Entry Registration Form
Entry Registration Form
THE APPLICANT acknowledges and agrees to the Vietnam Training Agreement, the Entry Registration Form, the Vietnam Supplemental Policies and Procedures and the Contract.
1. The capitalized terms used in this Vietnam Training Agreement (the "Agreement") shall have the same meaning as defined in the Company Policies and Procedures, unless otherwise specified herein:
"Application" means the application to be a Vietnam Registered Foreign Trainer on terms and conditions of the Entry Registration Form and this Agreement.
"Company" means NSI and its affiliated companies.
"Contract" means the agreement between a Distributor and Company composed of the following: Company Policies and Procedures, the Sales Compensation Plan, Distributor Agreement, Business Entity Forms, supplemental services, International Sponsor Agreement, Product Purchase Agreement, Arbitration Agreement, and other international agreements (collectively, the "Contract").
"Entry Registration Form" means the form provided by the Company for the Application.
"NSI" means Nu Skin International, Inc., a Utah corporation, at 75 West Center Street, Provo, Utah 84601, USA.
"NSV" means Nu Skin Enterprises Viet Nam Limited Liability Company, an affiliated company of NSI in Vietnam.
"Vietnam Registered Foreign Trainer" means any Distributor of Blue Diamond level or above (or of such level as approved by the Company) who has applied to be a training consultant in Vietnam subject to the terms and conditions of this Agreement and who has been approved by the Company to provide product and sales training in Vietnam.
2. I have received and read the Vietnam Supplemental Policies and Procedures (attached hereto in Appendix) regarding product and sales training in Vietnam which form part of this Agreement and are incorporated herein by reference.
3. I understand this Agreement obligates me to additional provisions than those contained in the Contract that I previously entered into with the Company to become an Independent Distributor. In addition, I have read and agreed to abide by any Addendum to the Contract specific to Vietnam, including, but not limited to, the Vietnam Supplemental Policies and Procedures (as amended by the Company from time to time), which are incorporated herein as part of this Agreement. I understand that this Agreement, upon acceptance by NSI will authorize me, when I become aware of individuals interested in NSV's products or business, to introduce these individuals to NSV and to provide product and sales training in Vietnam upon invitation by NSI.
4. I will not directly or indirectly import any Company product into Vietnam. I acknowledge that to do so would cause irreparable damage to the Company and NSV.
5. If this Agreement is accepted, prior to introducing any individuals to NSV or conducting sales or product training in any form in Vietnam, I certify that I will research and comply with all immigration, visa, employment, and
registration requirements of Vietnam and its local jurisdictions; in addition I will discover and comply with all applicable laws, regulations, rules, tax requirements, and other demands of Vietnam. I will not introduce customers to NSV or its products nor provide product or sales training in Vietnam until I have discovered and complied with such laws and entered into the Vietnam Training Agreement and the Entry Registration Form.
6. Although NSI or any of its affiliated companies will assist me in becoming aware of applicable laws, regulations, rules, and requirements, the sole responsibility to comply with all laws, regulations, rules, and requirements of Vietnam ultimately rests with me. Accordingly, I release NSI and any of its affiliated companies, and their respective officers, directors, agents, and employees from all liability for any of my acts or omissions; I also waive any claims or causes of action which I (or others acting in my interest) may have occasion to assert respecting my status or conduct as an Independent Distributor of the Company or a Vietnam Registered Foreign Trainer arising out of any of my actions, omissions, or representations in Vietnam.
7. Only Independent Distributors in good standing (as NSI interprets such status) may make introductions or conduct product or sales training in Vietnam. NSI, in its sole discretion, reserves the right to reject my Application without disclosing any reason. If my Application is not accepted or approved, I release NSI and all of its affiliated companies, and their respective officers, directors, agents, advisors, and employees from all liability incurred by me or by any other person in reliance on my potential training participation in Vietnam. I waive any associated claim(s) that might be asserted in my interest.
8. My Application will be deemed submitted to NSI when I completed my Application online via the Entry Registration Form.
9. My right to introduce potential customers to NSV or its products and/or to provide product and sales training in Vietnam may be revoked at any time that NSI or any of its affiliated companies has evidence that I have not conducted myself in accordance with the terms and conditions of this Agreement and/or other requirements of the Contract incorporated herein by reference. My rights may be suspended while the Company investigates allegations of violations.
10. If this Agreement is accepted, I may not convey, assign or otherwise transfer any right conveyed hereunder to any person or entity.
11. The place of origin of this Agreement is the State of Utah. This Agreement is to be construed, with respect to its validity and performance obligations thereunder, in accordance with the laws of the State of Utah applicable to contracts made and to be wholly performed within the state. I agree that any mediation or arbitration will take place in the State of Utah for resolution of any conflict arising under or purporting to interpret this Agreement or rights between me and other Distributors.
12. Any past, present, or future claim, dispute, cause of action or complaint which I may have or allege to have against NSI or any of its affiliated companies, or any of their respective owners, directors, officers, or employees, which arises as a result of or in connection with my introductions in Vietnam, or my product and sales training in Vietnam, or otherwise arising out of this Agreement, shall be resolved and settled in accordance with and pursuant to the terms and conditions of this Agreement, and by (a) mediation with NSI in Provo, Utah; or if not resolved or settled by mediation, by (b) arbitration administered by the American Arbitration Association in accordance with the Commercial Arbitration Rules as supplemented by the Procedure for International Commercial Arbitration. The arbitration proceedings shall be conducted in Salt Lake City, Utah. The arbitration shall be conducted in the
English language but at the request and expense of a party, documents and testimony shall be translated into another language. One arbitrator shall be appointed to hear and decide disputes under this provision, who shall be selected by mutual consent of both parties. Each party shall each bear its own costs and expenses and an equal share of the arbitrator's and administrative fees of arbitration. Neither party nor the arbitrator may disclose the existence, content, or result of any arbitration hereunder without the prior written consent of both parties. Judgment on any award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
13. The parties to this Agreement submit to the jurisdiction of the Courts of the State of Utah for enforcement of any provisions related to the applicability of and execution of decisions rendered under the Arbitration Policy set forth in Chapter 7 (Arbitration) of the Policies and Procedures.
14. The parties expressly agree that this Agreement does not alter the independent contractor relationship of the Distributor to the Company.
15. The waiver by the Company of the Distributor's breach of any provision of this Agreement must be in writing and will not be construed as a waiver of any subsequent or additional breach. The failure by the Company to exercise any right or prerogative under this Agreement will not operate as a waiver of that right or prerogative.
16. This Agreement is the final expression of the understanding and agreement between NSI and me concerning all matters touched upon in this Agreement and supersedes all prior and contemporaneous agreements of understanding (both oral and written) between the parties. This Agreement invalidates all prior notes, memoranda, demonstrations, discussions and descriptions relating to the subject matter of this Agreement. This Agreement may not be altered or amended except in writing agreed to and signed by authorized signing agents of the respective parties. The existence of the terms of this Agreement may not be contradicted by evidence of any alleged prior contemporaneous oral or written agreement pertaining to the subject matter of the Agreement.
17. Should any discrepancy exist between the terms of this Agreement and verbal representations made to me, the express written terms and requirements of the Contract will prevail.
18. Any provision of this Agreement that is prohibited, judicially invalidated, or otherwise rendered unenforceable in any jurisdiction is ineffective only to the extent of the prohibition, invalidation, or unenforceability in that jurisdiction, and only within that jurisdiction. Any prohibited, judicially invalidated or unenforceable provision of this Agreement will not invalidate or render unenforceable any other provision of this Agreement, nor will that provision of this Agreement be invalidated or rendered unenforceable in any other jurisdiction.
19. Unless otherwise provided in this Agreement, any notice, registration, approval or other communications required or permitted to be given under this Agreement shall be in writing and shall be delivered personally to the designated recipient of the party, transmitted by facsimile or sent by first class, certified (or registered) or express mail, postage prepaid, online or by email. Unless otherwise provided in this Agreement, notices shall be deemed given when delivered personally, or if transmitted by facsimile, one day after the date of that facsimile or electronic transmission, or if mailed, ten days after the date of mailing to the address of NSI or to the Distributor's address as provided on the Distributor Agreement, unless notice of an address change has been received by NSI. NSI shall have the right, as an alternative method of notice to use mailers, Company websites, or other normal channels of communications with Distributors.
VIETNAM SUPPLEMENTAL POLICIES AND PROCEDURES
The Vietnam Supplemental Policies and Procedures (hereinafter referred to as the "Vietnam Policies") are provided as an addendum to the consolidated portion of the Policies and Procedures. The Vietnam Policies may clarify portions of the consolidated Policies and Procedures as they relate to your activities in Vietnam or provide information about programs unique to that market. NOTE: All management of, agreements with and consulting fees (if any) for product and sales training paid to Distributors who are not Vietnamese citizens are handled exclusively by Nu Skin International, Inc.. The Vietnam Policies may also allow or disallow certain activities in exception to the consolidated portion of the Policies and Procedures. These exceptions or additions do not invalidate any other portion of the Company Policies and Procedures. They apply only to the activity in Vietnam and do not apply to activity in any other market.
Vietnam is a highly regulated market, where the laws prohibit foreign individuals and Vietnamese individuals residing overseas who do not have a Vietnam-issued work permit to participate in multi-level marketing in Vietnam. These Vietnam Policies are designed to provide you with guidance on how to conduct your activity in Vietnam in compliance with the above restriction and the laws. However, it is your responsibility to ensure your all time compliance with these Vietnam Policies, the Policies and Procedures and the law of Vietnam. We caution that, before you make any significant financial resources and time commitments, you should carefully consider the unique positioning of this market. Any violation of these Vietnam Policies, the Company Policies and Procedures, and the laws may have severe consequences on the Company and your Distributorship.
Section 1: Definitions
The capitalized terms used in these Vietnam Policies shall have the same meaning as defined in the Vietnam Training Agreement, unless otherwise specified herein.
Section 2: Requirements for Vietnam Registered Foreign Trainers
1. The Distributor may apply to NSI to be a Vietnam Registered Foreign Trainer in Vietnam upon the following conditions:
(i) meet all requirements noted in the Contract for Blue Diamond level Distributors;
(ii) attend any training sessions as may be required by the Company from time to time; and
(iii) be fully compliant with and not have been deemed by the Company to have violated any pre-market opening restrictions for Vietnam as defined in the Contract, these Vietnam Policies, the Vietnam Training Agreement, or otherwise communicated by the Company.
2. Prior to and after the beginning of the Distributor's activities in Vietnam authorized under the Vietnam Training Agreement, the Distributor's ongoing right to maintain the designation of a Vietnam Registered Foreign Trainer in Vietnam requires the Distributor to learn and obey all rules and regulations promulgated by the government of Vietnam related to his/her conducting any activities in Vietnam.
Section 3: Vietnam Travel and Training Rules
1. With prior Application via the Entry Registration Form, the Company may authorize a Vietnam Registered Foreign Trainer to participate in the limited activities as described below.
2. Distributor must obtain an invitation letter from NSI prior to all travel to Vietnam for any purpose directly or indirectly related to Company business. All Entry Registration Form including dates and details of the planned trip, an itinerary (dates, times and places) of all meetings to be conducted and the identity of those who will make the trip must be filed with NSI at least fifteen days prior to travel in Vietnam. Upon confirmation with NSV on the training schedule, NSI will issue an invitation letter to the successful applicant for Vietnam Registered Foreign Trainer.
3. The Company reserves the right, in its sole discretion, to withdraw its approval of any Vietnam Registered Foreign Trainer and require the Vietnam Registered Foreign Trainer to immediately cease all activities related to the Company's business in Vietnam. Failure by the Vietnam Registered Foreign Trainer to meet all requirements as described in these Vietnam Policies may result in the termination of all benefits (if any) associated with your activity in Vietnam or a connection with the Contract.
4. The Company reserves the right to terminate all rights and benefits conferred by the Vietnam Training Agreement for the violation of any provision of the Distributor Contract.
5. The Distributor agrees that the only permissible activities allowed by the Vietnam Training Agreement are:
(i) traveling to Vietnam to implement the Vietnam Training Agreement and conduct permissible activities in Vietnam;
(ii) when becoming aware of individuals interested in NSV's products and business, introducing these individuals to NSV;
(iii) conducting product or sales training in Vietnam (upon receipt of invitation letter to NSV); when groups of five or more individuals are involved, these training sessions must take place at the premises of NSV or other location previously approved by NSV in writing, be pre-registered with NSV; and
(iv) other activities as specifically authorized in advance, in writing, by the Company or NSV.
6. Activities that are specifically forbidden include but are not limited to:
(i) importing any Company product into Vietnam;
(ii) selling any Company product in Vietnam;
(iii) holding any meetings with more than five people in Vietnam outside the premises of NSV or other location not previously approved by NSV;
(iv) advertising in any medium, related to the Company products or opportunity, present or future, in
(v) using any materials not produced by the Company and specifically authorized for use in Vietnam;
(vi) discussing any matter of a political or governmental nature;
(vii) collecting fees for meeting attendance;
(viii) using high-pressure tactics;
(ix) using Nu Skin name in any manner which has been not previously approved by the Company.
Section 4: Miscellaneous
1. In addition to other remedies allowed under the general Policies and Procedures and these Vietnam Policies, disciplinary action for violating any provision of these Vietnam Policies may include a hold on all Bonuses from the Company and/or termination of the distributor's account with the Company.
2. The Distributor agrees that the benefits conferred and activities allowed under the Vietnam Training Agreement are dependent on continuing approval of all activities by the government of Vietnam. If permission for any or all activity of the Company or any Distributor is withdrawn by the government of Vietnam, all benefits conferred and all activities authorized under the Vietnam Training Agreement, or the applicable portion thereof, will immediately cease until such time as permission to conduct any activity or confer any benefit under the Vietnam Training Agreement is reinstated by the government of Vietnam.
3. These Vietnam Policies supplement and form part of the Company Policies and Procedures and as such, the provisions in the Company Policies and Procedures regarding Governing Law/ Jurisdiction (Chapter 8), Enforcement of Contract (Chapter 6) and Arbitration (Chapter 7), as well as all other provisions of the Contract, shall apply to these Vietnam Policies.