ZIP DANDY
STATEMENT OF POLICIES AND PROCEDURES
 
 
SECTION 1 – INTRODUCTION
 
1.1   CODE OF ETHICS
1.2   POLICIES INCORPORATED INTO AGENT MEMBER AGREEMENT
1.3   CHANGES TO THE AGENT MEMBER AGREEMENT, POLICIES AND PROCEDURES, OR
         COMPENSATION PLAN
1.4   DELAYS
1.5   POLICIES AND PROVISIONS SEVERABLE
1.6   WAIVER
 
SECTION 2 – BECOMING AN AGENT MEMBER
 
2.1   REQUIREMENTS TO BECOME AN AGENT MEMBER
2.2   NEW AGENT MEMBER REGISTRATION BY INTERNET AND FACSIMILE
2.3   AGENT MEMBER BENEFITS
2.4   TERM AND RENEWAL OF A ZIP DANDY BUSINESS
 
SECTION 3 – INCOME DISCLOSURE POLICY
 
SECTION 4 – ADVERTISING
 
4.1   ADHERENCE TO THE ZIP DANDY COMPENSATION PLAN
4.2   USE OF SALES AID
4.3   INTELLECTUAL PROPERTY
4.4   WEB POLICY
4.5   DOMAIN NAMES AND EMAIL ADDRESSES
4.6   GENERIC BUSINESS ADVERTISEMENTS
4.7   MEDIA AND MEDIA INQUIRIES
4.8   UNSOLICITED EMAIL AND FAX COMMUNICATION
 
SECTION 5 – OPERATING A ZIP DANDY BUSINESS.
 
5.1     BUSINESS ENTITIES
5.2     Indemnification 
   5.2.1   Endorsement of Zip Dandy Services
5.3     CONFLICTS
   5.3.1   Non-solicitations
   5.3.2   Privacy and Confidentiality
   5.3.3   The Data Management Rule
5.4     CROSS SPONSORING
5.5      IDENTIFICATION
5.6      INCOME TAXES
5.7      INDEPENDENT CONTRACTOR STATUS
5.8     ONE ZIP DANDY BUSINESS PER AGENT MEMBER
5.9     SUCCESSION
5.10   SALE, TRANSFER, OR ASSIGNMENT OF A ZIP DANDY BUSINESS
5.11   SEPARATION OF A ZIP DANDY BUSINESS
5.12   SPONSORING
 
SECTION 6 – RESPONSIBILITIES OF AGENT MEMBERS
 
6.1     CHANGE OF ADDRESS, TELEPHONE, EMAIL-ADDRESS
6.2     SPONSORING AGENT MEMBER RESPONSIBILITIES
   6.2.1   Initial and Ongoing Training Responsibilities
6.3     NON-DISPARAGEMENT
6.4     REPORTING POLICY VIOLATIONS
 
SECTION 7 – AUTOMATIC BILLING
 
7.1     BILLING
 
SECTION 8 – BONUSES AND COMMISSIONS
 
8.1     BONUS AND COMMISSION QUALIFICATIONS
8.2     ERRORS OR QUESTIONS
8.3     CANCELLATION
 
SECTION 9 – DISPUTE RESOLUTION AND DISCIPLINARY PROCEEDINGS
 
9.1     MEDIATION
9.2     ARBITRATION
9.3     GOVERNING LAW, JURISDICTION, AND VENUE
 
SECTION 10 – PRIVACY POLICY
 
10.1   CONSUMER PRIVACY
10.2   AGENT / BUSINESS PRIVACY
 
SECTION 11 – ANTI-SPAM POLICY
 
11.1   ZERO TOLERANCE
11.2   WHAT IS SPAM
11.3   CONSUMER CONSENT
11.4   COMPLIANCE
 
 
ZIP DANDY
POLICIES AND PROCEDURES
 
SECTION 1 - INTRODUCTION
 
1.1 - Code of Ethics:
 
Zip Dandy LLC, (hereafter “Zip Dandy” or “the Company”) is a values-based company that prides itself on the quality and character of its Merchants, Shoppers  and  Agent Members (hereinafter “Merchants, Shopper, Agent Member”). The following guidelines help ensure a uniform standard of excellence throughout our organization.
 
This Code of Ethics covers the legal responsibilities of all participants, Shoppers and Agents of the Zip Dandy internet platform.
 
Every Zip Dandy Agent Member is expected to conduct a fair, legal, moral and ethical business, be respectful of every person they meet while doing Zip Dandy related business at all times.
 
That they are not to engage in activities that would bring disrepute to Zip Dandy, any Zip Dandy corporate officers or employees, themselves or other Agent Members.
 
That they are not to make discouraging or disparaging claims toward other Zip Dandy Agent Members, by ensuring that in all Zip Dandy business dealings they will refrain from engaging in negative language or make any type of slanderous statements.
 
Agents are expected to provide support and encouragement to their customers and shoppers to ensure that their experience with Zip Dandy is always positive.
 
The Zip Dandy compensation plan is one of the most generous and comprehensive compensation plans ever presented to any referral based business and does not need exaggeration and embellishments.  Zip Dandy Agents are to correctly represent and not exaggerate any of the bonus/compensation plans available through Zip Dandy and the income potential represented therein.
 
It is prohibited to make any income claims that are not real or not mentioned in the Zip Dandy compensation plan.
 
It is prohibited to use your own income as an indication of others’ potential success, or use compensation checks as marketing materials.
 
It is further understood that agents may only disclose their Zip Dandy income to recruit a potential Agent Member(s) after they have given a copy of the Income Disclosure Statement to the potential Agent Member(s).
 
All participants are to abide by all of Zip Dandy’s Policies & Procedures now and as they may be amended in the future.
 
 
 
 
 
1.2 - Policies Incorporated Into Agent Member Agreement:
 
These Policies and Procedures (“Policies”), in their present form and as amended at the sole discretion of Zip Dandy, are incorporated into, and form an integral part of, the Zip Dandy Agent Member Agreement (hereafter “Agent Member Agreement”). Throughout these Policies, when the term “Agreement” is used, it collectively refers to the Zip Dandy Agent Member Agreement, these Policies, and the Zip Dandy Compensation Plan. These documents are incorporated by reference into the Agent Member Agreement (all in their current form and as amended by Zip Dandy). It is the responsibility of each Agent to read, understand, adhere to, and ensure that he/she is aware of and operating under the most current version of these Policies. When sponsoring a new Agent, it is the responsibility of the sponsoring Agent Member to provide the most current version of the Policies and Procedures prior to his or her execution of the new Agent Member Agreement.
 
1.3 - Changes to the Agent Member Agreement, Policies and Procedures, or Compensation
        Plan:
 
Federal, state, and local laws, as well as the business environment, periodically change therefore Zip Dandy reserves the right to amend the Agreement and the prices in its Zip Dandy Product Price List in its sole and absolute discretion. Notification of amendments shall appear in Official Zip Dandy Materials. Amendments shall be effective upon publication in Official Zip Dandy Materials, including but not limited to, posting on Zip Dandy’s website, e-mail distribution, publishing in the Zip Dandy newsletter, product inserts, or any other commercially reasonable method. The continuation of an Agent Member’s Zip Dandy business or an Agent Member’s acceptance of bonuses or commissions constitutes acceptance of any and all amendments.
 
1.4 - Delays:
 
Zip Dandy shall not be responsible for delays and failures in performance of its obligations when performance is made commercially impracticable due to circumstances beyond its reasonable control. This includes, without limitation, strikes, labor difficulties, riot, war, fire, flood, and death, curtailment of a party’s source of supply, or government decrees or orders.
 
1.5 - Policies and Provisions Severable:
 
If any provision of the Agreement, in its current form or as may be amended, is found to be invalid, or unenforceable for any reason, only the invalid portion(s) of the provision shall be severed and the remaining terms and provisions shall remain in full force and effect and shall be construed as if such invalid or unenforceable provision never comprised a part of the Agreement.
 
1.6 - Waiver:
 
The Company never gives up its right to insist on compliance with the Agreement and with the applicable laws governing the conduct of a business. No failure of Zip Dandy to exercise any right or power under the Agreement or to insist upon strict compliance by an Agent Member with any obligation or provision of the Agreement, and no custom or practice of the parties at variance with the terms of the Agreement, shall constitute a waiver of Zip Dandy’s right to demand exact compliance with the Agreement. Waiver by Zip Dandy can be effectuated only in writing by an authorized officer of the Company. 
 
 
 
 
SECTION 2 - BECOMING AN AGENT MEMBER
 
2.1 - Requirements to Become an Agent Member:
 
To become a Zip Dandy Agent Member, each applicant must:
A. Be on the age of majority in his/her state or residence
B. Reside in the United States of America or other countries, which have been officially opened by Zip Dandy
C. Have a valid Social Security Number (SSN), Federal Tax Identification Number or appropriate Tax Identification Number for your location. 
 
2.2 - New Agent Member Registration by the Internet and Facsimile:
 
A prospective Agent Member may self-enroll on the sponsor’s web site. In such event, instead of a physically signed Agent Member agreement, Zip Dandy will accept the agreement by accepting the “electronic signature” stating the new Agent Member has accepted the terms and conditions of the Agent Member Agreement. Please note that such electronic signature constitutes a legally binding agreement between the Agent Member and Zip Dandy. Faxed agreements must include both the front and back of the Agent Member Agreement.
 
2.3 - Agent Member Benefits:
 
Once an Agent Member Agreement has been accepted by Zip Dandy, the benefits of the Compensation Plan and the Agent Member Agreement are available to the new Agent Member. These benefits include the right to:
 
A. Sell Zip Dandy products and services;
B. Participate in the Zip Dandy Compensation Plan (receive bonuses and commissions, when eligible); 
C. Other future Agent Members and Merchants and realize residual income based on the Zip Dandy compensation plan rules.
D. Receive periodic Zip Dandy literature and other Zip Dandy communications;
E. Participate in Zip Dandy-sponsored support service training, motivational and recognition functions; and 
F. Participate in promotional and incentive contests and programs sponsored by Zip Dandy for its Agent Members.
 
2.4 - Terms and Renewal of a Zip Dandy Business:
 
All Agent Members are required to pay their admin dues as per the compensation plan. If any Agent misses the monthly admin dues he/she will lose any and all rights to his or her organization unless re-activation is done within 60 days following the admin fee due date of the agreement.
 
If the former Agent Member re-activates within the 60-day time limit, the Agent Member will resume the rank and position held immediately prior to the expiration of the Agent Member agreement. The Agent Member is not eligible to receive commissions for the time period that the Agent Member’s business was expired.
 
Any Agent Member whose agreement has expired and lapsed the 60 day grace period is not eligible to re-apply for a new Zip Dandy business for three (3) months following the expiration of the Agent Member agreement.
 
Any Agent Member terminated by Zip Dandy due to breach of company policies and procedures may not re-apply to do business with Zip Dandy for 6 months from their termination date. However, Zip Dandy reserves the right to either decline or accept the new enrollment. Furthermore, a written promissory note from the member must be included with the new application where the member is to promise to uphold the company policies and procedures at all times.
 
 
 
 
SECTION 3 - INCOME DISCLOSURE POLICY
 
In an effort to conduct best business practices, Zip Dandy has developed the Income Disclosure Statement (“IDS”).  The Zip Dandy IDS is designed to convey truthful, timely, and comprehensive information regarding the income that Zip Dandy Agent Members earn. In order to accomplish this objective, a copy of the IDS must be presented to all prospective Agent Members.
  
IDS:
The Zip Dandy Compensation Plan is an exciting opportunity that rewards all participants for selling amazing products and services locally and globally. These participants can also bring other Agents and Merchants to advertise their products in the Zip Dandy’s State of the Art Internet Platform and create a substantial passive income. Although the opportunity is unlimited, individual results will vary depending on commitment levels and sales skills of each participant.
 
Zip Dandy Guarantees NO income claims NOR does it indorse in-any-way or shape any income claims by its participants other than their actual earnings. Based on industry standards and company projections, the average annual gross income for participants is projected to be anywhere between $500 and $2,000. There will certainly be participants who will earn less while others could earn much more
 
We’re excited about the Zip Dandy Compensation Plan and we’re confident it will provide you a solid foundation to help you achieve your financial goals while helping many more participants.
 
If income projections were presented to you prior to your enrolment, such projections are not necessarily representative of the income, if any, that you can or will earn through your participation in the Compensation Plan. These income projections should not be considered as guarantees or projections of your actual earnings or profits.
 
Success with Zip Dandy results only from hard work, dedication, and leadership. Furthermore, should the time come that any regulatory organization to legally inquire about the income statement of any participant’s earnings, Zip Dandy will comply and disclose that information.
A copy of the IDS must be presented to a prospective Agent Member anytime the Compensation Plan is presented or discussed, or any type of income claim or earnings representation is made.
  
“This illustration is only for educational purposes and is not intended to serve as a guarantee of income. While this compensation could be financially rewarding; the Success in this business requires hard work, dedication and good sales skills. The average participant in this business earns between $500 and $2,000 per annum.  Some earn less while some could earn much more”.
 
The terms “income claim” and/or “earnings representation” (collectively “income claim”) include: (1) statements of average earnings, (2) statements of non-average earnings, (3) statements of earnings ranges, (4) income testimonials, (5) lifestyle claims and (6) hypothetical claims. In any meeting that is open to the public in which the Compensation Plan is discussed or any type of income claim is made, you must provide every prospective Agent Member with the information in the IDS.
 
 
 
SECTION 4 - ADVERTISING
 
4.1 - Adherence to the Zip Dandy Compensation Plan:
 
A. Agent Members must adhere to the terms of the Zip Dandy Compensation Plan as set forth in Official Zip Dandy Materials. 
B. Agent Members shall not offer the Zip Dandy opportunity through, or in combination with, any other system, program, or method of marketing other than that specifically stated in Official Zip Dandy Materials.
C. Agent Members shall not require or encourage other current or prospective customers or Agent Members to participate in Zip Dandy in any manner that varies from the program as set forth in Official Zip Dandy Materials. 
D. Agent Members shall not require or encourage other current or prospective customers or Agent Members to execute any agreement or contract other than official Zip Dandy agreements and contracts in order to become a Zip Dandy Agent Member. 
E. Agent Members shall not require or encourage other current or prospective customers or Agent Members to make any purchase from, or payment to, any individual or other entity to participate in the Zip Dandy Compensation Plan other than those purchases or payments identified as recommended or required in Official Zip Dandy Materials.
 
4.2 - Use of Sales Aids:
 
To promote both the services and the opportunity Zip Dandy offers, Agent Members must use the sales aids and support materials produced by Zip Dandy. If Zip Dandy Agent Members develop their own sales aids and promotional materials (which includes Internet advertising), notwithstanding Agent Members’ good intentions, they may unintentionally violate any number of statutes or regulations affecting a Zip Dandy business. These violations, although they may be relatively few in numbers, could jeopardize the Zip Dandy opportunity for all Agent Members. Accordingly, Agent Members must submit all written sales aids, promotional materials, advertisements, websites and other literature to the Company for Company’s approval prior to use. Unless the Agent Member receives specific written approval to use the material the request shall be deemed denied. All Agent Members shall safeguard and promote the good reputation of Zip Dandy and its services. The marketing and promotion of Zip Dandy, the Zip Dandy opportunity, the Compensation Plan, and Zip Dandy services shall be consistent with the public interest, and must avoid all discourteous, deceptive, misleading, unethical or immoral conduct or practices.
 
4.3 - Intellectual Property:
 
Zip Dandy will not allow the use of its trade names, trademarks, designs, or symbols outside of corporate produced and approved sales aids by any person, including Zip Dandy Agent Members, without prior written authorization from Zip Dandy.
 
4.4 - Web Policy:
 
If Agent Members desire to utilize an Internet web page to promote their business, they may do so provided they identify themselves as Independent Agent Members. However, the company encourages members to utilize the Company’s replicated websites where they can choose from among a variety of home page designs that can be personalized with the Agent Member’s message and the Agent Member's contact information. These websites seamlessly link directly to the official Zip Dandy website giving the Agent Member a professional and Company-approved presence on the Internet. 
 
 
 
4.5 - Domain Names and Email Addresses:
 
Agent Members MUST not use or attempt to register or sell any of Zip Dandy’s trade names, trademarks, service names, service marks, product names, or any derivative thereof, for any internet domain name or email address.
 
4.6 - Generic Business Advertisements:
 
If Agents advertise the Zip Dandy opportunity via newspaper or other advertising venues, the following rules apply:
 
A. It must be clear in the ad that the Agent is an independent Agent Member of Zip Dandy.
B. No advertisement may imply that a job, position, salary, or any type of employment is allowed.
C. No advertisement may promote, represent, or imply salaried positions, management positions, hourly wages, full or part-time employment, or guaranteed incomes. The Zip Dandy opportunity is not a job, and may not be presented as such. Terms such as “manager trainee,” “management positions available,” “travel provided,” “call for interview,” “positions available,” “now hiring,” and other misleading statements are not allowed.
D. No specific income can be promised or implied, and any references to compensation must use the word “commissions” to indicate the independent contractor status of Agent Members.
E. Advertisements may not contain references to Zip Dandy or its services and may not use any of Zip Dandy’s trademarks or trade-names.
  
Any requests for variances from the above rules must be submitted to Zip Dandy and approved in writing prior to publication. Please direct any inquiries to compliance@zipdandy.com, or by fax to the attention of the Compliance department at (888)826-3861.
 
4.7 - Media and Media Inquiries:
 
All inquiries by any type of media must be immediately referred to Zip Dandy. This policy is designed to ensure that accurate and consistent information is provided to the public, as well as a proper public image.
 
4.8 - Unsolicited Email and Fax Communication:
 
Zip Dandy does not permit Agent Members to send unsolicited emails unless such emails strictly comply with applicable laws and regulations, including, without limitation, the federal CAN SPAM Act. Any email sent by an Agent Member that promotes Zip Dandy, the Zip Dandy opportunity, or Zip Dandy services, must comply with the following:
 
A. The email must clearly and conspicuously disclose that the message is an advertisement or solicitation from an independent Agent member.
B. There must be a functioning return email address to the sender.
C. There must be a notice in the email that advises the recipient that they may reply to the email, via the functioning return email address, to request that future email solicitations or correspondence not be sent to him or her (a functioning “opt-out” notice).
D. The use of deceptive subject lines and/or false header information is prohibited.
E. All opt-out requests, whether received by email or regular mail, must be honoured.
 
 
 
 
SECTION 5 - OPERATING A ZIP DANDY BUSINESS
 
5.1 - Business Entities:
 
A corporation, partnership or trust (collectively referred to in this section as a “Business Entity”) may apply to be a Zip Dandy Agent Member by submitting a Zip Dandy Agent Member Application and Agreement. A Zip Dandy business may change its status under the same Sponsor from an individual to a partnership, corporation or trust or from one type of entity to another. 
 
5.2 - Indemnification:
 
An Agent Member is fully responsible for all of his or her verbal and/or written statements made regarding Zip Dandy services and the Compensation Plan, which are not expressly contained in Official Zip Dandy Materials. Agent Members agree to indemnify Zip Dandy and hold it harmless from any and all liability including judgments, civil penalties, attorney fees, court costs or loss of business income as a result of the Agent Member’s unauthorized representations or actions. This provision shall survive the cancellation of the Agent Member Agreement.
 
5.2.1 - Endorsements of Zip Dandy Services:
 
No claims as to any services offered by Zip Dandy may be made except those contained in Official Zip Dandy Materials.
 
5.3 - Conflicts:
 
5.3.1 - Non-Solicitations:
 
Zip Dandy Agent Members are free to participate in other multilevel or network marketing business ventures or marketing opportunities (collectively “Network Marketing”). However, during the term of this Agreement and for a period of one (1) calendar year following the cancellation of an Agent Member Agreement, Agent Members may not directly or indirectly recruit other Zip Dandy Agent Members or Customers for any other Network Marketing business. 
 
5.3.2 - Privacy and Confidentiality:
 
All Agent Members are required to abide by the Company’s Privacy Policy regarding Agent Member and customer information.
 
5.3.3 - The Data Management Rule:
 
The Data Management Rule is intended to protect the Line of Sponsorship (LOS) for the benefit of all Agent Members, as well as Zip Dandy. LOS information is information compiled by Zip Dandy that discloses or relates to all or part of the specific arrangement of sponsorship within the Zip Dandy business, including, without limitation, Agent Member lists, sponsorship trees, and all Agent Member information generated there from, in its present and future forms. The Zip Dandy LOS, constitutes a commercially advantageous, unique, and proprietary trade secret (Proprietary Information), which it keeps proprietary and confidential and treats as a trade secret. Zip Dandy is the exclusive owner of all Proprietary Information, which is derived, compiled, configured, and maintained through the expenditure of considerable time, effort, and resources by Zip Dandy and its Agent Members. Through this Rule, Agent Members are granted a personal, non-exclusive, non-transferable and revocable right by Zip Dandy to use Proprietary Information only as necessary to facilitate their business as contemplated under these Policies and Procedures. The Company reserves the right to deny or revoke this right, upon reasonable notice to the Agent Member stating the reason(s) for such denial or revocation, whenever, in the reasonable opinion of Zip Dandy, such is necessary to protect the confidentiality or value of Proprietary Information. All Agent Members shall maintain Proprietary Information in strictest confidence, and shall take all reasonable steps and appropriate measures to safeguard Proprietary Information and maintain the confidentiality thereof.
 
5.4 - Cross Sponsoring Affiliates:
 
Actual or attempted cross-group sponsoring is strictly prohibited. “Cross-group sponsoring” is defined as the enrolment, indirect or otherwise, of an individual or entity that already has a current customer number or Agent Member Agreement on file with Zip Dandy, or who has had such an agreement within the preceding Six (6) calendar months, within a different line of sponsorship. The use of a spouse’s or relative’s name, trade names, DBAs, assumed names, corporations, partnerships, trusts, Federal Tax Identification Numbers or fictitious identification numbers to circumvent this policy is prohibited. This policy shall not prohibit the transfer of a Zip Dandy business in accordance with the “Sale, Transfer or Assignment of Zip Dandy Business” section of these Policies and Procedures.
 
5.5 - Identification:
 
All Agent Members are required to provide their Social Security Number, Federal Employer Identification Number, or their Government Issued ID Number to Zip Dandy at the company’s request. Upon enrolment, the Company will provide a unique Agent Member Identification Number to the Agent Member by which they will be identified. This number will be used to place orders and track commissions and bonuses.
 
5.6 - Income Taxes:
 
Every year, Zip Dandy will provide a tax document appropriate to your country ( such as IRS Form 1099 MISC (Non-employee Compensation) earnings statement to each U.S. resident as required by the Internal Revenue Service). Each Agent Member is responsible for paying local, state and federal taxes on any income generated as an Agent Member. If a Zip Dandy business is tax exempt, the Federal Tax Identification Number must be provided to Zip Dandy. Any Agent Member that does not provide a valid social security number is subject to the federal backup withholding laws and 28% of their commissions and bonus will be withheld and submitted to the IRS.
 
5.7 - Independent Contractor Status:
A. You are an independent contractor. You are not an employee, partner, or in a joint venture with the Company. 
B. You may not represent yourself as anything other than an Independent Agent Member. 
C. You have no authority to bind Zip Dandy to any obligation. 
D. You are responsible for paying your own self-employment taxes, federal income taxes and other taxes required by law. 
E. You must obey any federal, state, and local laws, as well as Company rules and regulations  your independent Zip Dandy Business or the acquisition, receipt, holding, selling, distributing or advertising of Zip Dandy’s services or opportunity.
 
Agent Members may not answer the telephone by saying “Zip Dandy,” “Zip Dandy Incorporated,” or by any other manner that would lead the caller to believe that they have reached Zip Dandy’s corporate offices. An Agent Member may only represent that he/she is a Zip Dandy Agent Member. Therefore, all correspondence and business cards relating to or in connection with an Agent Member’s Zip Dandy business shall contain the Agent Member’s name followed by the term “Agent Member.”
 
Indemnity: You agree to indemnify and hold Zip Dandy, its officers, directors, and employees harmless from any claim, damage, liability, or loss arising out of your activities.
 
5.8 - One Zip Dandy Business per Agent Member:
 
An Agent Member may operate or have an ownership interest, legal or equitable, as a sole proprietorship, partner, shareholder, trustee, or beneficiary, in only one Zip Dandy business. No individual, without the company approval, may have, operate or receive compensation from more than one Zip Dandy business. Individuals of the same family unit may each enter into or have an interest in their own separate Zip Dandy businesses.
 
5.9 - Succession:
 
Upon the death or incapacitation of an Agent Member, their business may be passed to a designated heir(s). Appropriate legal documentation must be submitted to the Company to ensure the transfer is proper. Whenever a Zip Dandy business is transferred by a will or other testamentary process, the beneficiary acquires the right to collect all bonuses and commissions of the deceased Agent Member’s marketing organization provided the following qualifications are met. The successor(s) must:
A. Execute an Agent Member Agreement;
B. Comply with terms and provisions of the Agreement;
C. Provide Zip Dandy with an “address of record” to which all bonus and commission checks will be sent. Bonus and commission checks of a Zip Dandy business transferred pursuant to this section will be paid in a single check jointly to the successor(s).
D. Form a business entity and acquire a federal Taxpayer Identification Number, if the business is bequeathed to joint successors. Zip Dandy will issue all bonus and commission checks and one tax document to the business entity.
 
5.10 - Sale, Transfer, or Assignment of a Zip Dandy Business:
 
Although Zip Dandy business is a privately owned, independently operated business, the sale, transfer or assignment of a Zip Dandy business is subject to certain limitations. If an Agent Member wishes to sell their Zip Dandy business, the following criteria must be met:
 
A. Protection of the existing line of sponsorship must always be maintained so that the Zip Dandy business continues to be operated in that same line of sponsorship;
B. If the buyer is an active Zip Dandy Agent Member, they must first terminate their Zip Dandy business and wait for six calendar months before acquiring any interest in the new Zip Dandy business; however to be fair, the buyer will not be allowed to be place above His/her  previous up-line / enroller.
C. Before the sale, transfer, or assignment can be finalized and approved by Zip Dandy, any debt obligations the selling Agent Member has with Zip Dandy must be satisfied; and
D. The selling Agent Member must be in good standing and not in violation of any of the terms of the Agreement in order to be eligible to sell, transfer, or assign a Zip Dandy business.
E. Prior to selling a Zip Dandy business, the selling Agent Member must notify Zip Dandy’s Compliance department of their intent to sell the Zip Dandy business. No changes in line of sponsorship can result from the sale or transfer of a Zip Dandy business. An Agent Member may not sell, transfer, or assign portions of their business - the position must be sold in its entirety.
 
5.11 - Separation of a Zip Dandy Business:
 
Zip Dandy Agent Members sometimes operate their Zip Dandy businesses as husband-wife partnerships, regular partnerships, corporations, or trusts. At such time as a marriage may end in divorce or a corporation, partnership, or trust (the latter three entities are collectively referred to herein as “entities”) may dissolve, arrangements must be made to assure that any separation or division of the business is accomplished so as not to adversely affect the interests and income of other businesses up or down the line of sponsorship.
 
During the divorce or entity dissolution process, the parties must adopt one of the following methods of operation:
 
A. One of the parties may, with consent of the other(s), operate the Zip Dandy business pursuant to an assignment in writing whereby the relinquishing spouse, shareholders, partners, or trustees authorize Zip Dandy to deal directly and solely with the other spouse or non-relinquishing shareholder, partner, or trustee.
B. The parties may continue to operate the Zip Dandy business jointly on a “business-as-usual” basis, whereupon all compensation paid by Zip Dandy will be paid according to the status quo as it existed prior to the divorce filing or dissolution proceedings. This is the default procedure if the parties do not agree on the format set forth above.
The Company will never remove a party to a position from an Agent Member account without that party’s written permission and signature.
 
Under no circumstances will the organization of divorcing spouses or a dissolving business entity be divided. 
Under no circumstances will Zip Dandy split commission and bonus checks between divorcing spouses or members of dissolving entities. 
Zip Dandy will recognize only one organization and will issue only one commission check per Zip Dandy business per commission cycle. Commission checks shall always be issued to the same individual or entity.
If the separating parties fail to provide for the best interests of other Agent Members and the Company in a timely fashion, Zip Dandy will involuntarily terminate the Agent Member Agreement and take over the business. However, Zip Dandy will refund the cost of the initial membership to the Agent Member regardless of the current perceived value of the business.
If a former spouse has completely relinquished all rights in the original Zip Dandy business pursuant to a divorce, they are thereafter free to enrol under any sponsor of their choosing without waiting six (6) calendar months.
In the case of business entity dissolutions, the former partner, shareholder, member, or other entity Agent who retains no interest in the business must wait six calendar months from the date of the final dissolution before re-enrolling as an Agent Member. In either case, however; the former spouse or business Agent shall have no rights to any Agent Members in their former organization or to any former customer. They must develop the new business in the same manner as would any other new Agent Member.
 
5.12 - Sponsoring:
 
All Active Agent Members in good standing have the right to sponsor and enroll others into Zip Dandy. However, each prospective customer or Agent Member has the ultimate right to choose his or her own Sponsor. If two Agent Members claim to be the Sponsor of the same new Agent Member or customer, the Company shall regard the first application received by the Company as controlling.
 
 
 
SECTION 6 - RESPONSIBILITIES OF AGENT MEMBERS
 
6.1 - Change of Address, Telephone, Email-Address:
 
To ensure timely communications, delivery of support materials and commission checks, it is critically important that all Agents keep their profiles current.
 
6.2 - Sponsoring Agent Member Responsibilities:
 
6.2.1 - Initial and On-going Training:
 
Agent Members must provide the most current version of the Policies and Procedures, the Income Disclosure Statement, and Compensation Plan to individuals whom they are sponsoring to become Agent Members before the applicant signs an Agent Member Agreement.
 
Any Agent Member who sponsors another Agent Member into Zip Dandy must perform a bona fide assistance and training function to ensure that their new Agents are properly operating their Zip Dandy business.
 
6.3 - Non-Disparagement:
 
Agent Members must not disparage, demean, or make negative remarks about Zip Dandy, other Zip Dandy Agent Members, Zip Dandy’s services, the Compensation plan, or Zip Dandy’s owners, board members, directors, officers, or employees.
 
6.4 - Reporting Policy Violations:
 
Agent Members observing a Policy violation by another Agent Member are encouraged to submit a written report of the violation directly to the attention of the Zip Dandy Compliance department, complete with all supporting evidence and pertinent information. This is so important so we can safeguard the Zip Dandy opportunity for all. It is important to understand that information that is submitted will be kept confidential.
 
 
 
SECTION 7 - AUTOMATIC BILLING
 
7.1 - Billing:
 
The membership program is automatically renewed each month. Any automatic payments are first deducted from any monies held in an Agent’s Personal Account. Any remaining monies owed would then be paid with a credit card maintained on file with Zip Dandy. The Agent Member may make adjustments to their monthly subscription in the back office of the Zip Dandy website.
 
 
 
SECTION 8 - BONUSES AND COMMISSIONS
 
8.1 - Bonus and Commission Qualifications:
 
In order to qualify to receive commissions and bonuses, an Agent Member must be in good standing and qualified as per the compensation plan rules of qualification, and comply with the terms of the Agreement and these Policies and Procedures.
 
8.2 - Errors or Questions:
 
If an Agent Member has questions about or believes any errors have been made regarding commissions, bonuses, Organization Activity Reports, or charges, the Agent Member must notify Zip Dandy in writing within 30 days of the date of the purported error or incident in question. Zip Dandy  will not be responsible for any errors, omissions, or problems not reported to the Company within 30 days.
 
8.3 - Cancellation:
 
A Zip Dandy participant has a right to cancel at any time, regardless of reason. Cancellation must be submitted in writing via email or registered mail to the compliance department of the Company.
 
An Agent Member whose business association with Zip Dandy is cancelled due to a breach of the company policies and procedures shall receive commissions and bonuses only for the last full pay period he or she worked prior to cancellation. The Agent can appeal the cancellation in writing within 30 days and summit it to the Company at its principal business address.  NO appeal via email will be accepted. All appeals must be in writing and sent by registered mail to:  Zip Dandy Company, LLC., 2910 N Powers Blvd, Suite 413, Colorado Springs, CO 80922.
 
When an Agent is in violation of the company policies, the company will issue a written warning and give the Agent Member a time to take immediate corrective measures. However, commissions may be withheld during that period.
If an Agent does not become in compliance with the company policies and procedures and his membership is cancelled, he or she will not be entitled to recover any commissions withheld during the investigation period.
 
 
 
SECTION 9 - DISPUTE RESOLUTION
 
9.1 - Mediation:
 
Prior to instituting arbitration, the parties shall meet in good faith and attempt to resolve any dispute arising from or relating to the Agreement through non-binding mediation. One individual who is mutually acceptable to the parties shall be appointed as mediator. The mediator’s fees and costs, as well as the costs of holding and conducting the mediation, shall be divided equally between the parties. Each party shall pay its portion of the anticipated shared fees and costs at least ten (10) days in advance of the mediation. Each party shall pay its own costs, and individual expenses associated with conducting and attending the mediation. Mediation shall be held in Colorado Springs, Colorado, and shall last no more than two (2) business days.
 
9.2 - Arbitration:
 
If mediation is unsuccessful, any controversy or claim arising out of or relating to the Agreement, or the breach thereof, shall be settled by confidential arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Agent Members waive all rights to trial by jury or to any court. All arbitration proceedings shall be held in Colorado Springs, Colorado. All parties shall be entitled to all discovery rights pursuant to the Federal Rules of Civil Procedure. There shall be one arbitrator, an attorney at law, who shall have expertise in business law transactions with a strong preference being an attorney knowledgeable in the Zip Dandy business format and in the direct selling industry, selected from the panel which the American Arbitration Panel provides. Each party to the arbitration shall be responsible for its own costs and expenses of arbitration, including legal and filing fees. The decision of the arbitrator shall be final and binding on the parties and may, if necessary, be reduced to a judgment in any court of competent jurisdiction. This agreement to arbitration shall survive any termination or expiration of the Agreement.
 
Nothing in these Policies and Procedures shall prevent Zip Dandy from applying to and obtaining from any court having jurisdiction a writ of attachment, a temporary injunction, preliminary injunction, permanent injunction, or other relief available to safeguard and protect Zip Dandy’s interest prior to, during, or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding.
 
9.3 - Governing Law, Jurisdiction, and Venues:
 
Jurisdiction and venue of any matter not subject to arbitration shall reside exclusively in Colorado Springs, Colorado. The Federal Arbitration Act shall govern all matters relating to arbitration. The laws of Colorado shall govern all other matters relating to or arising from the Agreement. 
 
 
 
SECTION 10 – PRIVACY POLICY
 
10.1 - Consumer Privacy
 
Zip Dandy offers services enabling its users to send messages via mobile text. This privacy policy is for those who received a message from a Zip Dandy user, similar in nature to messages that you may receive from someone who uses Gmail, Yahoo, AIM, and other messaging channels. Zip Dandy is dedicated to protecting personal information and will make every reasonable effort to handle collected information appropriately. All collected information will be handled as carefully, securely and efficiently as possible.
If you believe you have received unwanted, unsolicited messages from the Zip Dandy system, please forward a copy of that email or text message with your comments to us, and Zip Dandy will take an appropriate action. If you received an unwanted email or text message, please click the unsubscribe link at the bottom of the email, or reply STOP to the text message you received.
Your contact information (belonging to you, the subscriber) is collected by a Zip Dandy user on an opt-in basis and can be collected in different ways:
 
1. Zip Dandy users can collect your first name, last name, phone number, screen name, email address, and other custom data when you willingly subscribe to the Zip Dandy user’s online sign-up page, web form or opt-in keyword.
2. Zip Dandy users can also collect your mobile number when you text the Zip Dandy user’s mobile keyword to Zip Dandy’s short code. Certain SMS text features enable the collection of name, IM screen name, email address, or other customized information by asking you to reply via SMS texts with specific information. NOTE: Message and data rates may apply.
3. Zip Dandy users may have previously collected your contact information on an opt-in basis outside of the Zip Dandy system. The user states that your contact information was collected with your permission and you have consented to receive messages from the user.
 
Process to Unsubscribe from Zip Dandy
All subscribers have the ability to unsubscribe or change their personal subscription settings at any time.
To unsubscribe for:
 
1. Mobile Text: Text STOP to the short code that you do not wish to receive messages from. NOTE: Message and data rates may apply.
 
If you believe that your contact information was collected by a Zip Dandy user without your consent and would like to report spam, please click here. When reporting the offending organization, please include the contact address or number that sent you the spam, the username of the sender, and the message or first few sentences of the message that you consider spam. Zip Dandy has a no tolerance spam policy.
NOTE: The Zip Dandy service is not intended for children under 13, and Zip Dandy does not knowingly collect information from children under the age of 13. Some Zip Dandy users may classify and rate their message content for recipients who are 21 years of age or older. Please observe content rating for intended audience before you sign up for any distribution list or mobile keyword.
 
10.2 - Agent / Business Privacy
 
Zip Dandy DOES NOT and IS PROHIBITED to share your name or any contact information (including names, email, instant message screen name, and telephone number) with others except for the very owners of the Online Sign-up pages or the mobile keywords through which you volunteered your information. You have given them (“Zip Dandy users”) explicit permission to send messages to your contact information when you signed up. If the Zip Dandy user added or imported your information without your permission, you can block the user from adding or importing it again. If this happened, please report the Zip Dandy user by emailing us here.
Zip Dandy may use or disclose information about you, including your personal information, under the following circumstances:
 
To provide you with products and services you request.
To anticipate and resolve problems and conflicts with our products and services.
For verification and authentication purposes in regard to requests or changes of any personal information or data related.
For other purposes communicated to you at the time you provide or authorize the use of your information.
To enforce our Terms of Use and Privacy Policy or other legal agreements.
To outsource any of the tasks referenced in this Terms of Use and Privacy Policy, such as customer service.
In response to a subpoena, court order, or other legal process.
To establish or exercise our legal rights or defend against legal claims.
To share with a company controlled by, or under common control with Zip Dandy for any purpose permitted by our Terms of Use and Privacy Policy.
When Zip Dandy believes such use or disclosure is (a) necessary in order to investigate, prevent, or take action regarding suspected illegal activities, fraud, or situations involving potential threats to the physical safety of any person, or (b) required by law.
In the event of a merger, acquisition, consolidation, divestiture, or bankruptcy of Zip Dandy.
 
When a Zip Dandy user sends you messages, the message may include a web beacon to determine the number of people who open them. When you click on a link, Zip Dandy or its user may record this individual response to customize special offerings to you. Web beacons collect only limited information, such as a cookie identifier, time and date of a page being viewed, and a description of the page on which the Web beacon resides (the URL).
 
 
 
SECTION 11 – ANTI-SPAM POLICY
 
11.1 – ZERO TOLERANCE
 
Zip Dandy has a ZERO TOLERANCE Anti-SPAM policy. Any account found to be using Zip Dandy for spam will be suspended without notice. If you know of or suspect any violators, please notify us immediately at support@zipdandy.com. Any unused credits or remaining service fees will not be refunded. Any commissions or bonuses earned currently or in for future shall be forfeited and will not be paid.
 
Zip Dandy is a strong supporter of a spam-free communication environment.
All imported contact information must have been collected recently with consent by the subscriber
Zip Dandy is a permission-based mobile communication tool that follows strict philosophies:
Communication – Your Zip Dandy online sign-up page must state why you are collecting the person’s contact information, how you plan to use the contact information and must follow Zip Dandy’s Terms of Use and Privacy Policy.
Unsubscribe – Every message sent from Zip Dandy contains a means which allows contacts to opt out of future messages and automatically updates your contact lists by removing the user. The same result is obtained if a user replies to any mobile text with the “STOP” command.
If you answer YES to ANY of the questions below, you will likely be labeled a spammer. For more information, contact Zip Dandy Customer Support.
 
Are you sending mobile texts to anyone who has not opted in or explicitly agreed to join your distribution list?
Are you sending solicitation messages to any phone number without prior express written consent?
Do your mobile texts contain false or misleading information?
 
Any Zip Dandy user found to be sending spam will be immediately cut off from use of the service and may be subject to legal action by Zip Dandy, government authorities, or the recipients of your messages. Evading Zip Dandy’s monitoring system or the delivery of spam messages through the system is a clear and serious spam violation. If you know of or suspect any violators, please notify us immediately by clicking here.
Every out-going confirmation text message via the Zip Dandy service contains mandatory unsubscribe instructions that allow the recipients to remove themselves from your mailing distribution list(s). In the case of mobile messages, the initial message must include STOP instructions to opt out of text messages. To unsubscribe, recipients are prompted to text STOP to the short code that sent the unwanted message. If the unsubscribe link is removed or de-activated in any way, or if the text STOP verbiage is omitted, Zip Dandy will terminate the customer’s account.
 
11.2 – WHAT IS SPAM
 
Spam is any type of unsolicited commercial electronic messages. By sending messages to only those who have explicitly requested to receive it, you are following accepted permission-based messaging guidelines. You should not assume a preexisting relationship to be a substitute for explicit consent to send messages. For example, if your customer disclosed a mobile number in a normal course of business but did not specifically express consent to receive your message, you cannot send messages to the number. If it is discovered that you have been delivering any type of message to recipients who have not granted you consent, you will be held fully accountable for your actions. You are subject to any legal actions that result from such violations including class action suits whether you use our standard user interface or API. Please refer to the following list of resources to help combat possible spam violations:
 
TCPA – Telephone Consumer Protection Act
CAN-SPAM Act
MMA – Mobile Marketing Association
CTIA – Cellular Telecommunications Industry Association
CASL – Canada’s Anti-Spam Law
 
11.3 – CONSUMER CONSENT
 
What constitutes consent? The recipient of your message has been clearly and fully notified of the collection and use of his or her contact information and has consented, as required by law, prior to receiving your calls or messages. Consent can be obtained in handwritten form or via email, website form, text message, or other methods in compliance with the E-SIGN Act. You will have to obtain consent from the recipient of your messages, even if you previously had a business relationship with the recipient. You DO NOT have consent if any person purchased a product or service from you or partakes in an event, meeting, conference or general gathering. Nor do you have consent if a person “Likes” or “Follows” your business on Facebook or Twitter. If you require people to confirm that they opt in to your system but have not received a response from those people, then you DO NOT have sufficient consent and may not send messages to those individuals. Subscribers must also be aware that consent is not a condition of purchase.
What constitutes prior express written consent? If you are sending text messages for solicitation purposes, then your campaign must meet the “prior express written consent” standard. The revised TCPA rule defines “prior express written consent” as a signed written agreement that clearly and conspicuously discloses to the consumer that:
 
1. By signing the agreement, he or she authorizes the seller to deliver telemarketing messages to a designated phone number using an automatic telephone dialing system and,
2. The consumer is not required to sign the agreement or agree to enter into it as a condition of purchasing any property, goods, or services.
 
The required signature may be obtained in compliance with the E-SIGN Act, including via an e-mail, website form, text message, telephone key press, or voice recording. For more details for the revised TCPA rule, click here.
At Zip Dandy’s discretion, any account will be suspended without a refund if the account knowingly or unknowingly contributes to spam or violates federal, state, local or carrier laws or rules. In addition, in Zip Dandy’s defense, Zip Dandy may be required to assist the parties claiming damages from your actions related to spam.
 
11.4 – COMPLIANCE
 
You agree to not access or use ANY third-party mailing lists for email addresses, instant message screen names, or phone numbers, or otherwise prepare or distribute unsolicited messages in connection with our service.
You agree to import, add, edit, access or use only lists for which all listed parties have opted in to receive correspondence from you (“Permission-Based Lists”). You hereby covenant that you shall not use any other lists in connection with your use of the service. In addition, it is prohibited to import phone numbers without tangible proof of the subscribers’ explicit consent to receive messages. Doing so will deny you of this feature or be subjected to a stringent qualification process to comply with various local and federal laws. The process includes the proof of method for opt-in, to provide evidence of opt-in, your legal identity and your organization’s identity.
You acknowledge and agree that not all messages sent via Zip Dandy’s service will be received by their intended recipients. For example, sending a message to a distribution list may deliver messages to unintended recipients due to the list changing. It is your responsibility to keep your distribution lists updated
You agree to comply with all local, state and federal regulations and general practices governing your specific content or promotion type. Additionally, content affiliated with pornographic or sexually explicit material or alcoholic beverages is prohibited. In particular, alcoholic beverages or entertainment content or promotions targeted to people under 21 years of age may not be sent through the system.
You will adopt and maintain the Privacy Policy, which may be modified by Zip Dandy at any time for any reason.
You agree to identify your organization, product and service accurately and not deceive your recipients in any message with reference to your identity, offering, availability, pricing, benefits, and any other aspects of your communication.
 
Effective August 1, 2017