Transcription

TEAM BEACHBODY U.K. COACH POLICIES AND PROCEDURESTABLE OF CONTENTSSECTION 1 – Introduction . 4Policies and Compensation Plan Incorporated into CoachAgreement . 4Purpose of Policies . 4Changes to the Agreement . 4Delays . 5Policies and Provisions Severable . 5Waiver . 5Beachbody Coach Code of Ethics . 5SECTION 2 – Becoming a Coach . 6Coach Benefits . 6SECTION 3 – Operating a Beachbody Business . 6Advertising . 73.2.1 Branded Merchandise . 73.2.2 Media Advertising . 73.2.3 Coach Websites and Other CommunicationsFacilities . 73.2.4 Trademarks, Copyrights, and Domain Names . 83.2.5 Use of Related Third Party Assets . 83.2.6 Media and Media Inquiries. 83.2.7 Unsolicited Email . 83.2.8 Unsolicited Faxes and Telephone Calls or OtherMessaging. 93.2.9 Social Media & Online Conduct . 103.2.9.1.Prerecorded Messages .113.2.10Online Auctions, Marketplaces, Keywords, and ShopSites.113.2.11 Management of Your Beachbody Challenge Group orBOD Group .123.2.12 Fitness Instructors Using Beachbody Workouts .12Use of Beachbody Hosted Sites, Groups or PagesError! Bookmark not defined.3.3.1Posting Guidelines .12Bonus Buying Prohibited .13Business Accounts .143.5.1Business Entities .143.5.2Household Business Exception and Limitation .14Changes to a Beachbody Business .143.6.1Addition of Co-Applicants .143.6.2Change of Sponsor .143.6.3Cancellation and Reapplication .15Unauthorized Claims and Actions .153.7.1Indemnification .153.7.2Product & Testimonial Claims .153.7.3Income Claims .16Commercial/Retail Outlets .16Trade Shows, Expositions, and Other Sales Forums .16Conflicts of Interest .165 May 2022

3.10.13.10.2Nonsolicitation .16Participation in Multiple Network MarketingOpportunities .173.10.3 Participation in Other Business Opportunities .173.10.4 Policy Violations by Members of Coach Household183.10.5 Genealogy Reports .18Cross-Sponsoring .18Compensation Errors .18Governmental Approval or Endorsement .18Independent Contractor Status .19Insurance .19International Marketing .19Inventory Loading .19Adherence to Laws, Bye-laws and Regulations .19No More than One Beachbody Business per Coach.19Actions of Household Members or Affiliated Individuals .20Requests for Records.20Sale, Transfer, or Assignment of a Beachbody Business .20Separation of a Beachbody Business .20Succession .213.24.1 Transfer upon Death of a Coach .213.24.2 Transfer upon Incapacitation of a Coach .213.24.3 Procedures.21SECTION 4 – Responsibilities of Coaches .21Continuing Development . Error! Bookmark not defined.4.2.1Support . Error! Bookmark not defined.4.2.2Training.224.2.3Training on Policies .22Non-disparagement .22Reporting Policy Violations or Fraudulent Activity .22Team Beachbody Lead Programs.224.5.1Customer Lead Program .224.5.2Success Club Lead Program .234.5.3Coach Connection Program .24Data Protection .244.6.1Use of Personal Information for Marketing .244.6.2Individuals’ Data Protection Rights .244.6.3Sensitive Data .244.6.4Data Transfers .244.6.5Data Controller .24SECTION 5 – Sales Requirements .25Product Pricing and Promotion Guidelines .255.2.1Bonus Pools & Incentives .25No Exclusive Territories .26Sales Receipts .26Fundraising Programs .26Charitable Donations .26SECTION 6 – Bonuses and Commissions .26Adjustment to Bonuses and Commissions .266.2.1Adjustments for Returned Products and Services .265 May 2022

6.2.2Other Deductions .26Reports .26SECTION 7 – Product Guarantees, Returns & Inventory Repurchase.27Three-Day Sales Rescission Period .27Return of Products and Sales Aids by Coaches .27Procedures for All Returns .28SECTION 8 – Dispute Resolution and Disciplinary Proceedings .28Liquidated Damages.29Grievances and Complaints .29Good Faith Resolution of Disputes, Binding IndividualArbitration, and Waiver of Class Actions and ClassArbitrations .29SECTION 9 – Payment and Shipping .31Sales Taxes .31Drop Shipment .32SECTION 10 – Inactivity, Reclassification and Cancellation .32Reclassification After Cancellation Due to Inactivity orNonpayment of Business Services Fees .32Involuntary Cancellation . 3210.3.1 Global Cancellation .32Voluntary Cancellation .33Disposition of Coach’s Genealogy Position, Customers, andCoaches Upon Cancellation .33Cooling Off Period .33Exhibit A – Partial List of Beachbody TrademarksError! Bookmark not defined.Exhibit B – Team Beachbody Coach Compensation Plan.355 May 2022

WELCOME TO TEAM BEACHBODY! You have joined a dynamic group of individuals who are dedicated to improving theirhealth and that of their family and friends, while taking steps to improve their personal and financial wellbeing. Along the way we’llhave a great time together and You will grow in ways You’ve probably never imagined. What follows are Team Beachbody’s policiesand procedures, which is frequently referred to as the “P&P.” They are the rules of the road for Your Beachbody Coach business. Byabiding by the letter and spirit of the rules, Your business will stay on the right track.Before reading this P&P, We want to make sure that You completely understand what it is You are agreeing to. By becoming aBeachbody Coach, You are taking advantage of the opportunity to work with a great brand to sell fantastic products to customers and,depending on Your hard work and how successful You are, earn money doing it. However – the success of Your business depends inlarge part on the effort You put into it. You should take note of the following three points, that were also highlighted to You on theBeachbody Coach Application Form: 1) It is illegal for a promotor or participant in a trading scheme to persuade anyone to make apayment by promising benefits from getting others to join a scheme; 2) Do not be misled by claims that high earnings are easilyachieved as it takes dedication and significant effort; and 3) If You enter into this Agreement, You have fourteen (14) days in which tocancel and get Your money back – see Section 10.6 for more details.Policies and Compensation Plan Incorporated into Coach AgreementYour Beachbody Coach contract includes several documents. In addition to the terms and conditions, terms of use and privacy policythat You agreed to when You enrolled, Your contract with Team Beachbody includes these Policies and Procedures, the TeamBeachbody Compensation Plan, and if You enrolled as a business entity (such as an LLC or corporation), the Business Entity Application& Agreement. We will refer collectively to these documents as the “Agreement.” The most current version of the Agreement, includingthese Policies and Procedures, will be posted on the Team Beachbody website, and within Your Coach Office. When the terms “We”,the “Company”, “Beachbody” or “Our” are used in the Agreement, it means Beachbody UK, Ltd. whose registered address is HarpendenHall, Southdown Road, Harpenden, Hertfordshire, AL5 1TE. When the term “Team Beachbody” is used in the Agreement it meansBeachbody and any or all of its affiliates and subsidiaries from time to time. When the terms “You”, “Your” or “Beachbody Coach” areused, it is referring to You and Our other Independent Beachbody Coaches. When the term “Customer” is used, it means thoseindividuals who have purchased a Beachbody product through Beachbody directly or through Your replicated Beachbody website.Purpose of PoliciesIn addition to other sales channels, Beachbody markets its products through independent contractor sales representatives called “TeamBeachbody Coaches.” To clearly define the relationship that exists between Beachbody Coaches and Beachbody, and to explicitly set astandard for acceptable business conduct, Beachbody has established the Agreement.You are an independent contractor not an employee of Beachbody, so You will not be treated as an employee for tax purposes, benefitsor in any other manner. You are free to work as a Beachbody Coach at the times that suit You and You may stop working as a BeachbodyCoach whenever You want. See further 3.14.Beachbody Coaches are required to read and comply with all of the terms and conditions set forth in the Agreement, as well as all lawsgoverning their Beachbody business and their conduct. Because You may be unfamiliar with many of these standards of practice, it isvery important that You read and abide by the Agreement. Please review the information in this manual carefully. It explains and governsthe relationship between You, as an independent contractor, and Beachbody. If You have any questions regarding any policy or rule, donot hesitate to seek an answer from anyone in Your upline or Our Compliance department. The Compliance department may be reachedvia email at [email protected] to the AgreementBecause applicable local laws, as well as the business environment, periodically change, Beachbody reserves the right to amend theAgreement and its prices from time to time in its sole and absolute discretion, provided that We shall give You at least sixty (60) daysadvance written notice of any changes to Your financial obligations. By entering into the Agreement, a Beachbody Coach agrees toabide by the Agreement and the terms of all amendments or modifications that Beachbody elects to make. Other than changes to Yourfinancial obligations, any changes will be effective upon posting such amendments or updated documents on the Team Beachbodywebsite. Beachbody will provide or make available to all Beachbody Coaches a complete copy of the amended provisions by one ormore of the following methods: (1) posting on Team Beachbody’s official website; (2) electronic mail (email); (3) inclusion inBeachbody periodicals; (4) inclusion in product orders or bonus payments; or (5) special mailings. The continuation of a BeachbodyCoach’s business or a Beachbody Coach’s acceptance of bonuses or commissions constitutes acceptance of any and all amendments.5 May 2022

DelaysTeam Beachbody will not be responsible for delays or failures in performance of its obligations when performance is made commerciallyimpracticable due to circumstances beyond its reasonable control. This includes, without limitation, strikes, labour difficulties, riot, war,terrorism, acts of God, acts of nature, acts beyond the reasonable control of Team Beachbody, fire, death, curtailment of a party’s sourceof supply, or government decrees or orders.Policies and Provisions SeverableIf any provision of the Agreement, in its current form or as it may be amended, is found to be invalid, or unenforceable for any reason,only the invalid portion(s) of the provision will be severed and the remaining terms and provisions shall remain in full force and effectand shall be construed as if the invalid, or unenforceable provision, never comprised a part of the Agreement.WaiverBeachbody never gives up its right to insist on compliance with the Agreement and with the applicable laws governing the conduct ofYour business. No failure of Beachbody to exercise any right or power under the Agreement or to insist upon strict compliance by aBeachbody Coach with any obligation or provision of the Agreement, and no custom or practice of the parties at variance with the termsof the Agreement, will constitute a waiver of Beachbody’s right to demand exact compliance with the Agreement. Waiver by Beachbodycan be effectuated only in writing by an authorized officer of Beachbody. Beachbody’s waiver of any particular breach by a BeachbodyCoach will not affect or impair Beachbody’s rights with respect to any subsequent breach, nor will it affect in any way the rights orobligations of any other Beachbody Coach. In addition, no delay or omission by Beachbody to exercise any right arising from a breachwill affect or impair Beachbody’s rights as to that or any subsequent breach.The existence of any claim or cause of action of a Beachbody Coach against Team Beachbody will not constitute a defence toBeachbody’s enforcement of any term or provision of the Agreement.Beachbody Coach Code of EthicsBeachbody Coaches have the unique opportunity of representing Beachbody, our vision and Our products and services in the communityat large. For this reason, We expect that Beachbody Coaches will uphold the standards of Team Beachbody and that each BeachbodyCoach will serve as an ambassador of Our mission and Our brands. Accordingly, in addition to all terms of the Agreement, all BeachbodyCoaches must agree to the following Beachbody Coach Code of Ethics: As an Independent Beachbody Coach, I will conduct myself ethically and with integrity, including treating others the wayI would expect to be treated as I operate my organization. I will uphold this Code of Ethics and promote its awarenessamong my fellow Beachbody Coaches.I will uphold the Beachbody core values and Team Beachbody Coach Policies & Procedures and not engage in anydeceptive, unlawful, or unethical recruiting practice or otherwise engage or promote any other conduct which may bedetrimental to or reflect poorly on myself, my fellow Beachbody Coaches or Beachbody. Key prohibited examples wouldinclude bonus buying; improper income, any other form of compensation plan manipulation, performance or medicalclaims; soliciting Beachbody Coaches or otherwise promoting other MLM business opportunities to any BeachbodyCoaches or Customers or selling Beachbody products in prohibited marketplaces.I will learn and understand the Team Beachbody Compensation Plan and Beachbody’s catalogue of products and representthem accurately to my Customers and prospective Beachbody Coaches without misleading or false expectations. Anyclaims, representations or statements I make regarding Beachbody products or the Beachbody Coaching opportunity willinclude important notices and disclaimers as provided by Beachbody.I will accept and fulfill my responsibilities to train my personally sponsored Beachbody Coaches to ensure they do notengage in any deceptive, unlawful, or unethical recruiting practice or otherwise engage or promote any other conductwhich may be detrimental to or reflect poorly on myself, my fellow Beachbody Coaches or Beachbody. I will treatmy Beachbody Coach business like any other business and will fulfill each commitment I make to my Customers, fellowBeachbody Coaches or other associates.I will accept and fulfill my responsibilities to train my personally sponsored Beachbody Coaches. I will treatmy Beachbody Coach business like any other business and will fulfill each commitment I make to my Customers, fellowBeachbody Coaches or other associates.I will promote the Beachbody business opportunity to prospective Beachbody Coaches with honesty and integrity. I willnot misrepresent actual or potential sales or earnings. I will use business tools provided to me such as the Statement ofIndependent Coach Earnings and will remind each potential new Beachbody Coach that each individual’s success is basedupon their individual efforts.I will respect, protect, and treat the personal information of fellow Beachbody Coaches, Customers and any others I receivefrom Beachbody or otherwise through operating my Beachbody business in confidence and respect their privacy rights atall times.5 May 2022

2.1I will offer my Customers the highest level of service, offering assistance with any necessary product exchanges and/orrefunds.I will maintain a basic loyalty and professionalism to the network marketing industry as a whole and will not involvemyself in any unwarranted criticism of Beachbody or any other network marketing companies, including those in directcompetition with Beachbody.I will abide by all laws which govern my business. I understand that as the owner of my Independent Beachbody Coachbusiness, it is my responsibility to comply with these laws and with the Agreement.Requirements for Becoming an Independent Beachbody CoachThere are a few requirements to be an Independent Beachbody Coach in the United Kingdom: You must be at least 18 years old.You must be a resident of and have the right to work in the United Kingdom.You must buy a Coach Business Starter Kit.What Does It Cost?You are not required to buy products to sell in order to be a Beachbody Coach or to earn a commission. However there are someexpenses. You must either buy a Coach Business Starter Kit or Challenge Pack at the time of enrollment, and there is a monthly chargefor Your Coach Office. The costs associated with these expenses are detailed in the Coach Application Form.Coach BenefitsOnce We accept Your Coach Application and Agreement, the benefits of the Team Beachbody Coach Compensation Plan and theAgreement are available to You. These benefits include the right to: Sell and solicit orders for Beachbody products and submit them to Beachbody for fulfillment;Participate in the Team Beachbody Coach Compensation Plan (receive bonuses and commissions, if eligible);Sponsor other individuals as Customers or Beachbody Coaches, build a marketing organization, and progress through theTeam Beachbody Coach Compensation Plan;Participate in Team Beachbody-sponsored support, service, training, motivational and recognition functions; andParticipate in promotional and incentive contests and programs sponsored by Team Beachbody for its Beachbody Coaches.Deceptive, Fraudulent and Illegal ActivitiesYou must never engage in deceptive, fraudulent, or illegal activity in conjunction with Your Beachbody Coach business or make anyfalse or deceptive claims about Beachbody’s products or business opportunity. You must also conduct yourself so that Your activitiesoutside of Your Beachbody Coach business do not affect Your Beachbody Coach business or Beachbody’s reputation. For example, ifYou are convicted of an indictable offence or some other illegal activity that is unrelated to Your Beachbody Coach business, it candamage Beachbody’s reputation and goodwill. Therefore, We reserve the right to terminate Your Agreement if You are convicted of,or plead guilty to, an indictable offence or a crime involving drugs, fraud, theft, physical or sexual violence or abuse, or any other crimeinvolving dishonesty or deception.Beachbody Coaches must promote and offer the Team Beachbody business and products in a manner that is consistent with the methodsin Beachbody’s training materials. Beachbody Coaches may not create, publish or use marketing or training systems that are notapproved by Beachbody in writing, and may not use any contracts or forms that Beachbody does not publish. Beachbody Coaches maynot require or encourage other current or prospective Customers or Beachbody Coaches to execute any agreement or contract other thanthe official Beachbody agreements and contracts in order to become a Beachbody Coach. Beachbody Coaches may not sell or in anymanner profit from (directly or indirectly) or promote any marketing systems or lead generation systems, or sell or promote lead lists toother Beachbody Coaches.Beachbody Coaches may not charge or receive any form of compensation or other benefits (such as income, traded or free services,recoupment of costs, charitable donations, etc.) for tools, consulting for Beachbody Coaches, software or other sales aids, includingrequiring any other Beachbody Coach to use any third party tools as part of their Beachbody Coach business.5 May 2022

Beachbody Coaches may not market any other goods or services to any Beachbody Coaches or Customers through any Beachbody tools,mediums or by using any Beachbody provided contacts or information. However, Beachbody Coaches are permitted to market theirown goods and services (subject to other restrictions set forth in these policies, including the restrictions around another NetworkMarketing Business, sales tools and software) through general social media and other non-Beachbody mediums.Specifically with regard to events, Beachbody Coaches may charge solely to recoup their direct, verifiable out of pocket costs for trainingand Beachbody Coach building events at no more than four (4) live events per year (in addition to any Super Saturdays and Fit Clubs),which may be audited by Team Beachbody at any time. However, charging for any recruiting events, to receive any profit, or forpersonal time spent (rather than direct out of pocket expenses) is always prohibited. If You charge for any training including any trainingevent then You must offer a full refund (less the cost of any subsistence) for 14 days afterwards to any Beachbody Coach who isdissatisfied with the training.Advertising3.2.1Branded MerchandiseYou may only create Beachbody branded items (t-shirts, caps, etc.) for Your own personal use (not sold for profit) and only with theprior written approval of Our Compliance department. Your proposed designs may be submitted by emailing the proposed materials [email protected]. Any proposed branded items must comply with the Agreement and may not include the name, image orlikeness of any Beachbody trainers.3.2.2Media AdvertisingYou may not engage in any television, radio, or video advertising that has not been preapproved in writing by Beachbody. Requests forthe approval of television or radio advertising must be submitted to Our Compliance department at [email protected] Websites and Other Communications FacilitiesYou may want to promote Your Beachbody Coach business through a website. We provide all Beachbody Coaches with TeamBeachbody replicated websites. These replicated websites are template websites from which You can sell Beachbody products andenroll new Beachbody Coaches. If You want to use a website other than a Beachbody provided replicated website, You must first createa beta site and submit it to Beachbody for review and receive Beachbody’s written approval for the site before making it public. Thereare some fundamental rules You must follow: Your site must abide by the Agreement.Your site must accurately use text and the full warnings and disclaimers from Beachbody’s official website.Your site may not advertise the price of or complete the sale for any Beachbody products for less than the advertised retailprice by Beachbody on its official website.Your website may not accept new Beachbody Coach enrollments. The only online forum from which You enroll newBeachbody Coaches or Customers is your Team Beachbody replicated website.Be extremely careful if You use any content on Your website from a third party. If content appears on Your site that isowned by a third party, You can be held responsible for copyright or intellectual property infringement. When TeamBeachbody reviews Your website, We do NOT review the content for copyright or other intellectual property infringementas We have no way of knowing what is owned by a third party. That is solely Your responsibility, therefore You mustalways ensure that You have secured a license for all content that You use or obtain from a third party and have paid anyassociated license fee.For any content You add Yourself, You must ensure that it is accurate and not misleading, and that You have the legalright to use it.Your website must clearly and conspicuously identify that it is the site of an Independent Beachbody Coach.Your independent website must post a privacy notice that complies with applicable data protection and privacy laws,including without limitation, the General Data Protection Regulation (“GDPR”). You are responsible to ensure that Youcomply with those laws and with the commitments you make in Your privacy policy.If Your wesite uses Your own, or third party, cookies or similar tracking technologies, You are responsible for ensuringthat You get proper consent that may be required under applicable data protection and privacy laws for such technologies.If Your website allows Beachbody Coaches, Customers or other third parties to register for email or similar marketing,You are responsible for ensuring that You get any consents and comply with all other requirements that may be requiredunder applicable data protection and privacy laws for such marketing. You must always provide recipients of Yourmarketing with the ability to easily opt-out from receiving additional messages, and inform them on how they can exercisethis opt-out. For people who opt-out of marketing, you must honor their request and not further market to them.Once You receive written notice form Beachbody that Your website is authorized, You may go live with it. However, Wereserve the right to revoke authorization at any time. If We revoke authorization, You must take the website down5 May 2022

immediately. If authorization is revoked, We are not responsible for reimbursing You any costs or expenses You haveincurred in building or maintaining Your website. Therefore, if You create and launch Your own website, that is a riskthat You must take. Furthermore, once Your website is approved, You must receive written approval from Our Compliancedepartment before You make any significant material change to the site.3.2.4Trademarks, Copyrights, and Domain NamesBeachbody Coaches may not use, attempt to register, or register with any trademark office or registry, or with any domain registrar, anyof the following or their translations (in any language), whether alone or in combination with any other word(s), design(s), or symb

where training is provided, such as Super Saturday or Summit. 4.2.2 Training Beachbody Coaches are also encouraged to motivate and train new Beachbody Coaches in Beachbody product knowledge, effective sales techniques, the Team Beachbody Coach Compensation Plan, and compliance with these Policies and Procedures. As Coaches