BRAND PARTNER

PILOT – AUSTRALIA/NEW ZEALAND

22.07.22
ISAGENIX BRAND PARTNER AGREEMENT TERMS AND CONDITIONS
(Australia / New Zealand)
Isagenix is a brand that enables health-minded persons and others to register to participate in Isagenix’s Brand Partner Program
(“Program”) in order to provide promotional services for Isagenix (Asia Pacific) Australia Pty. Ltd. (ACN 122 975 357)
(“Isagenix”, “we”, “our”, “us”). The main purpose of this Program is to share Isagenix’s brand messaging and products via social
channels and digital channels. The Program permits you to monetize your website, social media user-generated content, or online
software application (referred to here as your “Site”), by placing links to an Isagenix website on your Site. Any person or entity
that participates or attempts to participate in our brand partner marketing program (“You” or “Brand Partner”) must accept this
Brand Partner Agreement (“Agreement”) without change.
BY APPLYING FOR OR BY PARTICIPATING IN THE BRAND PARTNER PROGRAM, YOU ARE CONFIRMING THAT
YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
 To enter into this Agreement with Isagenix, you must have attained the age of majority in your jurisdiction of residence.
 You must comply with this Agreement to participate in the Brand Partner Program and receive Commissions.
 You must promptly provide us with any information that we request to verify your compliance with this Agreement.
1. General
(a) If we agree to enroll you to our Brand Partner Program, at our sole discretion, we will make available graphic and textual
links and/or widgets (each of these links and widgets sometimes being referred to herein as “Link” or "Links"), which
are subject to the terms and conditions hereof. The Links will serve to identify your Site as a member of the Program and
will establish a Link from your Site to our website. In utilizing the Links, you agree that you will cooperate with us in
full in order to establish and maintain such Links.
(b) When persons click through the Links and purchase an item sold on the Isagenix website, you may receive Commissions
for Qualified Purchases, as further described in (and subject to the limitations in) the Commission Schedule and this
Agreement. In order to facilitate your advertisement of these items or services, we may make available to you data,
images, text, link formats, widgets, links, marketing content, and other linking tools, application program interfaces, and
other information in connection with the Program (“Program Content").
(c) You are not allowed to post any refunds, credits or discounts, or other content concerning Isagenix, unless we have given
you prior written permission in each instance. Brand Partners may only use coupons and discounts that are provided
exclusively through the Program using banners and links provided by us. Any violations shall constitute a material breach
of this Agreement.
2. Order Processing
(a) We will process orders placed by Referred Users who followed the Links from your Site to the Isagenix website. We
reserve the right, at our sole discretion, to reject orders that we consider (on reasonable grounds) do not comply with all
requirements under this Agreement and our Terms of Use or other reasonable requirements that we may establish. All
aspects of order processing and fulfillment, including Isagenix service, cancellation, processing, refunds and payment
processing will be our responsibility. Isagenix return policies will apply. We will track the Qualified Purchases generated
by your Site and will make this information available to you through our Brand Partner Portal. To permit accurate
tracking, reporting, and Commission accrual, you must ensure that the Links between your Site and our website are
properly formatted. Isagenix will not be responsible for improperly formatted links regardless of whether you have made
amendments to the code or not. In addition, we may be unable to track or provide credit for sales from customers that are
referred to us with browsers that do not have their cookies setting enabled.
(b) Customers who buy products through this Program will be deemed to be customers of Isagenix. Accordingly, all Isagenix
rules, policies, Terms of Use, and operating procedures concerning customer orders, customer service, and product sales
will apply to those customers with respect to their transactions at Isagenix. We may change our rules, policies, Terms of
Use, pricing, product availability and operating procedures at any time consistent with applicable laws. You may only
include price information in your product descriptions if such information is provided directly to you by Isagenix,
provided that any price information must be accompanied with a clearly visible statement accompanying the Isagenix
link on your Site indicating to the user that the price listed on Isagenix will govern in the event of any price difference
between your Site and Isagenix. Product prices and availability may vary from time to time. We cannot guarantee the
availability of any particular product nor the price of any particular product on a Brand Partner Site.
3. Commissions
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(a) Under the Program, you will earn Commissions for Qualified Purchases by Referred Users that you refer to Isagenix in
accordance with the terms of this Agreement and the Commission Schedule. Each Referred User and each Qualified
Purchase must meet the following criteria (the “Criteria”):
i. Each Brand Partner must register by completing and submitting an application.
ii. Each Referred User must make a Qualified Purchase, and provide a valid payment for the purchased Isagenix
products.
iii. Each Referred User must remain in compliance with our Terms of Use, and all applicable policies (such as the
Acceptable Use Policy) and guidelines of Isagenix that are applicable at the time the Commissions are
processed.
iv. Commission Fees may not be paid for the Qualified Purchase if the Referred User received a refund or credit
from the Brand Partner.
(b) Isagenix may withhold initial Commissions for Brand Partners who are new to the Brand Partner Program for a reasonable
period in order to determine the legitimacy and cancellation rates of Referred Users.
(c) Isagenix may suspend payment of Commissions at any time and indefinitely, if it has reasonable grounds to suspect fraud
or Fraudulent Traffic, improper activity or a potential breach of any of the terms in this Agreement by the Brand Partner
or a Referred User. Isagenix may deduct from Brand Partner’s current and future Commission Fees any and all
Commission Fees corresponding to any fraudulent, improper, questionable, or canceled purchases.
(d) Isagenix, in its sole discretion may, (where acting reasonably) among other available remedies, withhold indefinitely any
Commission Fee while conducting an investigation, and/or reverse, deny or reject any Commission, and/or deny or reject
any Brand Partner account, and/or terminate this Agreement immediately, for:
i. All commissions generated for accounts that may be subject to Fraudulent Traffic.
ii. Any orders deemed to be fraudulent or for which we see a pattern of potentially fraudulent activity, including,
without limitation, where there are multiple accounts (whether Isagenix accounts or Brand Partner accounts)
which are being operated by the same User or person, or referral of accounts which do not comply with this
Agreement.
iii. Brand Partners whom we believe on reasonable grounds may be artificially submitting Referred Users or
charging double commissions, using false advertising, using marketing practices that we deem to be unethical
or likely to attract fraudulent signups.
iv. Any direct referral or traffic to Isagenix websites from search engines, and/or the use of “Isagenix” as a keyword for paid ads in search engines, including, without limitations, Facebook, Google, Bing, Yahoo, etc.
v. Any use of misleading sites, or accounts in social media.
Commission Schedule
(e) We will pay Commissions on products that are actually purchased by a customer within 24 hours after the customer has
initially entered our Site (“Commission Time”) as long as the customer has cookies enabled and we are able to track such
customer and the customer reenters our Site directly during that time (and not through another Brand Partner link). We
will not pay Commissions on any products that are purchased on our Site when a customer has re-entered our Site (other
than through a qualifying Link from your Site) after the Commission Time or where the customer’s system does not
allow us to track them, even if the customer previously followed a link from your Site to our Site. If cookies are disabled
on the customer’s computer, Commissions will not be paid because cookies are required to authenticate the customer and
identify whether the Brand Partner is eligible for Commission. Commissions will not be earned on products where a
customer’s purchase of the product derived from search results driven from free or natural search; this includes results
containing qualifying Links displayed in a search engine’s free/non-paid, natural, or organic search results in response to
a search query which sends customers directly to Isagenix without the customer first being sent to a Brand Partner Site
and the customer clicking on a link to arrive at Isagenix. Customer Service invoice adjustments and reorders are not
eligible to earn Commissions. Products that are entitled to earn Commissions under the rules set forth above are
hereinafter referred to as “Qualifying Products.”
(f) You will earn Commissions based on the Sale price of Qualifying Products, according to Commission Schedules to be
established by us. “Sale price” means the price listed on our Site and excludes costs for shipping, handling, rebates,
refunds, returns, chargebacks, cancellations and taxes. The current Commission Schedule is available to you through the
Brand Partner Portal available to all members of the Program (“Brand Partner Portal”).
(g) For various reasons, certain items may not be listed in the Commission database at the time purchases are made through
your Site. In addition, we may exclude items from our Commission database. We may, at our sole discretion, change,
modify, add to or remove portions of the Commission Schedule and, where we make material changes to the Commission
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Schedule, we will provide you with reasonable notice before the changes take effect. If you have any questions concerning
whether a certain item is eligible for a commission, please contact BrandPartners@Isagenixcorp.com.
Commission Payment
(h) Isagenix Commission Weeks and Commission Months are used to calculate Commissions for Qualified Purchases. A
Commission Week begins on Monday 12:00:00 am ET and ends the following Sunday at 11:59:59 pm ET. Commission
Months, beginning with January, comprise four weeks, four weeks, and five weeks. This pattern repeats every three
months for a calendar year. Commissions earned during a Commission Week are paid on Mondays, one week in arrears.
(i) If a customer returns a product that generated a commission, Isagenix may deduct the corresponding Commission from
your next payment; if there is no subsequent payment, Isagenix has the right to reimbursement from you and you agree
to reimburse Isagenix within 30 days after such request. All determinations of qualifying Links and whether a
Commission is payable will be made by Isagenix and will be final and binding.
(j) Commissions will accrue and only become payable once (i) you provide all information needed for payment, including
all required bank account information; and (ii) Commissions accrue to a minimum of $10.00. (No commissions will be
paid for less than $10.00 USD.) Isagenix electronically deposits Commissions directly into the bank account you
specify. A $1.00 USD fee is charged for each deposit and will be deducted from the commission payment. You
hereby authorize such electronic deposits and fees. If you provide incorrect bank account information and
payment is rejected, we will contact you in an attempt to obtain correct information. No additional attempts to
deposit funds will be made until account information is corrected. If your bank rejects an electronic transfer or
otherwise fails to honor a transaction, you may be charged associated service and return fees. Isagenix may charge
an account administration fee against any outstanding balances, to the extent permitted by applicable law. Contact
your bank if you are unsure of your bank’s policy or whether any bank restrictions or fees may apply. Available payout
methods may vary by country.
(k) Commission Fees shall be paid based on the current information in your Brand Partner profile. You are responsible for
informing Isagenix of any changes to your bank account, name, email address, contact information, Australian Business
Number, or other personal information that will impact Isagenix’s ability to issue a valid Commission payment.
Commission Disputes
(l) Brand Partners will have access to data and activity and you specifically agree to file any tracking or commission disputes
as well as any other disputes and discrepancies within 30 days after the end of the week in which the sale or event that is
disputed occurred. Disputes filed after more than said 30 days will not be accepted by Isagenix and Brand Partner forfeits
forever any rights to a potential claim.
4. Taxes
It is your responsibility to provide Isagenix with accurate tax and payment information that is necessary to issue a Commission to
you. We may deduct or withhold any taxes or other legally required withholdings that we may be legally obligated to deduct or
withhold from any amounts payable to you. From time to time, we may request tax information from you. If we request tax
information from you and you do not provide it to us, we reserve the right (in addition to any other rights or remedies available to
us) to hold your Commissions until you provide this information. You are responsible for the payment of all applicable taxes related
to the Commissions you receive.
5. Obligations Regarding Your Site
(a) If you decide to create/build your own Sites, you will be solely responsible for the development, operation, and
maintenance of any such Site and for all materials that appear on your Site. Such responsibilities include, but are not
limited to, the technical operation of your Site and all related equipment; content, descriptions, and references on your
Site and linking to our website; the accuracy and propriety of materials posted on your Site; ensuring that materials posted
on your Site do not violate or infringe upon the rights of any third party and are not libelous or otherwise illegal.
(b) You further agree that you will not use your Site to engage in or promote any Prohibited Activity and will comply with
all state, and federal laws, rules and regulation applicable to the operation of your Site.
(c) When promoting Isagenix through your Site, your message must prominently and explicitly disclose that you have a
commercial relationship/material connection with Isagenix and will receive payment for promoting Isagenix through
your Site. Merely mentioning Isagenix on your Site is not sufficient disclosure. Your disclosure should use plain language
and be obvious and visible across all devices and platforms through which your promotion can be accessed. You must
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comply with applicable laws and regulations and may not make any false, misleading, or deceptive representations
concerning Isagenix products or services. Claims and statements you make about Isagenix products and services must be
consistent with approved claims as may be found on product labels or other Isagenix approved materials. You may not
make any statement that Isagenix products treat, cure or prevent any disease. You may not make broad claims about the
performance of Isagenix products where testing or proof may not exist to back up such claims. You must limit any
reviews of Isagenix products to comments on your personal experiences with the product (subject to the restrictions
below which apply specifically to Isagenix products which are therapeutic goods). You may not recommend or suggest
that any person discontinue the services or recommendations of or medications prescribed by any healthcare professional.
(d) When promoting Isagenix through your Site, you must not make any statement or claim that Isagenix’s products and
services are (i) therapeutic goods or have a therapeutic use; (ii) treat, cure or prevent any disease, ailment, defect or
injury; (iii) influence, inhibit or modify a physiological process in persons; or (iv) can be used in or in connection with
testing the susceptibility of persons to a disease or ailment.
(e) You must not provide any personal testimonial in respect of any Isagenix product which has been entered in the Australian
Register of Therapeutic Goods (“ARTG”). If a testimonial is provided by an immediate family member, the testimonial
must disclose that they are your immediate family member.
(f) You must not endorse any Isagenix product which has been entered on the ARTG if you:
a. are a current or former health professional, health practitioner or medical researcher; or
b. represent yourself as being qualified or trained to diagnose, treat or prevent disease, ailment, defects or injuries.
(g) In all public postings and advertising materials, you will comply with the Australian Consumer Law, advertising
requirements under the Therapeutic Goods Act 1989, the Therapeutic Goods Advertising Code 2021, Australian
Association of National Advertisers (AANA) Code of Ethics, the Australian Influencer Marketing Council Code of
Practice, and the Fair Trading Act 1987 (NSW) and all applicable laws, codes, and standards of New Zealand, including
the Fair Trading Act 1986 and the Advertising Standards Authority Codes of Conduct. You must clearly and prominently
state the following on your Site or any other location where Isagenix may authorize your display or other use of Program
Content: “As an Isagenix Brand Partner, I earn commission from qualifying purchases” or other suitable disclosure
consistent with applicable laws, codes, and standards.
(h) You may not include any material that portrays Isagenix, including its products and services, in a negative light. You
may not make any statement or commit any act which may denigrate or harm the reputation of Isagenix or its products
or services. You may not post any content that is considered offensive, obscene, prohibited by Isagenix, or infringes on
any person’s Intellectual Property Rights.
(i) You may not make any use of any Isagenix Marks for purposes other than promoting Isagenix. You may not use the
Isagenix Marks in any manner that is disparaging or that otherwise portrays Isagenix, or any Isagenix employee or
representative in a negative light.
(j) Unauthorized, false, deceptive, or misleading statements regarding Isagenix or its products or services or otherwise
considered inappropriate by Isagenix, constitute a violation of your obligations.
(k) We have the right in our discretion to monitor your Site at any time to determine if you are in compliance with the terms
of this Agreement, and you agree to provide us with unrestricted access to your Site for such purpose.
(l) You agree to remove immediately, and in any event not later than 24 hours after request, all material deemed inappropriate
by Isagenix, at its sole discretion, or that contravenes your obligations.
(m) We disclaim all liability and responsibility for such matters and you shall indemnify us for any and all claims, losses,
suits, demands liabilities, costs or expenses howsoever arising due to any misappropriation, infringement of a third party’s
Intellectual Property Rights, or of any of your obligations and warranties set forth in this Agreement.
6. Isagenix Responsibilities
We will be responsible for providing all information necessary to allow you to make appropriate Links from your Site to our site.
Isagenix will be solely responsible for order processing, including payment processing, cancellations, refunds and related Isagenix
service. Isagenix will track the volume and amount of Qualified Purchases generated by your Site, and will provide information
regarding Qualified Purchases.
7. E-mails
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You shall not create, publish, transmit or distribute, under any circumstances, any bulk electronic mail messages (also known as
"SPAM"). Failure by you to abide by Australia’s Spam Act or New Zealand’s Unsolicited Electronic Messages Act, as may be
amended, in any manner, will be deemed a material breach of this Agreement by you and, in addition to any obligations to indemnify
Isagenix, foreclose any and all rights you may have to any Commissions. In addition, if your account has excessive clicks in a very
short period of time as determined by Isagenix in its sole discretion (where acting reasonably), the Brand Partner relationship may
be terminated.
8. Intellectual Property and Licenses
(a) Subject to the limitations otherwise in this Agreement, we grant you a non-exclusive, non-transferable, revocable, limited
license to (i) access the Isagenix website through the Links solely in accordance with the terms of this Agreement; and
(ii) solely in connection with such Links, to use the Isagenix Marks, for the sole purpose of promoting Isagenix, and as
approved by us. You may not alter, modify, or change the Isagenix Marks in any way. You may not sublicense, assign
or transfer any such licenses, and any attempt at such sublicense, assignment or transfer is void.
(b) We reserve all our rights in the Isagenix Marks and our other Intellectual Property Rights. We may revoke your license
at any time for any reason at our sole discretion, by giving you written notice. If not revoked, the license shall terminate
upon expiration or termination of this Agreement.
(c) You grant to us a non-exclusive, royalty free, worldwide license to utilize your names, titles, and logos, as the same may
be amended from time to, to advertise, market, promote, and publicize in any manner our rights hereunder; provided,
however, that we shall not be required to so advertise, market, promote, or publicize the Brand Partner Trademarks. This
license shall terminate upon the expiration or termination of this Agreement.
(d) You grant to Isagenix and its agents and employees the irrevocable and unrestricted right to reproduce photographs and/or
video images taken of you, or members of your family, for the purpose of publication, promotion, illustration, advertising,
or trade, in any manner or in any medium without any additional compensation to you. This includes all user-generated
content provided to Isagenix. Furthermore, you grant permission to use any statements you give, with or without your
name, for the purpose of advertising and publicity without restriction or additional compensation. Isagenix shall be
entitled to publish information without any additional compensation to you. Your social media content, comments, ideas,
and feedback to Isagenix shall become the property of Isagenix and Isagenix may use such wi