Organo Gold Europe BV - Coffee Freedom System · 20141127 Independent Distributor and Organo Gold Europe BV (‘The Company’) hereby agree to the following terms and conditions.

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It is illegal for a promoter or a participant in a trading scheme to persuade anyone to make a payment by promising benefits from getting others to join a scheme. Do not be misled by claims that high earnings are easily achieved. If you sign this contract, you have 15 days in which to cancel and get your money back.

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EXP YYEXP MO- Business Kit: £48 (including VAT)

- Shipping: £12.48 (including VAT)

- TOTAL: £60.48 (including VAT)

OG Business Kit*(Includes membership, product samples, 1 year back office and replicating website).

£40.00*Required Purchase to be a OG Distributor.

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United Kingdom law governing network marketing companies does not allow an investment of more than £200 in the first seven days after joining a Direct Selling company. This maximum amount of this investment includes VAT, shipping and any other charges. Any further purchase or cost is only possible after the 7 days initial period.

* Email Address* Phone Fax Number * Date of Birth (mm/dd/yyyy)* Mobile

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.organogold.com* Login/Website address:

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* First Name * Last Name MI

* Sponsor’s First Name* Sponsor’s OG ID# * Sponsor’s Last Name

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* Address: Number, Street, & Apartment/Suite No. * Address: Number, Street, & Apartment/Suite No.LEAVE BLANK IF THE SAME AS BILLING ADDRESS

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* First Name * Last Name* MI

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BECOME AN ORGANO GOLD DISTRIBUTOR

Distributor Agreement (Please Read and Sign)

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FOR DISPLAY ON YOUR REPLICATING WEBSITE

IDA-UK-e(a4)

INDEPENDENT DISTRIBUTOR APPLICATION UNITED KINGDOM

Organo Gold Europe BVDr. Willem Dreesweg 2 Suite 88A, 1185 VB Amstelveen, Netherlands

Rush us your completed application form by fax to: (USA Number) (214) 580-5567.

Director of Administration and Distributor Services

PLEASE FAX THIS APPLICATION AND AGREEMENT TO:(214) 580-5567(USA Number)

PLEASE EMAIL, MAIL OR FAX THIS APPLICATION AND AGREEMENT TO ORGANO GOLD WITHIN 30 DAYS OF COMPLETING IT OTHERWISE YOUR ACCOUNT WILL BE AUTOMATI-CALLY SUSPENDED. IF EMAILED OR FAXED IN, YOU MUST SEND BOTH THE FRONT AND BACK OF THE AGREEMENT. PLEASE FIND THE ADDRESSES ON THE TOP OF THIS FORM.

Organo Gold Europe BV (“the Company”) is the promoter of this trading scheme in the United Kingdom. The Company supplies a range of ganoderma-based beverages, nutritional, and related products. Sales of these products are made by the Company’s independent distributors who participate in the trading scheme as principals.

Shella Chua

20141127

Independent Distributor and Organo Gold Europe BV (‘The Company’) hereby agree to the following terms and conditions.

1. Entire Agreement. The Independent Distributor shall sell and promote the Company’s products strictly in accordance with this Agreement. The Agreement comprises the terms and conditions set out herein (“the Terms and Conditions”) and the terms and conditions of the current versions of the Company’s Policies and Procedures and Compensation Plan each of which separate documents are by this reference hereby expressly incorporated into the Agreement in their present form, and as may be amended by the Company at its sole discretion, together constitute the entire agreement between the Company and the Independent Distributor and supersede any previous agreements, representations or undertakings. Any promises, representations, offers, or other communications not expressly set forth in the Agreement are of no force or effect.

2. Legal Capacity. The Independent Distributor must be and warrants that he/she is of legal age to enter into this Agreement. In promoting and selling the Company’s products to third parties you will act as a principal, selling them solely on your own account.

3. Acceptance and term of the Agreement. The Agreement will have no effect unless and until the Independent Distributor has fully completed it, signed it and returned it to Organo Gold Europe BV. The Company reserves the right to accept or reject any applicant and is under no obligation to offer any reason for rejection. The Agreement shall have a term of one year, beginning on the Date when the Independent Distributor was issued with an identification number and ending one year thereafter. Subject to the consent of the Company, Independent Distributor may renew this Agreement annually for a fee of £25 plus applicable tax.

4. Subject matter. By this Agreement Independent Distributor is authorised to distribute the Company products (coffee, tea and food supplements, or any other products that Company might introduce) and to sponsor other willing individuals into the network of Independent Distributors.

5. Statement of Financial Obligations in the first year. Independent Distributor’s only financial obligation during the first twelve months after making of this Agreement is to pay for the Business Kit and to pay for such products as Independent Distributor shall choose to purchase from the Company.

6. Amendment. The Company may modify the Agreement, and its other literature and product prices at its discretion and the Independent Distributor’s consent is not required to such changes and the Independent Distributor shall be bound by such changes upon notification either specifically to the Independent Distributor or generally through official Company literature, provided that the Company shall give the Independent Distributor at least 60 days advance written notice of any change in the annual financial obligation of the Independent Distributor.

7. Independent Contractor Status. The Independent Distributor is an independent contractor responsible for his/her own business, and is not an employee, partner, agent or joint venture of or with the Company. This Agreement does not constitute the sale of a distributorship, a franchise or a licence. The Independent Distributor may not create or incur any liability and/or obligation of any kind in the name of the Company, and the Company shall not be liable for any debts or liabilities whatsoever or howsoever incurred by the Independent Distributor, whether or not such liabilities are incurred during the term of this Agreement.

8. Taxes. The Independent Distributor is personally liable for any taxes or duties required by law, including income tax, national insurance contributions and the proper collection and payment of VAT on sales and commissions. The Independent Distributor will keep all such proper records as are necessary to ensure the proper assessment and payment of any such taxes or duties.

9. Assignability. Independent Distributor may not assign any rights or delegate any duties under this Agreement without prior written consent of the Company. Any attempt to transfer or assign the Agreement without express written consent of the Company may result in termination of the Independent Distributor account.

10. Commission payments. Any commission payments due to the Independent Distributor from the Company are calculated and paid in accordance with the Compensation Plan. Independent Distributor must be in good standing, and not in violation of the Agreement, to be eligible for bonuses or commissions from the Company. The Independent Distributor acknowledges that commissions are paid only on sales. No commissions or other payments are paid and no benefits are received from sponsoring other distributors or in respect of the continued participation of any other distributors in the trading scheme and no earnings are guaranteed from mere participation in the Compensation Plan. The Independent Distributor confirms that neither the Company, nor any upline sponsor has made any claims of guaranteed profits or representations of anticipated profits that might result from their efforts as an Independent Distributor. The Independent Distributor acknowledges that success as a distributor comes from retail sales, services and development of an independent network.

11. Transfer of Independent Distributor account. The Independent Distributor cannot assign or otherwise, transfer the rights of Independent Distributor hereby granted to any other person, firm or corporate body without the express prior written consent of the Company.

12. Confidential information. The Company’s genealogies (being the information held by the Company relating to its distributors, including without limitation its relationship with each of its distributors, the sponsorship of each distributor, the distributor’s upline and downline, and historical purchasing information for each distributor) is confidential information which is highly sensitive and valuable to the Company’s business and the Independent Distributor shall at all times and without limit in time treat such details as confidential information in the nature of a trade secret and shall not disclose such details to any other person (including any company or person in competition with the Company) and shall take all reasonable steps to protect and maintain the security of the information, and shall use the details solely for the benefit of the business of the Company and for the stated purpose for which they were provided.

13. The Independent Distributor will use only printed materials produced by the Company when representing the Company, training other distributors and/or making representations as to the products. No claims, statements, disclosures, representations or warranties that are not printed in the Company’s printed materials will be made in either selling the products or in the recruitment of prospective distributors. Any additional materials used for promotional purposes may be used only in exceptional circumstances and must be approved by the Company in writing before being used.

14. The Independent Distributor will at all times act in a proper ethical, legal, moral and financially sound manner and will not engage in any activities that would or may bring the Company or its distributors into disrepute. The Independent Distributor must

not use misleading, deceptive or unfair recruiting methods. Violation of such behaviour constitutes grounds for termination of the Agreement and forfeiture by the Company of any future commissions to the Independent Distributor.

15. Independent Distributor authorises the Company to use his/her name, photograph, personal story and/or likeness in advertising or promotional materials in connection to Company’s business and waives all claims for remuneration for such use.

16. Proprietary rights. The Independent Distributor will not use the Company’s trade name and/or trademarks except in any material provided to the Independent Distributor by the Company or as expressly authorised in writing by the Company.

17. The Independent Distributor shall abide by all applicable laws and regulations relating to this Agreement and the promotion and sale of the products and will, at its own expense, obtain any consents or licenses required in connection with the conduct of such business.

18. 70% rule. By placing subsequent orders, Independent Distributor certifies that at least 70% or more of all previously purchased products were sold.

19. The Company shall endeavour during the continuance of this Agreement to supply all goods and services ordered by the Independent Distributor. If the Company fails to supply such goods and services, the Independent Distributor shall be entitled to the immediate return of all sums paid for the same. Goods supplied to an Independent Distributor that are defective may be returned for exchange of the same or similar goods. The Company has the right to substitute goods of an equal value and as near as possible to the original item ordered, if for any reason the identical goods are not available, if those goods are accepted by the Independent Distributor.

20. The Independent Distributor agrees to give any purchaser of the products a copy of their completed order form and a properly completed sales receipt in the form.

21. Termination. Either party may terminate this Agreement by giving to the other not less than 15 days written notice. Notice of termination shall be given to Organo Gold Holdings Europe Ltd, 4th Floor, Voysey House, Barley Mow Passage, Chiswick, London W4 4PN. A) If the Agreement is terminated within 15 days of entering into it, the Independent Distributor will be entitled to a complete refund in respect of goods purchased by the Independent Distributor from the Company provided that those goods remain unsold by the Independent Distributor, are in the same condition as supplied to the Independent Distributor (except that their wrappings may be broken) and are returned to the Company at the address mentioned in this clause within 21 days of cancellation. B) If the Agreement is terminated after the first 15 days, Independent Distributor will have the following rights: a) Independent Distributor will incur no future contractual obligations under the Agreement. b) Independent Distributor will have the rights within 21 days of the termination to return to the Company at the address mentioned in this clause all products purchased within 90 days prior to the termination and to recover the price paid for them less a reasonable handling charge and, in case of goods which have deteriorated because of Independent Distributor’s fault, less an amount to reflect their resulting diminution in value (these deductions will not be made where the Company terminated the Agreement) c) where the Company terminates the Agreement, the Company will refund reasonable carriage costs in returning the products. d) Independent Distributor will have the right to return and claim a partial refund for products which were purchased more than 90 days and up to one year prior to termination of the Agreement and which remain unsold and are in resalable condition. Such buy-back is subject to 70% rule as per clause 18 above.

22. Recovery of commissions. The Company may reclaim commissions and bonuses paid to Independent Distributor in respect of goods returned to the Company. After termination, commissions and bonuses paid to Independent Distributor may be retained even after termination of the Agreement, except that after termination of the Agreement the Company may reclaim payment of any commissions and bonuses paid to Independent Distributor in respect of goods returned under clause 21 above. After termination of the Agreement, no commission or bonus will be reclaimable by the Company more than 120 days after it was paid.

23. Independent Distributor Rights. If Independent Distributor account is cancelled, terminated for any reason, or not renewed, the Independent Distributor loses all his rights as an Independent Distributor of the Company. Independent Distributor will not be eligible to sell Organo Gold products and services, receive commissions, bonuses, or other income resulting from the activities of his/her sales organisation.

24. Data protection. The Independent Distributor agrees that the Company may (i) retain and process all personal information, including sensitive personal data, given by the Independent Distributor to the Company for purposes including marketing, business creation and development, management reporting and commissions payable (the Company may record this information both manually and/or on a computer database and will be the data controller for this information), and (ii) disclose and transfer this personal information to other persons for the purposes of the Company’s business and to other members of the Company’s group which are situated outside the European Economic Area and which may not have the same level of data protection legislation as in the EU. The Company will take all reasonable steps to keep such personal data secure and confidential.

The Independent Distributor agrees to take all reasonable steps to protect personal data which the Independent Distributor obtains as necessary in the course of business as an Independent Distributor of the Company and to destroy all such information upon termination of this Agreement.

25. Severability. If any provision of the Agreement is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and the balance of the Agreement will remain in full force and effect.

26. Governing law. The parties agree that the Agreement is governed and construed by Dutch law. The Courts of Netherlands shall settle any disputes arising in connection with this Agreement.

27. Non-competition. The Independent Distributor agrees that during the term of the Agreement and twelve months (12) after its termination the Independent Distributor shall not compete with the Company or any of its affiliates by soliciting existing customers and Independent Distributors of the Company to any ganoderma-based products, tea or coffee beverage business similar to the Company in a multi-level marketing setting, direct sales or its equivalent.

28 Limitation of liability. Independent Distributor shall hold the Company and its employees, officers, directors harmless for any claims, damages, or liabilities arising from the Independent Distributor’s misrepresentation, negligence or failure to follow the Agreement except for claims, damages, or liabilities caused by circumstances or reasons dependable on the Company. This provision will survive the cancellation of the Agreement.

Organo Gold Terms & Conditions