationships.


Upon demand by Paparazzi, any current or former Consultant will return the

original and all copies of any Downline Activity Reports to the Company.


5.17 Cross Sponsoring


Actual or attempted cross sponsoring is strictly prohibited. “Cross

Sponsoring” is defined as the enrollment (or attempted enrollment) of an

individual or entity which is already or has a current Independent Consultant

Agreement on file, which has not expired or been terminated for the duration

of 12 consecutive months. The use of a spouse’s or relative’s name, trade

names, DBAs, assumed names, corporations, partnerships, trusts, federal ID

numbers, fictitious ID numbers, or any other artifice to circumvent this policy

is prohibited. Consultants must not demean, discredit, or defame other

Consultants in an attempt to entice another Consultant to become a part of a

new organization with Paparazzi or within another company.


If cross sponsoring is discovered, it must be brought to the Company’s

attention immediately. Paparazzi will then conduct a compliance investigation,

in which Paparazzi reserves the right to permanently terminate any

agreements involved, rectify the organization as they deem appropriate, and

potentially initiate legal action.


5.18 Inventory Loading


Consultants must never purchase more products than they can reasonably

use or sell to Retail Customers in a month, and therefore must not influence

other Consultants to purchase more product than they can reasonably sell

within a month. Not only will excess product not be returnable, it may be seen

as Bonus Buying and a violation of Section 5.19.


5.19 Bonus Buying


Bonus Buying is strictly and absolutely prohibited. “Bonus Buying" involves

any method of directly or indirectly maintaining or increasing a Consultants

rank, volume, or commission level by purchasing products for which the

Consultant does not have a bona fide need for personal use or bona fide

reason or intent to resell within the next 30 days from the date of the order;

or, placing orders personally with the intention of hitting or maintaining a rank,

volume, or commission level. This also includes using multiple positions within

the organization to achieve the goal of “buying” the bonus or achievement.


If it is determined by the Compliance Department that a Consultant is Bonus

Buying, that Consultant may be subject to suspension, termination, loss of

commissions, loss of rank, or temporary or permanent suspension of the

return policy. Product determined to be used or purchased in an abusive

manner (i.e. Bonus Buying) will not be allowed to be returned.


5.20 Fraudulent Behavior


Consultants, and the hosts they work with, are obligated to work in an ethical,

fair, and honest manner. If a Consultant’s behavior or interactions are

dishonest or fraudulent in any way, they will be immediately suspended,

investigated, and potentially terminated. It is also expected that Consultant

uphold all agreements, contracts, or obligations entered into with any other

party, through the course of building their Paparazzi business.




6.1 Change of Address, Telephone, or Contact Information


To avoid any disruption in business practices, the Consultant is responsible

to notify Paparazzi of any changes to the contact information provided on the

Consultants account. Most changes can be made online, but can also be

done via phone through the Consultant Support Department. A Post Office

Box (“P.O. Box") is acceptable for a billing address, but not acceptable for a

Shipping Address, as inventory packages will NOT be shipped using the

USPS and will NOT be delivered to a USPS P.O. Box unless a delivery

confirmation waiver is received. Paparazzi is not held liable for missing

shipments, commission payments, or any action or delayed response as a

result of inaccurate or outdated contact information on the Consultant‘s

account. This includes name, billing address, shipping address, telephone

numbers, texting numbers, email address, and any other means of

communication possible.


6.2 Changes to the Agreement


It is the Consultant’s responsibility to update or initiate any updates if there

are any changes to the Agreement, including government ID numbers,

applicant names, or business entities. These changes can be initiated

through Consultant Support, and require a newly executed and completed

Agreement submitted. There may be an additional $25 fee to change

principles, Business Entities, or taxable Government IDs on file.


6.3 Continuing Leadership


Any Consultant who sponsors another Consultant into Paparazzi must

perform a bona fide assistance and training function to ensure that his/her

organization is properly operating their Paparazzi business and that they are

in full compliance with local and federal laws, and this Agreement. It is

expected that Consultants will monitor the activities of their organizations and

support full compliance with the Company’s polices contained within this

Agreement. In any circumstances, where it is discovered by a Consultant that

a member of their team may be in violation to this Agreement, they are to do

all within their power to bring them back into compliance with this Agreement

if that is not possible or completed, they are to notify Paparazzi Compliance

Department immediately.


Consultants are expected to support, train, and mentor other Consultants in

the organization to help them build success. It is expected that sponsoring

Consultants be available to be contacted, attend meetings, and support their

organizations. Failure to do so will result in a lack of personal success within

the Company.


6.4 Providing Documentation


When enrolling a new Consultant, the sponsoring Consultant must be able to

provide or ensure that they have access to, and have reviewed, the latest

version of the Policies and Procedures, the Compensation Plan, and the

Distributor Agreement before the new Consultant signs the Independent

Consultant Agreement, or completes the process online.


6.5 Reporting Obligation


All Consultants have an obligation to report any policy violation that they may

witness or be aware of to the Paparazzi Compliance Department. Failure to

do so may result in compliance actions taken against them.


6.6 Laws and Ordinances


All Consultants must be aware of, and adhere to any local or federal laws and

ordinances that may affect or be a part of their Paparazzi business or sales



6.7 Federal Regulations


Certain federal regulations govern the direct sale of inventory, which includes

Paparazzi Accessories. In order to comply with those regulations, Consultants

must ensure the following information is provided on all sales receipts at

each transaction:

a. Date of transaction;

b. Product issued (units purchased);

c   Name and Address of selling Consultant; and

d. Signature of purchaser, indicating receipt of product.


They must also be aware of the Consultant’s return policy of the product.


Consultants are required to issue sales receipts for the retail purchase of

Paparazzi product, as well as to keep a copy for themselves for no less than

two years from the transaction documented.


6.8 Adherence to Hostess Rewards Program


The success of any party planning organization rests with the success of the

Hostess. “Hostess” refers to someone who has agreed to hold a party for their

friends and associates, and have invited a Paparazzi Consultant to offer

product at their home. lncentivizing a Hostess to hold a party at their home is

key to the success of any organization. Therefore, Paparazzi has outlined the

following as the minimum amount of compensation offered to Hostesses for

hosting the party:


a. All Consultants are obligated to offer a 5% credit to the Hostess for the

retail sales generated at their hosted party; preferably to be selected

out of the inventory at the party. The credit is determined from Retail

Sales (not profit), and is exchanged for Retail Price ($5 USD).

To support and augment the cost for the Consultant to adhere to this

minimum offering for their Hostess, Paparazzi has supplemented many of the

Party Packs with additional units which may be used to fill this obligation.

Paparazzi strongly encourages Independent Consultants to increase and

enhance their Hostess Rewards program for their own Hostesses —

understanding that the more excited the Hostess is, the more excited the

customers are, and the more sales are generated.


6.9 Reception of Product


When an order is received, it is the Consultant’s responsibility to do an

immediate inventory of the product delivered to determine if there are any

damaged or missing pieces from the invoiced order. Failure to notify

Paparazzi within three business days of confirmed delivery of the shipment

will cancel your right to request a return. Any pieces that may be received

that can be reasonably corrected using the provided “Repair Kit“ within the

Starter Kit, will not be considered returnable.


6.10 Holding or Manipulation of Enrollments or Orders


A Consultant must never hold or manipulate the timing of an Independent

Consultants enrollment or order. Doing so will result in the conclusion that

such actions are in conjunction with “Bonus Buying” (see Section 5.19), and

will be subject to a compliance review. Doing so also postpones the activity

of the new Independent Consultant, and can damper an opportunity for them

to succeed.


6.11 Actions of Household Members


If a member of a Consultant’s immediate household engages in activities that

violate the Agreement (including these Policies), the Consultant will be

considered to be in violation of the Agreement. This section also applies to

any member of a business entity that is a business representative of

Paparazzi as a Consultant.


6.12 Business Insurance


Paparazzi does not provide or offer any form of business or liability insurance

for the Consultant’s business. Consultants are free to purchase such

insurance for their business. Homeowners or automobile coverage usually

does not provide coverage for any type of business related injury, theft, or



SECTION 7 — Bonuses and Commissions


7.1 Bonuses and Commissions


A Consultant must be active (with a minimum of 50 PV in inventory monthly

inventory purchases), in good standing, and in compliance with the

Agreement to qualify for bonuses and commissions. So long as the

Consultant complies with the terms of the Agreement, Paparazzi shall pay

commissions to qualified Consultants in accordance with the Marketing and

Compensation plan and their qualifications. The minimum amount for which

Paparazzi will issue a check or deposit is $20.00 (after a $2.50 commission

processing fee). If a Consultants earnings for the month is less than the

required amount, those funds will be placed on their account to be added to

the next commission payout cycle and paid once the minimum amount has



7.2 Commission Times


Commissions are only paid in the form of checks or direct deposit, and are

paid as a whole payment in relation to the activity within the last previously

closed commission period. Commission Periods (and Qualification Periods)

begin the first day of every calendar month at 12:00 AM EST, and conclude

the evening of the last day of every calendar month at 11:59 PM EST. After a

commission period is closed, a monthly audit and commission calculation

begins. Final commission calculations will be posted (via the internet based

Back Office) around the 10th of the month, and the checks mailed and

deposits made no later than the 20"‘ day of the following month for which the

commissions are being processed for. Commission checks are only mailed to

the Mailing Address on file, and are printed only to the name which is the

Primary Name on file (personal or business).


7.3 Compensation Plan Adjustment


Paparazzi reserves the right to make any adjustments necessary to the

Compensation Plan at its sole discretion with 30 days prior notice in writing.

Such notice would be made via e-mail, and through any notifications on the

web-based Back Office.


7.4 Bonus Adjustments from Returns


In the event that a commission has been issued on the sale of product that is

eventually returned or on inventory that is accepted back by Paparazzi, any

bonuses or commissions that were calculated and paid on the initial sale of

the inventory or products will be deducted from the month in which the

refund or return took place. This may continue for subsequent months until

the paid commissions are recovered from all Consultants up the tree which

may have earned commissions from the initial sales of the refunded



7.5 Bonus and Volume Reports


All information provided by Paparazzi over the phone, online, or through any

type of Downline Activity Reports, including but not limited to personal and

group sales volume (or any part thereof), and downline sponsoring activity is

believed to be accurate and reliable. Nevertheless, due to various factors

including the inherent possibility of human and mechanical error; the

accuracy, completeness, and timeliness of orders; denial of credit cards and

payments, returned product or inventory, credit cards and payment method

charge backs, the information is not guaranteed by Paparazzi or any person

creating or transmitting the information. All sales volume information is

provided “as is“ without warranties, expressed or implied, or representations

of any kind whatsoever. In particular, but without limitation, there shall be no

warranties of merchantability, fitness for a particular use, or non-infringement.


To the fullest extent permissible under applicable law, Paparazzi and/or other

persons creating or transmitting the information will in no event be liable to

any Consultant or anyone else for any direct, indirect, consequential,

incidental, special or punitive damages that arise out of the use of or access

to sales volume information (including but not limited to lost profits, bonuses,

or commissions, loss of opportunity, and damages that may result from

inaccuracy, incompleteness, inconvenience, delay, or loss of the use of the

information), even if Paparazzi or other persons creating or transmitting the

information shall have been advised of the possibility of such damages. To

the fullest extent permitted by law, Paparazzi or other persons creating or

transmitting the information shall have no responsibility or liability or other

theory with respect to any subject matter of this agreement OR terms and

conditions related thereto.


Access to and use of the Paparazzi online and telephone reporting services

and the Consultant's reliance upon such information is at the Consultant’s

own risk. If the Consultant is dissatisfied with the accuracy or quality of the

information, their sole and exclusive remedy is to discontinue use of and

access to Paparazzi’s online and telephone reporting services and their

reliance upon the information.


7.6 Compensation Plan Calculations


All calculations within the Paparazzi Compensation Plan (qualification and

bonus calculations) are based off of the Personal or Product Volume (PV)

accumulated within such account or organization. This includes all ranks,

commissions, bonuses, rebates, promotions, or any other form of rewards

offered by Paparazzi within or outside of the Paparazzi Compensation Plan.

Paparazzi Compensation Plan is audited monthly in an attempt to ensure

accuracy. Any errors that are discovered are to be reported to Consultant

Support within 30 days of the publication of the Commission run. Paparazzi

has no responsibility in relation to any issues that are not reported within that

30 day period. Paparazzi does all due diligence to ensure accuracy in all

calculations and payouts.


SECTION 8 — Payment & Sales Tax


8.1 Insufficient Funds


It is the Consultants responsibility to ensure that there are sufficient funds

through the approved transaction type or credit card. If the funds or credit is

not available, the system may not accept the Consultant’s order, or the orders

of their organization. If the order payment is not resolved by the end of the

commission period, the order will be canceled, and any lost commissions,

qualifications, or business as a result of the lost order is the sole

responsibility and liability of the Consultant.


8.2 Sales Tax


In states where the Paparazzi products are subject to sales tax, the

Consultant is charged for the sales tax at the full Retail Sales amount at the

time of the wholesale purchase of inventory. This is intended to ensure that

each state tax agency is made whole on any potential sales from the

transactions of that wholesale product. The sales tax is charged at the local

level of the location where the order is shipped. Paparazzi collects these

taxes at the time of wholesale inventory purchase and remits it to the state on

behalf of the Retail Sale that the Consultant may now have.


This also allows the Paparazzi Consultant the option of charging their local

taxes on their Customer transactions and recuperate that cost, or absorbing

it into their business structure; while at the same time not bringing any

uncovered sales tax liability on Paparazzi or the Consultant.

Paparazzi is required to remit sales tax this way.


8.3 Automated Payment Processing


In the circumstance where Paparazzi offers a payment package for any event

or experience ticket, the Consultant agrees to the terms proposed through

the payment process. Tickets for Paparazzi events, shows, or trainings are

non-refundable. All Consultants must pay the full amount of the ticket after

they have registered for the event, regardless of whether they attend or not.

All automatic recurring payments, as designated and agreed to by the

Consultant upon registration, must be completed and the ticket must be paid

in full.


SECTION 9 — Warranties, Guarantees, Returns, and Repurchases


9.1 Manufacturer Defects


Paparazzi only warrants against manufacturer defects. Consultants are

required to inventory their product within three days upon receipt and

immediately report any defective products (in accordance with Section 6.9).

There are times when small pieces of jewelry may be loose (i.e. jump rings)

and only need a small adjustment; these are not manufacturer defects.

Consultants are expected to report any issues to Consultant Support, and

describe the issue to identify what might be done to resolve the issue. If

indeed, it is determined that there is a manufacturer defect, the Consultant

Support Representative will approve an RMA (Return Merchandise

Authorization) Number for the defective pieces ONLY. Upon receipt either a

replacement (if available) will be sent, a similar replacement, or credit will be

issued for that piece. Product that is returned under this policy must be

received by Paparazzi within 15 days of notification, or 18 day from the receipt

of the order. Any product received outside of this window will not be

considered for a return, exchange, or refund.


9.2 No Warranty of Used Product


Paparazzi does not guarantee or warranty its product after it is removed from

the packaging and/or used. Paparazzi Accessories are fashionable, trendy,

and inexpensive. There is no intention or claim at the time of retail purchase

of any life of the product, guarantee, or warranty. Consultants are encouraged

to have their own satisfaction offerings within their own business, but to never

offer any type of product life guarantee by Paparazzi. Used or opened

product will not be returnable to Paparazzi, whether by a Retail Customer or

an Independent Consultant, unless the product falls under the manufacturer

defects mentioned in Section 9.1.


9.3 Purchase Policy


Any Consultant who has an active account may purchase Paparazzi product

as inventory to resell. Purchased Paparazzi product is the inventory of the

Consultant, and is their responsibility to sell or move. Consultants should not

purchase more than they reasonably believe they can resell. Upon purchase

and opening of the product the Consultant accepts the responsibility to sell

that product, and remove any liability of Paparazzi to make any retail sales on

their behalf. Product purchased for inventory carries no warranties (see

Section 9.2) and in most circumstances may not be returned (see Section 9.4)

and the purchasing Consultant accepts those liabilities.


9.4 Return Policy


As a result of the nature of the Paparazzi business, excess inventory from a

show or a house party is not returnable. In relation to the nature of Paparazzi,

fashion trends, and rotating inventory, once the product is purchased and is

delivered that item is not returnable unless it falls under the guidelines of

“Manufacturer Defects” (see Section 9.1), and is identified within three days of

receipt. Once a product package is no longer offered, returned inventory is

no longer available to be restocked and therefore resold. Any excess

products from a show or party that the Consultant may have ordered, are

encouraged to be used at the next party or show or as Hostess Gifts. As a

result of the fast change of fashion, the potential handling of the product, and

the inability to track single pieces, or to resell returned kits that have already

rotated out of the online catalogue, most jewelry that has been received may

not be considered resalable, and therefore should not be requested to be



Any and all volume from the returned product will be retracted from the sales

organization if within a current commission period, or any commissions

issued would be retracted back from the upline per Section 7.4


9.5 Return of Enrollment


Consultants have 30 days from the time of their enrollment to select not to be

a Consultant with Paparazzi. As long as Paparazzi is notified of within the first

30 days from the time of their initial enrollment, Paparazzi will refund their

enrollment fee of $40 (if applicable), or allow any unopened, unused, or

undisplayed product to be returned with the use of an RMA Number.

Returning items must be received no later than 15 days from notification, or

45 days from initial enrollment date (whichever is sooner). Returning product

is at the expense of the Consultant.


9.6 Inventory Buy Back


In the event that a Consultant wishes to terminate their account, and request

that any remaining inventory be purchased back by Paparazzi only unused,

not previously displayed, unopened, never previously worn, and only those

with the original Paparazzi tags would be considered for inventory buy back.

In such an event, the inventory buy back, as a result of the changing world of

fashion, will be at a discounted rate of $2 per acceptable unit piece (with a

retracted 2 PV for each unit). Acceptable pieces will be determined at the

sole discretion of Paparazzi and only after review and inspection upon the

return. An RMA number issued and approved by Consultant Support is

required prior to any Inventory Buy Back returns taking place — or the

Inventory Buy Back will not be honored. The full accumulation of the returned

product volume will be retracted from the organization as in Section 7.4, and

the most recent commissions which may have been earned by the

terminating Consultant may be retracted or removed from the returning funds

as a result of the retracting volume which may have qualified them within the

Paparazzi Compensation Plan for previous awarded bonuses.


9.7 Refused Deliveries


In any circumstance where a Paparazzi Inventory order is refused at the door

and returned to Paparazzi, the ordering Consultant will be liable for a $15.00

refusal fee (issued by the delivering service) as well as a 10% restocking fee

to restock the unopened inventory.


9.8 Business Protect Autoship Process


In the event that Paparazzi offers a Business Protect Autoship, the Consultant

acknowledges that it is an optional service, and is in no form required by this

document, literature, or training. This offering is only designed to help

Consultants who actively opt into the program ensure that they are doing the



a) Achieve their minimum level of Personal Volume (PV) to maximize

their potential earnings;

b) Maintain new inventory through ensuring regular inventory

shipments, the size of which are specifically designated by the



Due to the nature of fashion as well as Paparazzi‘s inventory process, when a

Business Protect Autoship Package is selected by the Consultant, the

Consultant acknowledges the following:


a) There is no guarantee, option, or perception that any single piece,

accessory, or item will be part of the Business Protect Package;

b) That each package is selected with the intent to increase inventory

of the Consultant by the specified amount, not to increase any

particular item or accessory, and that a Consultant has the potential

of getting any piece which has previously been offered by


c) That due to the nature and purpose of the Business Protect

Autoship, Business Protect Packages are non refundable,

returnable, or disputable, for any reason, including but not limited

to: selection of items received, color of items received, ration of any

particular accessory, or satisfaction of the items received. Only

item that fall under the guidelines of a Manufacturer Defect and

falls under the considerations of Section 9.1 will be able to request

an RMA.


Autoships must be cancelled three full business days previous to their

scheduled processing date in order to ensure that any changes within the

system take effect before they are processed for the month. Any Autoships

that are processed and ordered that are in the system three days prior to the

date is the responsibility of the Consultant which received the order, and is

non returnable. We encourage all Consultants to be aware of the process of

the Business Protect Autoship process and how it will be conducted. Any

returns (as detailed above) which are approved will be shipped back at the

expense of the Consultant.


SECTION 10 — Dispute Resolution and Disciplinary Proceedings


10.1 Disciplinary Sanctions


A Consultant’s violation of the Agreement, any of its components, these

Policies and Procedures, or the violation of any common law duty, including

but not limited to any applicable duty of loyalty, any illegal, fraudulent,

deceptive or unethical business conduct, or any act or omission by a

Consultant that, in the sole discretion of the Company may damage its

reputation or goodwill, may result, at Paparazzi‘s discretion, in one or more of

the following measures being imposed on the Consultant:


a. Issuance of a written warning;

b. Requirement that the Consultant take immediate corrective measures;

c. Imposition of a fine, which may be withheld from bonus and

commission checks;

d. Loss of rights to one or more bonus and commission checks;

e. Paparazzi may withhold from a Consultant all or part of the

Consultant's bonuses and commissions during any period of

investigation involving an alleged violation of the Agreement. If the

Consultants business is terminated for disciplinary reasons they will

lose all rights and will not be entitled to recover any held commissions;

f. Suspension of the individual‘s Agreement for one or more pay periods;

g. Involuntary termination of the offender’s Agreement;

h. Any other measure expressly allowed within any provision of the


i. In situations deemed appropriate by Paparazzi, the Company may

institute legal proceedings for monetary and/or equitable relief.


In the event that a written warning is issued, with specific request of

compliance or action, such agreed to terms between Paparazzi and the

disciplined Consultants are considered an appended agreement to their

Consultant Agreement, and a violation of such terms may warrant, at

Paparazzi’s full discretion, any or all of the actions detailed above.

All disciplinary actions are considered confidential and should not be

discussed without uninvolved parties. Resolutions and outcomes are not

required to be made public knowledge.


10.2 Grievances and Complaints


When a Consultant has a grievance or complaint with another Consultant

regarding any practice or conduct in relationship to their respective

Paparazzi business, the complaining Consultant should first report the

problem to his/her Sponsor who should review the matter and try to resolve it

with the other party’s upline sponsor. if the matter cannot be resolved, it must

be reported in writing to the Consultant Support Department. The Consultant

Support Department will review the facts and resolve the issue at the sole

discretion of the Compliance Department.


10.3 Arbitration and Jurisdiction


Any dispute or claim arising from or relating to the Agreement (including

these Policies and Procedures), or any other claim or grievance against

Paparazzi in any form whatsoever, including but not limited to, economic

losses, personal injury, property damage, will be subject to mediation at

Paparazzi’s corporate address using a neutral mediator of Paparazzi’s

choosing. In the event that Paparazzi and the Independent Consultant are

unable to resolve their dispute through mediation, Paparazzi and the

Independent Consultant will be subject to final and binding arbitration to be

held in Salt Lake City, Utah.


The arbitration will take place before a panel of three arbitrators to be

selected as follows: the Independent Consultant shall select one arbitrator,

Paparazzi shall select one arbitrator, and the selected arbitrators will select

the third arbitrator. The third arbitrator shall be an attorney. The party

initiating the arbitration will identify its arbitrator in its written demand for

arbitration to the other party. The other party shall identify its arbitrator within

five (5) days of receipt of the notification of intent to arbitrate, and the third

arbitrator must be selected within five (5) days of the appointment of the

second arbitrator. Paparazzi shall pay the fees of its selected arbitrator, the

Independent Consultant shall pay the fees of his/her selected arbitrator, and

Paparazzi and the Independent Consultant shall pay equal shares of the third

arbitrator’s fees. The dispute will be subject to rules of arbitration agreed

upon by the majority vote of the arbitrators and will be communicated to the

party within ten (10) days after the arbitration panel has been completed.

The prevailing party in any arbitration proceeding shall be entitled to receive

from the losing party all costs and expenses of arbitration, including legal and

filing fees. The decision of the arbitrators shall be final and binding on the

parties and may, if necessary, be reduced to a judgment in any court of

competent jurisdiction. The decision of the arbitrators shall be final, and there

shall be no right to appeal such decisions in any court or judicial system. This

agreement to arbitrate shall survive any termination or expiration of the



Nothing in these Policies and Procedures shall prevent Paparazzi from

applying to and obtaining from any court having jurisdiction a writ of

attachment, a temporary injunction, preliminary injunction, permanent

injunction or other relief available to safeguard and protect Paparazzi’s

interest prior to, during, or following the filing of any arbitration or other

proceeding or pending the rendition of a decision or award in connection

with any arbitration or other proceeding.


Additionally, any dispute a Consultant has with Paparazzi for any act or

omission relating to or arising from this Agreement, must be brought within

one year from the date of the alleged misconduct and by accepting this

Agreement, said Consultant waive all claims that any other statute of

limitation applies.


Further, by accepting this agreement, the Consultant agrees and covenants

not to file suit against Paparazzi, any of its affiliates, subsidiaries, officers,

directors, or employees for any claim or grievance the Consultant may have

arising from the status as an Independent Consultant of Paparazzi.

Jurisdiction and venue of any matter not subject to arbitration shall reside in

Washington County, in the state of Utah unless the laws of the state in which

the Consultant resides expressly require the application of its laws, in which

case that state’s law shall govern all issues related to jurisdiction and venue.

The Federal Arbitration Act shall govern all matters relating to arbitration. The

laws of the State of Utah shall govern all other matters relating to or arising

from the Agreement unless the laws of the state in which a Consultant

resides expressly require the application of its laws.


10.4 Product Liability Claims


Paparazzi maintains insurance to protect the Company against product

liability claims. Paparazzi’s insurance policy contains a “Vendors

Endorsement" which extends the coverage to Independent Consultants so

long as they are marketing Paparazzi products in accordance with applicable

laws and regulations and the Agreement. Paparazzi’s product liability policy

does not extend coverage to claims that arise as a result of a Consultant's

misconduct in marketing, reselling, or representing the product or company.


SECTION 11 — Inactivity and Cancellation


11.1 Voluntary or Involuntary Cancellation


As long as the Consultant remains current, and complies with the terms of the

Agreement and these Policies and Procedures, Paparazzi will continue to pay

the Consultant all earned bonuses and commissions in accordance with the

Compensation Plan. Bonuses and commissions constitute the entire reward

for the Consultants efforts in generating sales and all activities related —

including building and support of a Downline Organization.


If a Consultant fails to meet the minimum inventory purchases or sales

requirement for a period of twelve consecutive months (with less than 200

PV), or if the Agreement is voluntarily or involuntarily terminated, the

Consultant shall be deemed to have waived all their rights, title, claim,

privileges, or interest to the Downline Organization that they operated, and to

any bonuses or commissions for the sales generated from that organization.

Additionally, the Consultant will lose the right to represent Paparazzi, the right

to sell Paparazzi products and the right to receive any further compensation,

bonuses, commissions, or other income resulting from Paparazzi activities.


11.2 Cancellation Due to Inactivity


In order to keep a Consultants Agreement and account active, the Consultant

must have accumulated at least 200 PV in personal purchases or inventory

purchases within a rolling 12 consecutive month window. If at any time the

Consultant has 12 consecutive months where no orders have been placed

which accumulate to the 200 PV minimum, the Agreement will be canceled;

the account and position terminated, and the measures in Section 11.1 will

take effect. Paparazzi will not provide or issue any written confirmation of the



11.3 Voluntary Cancellation


The Consultant has the right to cancel their Consultant Agreement at any

time, regardless of reason. Cancellation must be submitted in writing to

Consultant Support. Any cancellation notice must include name, address,

Paparazzi Consultant ID, and a signature of the primary account

representative. At the conclusion of the Agreement, all Sections which

specifically denote a life beyond the Agreement are still enforceable.


11.4 Involuntary Cancellation


Any violation of the terms of the Agreement, including any amendment that

may be made by Paparazzi at its sole discretion, may result in any of the

sanctions listed in Section 10.1, including involuntary termination or

cancellation of the Agreement at the sole discretion of Paparazzi.

Paparazzi reserves the right to cancel any or all Consultant Agreements upon

thirty (30) days written notice in the event that it elects to.


In any circumstance where there is an Involuntary Cancellation of an

Agreement on a position which previously had generated a minimum of $50

from the Compensation Plan; that account will be terminated, but will not be

removed from the Paparazzi Organization Tree — maintaining the current

structure of the organization, and protecting the integrity of the original

organization (see Section 4.6 for further detail).