Terms and Conditions

Oligie Terms and Conditions

OLIGIE, LLC

MEMBERS & PREFERRED CUSTOMER APPLICATION TERMS AND CONDITIONS

References contained in these Member/Preferred Customer Application Terms and Conditions (these “Terms and Conditions”) to the “Company” or “Oligie,” refer to P&F, LLC, a Utah limited liability company.

References contained herein to “you,” “your,” “me,” “my” or “I” refer to you as Member (“Member/PC”) or Preferred Customer (“PC”) of the Company.

1. I am at least 18 years of age, legally competent to enter into a written contract in the jurisdiction in which I reside, and I agree to abide by the terms and conditions of the following legally binding documents, policies, procedures and compensation plan of Oligie: (i) these Terms and Conditions, (ii) the Oligie Policies and Procedures, and (iii) the Oligie Compensation Plan [collectively (i) through (iii) the “Contract”].

2. Upon acceptance by the Company of my signed (whether by E-signature, facsimile, PDF or original) Contract, I will become a Member/PC of the Company, and I will, at that time, have the right to purchase the Company’s products directly from the Company according to the Company’s Policies and Procedures. This Contract will be deemed accepted by the Company when it is date stamped upon actual receipt of the signed Contract by an officially authorized employee of the Company. The Company, in its sole discretion, may reject this Contract, without disclosing any reason therefore. If this Contract is not accepted or approved, I hereby release the Company and its officers, directors, employees, agents, advisors, affiliates and independent contractors from any and all liability incurred by me or by any other person or entity. I waive any associated claim(s) against the foregoing persons and entities that might be asserted by or for me.

3. I understand that no purchases are necessary to become an Oligie Member/PC other than the purchase of a non-refundable starter-kit fee that allows me to purchase product at wholesale prices and to participate in the Compensation Plan. An annual, non-refundable renewal fee is required upon my anniversary date with Oligie to maintain my Member/PC status. I am responsible for renewing my Member/PC Business each year.

4. If I wish to terminate this Contract, I will deliver written notification of my intent to terminate to the Company by email to hello@oligie.com or at the Company’s official address. My voluntary termination will be effective as of the date such notice is received by the Company. I understand that I may resign at any time for any reason.

5. As a Member/PC, I am an independent contractor and am NOT an employee, partner, agent, franchisee or legal representative of Oligie. I agree that I am solely responsible for my compliance with any and all laws or regulations related to my activities and status in any jurisdiction exercising authority over me including, but not limited to, the duty to license my business and to collect and pay sales or use tax on sales and on products I consume. I will obey any and all federal and local laws, statutes and regulations applicable to my business and me.

6. Although Oligie or any of its affiliated entities may assist me in becoming aware of applicable laws, rules and regulations, the sole responsibility to conduct my Oligie business lawfully in any jurisdiction rests with me. Therefore, I release Oligie and any of its affiliated entities and their officers, directors, agents, advisors, affiliates, independent contractors and employees from all liability for any of my actions or omissions. I also waive any claims or causes of action which I (or others acting in my interest) may assert regarding my status or conduct as a Member/PC for Oligie. I agree to indemnify and hold harmless Oligie and any of its affiliated organizations for any claim, action or liability asserted arising out of my actions, omissions or representations in sponsoring or conducting any activities under my business.

7. I understand that only Members/PCs in good standing (as such status is determined by the Company) may act as recruiters, enrollers or Sponsors. I also understand that I am responsible for training and supporting any Member/PC or customer who I recruit, enroll and/or sponsor. I will perform bona fide supervisory, recruitment, training, advertising, sales and marketing functions in connection with the sale of Company products.

8. I understand and agree that compensation from Oligie as established by the Oligie Compensation Plan (hereinafter “Compensation Plan”) is solely related to the sale of products derived from in-person sales, solicitations or orders from ultimate consumers. I understand that Oligie’s 50% commission payout guarantee includes all forms of distributor incentives including, but not limited to, Bonuses, Team Commissions, Leadership Bonus Pools and all other promotions. I am entitled to receive Member/PC benefits and opportunities offered to a Member/PC through the Compensation Plan, provided I maintain an Oligie business that operates in compliance with the Contract. I agree to abide by the Contract as established by Oligie’s Policies and Procedures and as modified from time to time and posted on Oligie’s official website.

9. I agree that I may not alter, repackage, re-label, affix additional labels of information or otherwise change any Company product, nor will I sell any such product under any other name.

10. I understand and agree that I may not convey, assign, sell or otherwise transfer any rights arising under this Contract or my relationship with Oligie without the prior written consent of Oligie. However, Oligie may assign this Contract without my permission.

11. I agree not to use proprietary trade names, trademarks, domain names or other property of Oligie without the prior written consent of Oligie.

12. I agree that any websites used to conduct my Oligie business shall conform to the Company policies and specifications as described in the Oligie Policies and Procedures.

13. I will make no claims of therapeutic or curative properties regarding the Company products or claims involving the Compensation Plan that are NOT contained in official Oligie literature that is distributed by an authorized Oligie source.

14. I agree that I may not create or hold a beneficial interest in an additional Company Member/PC business(es) beyond the indirect benefits that are derived from enrolling, sponsoring and Downline sales volume without the express written consent of Oligie. I understand and agree that compensation benefits of my individual product purchases and sales may be paid to my Enroller(s) and Sponsor(s) and other Company Member/PCs Upline from me under the rules of the Compensation Plan.

15. I agree that Oligie and its affiliated entities have proprietary rights to its independent contractors and to any Lists of Member/PC and Customer names. I will not use any Company Member/PC Lists or other Company contacts to promote the sale or use of any products, programs or services other than those offered through Oligie.

16. For AutoShip orders, I understand that each month until this order is cancelled, the AutoShip product order will be shipped by the Company to my specified shipping address each month on or around the selected AutoShip date. To cancel an AutoShip order I will deliver to the Company written notification of my cancellation by email, fax or mail. In the event I choose to purchase Company products on my credit card or bank debit card, my signature (including my electronic signature) on this Contract hereby constitutes my authorization to process any order I place to those accounts and to use this signed Contract as my “signature on file.” I understand that any cancellation of an order placed by me shall be made within three (3) business days of the placement of a particular order or ten (10) business days for cancellation of an AutoShip order, but all shipping, handling and restocking charges incurred will be paid by me.

17. Other than this Contract, no other promises, representations, guarantees or agreements of any kind shall be valid unless in writing and signed by both me and an authorized officer of the Company. If any provision of this Contract is found to be unenforceable or invalid, the validity of the remaining provisions shall not be affected.

18. I agree that regardless of the form of claim, whether in tort, contract or other, Oligie, its subsidiaries and affiliated companies and their officers, directors, employees and agents shall NOT be liable for any consequential, incidental, special or punitive damages, including lost profits or any other claims against Oligie. No legal action maybe brought by either party to this Contract more than one year after the event giving rise to the cause of action has occurred.

19. I certify the accuracy of all information provided by me in this Contract and agree that the providing of false or misleading information authorizes Oligie, at its election, to declare this Contract void from its inception.

20. Oligie agrees to manufacture quality products available under the terms and conditions of the Contract and pay commissions according to the Compensation Plan.

21. This Contract shall be governed under the laws of the State of Utah. You agree to exclusively resolve any claim or controversy arising out of the Contract or that otherwise concerns the Company solely in the state courts located in Salt Lake County, Utah and the federal court for the district of Utah. Each party having a concern shall first give notice of the offense and allow at least thirty (30) days for the other party to cure. In the event of a dispute, the prevailing party shall be reimbursed its reasonable costs and attorney’s fees.

22. Taxpayer Identification Number. If you are a United States person (including a resident alien), you must provide Oligie with your correct taxpayer identification number (“TIN”), which for individuals is either your Social Security Number (“SSN”) or, if you are a resident alien and you do not have and are not eligible to get an SSN, your Individual Taxpayer Identification Number (“ITIN”). For a Member/PC account that is a partnership, corporation, company or association organized in the United States or under the laws of the United States, you must provide Oligie with your Employer Identification Number (“EIN”). If you fail to provide Oligie with a TIN or the TIN you provide to Oligie is incorrect, at the request of the IRS, Oligie has the right to withhold and pay to the IRS 28 percent of your income over $600, unless you certify to Oligie that you are a corporation exempt from backup withholding or otherwise not subject to backup withholding. By signing this Contract, you certify that the TIN you have provided to Oligie is correct, that you are a United States person (including a resident alien) and, if applicable, you are not subject to backup withholding.