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This Independent BIOMAURA Distributor
Agreement ( Advisor Agreement ) is entered into by and between
BIOMAURA INC ( BIOMAURA or Company ) and the Independent BIOMAURA
Advisor ( BIOMAURA
Advisor or Advisor or Distributor ) as of the date the Advisor
provides its electronic acceptance through BIOMAURA’
s website or by otherwise applying a signature (any such method
of acceptance being an Acceptance). By entering into this Advisor Agreement, the Advisor confirms
that he/she/it will be bound
by all terms and conditions incorporated into this Advisor
Agreement, as further defined below. In addition,
throughout the Advisor Agreement, BIOMAURA and the Advisor are sometimes individually referred to as a Party and collectively as Parties.
1.
DEFINITIONS
As used in this Agreement, the following definitions shall apply:
a. “Agreement”
shall mean this Agreement between COMPANY and ADVISOR
b. “BIOMAURA
Branding” shall mean any trademark, logo, color and style guide, or slogan
owned by and / or referring to COMPANY.
c. “BIOMAURA InTouch”
shall mean the web accessible system provided to DISTRIBUTOR for managing DISTRIBUTOR’s
relationship and managing DISTRIBUTOR’s account with Company.
d. “BONUS(ES)”:
shall refer to compensation to Distributors associated with the sale of
product, company performance and or special incentives. Said compensation is earned after the final
assessment of all chargebacks and returns have been assessed against them and
only upon payment.
e. “Confidential
Information” shall mean all non-public, proprietary, or sensitive information,
in any form or medium, disclosed by Company to Advisor, or otherwise obtained
by Advisor, that relates to the business, operations, products, services,
customers, suppliers, pricing, marketing strategies, forecasts, technical data,
trade secrets, financial information, business plans, or any other information
that Company designates as confidential. Confidential Information shall not
include information that: (a) was already known to Advisor without restriction
before disclosure by Company; (b) is or becomes publicly available without
breach of this Agreement by Advisor; (c) is lawfully obtained from a third
party without obligation of confidentiality; or (d) is independently developed
by Advisor without use of or reference to the Confidential Information. Advisor
agrees to protect all Confidential Information with the same degree of care it
uses to protect its own confidential information, but in no event less than
reasonable care, and shall not use, disclose, or allow access to Confidential
Information except as necessary to fulfill the purposes of this Agreement or as
expressly authorized in writing by Company.
f. “Client(s)”
and or “Customer(s)” shall mean persons or entities who buy product through DISTRIBUTOR
for their own personal or commercial use
g. “Effective
Date” shall refer to the date on which Advisor signifies acceptance of this
Agreement via electronic signature.
h. “Renewal”
shall refer to the time at which this Agreement is renewed between the DISTRIBUTOR
and Company. Said Renewal occurs
automatically by way of DISTRIBUTOR making a monthly payment via credit or
debit card through BIOMAURA Connect
i. “Products”
shall refer to any commercially viable product being sold by Company.
j. “Distributor”
shall mean the business entity, person or entity otherwise identified in this
document as entering this Agreement with Company, the term “Distributor” shall
be synonymous with the term “Advisor” and/or “BIOMAURA Independent Advisor”
and/or “Subcontractor”.
k. “Product
Credit” shall refer to a unit based Biomaura payment type by which a customer
or distributor may pay partially or in full for designated as “Product Credit”
eligible Biomaura items as designated by Biomaura.
l. “Business
Credit” shall refer to a unit based Biomaura payment type by which a customer
or distributor may pay partially or in full for designated as “Business Credit
Eligible” Biomaura items as designated by Biomaura
2.
COMPANY ACCEPTANCE
I understand that BIOMAURA reserves
the right to reject the application of any prospective Advisor at its sole discretion.
3.
ADVISOR IS FULLY SUFFICIENT AND FULLY INDEPENDENT
Advisor represents that it has the skill and expertise in marketing
Company Products and, if required, has sufficient qualified staff and
sufficient financial resources to carry out all of Advisor’s obligations under
this Agreement including the obligations for providing primary support to
Clients.
a. Advisor
certifies that they have the legal right to engage in this Agreement
b. Advisor understands that, if Advisor is unable to certify any of the aforementioned statements, Advisor is ineligible to be an BIOMAURA Advisor
and that BIOMAURA
may terminate this Advisor
Agreement and independent business without
liability or penalty.
c. All Parties
acknowledge that any expenditures or commitments executed or otherwise incurred
by either Party are made at the risk of the Party making such expenditures or
commitments. Advisor agrees that it
shall be responsible for its own expenses and costs under this agreement and
that Company shall have no obligation to reimburse Advisor for any expenses or
costs incurred by Advisor in the performance of Advisor’s duties hereunder.
d. Advisor agrees
that as an BIOMAURA Advisor,
Advisor is a NON-EMPLOYED INDEPENDENT CONTRACTOR, i.e. an
independent business, and not an employee,
partner, legal representative, or franchisee of BIOMAURA. ADVISOR
UNDERSTANDS THAT ADVISOR SHALL NOT BE TREATED AS AN EMPLOYEE OF BIOMAURA
FOR FEDERAL OR STATE TAX PURPOSES. BIOMAURA
is not responsible for withholding, and shall
not withhold or deduct any amounts from any compensation I receive from
Company.
e. Advisor
understands that nothing in this agreement authorizes Advisor to act as a legal
representative or agent of Company for any purpose. Advisor shall refer to itself as an
“Independent Biomaura Advisor”. Advisor
shall not have the power to bind Company with respect to any obligation to any
third party, and will make this fact clear to all prospects and Customers.
f. Advisor
understands that any and all payroll, income,
or other taxes of any kind are required to be paid in association
with Advisor’s business, Advisor shall be solely responsible for their payment.
g. Advisor understands that as an independent Distributor, they are not entitled to workers
compensation or unemployment security benefits or any vacation, group medical or life insurance, disability, profit sharing or retirement benefits, or any other fringe benefits
or benefit plans offered by BIOMAURA. Any persons employed
or engaged by Advisor in connection with the performance under this Advisor Agreement shall be Advisor’s
employees or contractors and Advisor
shall be fully responsible for them and Advisor
hereby indemnifies the Company against
any and all claims made by or on behalf of any such persons.
4.
GRANT OF LICENSE TO MARKET:
During
the term of this Agreement Company designates Advisor as a non-exclusive Distributor
of BIOMAURA products and services; meaning, Advisor is only responsible for
marketing Company’s products and services and directing Customers to purchase
products and services directly from Company.
This Agreement does not grant the right to formulate or otherwise
reverse engineer and/or manufacture any of Company’s products. Advisor’s “Grant of License” (“Grant”) is
limited to the terms and conditions of this Agreement and the associated BIOMAURA
Policies.
Advisor
accepts the Grant, in accordance with the Company’s Policies and Procedures,
and agrees to use its best efforts to communicate the features, benefits,
pricing and availability of the Products to potential Clients in Advisor’s
ordinary course of business.
5.
RECRUITMENT AND ENROLLMENT
Advisor
accepts the right to recruit and enroll applicants to become Independent Distributors
of Company. However, Company maintains
the sole right to approve and or reject such recruited Distributors and
ultimately the relationship between any individual Distributor and BIOMAURA is
a direct contractual relationship between the Distributor and BIOMAURA and
remails an asset of BIOMAURA.
6.
COMPENSATION
Advisor
will be eligible to earn compensation pursuant to the BIOMAURA SUCCESS PLAN
7.
COMPANY POLICIES & PROCEDURES
Advisor understands that the Company
Policies, the Procedures, the BIOMAURA Success Plan, the Dispute Resolution Agreement, and any applicable addenda
to these terms and conditions, are incorporated into and made a part of the terms and conditions of this Distributor Agreement. Advisor further
understands that once implying agreement to this
Contract/Agreement, WHETHER OR NOT THE ADVISOR HAS FULLY REVIEWED THE
AGREEMENT, Advisor is entering a binding agreement upon execution via
signifying agreement by way of clicking the agreement statement presented
online, otherwise known as a “Click Wrap Agreement”.
If Advisor does not agree to the Policies
or any other provisions of the Advisor Agreement, Advisor’s sole recourse
is to notify the Company and cancel
Advisor’s Agreement IMMEDIATELY UPON IDENTIFYING ANY DISAGREEMENT. Failure
to cancel constitutes Advisor’s full
acceptance. Advisor understands that they must be in good standing, and not in violation of the Advisor Agreement, to be eligible
for compensation from Company.
a.
Advisor understands that the Advisor
Agreement may be amended at the sole discretion of the
Company at any Renewal and Advisor agrees to abide by all such Amendments (Amendments). Amendments shall be posted in BIOMAURA
INTOUCH by way of a new version of this agreement being posted. Amendment(s) shall become effective
after being posted in BIOMAURA INTOUCH but amended
Policies shall not apply retroactively to conduct that occurred prior to the Effective Date of the Amendment. The continuation of Advisor’s BIOMAURA
relationship under this Agreement after having logged into
Biomaura InTouch or after Advisor receives any payment of funds after the
posting of any Amendment to this Agreement shall constitute Advisor’s acceptance of any and all Amendments.
8.
EFFECTIVE DATE & RENEWAL
This
Agreement shall take effect on the Effective Date. Unless this Agreement is
terminated for cause by either Party, the term of this Agreement shall be for
one calendar month and shall be automatically renewed successively in each
subsequent calendar month thereafter. Distributors may opt out of the automatic
renewal at any time by submitting a cancellation request through the Distributor
portal or by contacting Company at GetHelp@BIOMAURA.com. Cancellations must be
submitted two (2) business days prior to the renewal date. For Distributors
residing in states with specific consumer protection laws regarding automatic
renewals, the terms of this section shall be adjusted to comply with such laws.
Please refer to the relevant state-specific terms available in the BIOMAURA
Policies and Procedures.
9.
CONFIDENTIALITY
Advisor
agrees to maintain the confidentiality of all Confidential Information and to
use such information solely for purposes of fulfilling its obligations under
this Agreement. Advisor shall not disclose or permit access to any Confidential
Information to any third party without the prior written consent of Company,
except to Advisor’s employees or contractors who need to know such information
to perform their obligations and who are bound by confidentiality obligations
at least as restrictive as those in this Agreement. Advisor agrees to take all
reasonable measures to protect the secrecy of and avoid disclosure or use of
Confidential Information other than as expressly authorized by this Agreement.
Upon termination of this Agreement or at the Company’s request, Advisor shall
promptly return or destroy all materials containing Confidential Information
and certify such return or destruction to the Company in writing.
10.
TERMINATION & CANCELATION
Upon
termination of this Agreement, Advisor understands that they will permanently
lose all rights as an Advisor under this Agreement. Advisor further understands that upon
termination they will lose all association with other Advisors and/or Customers
they have personally recruited and/or enrolled or who have been recruited and
enrolled through their lineage and will no longer receive any compensation
whatsoever.
a. Company
reserves the right to terminate the Agreement without cause for any of the
following reasons:
i. Company
ceases business operations
ii. Company
dissolves as a business
iii. Company
terminates distribution of Products via its DISTRIBUTOR program
b. Advisor
reserves the right to terminate the Agreement without cause for any reason.
c. In addition
to provisions authorizing termination of this Agreement, either party shall
have the right to terminate this Agreement as a result of a material breach of
the Agreement by the other party or its
contractors or business partners that is not cured within five (5) calendar
days after written notice to the other party.
d. Both parties maintain the right to choose not to renew the Agreement at
any renewal period.
e. Upon termination of this Agreement, the license granted to Advisor by
this Agreement shall be terminated immediately; Advisor shall make no further
use of all or any part of any Confidential Information provided to Advisor by
Company and Advisor agrees to IMMEDIATELY discontinue use of any and all BIOMAURA
Branding.
f. Maryland Residents:
A Maryland resident may cancel his/her/its Advisor Agreement for any reason within three (3) months after the date of receipt
of goods or services first ordered; upon cancellation, the Company shall repurchase the goods; and the repurchase price shall be at least 90% of the original
price paid by the participant.
g. Montana Residents: A Montana resident
may cancel his/her/its Advisor Agreement within fifteen
(15) days from the date of enrollment
and may return his/her/its starter kit, if purchased, and any products he/she/it
purchased for a full refund within
such time period.
h. Louisiana, Massachusetts, and Wyoming Residents: If you are a Louisiana, Massachusetts, or Wyoming
resident and you cancel your Advisor
Agreement, BIOMAURA will refund 90% of your purchase price for any administrative fees you have incurred
during the current year upon receipt of your written request.
i. Puerto Rico Residents: A Puerto Rico resident may cancel this Advisor
Agreement at any time within ninety (90) days from the date of enrollment, or at any time upon showing the Company’s noncompliance with any of the essential
obligations of the distribution contract
or any act or omission
by the Company adversely affecting the interests of the dealer
in the development of the market of the properties or services. Your cancellation must be sent to the Company in writing and sent via registered mail. If you cancel under these conditions, the Company shall: (a) Reacquire
the total of the products
that you purchased
from the Company which are in your possession and in good condition at a price of not less than ninety percent
(90%) of their original net cost; (b) Return to you not less than ninety percent
(90%) of the original net cost of any services that you acquired
from the Company;
(c) Return 90% of any sum paid by
you for the purpose of participating in the business.
j. Advisor maintains the right to cancel at any time, regardless of reason. Cancellation must be submitted
in writing to the Company at GetHelp@BIOMAURA.com.
k. Should the Agreement be cancelled by either Party, Advisor shall lose any
and all rights to any additional compensation beyond what has already been paid
to Advisor effective immediately.
11.
ASSIGNMENT OF RIGHTS UNDER THIS AGREEMENT
The rights granted to Advisor may only be transferred in the event of the
death of the Advisor. (Please see the BIOMAURA
Policies and Procedures for instructions related to the transfer of rights as a
result of death) Otherwise, BIOMAURA Advisor may not assign his/her/its rights under the Agreement without the prior written
consent of Company. Any attempt to transfer or assign the Agreement
without the express written consent
of BIOMAURA will be considered cause for termination
by Company.
12.
ENTIRE CONTRACT
The Advisor Agreement, in its current form and as amended by BIOMAURA at its discretion, (except for the Dispute Resolution Agreement, which may only be amended as set forth therein), constitutes the entire contract
between BIOMAURA and Advisor. Any promises, representations, offers, or other communications
not expressly set forth in the Advisor Agreement are of no force or effect.
13.
WAIVER & INVALIDITY
Any waiver by either Party of any breach of the Agreement must be in writing and signed by an authorized agent of the Party against
which the waiver
is asserted. Any waiver of a breach
by a Party shall be a one-time
waiver only and shall not operate or be construed as a waiver
of any subsequent breach.
(a)
If any provision
of the Advisor Agreement is held to be invalid or unenforceable, such provision shall be
severed, and the severed provision
shall be reformed
only to the extent necessary to make it enforceable. The
balance of the Advisor Agreement will remain in full force and effect.
14.
DISPUTE RESOLUTION
The Parties
agree that any claim or dispute between them shall be resolved by arbitration
administered by the FORUM under the Code of Procedure for Resolving
Business-to-Business Disputes in effect when the claim is filed. Any award by
the arbitrator(s) may be entered as a judgment in any court having jurisdiction
within the State of Nevada. If arbitration is initiated by Distributor, all
costs associated with initiating the arbitration, including hiring the
arbitration judge, shall be the responsibility of the Distributor even if the
claim is considered to be a claim related to a question of employment
status. AT NO TIME SHALL BIOMAURA BE
RESPONSIBLE FOR INITIATION OR ONGOING ARBITRATION COSTS WHEN A CLAIM IS
INITIATED BY THE DISTRIBUTOR. All other arbitration costs are to be shared
by both Parties until a prevailing party is established by the arbitrator, at
which point the prevailing party shall be reimbursed by the losing party for
any and all costs incurred due to arbitration.
No Class Arbitration:
The
Parties expressly agree that any dispute shall be conducted only on an individual basis, and that no class, collective, or representative claims shall be
permitted in arbitration OR ANY OTHER JURISDICTION. The arbitrator shall have
no authority to consolidate or join claims of different parties, nor shall the
arbitrator have the power to preside over any form of a class, collective, or
representative proceeding. Each party expressly waives any right to participate
in or bring a class action or similar representative claim in any forum.
15.
GOVERNING LAW
The Advisor Agreement shall be governed
by and construed in accordance with the laws of the State of North Carolina, without regard to its conflict of law principles. All
Parties to this agreement agree to being subject to North Carolina for personal
jurisdiction and venue.
16.
LIABILITY
Advisor agrees to indemnify
Company for any liability, damages,
fines, penalties, or other awards arising from any unauthorized conduct that Advisor
undertakes in operating the business under this Agreement. Advisor covenants not to make or bring any such claim against Company or any other Advisor, and forever release
and
discharge Company and all other Advisors from liability under such claims whether known or unknown.
17.
GRANT OF NAME AND LICENSE
Advisor grants BIOMAURA an irrevocable license
to reproduce and use Advisor’s
name, photograph, recording, video, image, personal
story, testimonial, and/or
likeness (collectively Image)
in its advertising or promotional materials, including but not limited
to use in online forums,
and Advisor waives
all claims for remuneration for qa
such use. Advisor
further waives all rights to inspect or approve all draft, beta,
preliminary, and finished
images of Advisor used by Company.
BIOMAURA
OFFICIAL
POLICIES
U.S.
SECTION 1 DEFINITIONS
Any definitions provided in the BIOMAURA Independent Distributor
Agreement are also understood to be incorporated in this document. The
following definitions are in addition to those already defined in the
Agreement. Some definitions may be repeated in this document for easier
reference only. If something is not specifically defined below, the
definition in the Agreement should be referenced and understood to be included
herein.
1 The
following definitions shall be applied to the BIOMAURA Policies.
1.1 “Agreement” shall refer to
the BIOMAURA Independent Distributor Agreement, the BIOMAURA Policies, The
BIOMAURA Procedures, the BIOMAURA Success Plan and the BIOMAURA Business Entity
Addendum, the latter of which only applies when BIOMAURA Independent
Distributors register as a Business Entity.
1.2 “Amendments” shall refer
to any changes to this Agreement that are made by Company after the execution
of the Agreement.
1.3 “BIOMAURA” shall refer to
the Company as described in the BIOMAURA Distributor Agreement.
1.4 “BIOMAURA Connect” shall
mean the web accessible system provided to Distributor for managing
Distributor’s relationships with other Distributors and managing Distributor’s
account with Company.
1.5 “BIOMAURA Independent
Distributor” shall refer to the Party to this Agreement that is not the Company
as described in the BIOMAURA Independent Distributor Agreement. The
BIOMAURA Independent Distributor may also be referred to the “BIOMAURA
Independent Advisor” or “Advisor.”
1.6 “Household” is defined as
Spouses and dependent children of one or both Spouse living in the same home.
1.7 “Lineage” shall mean the
progressive network of relationships associated with an Advisor by way of
Advisor recruiting and enrolling other BIOMAURA Independent Distributors.
As Advisor recruits other Distributors and those Distributors recruit
additional Distributors, the inclusive group of all recruited Distributors who
can be traced back to Advisor is referred to as the “Lineage” or “Advisor’s
Lineage” or “Downline”. Lineage, Downline, Advisor’s Downline and
Advisor’s Lineage shall be considered synonymous and interchangeable.
1.8 “Parties” shall refer to
the collection of both the Company and the Advisor, either of which may be
independently referred to as “Party.”
1.9 “Volume” shall refer to a
virtual allocation attributed to the sale or the collection of sales. For
example, a product selling for $18 may have 18 units of Volume. A
collection of sales may equate to $200 and have a collective Volume of 200.
Volume can have types, i.e. personal volume, bonusable volume, downline volume
kit volume, etc. Each type of volume may have a different conversion
strategy, i.e. 1:1 or 1:3, etc; but, they are all considered Volume for the
purposes of this Agreement.
SECTION 2 GENERAL POLICIES
2 PROCEDURES
& COMPENSATION ARE INCORPORATED INTO THE BIOMAURA DISTRIBUTOR AGREEMENT
The Policies and Procedures described in this document, the
BIOMAURA Success Plan or BIOMAURA Success Plan and any Amendments are assumed
to be natively part of the Agreement between the Company and Advisor.
2.1 AMENDMENTS:
Company reserves the right to amend this Agreement at its sole
discretion. Any Amendments will be available to the Advisor in the BIOMAURA
Connect. Amended Policies will not apply retroactively to activities that
occurred prior to the Amendment. Company agrees to provide at least fifteen
(15) days notice before affecting any changes. The acceptance of BONUS PAYMENTS
by Advisor following the addition of an Amendment shall constitute acceptance
of the Amendment.
2.2 SEVERABILITY
If any provision of the Agreement, in its current form, or as
amended is found to be void or unenforceable, only the void or unenforceable
portion(s) of the provision shall be severed from the Agreement and the
remaining provisions shall remain in full force and effect.
2.3 NOTICES
Any notice or other written communication required under this
Agreement shall be delivered personally, by email, by post within the BIOMAURA
Facebook group, mail or posted in BIOMAURA Connect. Said communication will be
considered delivered on the soonest of a) 3 days following the posting of the
notice within the BIOMAURA Facebook group, b) when delivered personally or, if
transmitted by email, one (1) day after the date on which it was sent, c) if
mailed, five (5) days after the date on which it was sent to the address
provided by the Advisor, or d) if posted in BIOMAURA Connect, upon the next
login of Advisor into BIOMAURA Connect. It is the sole responsibility to
maintain correct address, email address, phone number and other contact
information on file with Company.
2.4 FORCE MAJEURE
Company shall not be responsible for delays or failure in
performance caused by circumstances beyond its control, such as, but not
limited to, labor difficulties, product shortages, fuel shortages, fire, war,
natural disaster, inclement weather, pandemics, such as COVID, governmental
order or any other condition that would prevent Company from fulfilling its
obligations that are inherently beyond Company’s control. Such events shall
constitute Force Majeure under the Agreement and Company shall carry no liability
for its failure to deliver during such circumstances. Failure to perform during
such events shall not constitute a breach of contract.
2.5 WAIVER
Should either Party fail to enforce any part of this Agreement,
such failure to act shall not constitute a waiver of the rights and expectation
defined in this Agreement. The Party failing to enforce any part of this
Agreement may at any time choose to fully enforce those same parts without
having sacrificed its right to do so.
SECTION 3 BECOMING A BIOMAURA INDEPENDENT DISTRIBUTOR
3 Becoming A
BIOMAURA Independent Distributor is subject to each of the following
parameters:
3.1 ELIGIBILITY
There are a few requirements to become an Independent BIOMAURA
Advisor. The individual must:
(a) be at least 18 years
of age
(b) have a valid Social
Security Number or Federal Tax ID Number
(c) have legal residence
in the United States, a U.S. territory or U.S. military base. See the BIOMAURA
Procedures for Details on Enrolling as an Independent BIOMAURA Advisor
3.2 COMPANY DISCRETION
BIOMAURA reserves the right to accept or reject any Advisor
enrollment at its sole and absolute discretion.
3.3 ONE INDIVIDUAL PER
BIOMAURA DISTRIBUTOR RELATIONSHIP
Unless Advisor is operating as an incorporated business or general
partnership, there shall be only one (1) individual per BIOMAURA Independent
Advisor Agreement. In the event Advisor is operating as an incorporated
business or general partnership, Advisor must join as a Business Entity and
will be subject to all policies related to Business Entities within the
Agreement.
3.4 HOUSEHOLD POLICY
Advisors may own, operate, control, or have interest in only one
DISTRIBUTOR relationship with Company; however, multiple people living in the
same Household may enter into separate Agreements with the Company.
3.5 COUPLES
Couples that are married or joined in another legal union and who
wish to become BIOMAURA Independent Advisors are required to operate as a
single business under a single Social Security Number or Federal Tax ID Number
unless each Spouse desires to operate their own independent business, in which
case each individual Spouse must maintain a separate contractual relationship
with the Company either as an individual or as a business. If the Spouse of an
existing Advisor wishes to become A BIOMAURA Independent Advisor and work
together with the Spouse who is already operating as an Independent Advisor,
the Spouse who wishes to join BIOMAURA with their Spouse must agree to the
terms and conditions of the BIOMAURA Independent Advisor Agreement and then can
be added to the Spouse’s existing BIOMAURA Independent Advisor. Only a Spouse
can be added to an existing BIOMAURA Independent Advisor business. Spouses
include those individuals bound by a marriage, civil union, domestic
partnership or common-law marriage (each a Spouse). Should one or more
individuals wish to operate a single BIOMAURA Independent Advisor business,
then those individuals must create a Business Entity. Spouses will be treated
as one business for recognition purposes. See the BIOMAURA Procedures for
Details on Enrolling as a Married Couple.
3.6 BIOMAURA INDEPENDENT
ADVISOR INFORMATION
It is the sole responsibility of the Advisor to maintain up to
date contact information, i.e. phone, email, address, tax identification, etc.,
with Company. Failure to provide accurate information and/or providing
false information will be grounds for breach of this Agreement.
SECTION 4 BEING A BIOMAURA INDEPENDENT DISTRIBUTOR
The following section provides the guidelines for Advisor to
remain in compliance as A BIOMAURA Independent Advisor
4 GENERAL
CONDUCT
Advisors shall not engage in any conduct that may damage the
Company’s reputation or otherwise compromise Company’s standing with
governmental and regulatory agencies, including but not limited to the United
States Internal Revenue Service, Federal Trade Commission and/or any state tax
or regulatory agency.
4.1 IDENTIFICATION
Advisors must conspicuously identify themselves as “BIOMAURA
Independent Advisor” or “BIOMAURA Independent Distributor” in all public facing
forums included but not limited to all advertising, social media, websites,
email signatures, name badges, marketing, etc.
4.2 CONDUCT
Advisors must always remain above reproach, ensuring that all
statements and representations made by Advisor are truthful, fair and accurate
and not misleading or disparaging in any way. Advisor further warrants that
Advisor will not engage in any fraudulent, deceptive, illegal, or manipulative
tactics and will remain in compliance with the U.S. Foreign Corrupt Practices
Act and all local laws.
4.3 COMPLIANCE
Advisor must operate their business in a way that is fully
compliant with all state and federal laws and regulatory policies, including
but not limited to the Federal Trade Commission.
4.3.1 Advisor agrees to fully indemnify
Company against any claims made by state and federal agencies charging that
Advisor acted outside of compliance by making false representations related to
Company product and/or income claims related to Advisor’s business.
4.4 ADVISOR’S CAPABILITIES
Advisor warrants that Advisor is a capable, skilled independent
business operator who requires no supervision or provision to complete the work
they have freely chosen to do. Advisor further recognizes that Company is
reliant on Advisor’s professional skill to carry out the duties required under
this Agreement.
4.5 PRODUCT LIABILIY CLAIMS
AND INDEMNIFICATION
Advisor understands that Advisor is independently and fully
responsible for any and all claims made by Advisor and/or any of Advisor’s
employees and/or business partners.
4.5.1 While the Company does carry product
liability insurance for faulty or defective product and will indemnify Advisor
against product failures, this insurance DOES NOT cover actions and claims made
by Advisor. As a result, Company strongly suggests that Advisor maintain
independent business insurance to cover actions of the Advisor.
4.5.2 In order to be indemnified against
any claims made by product customers, Advisor MUST notify Company of any claims
in writing within ten (10) days of receipt of any notice of claim by Advisor.
Client will not be indemnified by Company if Advisor made any false claims
about the product, violated this Agreement in ANY way and/or made any attempt
to settle the claim with claimant. Company maintains the exclusive right to
solely defend itself against any and all claims made by any third party.
4.5.3 Advisor agrees to FULLY indemnify
Company against any claims made by a third party as a result of Advisor’s
breech of this Agreement, failure to adhere to the Policies and Procedures
described herein, Advisor’s violation of any federal, state or local law or
agency policy including that of the U.S. Federal Trade Commission.
4.6 INSURANCE
Company offers no business related insurance of any kind
whatsoever to Advisor. As an independent business owner, Company suggests that
Advisor procure any related business, liability, and/or travel insurance that
Advisor may deem necessary to protect themselves and their assets.
4.7 COMPENSATION
There are multiple ways by which Advisor shall receive
compensation from Company. Advisor may be compensated based on product sales
and by hitting performance incentives set by Company. All such compensation
opportunity is described in the BIOMAURA Success Plan. Compensation is limited
to product, company performance and special incentive bonuses (“Bonus(es)”)
based on the sale of products sold directly by Advisor or sold by other
Distributors recruited by Advisor or in the Lineage of Distributors recruited
by those Distributors recruited by Advisor.
4.7.1 Advisor acknowledges that Advisor is
SOLELY responsible for paying all taxes related to any compensation received by
Advisor from Company and acknowledges that Company will withhold no earnings
for the purposes of meeting Advisor’s potential tax obligations or the tax
burden of Advisor’s employees or sub-contractors.
4.7.2 If an order is refunded, canceled or
voided related to any sale, the portion of the sale that is refunded, canceled
or voided is considered to be a “Dead Sale”. If a Dead Sale occurs for
which ANY Volume is attributed or compensation is, has been or is going to be
paid, or if a product is returned to Company for a refund, whether or not a
credit card chargeback occurs, ANY AND ALL compensation and Volume that has
been paid, posted, stated or believed to be valid or otherwise would be paid
and or attributed to the Advisor for the purposes of calculating an Advisor’s
rank within the Company or compensation are therefore deemed to be connected to
the Dead Sale and any compensation and/or volume associated with the Dead Sale,
regardless of when the sale becomes a Dead Sale, will be recovered by the
Company from the Advisor, this is typically referred to as a clawback.
Clawbacks will either be recovered from any compensation due to be paid to
Advisor in the future or, if said attributable compensation has not been paid,
it will recovered from the Advisor either directly of via garnishment against
future earnings.
4.8 ENGAGEMENT IN OTHER
BUSINESS OPPORTUNITIES
As A BIOMAURA Independent Advisor, Advisor is an independent
business and may pursue any other business interests and opportunities outside
of their relationship with Company provided that they comply with these
Policies, including and without limitation, the specific limitations related to
“SECTION 4.9 NON-SOLICITATION”.
4.9 NON-SOLICITATION
Advisors must not use any Company provided platform to solicit and
or recruit business from Company, Company’s Distributors and or Company’s
customers for any other 3rd party product or service represented by Advisor
that would be deemed by Company to be competitive to Company. Further Advisor
agrees to not promote, offer, discuss or display any opportunity, products,
programs or services of the other business interests of Advisor immediately
after any Company-related meeting, seminar, convention, webinar, teleconference,
training or other function, i.e. an event, regardless of whether or not the
other business interest is competitive to Company.
4.9.1 INJUNCTIVE RELIEF
Advisor and Company agree that any violation of this
Non-Solicitation Policy shall cause Company irreparable harm for which there is
no adequate remedy by law, and if emergency equitable relief is not granted to
BIOMAURA, the injury to BIOMAURA shall outweigh the potential injury to the
Advisor. Therefore, Company shall be entitled to seek emergency and permanent
injunctive relief to prevent further violations of this Policy. Further any
such violation shall constitute a breach of Agreement by Advisor.
4.9.2 Advisors shall not directly or
indirectly solicit, encourage, or induce an Advisor in another Advisor’s
downline to change lines of lineage, nor should an Advisor directly or
indirectly solicit a Client in another Advisor’s downline. Violation of this
Policy may be considered a breach of Agreement and potentially result in the
termination of this Agreement.
4.10 HANDLING PERSONAL INFORMATION
Personal information includes a Client’s, potential Client’s,
Advisor’s and prospective Advisor’s name, mailing address, e-mail address,
phone number, credit card information, Social Security Number or Tax
Identification Number and other information associated with these details.
Advisors must familiarize themselves with the Guidance on Handling Payment Card
Information, attached as Appendix and incorporated into this Agreement.
Advisors who receive personal information from or about prospective Advisors or
Clients have the responsibility to maintain its security. Advisors should shred
tangible materials or irreversibly delete from any electronic storage location
the personal information of others once it is no longer needed. In addition,
information regarding a Client’s or BIOMAURAn Advisor’s experience with Company
products and/or programs cannot be revealed without his/her written permission;
this includes use of personal testimonials.
4.11 PRODUCT INVENTORY
Advisors may carry inventory of Company products; however, Company
recommends that Advisor not carry more inventory than Advisor needs for the
immediate needs of their personal use or business. Company has no desire to see
Distributors with product they cannot sell and strongly advises against
stocking large amounts of inventory.
4.12 INTERNATIONAL ACTIVITY
Advisors are only authorized to promote the Company, and anything
related to it to countries authorized by Company.
4.13 ACTIONS OF DISTRIBUTORD PARTIES
Should Advisor be a member of a partnership, trust, corporation,
or other entity that has an equitable or ownership interest in or management
responsibility for Advisor, any associated member of the same entity shall be
considered an “Distributor Party” of Advisor and Advisor shall be deemed
responsible for any violation of this Agreement committed by any Distributor
Party of Advisor.
4.14 NEGATIVE COMMENTS
Complaints and concerns about Company should be directed to the
Advisor Services. Advisors must not disparage, demean, or make negative remarks
to third parties or other Advisors or Clients about Company, its owners,
officers, directors, management or employees, other Advisors or Clients or the Success
Plan. Violation of this Policy may result in a breach of Agreement by the
Advisor and be subject to termination of the Agreement AND Company’s pursuit of
any related damages. An Advisor’s obligations under this provision survive the
termination of the Agreement.
4.15 ORDER RETURNS & REFUNDS
THER ARE NO REFUNDS PROVIDED FOR WELLNESS ADVISOR KITS BUT FOR
THOSE MENTIONED IN PARAGRAPH 10 OF THE BIOMAURA INDEPENDENT WELLNESS ADVISOR
AGREEMENT. For standard product orders, Advisors must notify their Clients that
they have up to 30 days to return product purchased. All associated costs
related to returns shall be paid by the Client or Advisor.
4.16 CANCELLATION OF A BIOMAURA
INDEPENDENT ADVISOR AGREEMENT
Cancellation of an Advisor’s relationship with Company means the
discontinuation of an Advisor’s relationship with BIOMAURA for any reason,
whether the cancellation is voluntary, involuntary (termination or otherwise),
or via non-renewal. An Advisor whose relationship with Company is canceled for
any reason will lose all Advisor rights, benefits, monetary compensation,
product credits, and privileges, including loss of his/her downline
organization which will roll-up to the Advisor’s Sponsor. See the BIOMAURA
Procedures for Details on Cancellation of A BIOMAURA Advisor Business.
4.16.1 If an Advisor’s BIOMAURA business is cancelled
or terminated whether voluntary or involuntary for any reason, the Advisor must
IMMEDIATELY discontinue using AND remove the BIOMAURA name, and all other
names, trademarks, and other intellectual property belonging to BIOMAURA, and
all derivatives of such intellectual property, in dealing with Clients, in
postings on all social media, or otherwise.
4.16.2 To remain a BIOMAURA Independent Advisor, every
Advisor must accumulate $300 of personal sales within each rolling six (6)
month period. If this qualification isn't met, the Advisor may, at the
discretion of BIOMAURA, be terminated and lose all Advisor rights, benefits,
future monetary compensation, product credits, and privileges, including loss
of his/her downline organization which will roll-up to the Advisor’s Sponsor.
4.16.3 To rejoin as A BIOMAURA Independent Advisor
after being terminated, BIOMAURA will consider on a case-by-case basis the
ability to reactivate the Advisor’s status for a $25 fee with a maximum limit
of two reactivations.
4.17 RETURN OF PRODUCTS, BUSINESS KITS
& BUSINESS SUPPORT MATERIALS UPON CANCELLATON OR TERMINATION OF THIS
AGREEMENT
If purchased, Biomaura Wellness Advisor Start Kits are not
refundable with the following exceptions: residents of Maryland, Massachusetts,
Wyoming and Puerto Rico) so long as the goods are in currently marketable
condition. Any Business Support Materials that are produced by a third party,
i.e. non-Company produced, shall not be subject to this return Policy (please
note, all products sold at are produced by a third party). In addition,
residents of Georgia, Idaho, Louisiana, Maryland, Montana, Massachusetts,
Oklahoma, Texas, Wyoming, and Puerto Rico may return any products that they
purchased from the Company within one (1) year prior to the date of their
cancellation so long as the products are in currently marketable condition.
Upon the Company’s receipt of returned goods and/or Business Support Materials
and confirmation that they are in currently marketable condition, the Advisor
will be reimbursed 90% of the net cost of the original purchase price(s).
Shipping and handling charges will not be refunded. If the purchases were made
through a credit card, the refund will be credited back to the same account.
Goods are in “currently marketable condition" if they are unopened and
unused and packaging and labeling has not been altered or damaged. Merchandise
that is clearly identified at the time of sale as nonreturnable, closeout,
discontinued, or as a seasonal item, or gift, is not returnable. The
merchandise must be returned within thirty (30) days from the date of the
Advisor’s cancellation/termination.
A written request authorization is required for Business Kit
returns. Returns must be accompanied by a Return Authorization Number. Upon
receipt and inspection of the return, the Company will process any appropriate
refund.
4.18 BUSINESS COMPRESSION
If an Advisor’s relationship with Company is canceled for any
reason (including termination), the Advisor’s Downline organization, including
personally recruited and enrolled Advisors and Clients, will compress to the
next active Advisor above them in the lineage to which they belong or otherwise
as determined by Company.
4.19 Business Entities
4.19.1 Enrolling as a Business Entity. A Business
Entity (e.g. limited liability company, corporation, partnership, etc.) may
wish to enroll as A BIOMAURA Independent Advisor. A Business Entity may apply
to become A BIOMAURA Independent Advisor by completing, signing, and returning
a Business Entity Addendum, signed by all the owners in the Business Entity and,
when required, purchasing a Business Kit, as well as complying with any other
applicable legal requirements. All members of the Business Entity are required
to comply with the terms of the Agreement. See the BIOMAURA Procedures for
Details on Enrolling as a Business Entity.
4.19.2 Changing to a Business Entity. An Advisor who
enrolled as an individual may wish to transfer his/her account to a Business
Entity for the purpose of operating their business. If the Advisor wishes to
change their form of business from a sole proprietorship to a Business Entity,
he/she may do so at any time. The individual must complete, sign, and return a
Business Entity Addendum to the Company, as well as comply with any other
applicable legal requirements.
4.19.3 Business Entity BONUSES. All compensation
earned by the Business Entity will be issued in the name of the Business
Entity. The Company will not have any liability to the Advisor or the Business.
4.19.4 Primary Participant. One member of the Business
Entity will be designated as the Primary Participant and the Company may rely
and act on any information provided by the Primary Participant and will use the
Primary Participant as the sole point of contact.
4.19.5 Dissolution of a Business Entity. In cases in
which owners of a Business Entity elect to dissolve the Business Entity, and
one of the owners advises the Company in writing that they are dissolving the
Business Entity, the Advisor who is listed as the Primary Participant on the
account shall be responsible for fulfilling the obligations of the Business
Entity until the Business Entity is fully dissolved and a formal dissolution
agreement between the parties is reached that determines the disposition of the
Business Entity. While the dissolution is proceeding, no owner may make changes
to the business (e.g., change the payee, change the name of the business, etc.)
until a formal dissolution agreement concerning the Business Entity is
finalized and the Company is notified accordingly by the Primary Participant.
Upon completion of the dissolution and/or the completion of BIOMAURA’s Business
Transfer Procedures, the Business Entity shall be transferred to the individual
who receives the Business Entity pursuant to the dissolution agreement (or
court order if the dissolution is contested). Please note that BIOMAURA is
unable to split a Business Entity in two, or to divide a BONUS(ES)between
multiple parties. Therefore, if the owners or former owners enter into an
agreement, or are ordered by a court, whereupon it is incumbent on BIOMAURA to
split the BONUS(ES)or divide the Business Entity, the business shall be
cancelled.
4.20 BUSINESS TRANSFER UPON DEATH
An Advisor may devise his/her business to his/her heirs via a will
or other testamentary instrument. An Advisor shall not use or attempt to use a
testamentary transfer as a means to circumvent the Business Transfer Policy
(Policy 3.24). If the Company believes that a testamentary transfer is being
used as a device to circumvent the Business Transfer Policy, the transfer shall
be handled pursuant to the Business Transfer Policy and the corresponding
Procedures.
Unless a testamentary instrument says otherwise, upon the death of
an Advisor, the rights and responsibilities of the Advisor business remain with
the Spouse. If a Spouse does not exist, the rights and responsibilities are
passed on to the rightful heir(s), trustee(s), guardian(s) or conservator(s).
The heir(s), trustee(s), guardian(s) or conservator(s) shall be required to
contact the Company in writing and shall be bound by the terms and conditions
of the Agreement. See the BIOMAURA Procedures for Details on Business Transfers
upon Death.
4.21 BUSINESS DISTRIBUTION UPON DIVORCE
In cases in which a couple that jointly operates A BIOMAURA
Advisor business divorce, and one of the Spouses advises the Company in writing
that they have filed for divorce, the Advisor who is listed as the Primary on
the account shall be responsible for fulfilling the obligations of the business
until a divorce decree or order is entered and a court order rules on the
disposition of the business (or the parties reach an agreement concerning the
disposition of the business, as documented in writing, signed by both parties
and notarized by a notary public).
4.22 ACTIVE ADVISOR
For the purposes of assessing some compensation elements, a status
of "Active Advisor" may be applied. To qualify as an "Active
Advisor", Advisor must achieve at least two hundred (200) of personal
volume (PV) in a calendar month, ("Active Personal Volume"). The
Advisor will only be considered to be "Active" during the month in
which they achieve the Active Personal Volume, ("APV"). For example,
if the Advisor achieves the APV in January, does not achieve it in February and
does achieve it in March, the Advisor will be considered "Active" for
January and March only.
4.23 RELATIONSHIP WITH BIOMAURA, INC
The relationship that exists between any BIOMAURA Advisor and
BIOMAURA is a contract-based relationship in which BIOMAURA operates as an
employer of Independent Contractors. The nature of the relationship is
such that Independent Contractors are expected to be fully independent;
however, like any business relationship between a contractor and
sub-contractor, from time to time it may be necessary for BIOMAURA to require
Advisors to participate in various meetings and or events. Should BIOMAURA
make notice of such a need, Advisor agrees to be present and fully participate
in such meetings in good faith. Failure to do so may result in the
termination of the sub-contractor relationship.
Nothing in this Agreement shall be construed
as creating an employer-employee relationship, joint venture, or partnership
between BIOMAURA and the Advisor.
SECTION 5 RECRUITING OTHER INDEPENDENT ADVISORS
5 Advisors
may recruit new BIOMAURA Independent Advisors.
5.1 BUSINESS GROWTH
OPPORTUNITY
BIOMAURA Independent Advisors have the opportunity to grow their
businesses beyond acquiring and supporting Clients by building an organization
of BIOMAURA Independent Advisors. To do so, Advisors can recruit and enroll
other individuals as Advisors and, if desired, help them do the same.
5.2 RECRUITING AND ENROLLING
OTHER ADVISORS
Opportunities to recruit and enroll other Advisors are available
to all Advisors; however, Advisors may only recruit and enroll individuals or
Business Entities who are residents of the United States, U.S. Territories or
U.S. service members and their families at verified APO and FPO military
addresses. Recruiting and enrolling is only permitted where the Company has
officially announced it is open for business.
5.3 BUSINESS RESPONSIBILITIES
RELATED TO RECRUITING AND ENROLLING
It is the Advisor’s responsibility to ensure Advisors they recruit
are fully prepared to succeed in this business. To accomplish this, it is
recommended Advisors maintain ongoing contact, communication, and mentoring
within their organization. While it is the sole responsibility of the Advisor
to operate their business as an independent contractor, Company is providing
the following examples of such mentoring and training which may include, but
are not limited to:
• Providing
ongoing contact, communication, encouragement, and support of personally
recruited and enrolled Advisors and those within their downline organization
• Product,
program, and Consulting training
•
Encouragement and support
• Written
correspondence
• Personal
and/or virtual meetings; Telephone contact, voice mail, and/or e-mail
•
Accompanying individuals to the Company and/or field training sessions and
meetings
• Assisting
Advisors to set goals and create business strategies, etc.
5.4 PROTECTING THE LINEAGE
BIOMAURA is a business built upon the creation of relationships
with Clients and other Advisors. Therefore, once an Advisor is enrolled, in
order to preserve the lineage and safeguard the hard work of all Advisors, with
the exception of permitting an Advisor to place (see definition of Placement) a
newly enrolled Advisor within their first thirty (30) days of enrollment,
BIOMAURA does not allow Advisors to change sponsors unless it is agreed upon by
the current sponsor or otherwise determined by BIOMAURA. It is not in the
interests of BIOMAURA to unilaterally move Advisors around; however, in some
limited cases, when there is a case of persistent relational neglect, it may be
necessary. The relationship between any BIOMAURA Advisor and BIOMAURA is
considered to be an asset of BIOMAURA and therefore BIOMAURA maintains final
authority related to all Advisor placements.
5.4.1 Cancellation of an Advisor’s
relationship with BIOMAURA. An Advisor can voluntarily cancel their agreement
with BIOMAURA and if they remain inactive for six (6) full consecutive calendar
months, following the six (6) calendar month period of inactivity, the former
Advisor may re-enroll under a new Advisor of their choice. This may require the
purchase of a new Business Kit. However, please note that:
5.4.1.1 The Advisor will lose all rights to their former
lineage upon their cancellation and all rights to revenue produced through
sales from their former organization.
5.4.1.2 The Advisor may not promote Company products,
programs, earn compensation, or attend events or trainings during the six-month
inactivity period.
5.4.1.3 The Advisor may not attempt to engage in any other
actions that could be deemed, at the sole discretion of the Company, as an
attempt to potentially circumvent this Policy.
5.4.1.4 Once re-enrolled, the Advisor is not permitted to
solicit former Clients or induce Advisors or Clients from its former
organization to change lineage.
5.4.1.5 Advisors who fail to comply with the foregoing for
the full six (6) calendar months may be required to sit out an additional six
(6) months or may be prohibited from reenrolling as an Advisor with the
Company.
5.4.2 Waiver of Claims. If an Advisor
improperly changes their Sponsor, BIOMAURA reserves the sole and exclusive
right to determine the final disposition of the downline organization and any
potential BONUSES that may have been earned, by the Advisor in his/her second
lineage. ADVISORS WAIVE ANY AND ALL CLAIMS AGAINST BIOMAURA, ITS OFFICERS,
DIRECTORS, OWNERS, EMPLOYEES, AND AGENTS THAT RELATE TO OR ARISE FROM
BIOMAURA’s DECISION REGARDING THE DISPOSITION OF ANY DOWNLINE ORGANIZATION OR BONUSES
EARNED BY AN ADVISOR WHO HAS IMPROPERLY CHANGED THEIR SPONSOR.
SECTION 6 ADVERTISING
6 Advisors
may market and advertise Company products and services within the following
guidelines:
6.1 FIELD TRAINING MATERIALS
AND ADVERTISING MATERIALS
Advisors may develop and/or use their own training tools and
materials to support their personal lineage Advisors or others in their
downline organization and or the promotion of their business
(hereinafter, Field Training and Promotion Materials ) so long as such Field
Training and Promotion Materials do not violate any of the BIOMAURA Policies,
BIOMAURA Procedures, federal or state laws, regulations, or statutes and
conform with the BIOMAURA BRAND GUIDE (the BIOMAURA Brand Guide is provided in
BIOMAURA Connect).
6.2 PROHIBITED ADVERTISING
PRACTICES & TOOLS
In order to protect the image of the Company as well as our
Advisors, certain advertising practices are strictly prohibited:
6.2.1 Printed Materials, Radio, Podcasts
and Television. Advisors may ONLY use the Company name or any other Company
trademark in printed advertising materials or in conjunction with other
promotions with written approval and Advisor must ONLY represent themselves as
“Independent BIOMAURA Advisors.”
6.2.2 Online Advertising and the Internet.
Advisors may only use BIOMAURA trademarks in conjunction with their business or
personal website and/or web page (including mobile application), after first
receiving written permission to do so from the Company.
6.2.3 Domain Names, URLs, Keywords, Meta
Tags, and E-mail Addresses. Advisors may not use, purchase, or register any
domain names, URLs, keywords, meta tags, or e-mail addresses that include, in
whole or in part, the Company name or any of the Company’s trademarks, service
marks, or product names, or any derivative thereof. To the extent that Advisors
violate this Policy, they hereby acknowledge and agree that they will, upon
Company request, immediately discontinue use and/or transfer to the Company (or
its designee), at the Advisors expense, any such materials. Without limitation,
an Advisor may not:
6.2.3.1 Create, operate, or maintain any website or web page
with the words BIOMAURA, or any other Company trademark or acronym or
derivative of a trademark, in whole or in part, in all or part of the URL
(please see partial list of BIOMAURA trademarks attached as Appendix A to these
Policies).
6.2.3.2 Purchase a keyword from a search engine or other
online service that comprises or includes the words BIOMAURA or any other
Company trademark, irrespective of whether the results of searches for that
term include the Company.
6.2.3.3 Create an e-mail address that includes BIOMAURA or
any other Company trademark without written permission from BIOMAURA, INC.
6.2.4 Online Auctions, Markets and
Outlets. Advisors may not sell, auction, or attempt to sell Company products,
programs, business tools, coupons/promotional codes on any online
marketplace/storefront or auction sites (e.g., Amazon, eBay, etc.). Advisors
are prohibited from using these sites to sell products or solicit/generate
leads. Selling Company products, programs, or services online will subject the
Advisor to potential termination of the Agreement.
6.2.5 Unsolicited Communications. Advisors
may not send, transmit, or otherwise communicate any spam or other unsolicited
mail, e-mail, text, SMS, or other messages to any individual or group. Use of
Company provided tools, such as the Back-Office, require that Advisors have a
bona fide connection to their message recipients prior to sending
correspondence of any kind. Advisors may not buy or use any third party
generated e-mail or mailing address lists in conjunction with their BIOMAURA
business.
6.2.6 Product Packaging. Advisors may not
re-label, repackage, or modify the Company’s products in any way in conjunction
with any advertising, presentation, or other endeavor. An Advisor may, however,
provide products for sampling purposes.
6.2.7 Similar Promotions or Incentives.
While Advisors are permitted to run compliant incentives or promotions within
their organization as a method to grow their respective businesses, Advisors
should ensure that any promotions or incentives that they may choose to run are
in compliance with any applicable local, state or federal regulations.
6.2.8 Company-Operated Social Media. The
Company has its own independent social media presence. From time to time, the
Company may use organic posts and paid social media advertisements to promote
the Company and its offerings, including, but not limited to, its products and
programs. In order to preserve the intended purpose of these posts and prevent
disruption within the BIOMAURA Community, BIOMAURA Advisors may not directly or
indirectly, themselves or through their Clients, attempt to solicit, or recruit
potential Client or Advisor candidates on any Company social media postings or
advertisements. Attempting to solicit or recruit shall be broadly construed,
and examples include, but are not limited to:
• Come join
my team
• I can help
you look beautiful and my services as an Advisor are at no extra cost
• My team
and I have a great time together
• Come join
my Advisor’s team
• My Advisor
is so great! You should use [insert Advisor]
6.3 PERMISSIBLE ADVERTISING
PRACTICES AND TOOLS
While certain advertising practices are prohibited, Advisors may
use a wide variety of resources to attract Clients and to acquire new Advisors.
Please remember that Advisors may only use approved Business Support Materials
when advertising their business.
6.3.1 Replicated BIOMAURA Website.
Advisors can advertise their business through their replicated BIOMAURA
website.
6.3.2 Social Media. Advisors may include a
link on their social media sites (Facebook, Twitter, LinkedIn, YouTube,
Pinterest, Instagram, etc.) to their replicated BIOMAURA website, and
vice-versa. Advisors are responsible for the content of all material that they
produce and all of their own postings on any social media site, as well as all
postings on any social media site that they own, operate, or control. In
addition to meeting all other requirements specified in these Policies, if an
Advisor uses any form of social media to advertise their business, including,
but not limited to, Facebook, Twitter, LinkedIn, YouTube, Pinterest, or
Instagram, the Advisor agrees to each of the following:
6.3.2.1 Advisors may not make any social media postings, or
link to or from any postings or other material that is sexually explicit,
obscene, pornographic, offensive, profane, hateful, threatening, harmful,
defamatory, libelous, harassing, or discriminatory (whether based on race,
ethnicity, creed, religion, gender, physical disability, or otherwise), is
graphically violent, is solicitous of any unlawful behavior, that engages in
personal attacks on any individual, group, or entity, or is in violation of any
intellectual property rights of the Company or any third party.
6.3.2.2 During the term of the Agreement and for twelve (12)
calendar months thereafter, an Advisor may not use any social media site on
which they discuss or promote, or have discussed or promoted, the BIOMAURA
business or BIOMAURA’s products, programs or services to directly or indirectly
solicit BIOMAURA Advisors for a competitive Direct Selling or network marketing
program. A current or former BIOMAURA Advisor shall not take any action that
may reasonably be foreseen to result in drawing an inquiry from other BIOMAURA
Advisors relating to the Advisors other Direct Selling business activities.
Violation of this provision shall constitute a violation of the
Non-Solicitation provision of these Policies.
6.4 EMAIL MESSAGES
Advisors must comply with all laws regarding the sending of e-mail
messages, including the CAN-SPAM Act, and it is a duty of the Advisor to become
and remain informed about the requirements of these laws. Advisors are
prohibited from sending unsolicited e-mails regarding their replicated website
or business to individuals who have not specifically requested information
regarding the BIOMAURA business opportunity, products, programs or services. In
the event an individual who has formerly agreed to receive e-mail information
later requests that the Advisor cease sending the individual any e-mail, the
Advisor must honor this request immediately and remove that individual from the
Advisor’s e-mail distribution list.
6.5 COMPANY TRADEMARKS
The name BIOMAURA and other names that may be adopted by the
Company from time to time are proprietary trade names, trademarks and service
marks of BIOMAURA (as partially outlined in Appendix A). The Company’s
trademarks and copyrights are valuable assets and, therefore, the Company
strictly regulates the use of these trademarks and copyrights to ensure that
they do not lose their value to the Company or to our independent field sales
force. Advisors may not use the Company’s trademarks, trade names, copyrights,
and other intellectual property rights, registered or otherwise, in any form
except as specifically authorized by these Policies or as otherwise approved in
writing by the Company. The Company may prohibit the use of the Company’s
trademarks or copyrights in any Business Support Materials or other medium.
While the Company grants Advisors a limited license to use its trademarks and
trade names in promotional media, that license exists only for so long as the
Independent BIOMAURA Advisor Agreement is in effect. Upon cancellation of an
Advisor’s Agreement for any reason, the Advisor’s license shall expire, and the
Advisor must immediately discontinue all use of the Company’s trademarks and
trade names. Violation of any of the Policies pertaining to Company Trademarks
and Copyrights may subject the Advisor to disciplinary action, up to and
including termination.
6.5.1 Use of Company Trademarks. Under no
circumstances may an Advisor use any of BIOMAURA’s trade names, trademarks,
service marks or logos in any e-mail address, Business Entity name, website
domain name, social media name or handle (or social media profile picture),
address or phone number. In addition, Advisors are not permitted to use or
apply the Company’s trade names, trademarks, service marks or logos on any
tangible items, including, but not limited to: customized license plates,
apparel, products, tools or other materials, unless otherwise allowed in these
Policies or as authorized by the Company in writing.
6.5.2 Live and Recorded Events. BIOMAURA
commonly puts on live and recorded events as well as webinars and telephone
conference calls. During these events, Company executives or employees,
Advisors, and guests may appear and speak. The content of such events is
copyrighted material that is owned exclusively by the Company. Advisors may not
record any Company events or functions for any reason, whether such event is
live, a webinar, via conference call, or delivered through any other medium.
6.5.3 Company Produced Business Support
Materials. Company-produced Business Support Materials, videos, audio,
podcasts, and printed material are copyrighted materials. While some of these
materials may be available to Advisors in their Back-Offices for download,
Advisors shall not copy, sell, or license any such materials without the
Company’s prior written approval.
6.6 REPLICATED WEBSITES
Upon enrollment, Advisors receive a replicated BIOMAURA website
from which they can generate sales and enrollments of other Advisors.
6.7 RETAIL OUTLETS
With the exception of hair salons, day spas, lash and nail salons
and independent boutiques and regional or local temporary or seasonal markets
and fairs, Advisor agrees to obtain written approval from Company before
selling BIOMAURA products and or services through any other retail outlet. For
the purpose of this paragraph, the term “independent boutique” shall be limited
to specialty retail locations with not more than two (2) locations).
6.8 TESTIMONIALS AND CLAIMS
Advisor acknowledges that they are solely responsible for all
claims made about Company, products, personal success, and income disclosure.
Company can make no promise to protect or police Advisor’s behaviors, actions
and claims because Advisor is fully operating independently. Advisor
acknowledges that product, income and lifestyle claims are highly regulated by
the US Federal Trade Commission and Advisor further acknowledges that Advisor
is subject to such regulations. It is Advisor’s SOLE responsibility to ensure
compliance. Should Advisor be found to be violating such laws, regulations and
policies, Advisor agrees to take sole responsibility and to immediately provide
remedy. Failure to provide immediate remedy can result in the immediate
termination of this Agreement. While it is not the responsibility of the
Company to provide guidance on this matter, the Company is providing the
following guidelines; however, the provision of said guidelines does not
absolve the Advisor in any way of their own responsibility to adhere to laws,
regulations and policies that may or may not be addressed here.
6.8.1 Advisor must ALWAYS and
CONSPICUOUSLY disclose that they are an “Independent” Advisor of BIOMAURA
products and services when making any claim related to Company.
6.8.2 All claims related to product
performance must include the mentioning of any other products or services that
may have been in use that might have impacted the results of the use in any
way.
6.8.3 When discussing the business
opportunity as an Independent Advisor, Advisor must state that any success as A
BIOMAURA Independent Advisor requires at a minimum, commitment, effort and
skill and that income levels above small supplemental income are rare.
6.8.4 Advisors must never give the
impression that the business works on its own or that others will do the work
for you. They must always disclose that this is a business that requires a time
and skill investment.
6.8.5 Advisors must never overstate their
personal experience or success and must always include the BIOMAURA Income
Disclosure Statement when discussing income.
6.8.6 Any statements related to income
must: (1) be truthful and disclose when the representation is about
above-average or exceptional performance (the more atypical the represented
success, the more thorough the disclaimer should be); (2) be clear and
conspicuous (i.e., use straightforward, simple language and a similar size and
font for both the income claim and the income disclaimer); and (3) be provided
at the time of the representation and must be visible (when in writing).
6.9 TRADE SHOWS, FAIRS &
EXPOS
6.9.1 Promoting an Advisor Business at
Professional Events. We encourage Advisors to participate in trade shows,
fairs, and expositions to promote their businesses, when they are ready.
However, Advisors must refrain from attending events that do not reflect well
on the Company, its products, and programs, or that could negatively reflect on
the image of the Company. Advisors should also take every reasonable effort to
ensure there is not more than one (1) Advisor exhibited at an event at which
they plan to exhibit.
6.9.2 If a prospective Client wishes to
place an order at a trade shows, fairs, or expositions, he/she can place the
order directly through the Advisor at the event or place the order online via
the Advisor’s replicated website.
6.9.3 Company Presence at trade shows,
fairs, or expositions. Members of the BIOMAURA corporate team often attend and
participate in events, which emphasizes the importance of speaking with one
voice from a brand perspective to uniformly promote our products and programs.
Therefore, Advisors may not participate in events where there is a corporate
presence, unless prior written approval is given by the Company. It is solely
the Advisor’s responsibility to comply with this Policy.
6.9.4 Field Presence at trade shows,
fairs, expositions. BIOMAURA is not responsible for managing the event schedule
within the field and will not mediate disputes with event vendors or among
members of the field.
6.9.5 Registering for trade shows, fairs,
or expositions. Advisors should inquire with the event organizer prior to
registration to determine if the Company will be attending the event. In cases
where the Company will be present, Advisors should contact the Company before
registration. The Company is not responsible for event registration fees and
event costs associated with Advisors registering for events they cannot attend.
Advisors may not register themselves as BIOMAURA, Advisors may only register as:
<Advisor Name>, Independent BIOMAURA Advisor or <Advisor Name>,
Independent Advisor with BIOMAURA, or Certified BIOMAURA Advisors can register
themselves as <Advisor Name>, Independent Certified Advisor with
BIOMAURA.
6.9.6 Insurance. As previously mentioned
in these Policies (Policy 3.4), BIOMAURA does not provide liability or other
insurance coverage, which is sometimes required to participate in such events.
It is the Company’s recommendation that Advisors carry liability insurance for
their business, and it is the sole responsibility of the Advisor.
6.9.7 Approval. BIOMAURA further reserves
the right to refuse authorization for participation in any function that it
does not deem to be a suitable forum for the promotion of its products,
programs, services, or the BIOMAURA business opportunity.
6.10 BIOMAURA
Marketing/Business Building Tools
6.10.1 Trials are non-commissionable. They are sold in
bundles. Please see training for effective marketing suggestions.
6.10.2 Standard shipping rates apply to all Business
Building Tools.
6.10.3 Unless otherwise stipulated, items sold as business tools
are not commissionable. Such items will
be sold to Advisors only and will be in a “Business Tool” category,
significantly discounted off from standard retail prices.
6.10.4 Product Credits are not available as a form of
payment for non-bonusable Business Building Tools. (“Business Tools”)
7.0 Forms of Payment
7.1 Gift Certificates
7.1.1 BIOMAURA offers several denominations of Gift
Certificates. A Gift Certificate is awarded Personal Volume (PV) at the time it
is purchased. Example: When a $25 Gift Certificate is purchased the Advisor
will receive 25 PV. When a Gift Certificate is redeemed on an order the Gift
Certificate amount will be applied as a form of payment. The Gift Certificate
amount will be deducted from the order for purposes of PV. Example: If the
order total before S&H is $100.00 and a $25 Gift Certificate is redeemed,
the PV will be equal to 75 PV.
7.1.2 BIOMAURA Gift Certificates are not applicable to
sales tax and S&H.
7.1.3 BIOMAURA Gift Certificates are not applicable to
non-bonusable Business Building Tools.
7.2 Business Credit
6.11.4 Unless otherwise stipulated, items sold as Business Tools
are not commissionable. Such items will
be sold to Advisors only and will be in a “Business Tool” category,
significantly discounted off from standard retail prices.
6.11.5 When allowed, Business Credit may be used as a form of payment for items
stipulated at Business Tools. Rules
pertaining to the use of Business Credit will be directed at the discretion of
Company and any such rules are subject to change without notice.
6.11.6 Any portion of payment made using Business Credit as the
form of payment will not be commissionable
6.11.7 While Business Credit is described in increments resembling
US dollars, BUSINESS CREDITS BY THEMSELVES HAVE NO MONETARY VALUE and
their payment conversion may be changed at any time.
7.2 Product Credit
6.11.4 When allowed, Product Credit may be used as a form of
payment for items stipulated as allowable for the use of the Product Credit
payment type. Rules pertaining to the
use of Product Credit will be directed at the discretion of Company and any
such rules are subject to change without notice.
6.11.5 While
Product Credit is described in increments resembling US dollars, Product
Credits by themselves have no monetary value whatsoever and their payment conversion may be changed at any time.
Appendix A U.S.A. Partial List
Of BIOMAURA Trademarks*
BIOMAURA
“Know Your Business, Experience Your Business, Share Your
Business”
*This list is not complete and is subject to update at any time at
the discretion of the Company.
For a complete list of Intellectual Property and trademarks,
please email the Compliance Department.
Appendix B
BIOMAURA Income Disclosure Statement
BIOMAURA 2020 U.S. Income Disclosure Statement*
2022 ANNUAL INCOME OPPORTUNITY OF ALL INDEPENDENT NETWORK
MARKETING ADVISORS ACROSS THE INDUSTRY
On average, over 25% of Independent Advisors in Company’s industry
will have no earnings
On average, more than 70% of Independent Advisors in Company’s
industry will quit within 7 months
On average less than 2% of Independent Advisors in Company’s
industry will earn more than $50,000 per year after 4 years of actively
building a business
*Based on 2021 Network Marketing Industry Report. These figures
are not guarantees or projections of expected earnings or profits, and the
income levels represented do not include expenses BIOMAURA Independent Advisors
may have incurred in building their businesses. BIOMAURA makes no guarantee of
financial success. Success with BIOMAURA results from successful sales efforts,
which require hard work, diligence, skill, persistence, competence, and
leadership.
Reinstatement of A BIOMAURA Advisor Business Within 30 Days of
Conversion
Should A BIOMAURA Independent Advisor fail to achieve the 6-month
Active Status requirement in his/her business, the business will convert to
Client status. Once the business is converted, the Advisor’s downline
organization (including all downline Clients and Advisors) will automatically
compress to the Advisor’s sponsor/Business Advisor.
Canceling A BIOMAURA Advisor Business
A BIOMAURA Advisor can cancel his/her business by:
• Declining
to renew his/her BIOMAURA INTOUCHfees at the end of any monthly renewal.
Clients and Downline will compress to the canceling Advisor’s Sponsor/Business
Advisor, OR
• Resigning
in writing at any time, regardless of reason. If you have access to Connect –
your Virtual Office you can submit a Help Ticket and request to Cancel your
Advisor Status or you can send an email. Resignation must be submitted to the
Company from the e-mail address that is on file with the Company to:
Support@BIOMAURA.com with the Subject Line: Cancel Advisor Status. Upon receipt
of resignation from the Advisor, the BIOMAURA Advisor business will be
cancelled, all BONUSES will be forfeited, and all Clients and personal Downline
will compress to the resigning Advisor’s Sponsor/Business Advisor.
• Please
note, Advisor BONUSES are calculated on a weekly and monthly basis in arrears
to account for any adjustments to BONUSES that may be needed after the close of
the pay period. Therefore, BONUSES are not considered final, even if paid,
until such point that all chargeback periods allowed by law have passed.
• If an
Advisor resigns from his/her BIOMAURA Independent Consulting business, no
further BONUSES will be paid to the Advisor from the date the resignation is
submitted to the Company, therefore, if the Advisor resigns before the weekly
or monthly BONUSES are finalized, the Advisor will forfeit those unpaid BONUSES.
Business Transfer Upon Death
To effect the transfer of an Independent BIOMAURA Advisor business
upon the death of an Advisor, the successor to the BIOMAURA Advisor business
must provide the following to the Company:
• A copy of
the deceased Advisor’s death certificate
• A
certified copy of the will or other testamentary instrument establishing the
successors right to the business
• If the
successor to the BIOMAURA Independent Advisor business is not an existing
Advisor, the individual must submit a signed BIOMAURA Independent Advisor
Agreement to the Company. If the individual is an existing BIOMAURA Independent
Advisor, the transferred business will be operated as a second business by the
successor Advisor and remain in its current position in the lineage
• If the
business is an entity (corporation, partnership, limited liability company,
trust, etc.), the successor to the BIOMAURA Independent Advisor business is
also required to complete, sign and submit an amended Business Entity Addendum.
A hard copy of the amended Business Entity Addendum signed by all owners of the
Business Entity must also be submitted along with the electronic form
All testamentary documentation must be provided to the BIOMAURA
Compliance Department (support@BIOMAURA.com).
BIOMAURA, INC.
TERMS
OF USE
(“Agreement”)
ACCEPTANCE
OF TERMS THROUGH USE
By using this site (“Site”) or by
clicking “I agree” to this Agreement, you (“User”) signify your agreement to
these terms and conditions. If you do not agree to this Agreement, please do
not use this Site and do not click “I agree”. Please check this Agreement
periodically for changes as the owner of this Site (“Company”) reserves the
right to revise this Agreement. In the event of a change to this Agreement,
your continued use of this Site following the posting of any changes
constitutes acceptance of such changes. The Company reserves the right to
terminate a User’s use of this Site at any time without notice and may do so
for any breach of this Agreement.
YOU
MUST BE 18 OR OLDER TO AGREE TO THIS AGREEMENT AND USE THIS SITE
This Agreement must be completed,
understood, and agreed to by a person over 18. If a parent or guardian wishes
to permit a person under 18 to access this Site, he or she should email the
Company with his or her explicit permission and acceptance of full legal
responsibility. If you are not yet 18 or are accessing this Site from any
country where this material is prohibited, please exit now as you do not have
proper authorization.
LICENSE
TO USE THIS SITE
Upon your agreement, Company
hereby grants you a non-exclusive, non-transferable limited license to use this
Site in strict accordance with the terms and conditions in this Agreement. You
agree not to make any false or fraudulent statements as you use this Site. You
acknowledge and agree that all content and services available on this Site are
property of the Company and are protected by copyrights, trademarks, service
marks, patents, trade secrets, and other proprietary rights and laws, in the
U.S. and internationally. All rights not expressly granted herein are fully
reserved by the Company, its advertisers, and licensors. You agree to pay for
any and all purchases and services using your name and credit card through this
Site, not to challenge any such charges and to pay for all collections and/or
attorneys' fees resulting from any non-payment.
LICENSE
RESTRICTIONS
Use
Except as may be explicitly permitted, you agree not to save, download, cut and
paste, sell, license, rent, lease, modify, distribute, copy, reproduce,
transmit, publicly display, publicly perform, publish, adapt, edit, or create
derivative works from materials from this Site. Systematic retrieval of data or
other content from this Site to create or compile, directly or indirectly, a
collection, database, or directory without written permission from the Company
is prohibited. In addition, use of the content or materials for any purpose not
expressly permitted in this Agreement is prohibited.
Security
You agree that if you are issued a Username and Password by the Company, you
shall use your best efforts to prevent access to this Site through your
Username and Password by anyone other than yourself, including but not limited
to, keeping such information strictly confidential, notifying the Company
immediately if you discover loss or access to such information by an
unauthorized party, and by using a secure Username and Password not easily
guessed by a third party.
You agree that you shall not try to reverse assemble, reverse compile,
decompile, disassemble, translate, or otherwise alter any executable code,
contents, or materials on or received via this Site. You understand that such
actions are likely to subject you to serious civil and criminal legal penalties
and that the Company shall pursue such penalties to the full extent of the law
to protect its rights and the rights of its other licensors.
Export
You agree that you shall comply with all applicable export and import control
laws and regulations in your use of this Site, or materials or services
received through this Site, and, in particular, you shall not export or
re-export anything on or received through this Site in violation of local or
foreign export laws and/or without all required U.S. and foreign government
licenses.
Government Use
If you are a branch or agency of the U.S. Government, the following provision
applies. This Site, code, contents, services, and accompanying documentation
are comprised of “commercial computer software” and “commercial computer
software documentation” as such terms are used in 48 C.F.R. 12.212 (SEPT 1995)
and are provided to the Government (i) for acquisitions by or on behalf of
civilian agencies, consistent with the policy set forth in 48 C.F.R. 12.212; or
(ii) for acquisitions by or on behalf of units of the Department of Defense,
consistent with the policies set forth in 48 C.F.R. 227.7202-1 (JUN 1995) and
227.7202-3 (JUN 1995). Unpublished rights reserved under the copyright laws of
the United States.
BIOMAURA, INC
Privacy
Policy
OUR
COMMITMENT TO PRIVACY
Our Privacy Policy has been
developed as an extension of our commitment to combine quality products and
services with integrity in dealing with users. The Policy is designed to assist
you in the understanding of how we collect, use and protect the personal
information provided to us.
THE
INFORMATION WE COLLECT
When you visit our site (“Site”),
we collect two types of information:
Note: Passive Information is
collected on an aggregate and anonymous basis.
1.
Personally Identifiable Information (PII)
PII is information that identifies
and is reasonably linked to you.
A.
Registration
When you register to become an
authorized reseller of our products or services, we collect PII (such as name,
address, email address, and telephone number). This PII is securely stored and
may be accessed on our website. You are assigned an identification number and
select your own password—both are needed to enter the Site and to access your
Contact Information. Please safeguard your password in a secure location as we
are not responsible for breaches into the system when access is willingly
provided.
B.
Ordering
When you place an order for
products or services, we collect PII (such as name, contact and billing
information, credit card, and other transactional information). We use this
information to deliver your order, process payment, and communicate the status
of your order.
C.
Credit and Debit Card Storage
Credit and debit card information
collected at registration or for product orders is used only to process payment
for the transaction and, generally, is not retained on our Site. However, you
may voluntarily elect to securely store multiple credit cards to be used for
product orders.
D.
Surveys and Promotions
Occasionally, you may voluntarily
provide PII to complete surveys and questionnaires or to participate in user
polls. We use this information to improve our products and services and to
ensure that we’re providing accurate disclosures. We may also use your PII to
provide you newsletters and other marketing information that coincide with your
preferences. You may customize your marketing preferences, or let us know if
you do not wish to receive any promotional materials, by adjusting your
Subscriptions & Email options on the Site.
Active
Information You Choose to Provide
In order to gain use of the Site
(become a “user”), we require you to disclose the following information: Name,
Address, and Phone Number.
We use secure socket layer (SSL) encryption to protect the transmission of the
information you submit to us when you use our secure online forms. The
information you provide to us is stored securely.
2.
Passive Information
We store and collect various types
of passive information on an aggregate and anonymous basis. This information
may include:
Aggregate
Information
This refers to information that
does not, by itself, identify you as an individual. Examples include:
We aggregate this information to
monitor activity levels on our Site, evaluate effectiveness, and improve
content.
We may collect, compile, store,
publish, promote, report, or otherwise disclose or use any Aggregate
Information, provided it does not personally identify you. If we do correlate
Aggregate Information to you, it will be protected like any other PII under
this Privacy Statement.
What
is a Cookie?
Cookies allow web servers to
recognize the computer accessing a site. They simplify interactions and
transactions across the internet.
Our Site uses cookies to collect
information about usage patterns, including:
You may turn off cookies in your
browser if you prefer.
Our servers also automatically
identify your computer by its IP address, which may be used for troubleshooting
or demographic analysis.
HOW
WE USE THE INFORMATION COLLECTED
Persons employed by us, directly
or as contractors/agents, use Active Information to administer core business
functions, such as:
Passive Information is used to
enhance the Site, making it easier, faster, and more user-friendly. Cookies
help us understand usage patterns and may influence advertising based on user
habits.
We reserve the right to use Active
and Passive Information to prevent, detect, and investigate fraud, security
breaches, or illegal activities.
We may also contact you about
changes to our Site, new services, features, or products. If you do not wish to
receive such information, you may opt out by adjusting your email settings.
Your
Information Relating to Hyperlinks
You might access other websites
through our Site via hyperlinks. These sites have their own privacy policies.
Please read them before using those sites.
Receiving
and Sharing of Information from and with Third Parties
We may receive information about
you from third-party sources to update, expand, analyze records, and identify
new customers.
We may share PII as necessary for
fraud prevention, illegal activity detection, and security breaches. Fraud
prevention agencies or law enforcement may access information pursuant to laws,
regulations, or subpoenas.
Third parties performing services
(e.g., ISPs, credit card processors, merchant banks) may have access to your
information to provide these services.
We may disclose anonymous user
habits to advertisers. If we sell or buy company assets, another company may
review these assets, including your information.
HOW
WE SECURE ACTIVE AND PASSIVE INFORMATION
We use reasonable efforts to
prevent unauthorized access or disclosure and to avoid accidental loss of
information. Communications via email or postal mail may not be secure unless
we notify you otherwise. Please avoid sending sensitive information through
unsecured means.
Accessing
and Correcting Your Information
We take reasonable measures to
ensure PII is accurate, current, complete, and reliable. You may edit your
information online.
Protecting
Your Information
We are committed to taking
reasonable steps to protect PII from loss, misuse, and unauthorized access. We
use physical, electronic, and managerial processes to safeguard information.
It is your responsibility to keep
your password safe and to notify us promptly if it is compromised. Regular
password changes are strongly encouraged.
Links
to Other Websites
Links to third-party websites are
provided for your convenience or to offer additional shopping. These websites
are not covered by our Privacy Statement. Please review their policies before
use.
Children’s
Privacy Protection
We do not target or intend to
collect PII from children under 18. If we discover such data, we will delete
it. Learn more at FTC Kids Privacy.
CHANGES
TO THIS POLICY
Updates or changes to this Privacy
Policy will be posted on our Site, with the date of the latest version. Please
check back periodically. By using our Site, you accept the Privacy Statement in
effect at that time.
YOUR USE OF OUR SITE MEANS THAT
YOU ACCEPT THE PRACTICES SET FORTH IN THIS POLICY. YOUR CONTINUED USE INDICATES
YOUR AGREEMENT TO THE CHANGES.
Last Updated: September 30, 2025
Biomaura (“Company,” “we,” “our,” or “us”)
respects your privacy. This Privacy Policy explains how we collect, use, store,
and share your information when you visit our website, place an order, enroll
as an Independent Advisor, subscribe to communications, or otherwise interact
with Biomaura.
By using our website, completing a purchase,
submitting your information, or opting in to communications, you agree to the
terms of this Privacy Policy.
We may collect the following categories of
information:
·
Name
·
Email address
·
Phone number
·
Mailing/billing address
·
Payment information (processed securely by our
payment partners; we do not store full card details)
·
Account login information
·
Enrollment details
·
Social media handles (if provided)
·
Commission and payment details
·
Business credit, rewards, and performance data
·
IP address
·
Device type
·
Browser type
·
Cookies and tracking data
·
Viewed pages and engagement patterns
·
Products purchased
·
Order history
·
Discounts, promotions, and referral activity
We use your information for the following
purposes:
·
To complete transactions
·
To provide order updates
·
To deliver products and services
·
To manage your Biomaura account
·
To administer Advisor/Independent Consultant
programs
·
To track commissions, credits, and referrals
·
To provide account-related notifications
·
To respond to inquiries
·
To resolve issues
·
To provide product information
By providing your email or mobile number and
opting in where required, you agree that Biomaura may send you:
·
Email marketing
·
SMS/MMS marketing
·
Promotional offers
·
Product updates
·
Discount and sale opportunities
·
Loyalty or rewards notifications
·
Advisor program announcements
·
Events, challenges, and training notifications
You may opt out at any time (see Section 7).
With your explicit consent, we may share
contact information with trusted marketing partners
who may send relevant promotional messages or offers.
We never sell your personal
information to data brokers.
·
To detect and prevent fraud
·
To comply with laws and regulations
·
To protect our company, Advisors, and customers
By providing your mobile phone number and
opting in at checkout, through forms, or during Advisor enrollment, you consent
to receive recurring automated SMS or MMS messages, including:
·
Promotional offers
·
Discounts and sales
·
Account updates
·
Advisor program updates
·
Business credit notifications
·
Customer service messages
·
Support and operational alerts
Consent is not a condition of purchase.
Message & data rates may apply.
You may reply STOP at any time to unsubscribe.
We maintain timestamped consent records for
compliance.
By providing your email, you consent to
receive:
·
Marketing emails
·
Advisor communications
·
Transactional emails
·
Order updates
·
Important account notices
You may unsubscribe at any time by clicking
the link in any marketing email.
Transactional and required account emails may
still be sent.
We may share your information with trusted
service providers who help us operate our business, including:
·
Payment processors
·
SMS providers (e.g., Postscript,
Twilio/LeadConnector for GoHighLevel)
·
Email providers (e.g., Klaviyo or others)
·
CRM systems (e.g., GoHighLevel)
·
Affiliate/Referral software
·
Shipping carriers
·
Legal, compliance, or accounting partners
We require all partners to protect your data
and use it only for the services they perform.
We do not sell your information
to data brokers.
We may also share information to comply with
law or protect Biomaura’s rights.
We use cookies and similar technologies to:
·
Improve your shopping experience
·
Remember login states
·
Analyze site performance
·
Personalize content and ads
You may disable cookies in your browser
settings.
Reply STOP to unsubscribe.
Click the unsubscribe link in any email.
You may request to:
·
Update your information
·
Access your data
·
Delete your account (where legally permissible)
Submit requests by contacting us at:
support@biomaura.com
(or whatever email you choose).
We implement reasonable administrative,
technical, and organizational safeguards to protect your data.
However, no online system is 100% secure.
By using our services, you acknowledge and accept these risks.
Biomaura is not intended for individuals under
18.
We do not knowingly collect information from minors.
To the fullest extent permitted by law:
·
Biomaura is not liable
for any indirect, incidental, consequential, or punitive damages arising from
the use of our website, products, services, communications, or Advisor program.
·
Your use of our site and services is at
your own risk.
·
Our total liability shall not exceed the amount
you paid us for your last purchase.
Some states do not allow certain liability
limitations; if so, those limits apply only to the allowed extent.
We may update this Privacy Policy periodically.
Changes take effect when posted on our website.
We encourage you to review this page
regularly.
If you have questions or wish to exercise your
rights, contact us:
Biomaura, Inc.
1121 Military Cutoff #355
Wilmington, NC 28405
Email: GetHelp@biomaura.com