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AirRestore Inc.

INDEPENDENT Dealer Policies and Procedures

Table of Contents

Section 1 Welcome and Introduction

Section 2 Becoming a Dealer, Dealer Status, Positions and Titles

Section 3 Compensation Plan, Commissions and Bonuses

Section 4 Customers

Section 5 General Policies for Dealerships

Section 6 Sponsors Responsibilities

Section 7 Advertising

Section 8 Sales Requirements

Section 9 Product Returns

Section 10 Ordering & Payment

Section 11 Shipping

Section 12 Dealer Account Management

Section 13 Dispute Resolution and Disciplinary Action

Section 14 Inactivity, Reactivation and Cancellation

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Section 1 WELCOME AND INTRODUCTION

WELCOME AND INTRODUCTION: Welcome to AirRestore Inc. We are pleased that you have joined our

Company. We ask that you become familiar with the Policies and Procedures of AirRestore Inc. Because

we believe upline support system is vital, AirRestore Inc. has factored team support into our start up

and product distribution system. Staying connected with your upline leader is the best way to stay

informed. Product and company announcements will come through your upline leadership. If you are

unable to obtain the support you need, please call the Customer Support at 1-612-210-7008 for

assistance.

THE POLICIES AND PROCEDURES FOR ALL INDEPENDENT DEALERS: The Policies and Procedures for all

AirRestore Inc. Independent Dealers:

• Define acceptable business behavior

• Define the relationship between the Dealer and AirRestore Inc.

• Will assist the Dealer in building and protecting their business

THE DEALER AGREEMENT IS INCORPORATED IN THE POLICIES AND PROCEDURES: Throughout these

Policies and Procedures, whenever the term "Agreement" is used, it refers to the AirRestore Inc. Dealer

Application and Agreement, the order form, the Policies and Procedures, and the compensation plan.

These documents are incorporated by reference into the AirRestore Inc. Dealer Agreement (in their

current form and as amended by AirRestore Inc.). It is the responsibility of each Dealer to read,

understand, adhere to, and ensure that he/she is operating under the most current version of the

Policies and Procedures. Whenever the term “Company” is used, it refers to AirRestore Inc.:

THE AIRRESTORE INC. CODE OF ETHICS: AirRestore Inc. has established the following Code of Ethics to

govern the business of the Independent Dealer. Dealers are required to become familiar with and agree

to abide by this code as a condition of extending and continuing the AirReStore Inc. Independent Dealer

relationship. Violations of the Code of Ethics or the Policies and Procedures may result in termination of

the Independent Dealer’s contract and opportunity to continue business with AirReStore Inc.

It is the responsibility of each Dealer to understand the following principles and policies in the

code of ethics:

I will follow the highest standards of honesty and integrity in the development and operation of

my AirRestore Inc. business.

I will give prompt and efficient service to anyone to whom I have introduced AirRestore Inc. and

its products.

I will make no claims for, or representations about, any AirRestore Inc. products, other than

those claims or representations found in current Company literature or on labels.

I will not make negative or disparaging remarks about anyone who may be in competition with

Air ReStore Inc., or with their people, products, or organizations.

I will not engage in activities that may cause losses to AirReStore Inc. or to any other AirRestore

Inc. Dealer.

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I will not use the AirRestore Inc. trademark, logo, information, Dealer lists, literature, meetings,

gatherings or resources to further other business interests.

I will perform all duties of a sponsor and a leader as I build my AirRestore Inc. business.

I will present the AirReStore Inc. compensation plan accurately and honestly, clearly portraying

the level of effort required to achieve success without exaggerating the financial possibilities.

I will abide by all rules, regulations, laws, and ordinances that are applicable to the operation of

my AirRestore Inc. business.

AMENDMENTS, NOTICES and EFFECTIVE DATE OF AMENDMENTS: The Company may amend the terms

and conditions of the Dealer Agreement, Policies and Procedures, compensation plan, and Product Price

List. The changes will become effective fifteen (15) days after first published by AirRestore Inc. Such

amendments or modifications shall be posted on the Dealer’s replicated website in the business office.

DELAYS: AirRestore Inc. shall not be responsible for delays and failures in performing its obligations due

to circumstances beyond its reasonable control. This includes without limitation, acts of God, strikes,

labor difficulties, riots, wars, fire, flood, death, curtailment or interruption of a source of supply,

government decrees or government orders, etc.

PARTIAL VALIDITY OF DEALER AGREEMENT: If any provision of the Dealer 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 shall be severed. The remaining terms and conditions shall remain in full

force and effect and shall be construed as if the invalid or unenforceable provision never comprised a

part of the Agreement. The continuation of a Dealer's AirRestore Inc. business or a Dealer's acceptance

of bonuses or commissions constitutes acceptance of any and all amendments.

POLICY AS TO WAIVER: AirRestore Inc. never forfeits its right to require compliance with this Agreement

or with applicable laws and regulations governing business conduct. Only in rare circumstances will a

policy be waived, and the Executive Committee of the Company will convey such waivers in writing. The

waiver will apply only to that specific case.

While AirRestore Inc. attempts to enforce the Agreement uniformly, failure to enforce any provision of

this Agreement does not waive the right of AirRestore Inc.to enforce any provisions with that same

Dealer or any other Dealer.

TITLES IN POLICIES AND PROCEDURES ARE NOT SUBSTANTIVE: The titles and headings to these Policies

and Procedures are for reference only and shall not be construed as substantive terms of the Dealer

Agreement.

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Section 2 BECOMING A DEALER

BECOMING A DEALER: REQUIREMENTS TO BECOME AN AirRestore Inc. DEALER

• To become an AirRestore Inc. Dealer, each applicant must:

• Be at least eighteen (18) years of age;

• Have a valid Social Security (SSN) or Federal Tax ID Number (TIN) if residing within the

United States;

• Read the AirRestore Inc. Policies and Procedures and compensation plan insert; and

• Complete, sign, and submit a Dealer Application and Agreement to AirRestore Inc.

The Company reserves the right to reject any application from a new Dealer.

ENROLLMENT AND SALES KIT: The applicant is required to submit to AirRestore Inc. $39.00 for (a)

registration for data processing (b)provision of a sales kit and (c) admission to the Certified Training

Program for Dealer Qualification which may be optional in some states. Dealer understands there are no

personal purchase requirements of AirRestore Inc. products at any level in the marketing program

beyond the initial fee.

SUBMITTING DEALER APPLICATION: Applicants must submit a Dealer Agreement form to AirRestore Inc.

Application may be submitted through US Postal Service, via fax, or scanned and submitted by email to

the Company main office. Mailing address: AirRestore Inc. 11375 Robinson Drive, Suite 109,

Minneapolis, MN 55433 Fax number: 612-465-4616 Email: info@airrestoreusa.com

Note: When enrolling in AirRestore Inc., you must read and agree to abide by the Policies and

Procedures of AirRestore Inc. and submit a completed Distribution Application and Agreement.

AirRestore Inc. reserves the right to accept or reject any new members.

WEB APPLICATIONS (applicable at a future date): If you register via the website

(www.airrestoreusa.com) you will not need to submit a paper application.

INDEPENDENT CONTRACTOR STATUS: As an AirRestore Inc. Dealer, you are an independent sales

contractor and not a purchaser of a franchise or business opportunity. The agreement between you and

AirRestore Inc. does not create an employer/employee relationship, agency, partnership, or joint

venture. You have no authority (expressed or implied) to bind the Company to any agreement.

THE DEALER POSITIONS AND TITLES ARE DEALER, SENIOR DEALER, MASTER DEALER, DISTRIBUTOR

AND SALES MANAGER

DEALER: Applicant has submitted a Dealer Agreement form to AirRestore Inc. and begins to purchase

product from their upline AirRestore Inc. Sales Manager at the published wholesale Dealer price.

SENIOR DEALER/MASTER DEALER: A Senior or Master Dealer has met the one month advancement GPV

and PPV requirements with product purchased (and reported) by their upline Sales Manager.

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They have the potential of earning override bonuses based on qualification and achievement of rank as

specified in the AirRestore Inc. compensation plan. (See Section 3 for specific information.)

DISTRIBUTOR/SALES MANAGER: A Distributor has met the two month or three month GPV, PPV and

Active Leg Requirements. Sales Managers purchase product directly from the Company.

Section 3 COMPENSATION PLAN, COMMISSIONS AND BONUSES

PRODUCT DRIVEN PROGRAM: AirRestore Inc. is a product driven company that has factored team

support into our start up and product distribution system. Product orders for Dealers, Senior Dealers,

Master Dealers and Distributors are made through the upline Sales Manager.

BUSINESS MONTH: The calendar month will be considered the business month. Forty eight (48) hours

will be granted at the end of each calendar month for final recording of downline orders.

PROMOTIONS: Promotions will be finalized at the end of the 48 hours reporting period. Advancement(s)

to any higher level will become official at that time. Promotion requirements may be met at any point in

a month and will take effect after the 3rd of the following month when all reporting is completed.

PRICING: Pricing will be in two tiers, Tier One is for Dealers through Distributors. Tier Two is for Sales

Managers.

Only Sales Managers purchase product direct from the company. A two tier price structure is in place to

allow the Sales Manager ease in working with their downline. The Sales Manager, however, may opt to

sell their downline product at Tier I pricing OR they may opt to use pricing that would factor in the

promotion level discounts. Sales Managers may find it is easier to manage their business using Tier I

pricing for their entire downline. Just as each Sales Manager receives a bonus on their Personal PV, their

downline may find it encouraging to see the bonus on their PPV as part of their commission.

COMMISSIONS: Commissions will be paid on the 10th of the month.

COMPRESSION: When a dealer does not order, compression of the volume will apply so there is no

breakage. Compression moves the volume in the leg to the first qualified person upline, in the open

group.

DEALER: Submit Application to AirRestore Inc. and pay $39.00 registration.

Buy Product at Tier 1 price from the upline Sales Manager for resale.

Active Status is 100 PPV (Personal PV)

SENIOR DEALER: In one business month, shows orders of 750 ( Personal or Group) PV.

Buy Product at Tier 1 price from the upline Sales Manager for resale.

Active/Qualified status 100 PPV (Personal PV)

Senior Dealer Earns 6% on Personal PV1

Senior Dealer Earns 6% Bonus on Dealer Legs

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1 Bonuses on Personal PV (PPV) are paid when the Sales Manager sells the product at the Tier I price and

posts the order in the Tier I order column. If the product is sold factoring in promotion level pricing, no

bonus will be generated on Personal PV of the order.

MASTER DEALER: In one business month, shows orders of 1500 ( Personal or Group) PV.

Buy Product at Tier 1 price from the upline Sales Manager for resale.

Active/Qualifed status is 100 PPV (Personal PV)

Master Dealer Earns 12% on Personal PV1

Master Dealer Earns 12% Bonus on Dealer Legs

Master Dealer Earns 6% Bonus on Senior Dealer Legs

DISTRIBUTOR: in each of two consecutive business months, shows orders of 2500 PV (Personal or

Group) and have 5 active legs.

Buy Product at Tier 1 price from the upline Sales Manager for resale.

Active/Qualified status is 250 PPV (Personal PV)

Distributor Earns 22% on Personal PV1

Distributor Earns 22% Bonus on Dealer Legs

Distributor Earns 16% Bonus on Senior Dealer Legs

Distributor Earns 10% Bonus on Master Dealer Legs

Distributor Earns 6% Bonus on Sub-Distributor Legs2

1 Bonuses on Personal PV (PPV) are paid when the Sales Manager sells the product at the Tier I price and

posts the order in the Tier I order column. If the product is sold factoring in promotion level pricing, no

bonus will be generated on Personal PV of the order.2 A Sub-Distributor is a second level Distributor (s) developed under the Distributor above them in the

leg.

COMPRESSION IN DISTRIBUTOR LEG(S) for Generational Bonus(es): Qualified Distributor(s) with Sub-

Distributors earn monthly generational bonuses on their qualified first generation Distributor Legs. In

order for a qualified Distributor to receive any generational override(s), they must be personally

qualified as a Distributor in the calendar month. In the event there may be more than one Distributor in

the line, the computer will seek the first qualified in the line and will count that Distributor as if they

were the first generation. All volume on which the non-qualifying Distributor would have been paid is

“rolled up” and is paid to the next upline Distributor who is qualified.

SALES MANAGER: in three of four months, shows monthly orders of 7500 Group PV with 500

Personal PV and show 6 legs of 1,000 PV legs in final month.

Buy Product at Tier 2 pricing from the Company for resale to downline organization and for retail.

Active/Qualified status is 500 PPV (Personal PV)

Sales Manager Earns 20% on Personal PV

Sales Manager Earns 42% Bonus on Dealer Legs

Sales Manager Earns 36% Bonus on Senior Dealer Legs

Sales Manager Earns 30% Bonus on Master Dealer Legs

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Sales Manager Earns 20% Bonus on Distributor Legs

Sales Manager Earns 14% on Distributor leg when a first level Distributor has developed a Distributor

under them in the leg. Compression applies in the event Sub-Distributor is not qualified in a month.

COMPRESSION IN SALES MANAGER LEG(s): Compression in Sales Manager Leg(s) Qualified Sales

Managers earn generational monthly bonuses on downline Sales Managers as they build Sales Managers

deep and wide. In order for a qualified Sales Manager to receive any generational override(s), they must

have at least one first generation qualified Sales Manager. In the event there may be more than one

Sales Manager inline, the computer will seek the first qualified in the line and will count that Sales

Manager as if they were the first generation. All volume on which the non-qualifying non-qualifying

Sales Manager would have been paid is “rolled up” and is paid to the next upline Sales Manager who is

qualified. This will be the procedure followed for all ranks of Sales Managers in the calendar month.

ONLY SALES MANAGERS PURCHASE PRODUCT DIRECTLY FROM THE COMPANY: A two tier price

structure is in place to allow the Sales Manager ease in working with their downline. The Sales Manager,

however, may opt to sell their downline product at Tier I pricing OR they may opt to use pricing that

would factor in the promotion level discounts. Sales Managers may find it is easier to manage their

business using Tier I pricing for their entire downline.

Just as each Sales Manager receives a bonus on their Personal PV, their downline may find it

encouraging to see the bonus on their PPV as part of their commission.

ORDER POSTING: Each Sales Manager will electronically report all product orders for their downline

members. Posting is to be done promptly, as orders are placed, and no later than 48 hours after an

order is placed and paid. This will enable each Dealer to track their progress and that of their downline.

At the close of the business month, 48 hours will be granted for any final orders to be reported for the

month. (Please refer to the Compensation Plan Terms & Definitions for additional details.)

Section 4 CUSTOMERS and TYPES OF CUSTOMERS

RETAIL CUSTOMER: A Retail Customer is a non-member, one who does not participate in the AirRestore

Inc. business opportunity, but rather buys product from a Dealer for personal consumption.

CORPORATE CLIENTS AND SALES: The corporate client program is designed to help facilitate an order(s)

that may require special pricing and special financial arrangements that would be difficult for a Dealer to

complete. AirRestore Inc. will work to accommodate and complete the order for the corporate client

and will determine the amount of PV that can awarded to the Dealer for the order(s).

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Section 5 GENERAL POLICIES FOR DEALERSHIPS

SAME HOUSEHOLD DEALERSHIP: Two or more persons living in the same household may not sponsor

each other or have separate Dealer relationships with AirRestore Inc. unless those persons are truly

independent. AirRestore Inc. may require documentation as evidence. (The decision will rest entirely

with the management of AirRestore Inc.). The rules for same household Dealerships shall apply, which

are as follows:

• If one person living in the same household is already a Dealer, the other, non-participating

person in the household may become a co-applicant on the same Dealer record as the first

individual, and the dealership shall be treated as a joint tenancy with rights of survivorship.

• If two Dealers marry, they may combine their Dealer organizations (if one has sponsored the

other), sell one of them, terminate one of them, or they may choose to maintain separate

AirRestore Inc. dealerships. Contact Customer Service for help working through the process and

gathering any information that may be necessary to comply with this provision.

Children of a Dealer eighteen (18) years of age or older may become a separate Independent Dealer, as

long as they are the principal participant.

CORPORATIONS, PARTNERSHIPS, LIMITED LIABILITY COMPANIES, AND TRUSTS: A partnership,

corporation, limited liability company (LLC), or trust may become a AirRestore Inc. Dealer by submitting

to AirRestore Inc. a partnership agreement, certificate of incorporation, articles/certificate of

organization (LLC), or trust agreement along with a copy of the state registration form for the entity or a

certificate of good standing for the entity issued by the state of incorporation or organization. The

registration form or certificate of good standing must be indicate the names of all of the shareholders,

officers, members, managers, partners, or trustees of the entity, or have such included with the

submission to AirRestore Inc.. The entity remains responsible for any indebtedness or other obligation

to AirRestore Inc.. No individual may participate in more than one Dealership in any form. A Dealer may

change status under the same sponsor from individual to partnership or corporation by submitting the

appropriate aforementioned documentation.

AirRestore Inc. reserves the right to approve or disapprove any Dealer's change of business names,

formation of partnerships, corporations, and trusts for tax, estate planning, and limited liability purposes.

In addition, by submitting a copy of the certificate of partnership or incorporation, it is certifying that no

person with an interest in the new business entity has had an interest in another Dealership within six (6)

months of the submission of the certificate (unless it is the continuation of an existing Dealership that is

changing its form of doing business).

SALE, TRANSFER, OR ASSIGNMENT: AirRestore Inc. reserves the right to approve or disapprove any

Dealer's request for sale, transfer, or assignment of their organization for any reason. You may not sell,

transfer, or assign your dealership without AirRestore Inc. written approval. To request approval, the

following criteria must be met:

AirRestore Inc. must approve of the buyer prior to a sale.

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The buyer must be (or must become) a qualified AirRestore Inc. Dealer

You must notify AirRestore Inc. corporate offices of your intent to sell or transfer the business.

The request must be made in writing with a notarized signature which then must be mailed to

AirRestore Inc..

No changes in line of sponsorship or your downline can result from the sale or transfer.

Before any transfer or sale will be approved, any debt obligations you may have with AirRestore

Inc. must be satisfied.

If you are not in compliance with all the terms of this agreement, AirRestore Inc. shall resolve

any such issue prior to reviewing a transfer or sale request.

AirRestore Inc. does not waive any violations of this agreement even though a violation may

have occurred under a prior owner of a Dealership. The recipient of any approved transfer or

sale of an organization may be held responsible in the event that a previous violation of this

agreement is discovered to have been made by the prior owner of the organization after the

transfer or sale has been made. Any action that may be taken on a Dealership with the previous

owner under section 13.3 of this agreement may therefore carry over to the new owner.

SUCCESSION: Upon death or incapacitation, your rights to commissions, bonuses, and downline

organization, together with all Dealer responsibilities, will pass to your legal heir(s) or legal

representative(s). The heir(s) or representative(s) must present AirRestore Inc. with the appropriate

legal documentation and a properly completed Dealer Application and Agreement. A W-9 form is

required from the new member. The beneficiary acquires the right to collect all commissions and

bonuses of your sales organization provided that he and/or she meet all of the qualifications necessary

for the compensation plan and this transfer is completed.

SEPARATION OF AN AirRestore Inc. BUSINESS: AirRestore Inc. Dealers sometimes operate their

AirRestore Inc. 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 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 business upline or downline of sponsorship.

If the separating parties fail to provide for the best interests of other Dealers and the Company, it is a

violation of this Agreement, and AirRestore Inc. may involuntarily terminate the Dealer Agreement

pursuant to AirRestore Inc. Policies and Procedures.

During the proceedings of a divorce or entity dissolution, the parties must adopt one of the following

methods of operation:

• One of the parties may, with consent of the other(s), operate the business pursuant to a

notarized assignment in writing whereby the relinquishing party authorizes AirRestore Inc.

to deal directly and solely with the other party or parties. A notarized request from the

person being removed is required. A new Dealer agreement and W-9 form is required from

the person remaining on the account.

• The parties may continue to operate the AirRestore Inc. business on a "business-as-usual"

basis, whereupon all compensation paid by AirRestore Inc. will be paid in the joint names of

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the Dealers or in the name of the entity to be divided as the parties may independently

agree among themselves.

• Pursuant to a court order involving the parties.

If one of these requirements is not met, AirRestore Inc. will maintain the status quo as to how

commissions are paid.

Under no circumstances will the downline organization of divorcing spouses or a dissolving business

entity be divided. Similarly, under no circumstances will AirRestore Inc. split commission and bonus

checks between divorcing spouses or Dealers of dissolving entities. AirRestore Inc. will recognize only

one downline organization and will issue only one commission check per AirRestore Inc. business per

commission cycle. Commission checks shall always be issued to the same individual or entity, unless

agreed by all parties that the commissions will be due and paid to another party or by order of a court

having jurisdiction over AirRestore Inc.. If a former spouse or a former entity affiliate has completely

relinquished all rights in his/her original AirRestore Inc. business, he/she is thereafter free to enroll

under any sponsor of his/her choosing. However, in such case the former spouse or partner shall have

no rights to any Dealers in their former organization or to any former customers. They must develop the

new business in the same manner as would any other new Dealer.

ROLL-UP OF MARKETING ORGANIZATION: When a vacancy occurs in a marketing organization due to

the termination of an AirRestore Inc. business, each Dealer in the first level immediately below the

terminated Dealer on the date of the cancellation will be moved to the first level ("front line") of the

terminated Dealer's sponsor. For example, if A sponsors B, and B sponsors C1, C2, and C3, if B

terminates her business then C1, C2, and C3 will "roll-up" to A and become part of A's first level.

TAXES

INCOME TAXES: You are responsible for complying with the tax laws in the jurisdiction where you reside.

In the United States, you are responsible for paying local, state, and federal income taxes on any

earnings generated through your AirRestore Inc. business. Dealers who enroll are required by law to

provide their Social Security or Federal Tax Identification Number for tax reporting purposes. Those who

do not submit a valid tax ID number may be subject to backup withholdings, possible processing fees,

customer status change, and may be required to submit a W-9 form or other tax documentation. Any

fines or penalties incurred by AirRestore Inc. because of an incorrect taxpayer ID number or name will

be your responsibility and you agree to reimburse AirRestore Inc. for these costs. Every year, AirRestore

Inc. will provide an IRS Form 1099 MISC (Non-Employee Compensation) earnings statement to each U.S.

resident who falls into one of the following categories:

Had earnings over $600 in the previous calendar year; or

Made purchases during the previous calendar year in excess of $5,000

Changes to a SSN or TIN must be received via a completed W-9 form. The name and TIN on a member's

account must match IRS records. These forms must match the signature of the owner on the account.

For tax reporting purposes, changes to these numbers will result in the creation of a new account,

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therefore assigning a new member number to ensure that the correct name is used with the correct TIN

and owner of the account.

No previous 1099s may be reissued under the new SSN or TIN. Earnings made before the change will be

reported on the original TIN. Earnings after any change will be recorded on the new TIN.

A co-applicant may be added with the consent of the primary Dealer. Taxes will be reported on the

primary Dealer's tax number.

SALES TAXES: AirRestore Inc. will be using a MLM sales tax company who will assure compliance with all

MLM laws and remittance of the Sales Taxes collected with each order. Sales tax will be collected on the

published suggested retail price of the product and according to tax rates of the state in the "ship to"

address on the order. The use of the Sales Tax Exemption Certificates will be permitted in certain

situations.

DEALER CLAIMS, REPRESENTATION AND INDEMNIFICATION: You are fully responsible for all verbal and

written statements you make regarding AirRestore Inc. products, services, and the compensation plan

which are not expressly contained in official AirRestore Inc. materials. You agree to indemnify AirRestore

Inc., its directors, officers, employees, agents, and hold them harmless from any and all liability including

judgments, civil penalties, refunds, attorney fees, court costs, or lost business incurred by AirRestore Inc.

as a result of the Dealer's unauthorized representations or actions. This provision shall survive the

termination of the Dealer Agreement.

PRODUCT CLAIMS: No improper claims about the products may be made. In particular, you may not

make any claim that AirRestore Inc. products are useful in the prevention, treatment, or cure of any

disease or condition. Do not make any statements or claims that are false or misleading concerning

AirRestore Inc. products. You must comply with all laws, both state and federal, regarding any

statements made.

Dealers who fail to comply will be subject to termination of their Dealership.

INCOME CLAIMS: No false or misleading income projections may be made to prospective Dealers.

The Federal Trade Commission and several states have laws or regulations that regulate or even prohibit

certain types of income claims and testimonials made by persons engaged in network marketing.

Dealers are prohibited from showing copies of checks or discussing the earnings of themselves or others.

Doing so could result in legal consequences that can negatively impact AirRestore Inc., as well as the

Dealer making the income claim.

AirRestore Inc. Dealers do not have the data necessary to comply with the legal requirements for

making income claims. A Dealer, when presenting or discussing the AirRestore Inc. opportunity or

compensation plan to a prospective Dealer, may not make income projections, income claims, or

disclose his or her AirRestore Inc. income (including the showing of checks, copies of checks, bank

statements, or tax records). AirRestore Inc. Dealers must comply with all local and federal laws.

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DECEPTIVE PRACTICES

UNAUTHORIZED RECRUITING: Dealers may engage in other business ventures, however, Dealers may

not take advantage of their knowledge of their association with other Dealers whom they did not

personally sponsor, including their knowledge resulting from or relating to their individual lines of

sponsorship, in order to promote and expand such other business ventures. Such conduct constitutes an

unwarranted and unreasonable interference with the business of other Dealers and AirRestore Inc.

CONTACTS BENEATH FIRST-LEVEL: Every Dealer agrees not to solicit, directly or indirectly, other Dealers

whom he or she did not personally sponsor in order to sell, offer to sell, or promote other products,

services, or business opportunities, investments, securities, or loans not offered or marketed by

AirRestore Inc.

COMPETITING WITH COMPENSATION PLAN: Every Dealer agrees not to sell, offer to sell, or promote

any other business opportunities, products, or services in connection with AirRestore Inc. compensation

plan.

CROSS-LINE RECRUITING: Actual or attempted cross-line recruiting or sponsoring is strictly prohibited.

"Cross-line recruiting" is defined as the sponsoring or attempted sponsoring of an individual or entity

that already has a current Dealer Agreement on file with AirRestore Inc. within a different line of

sponsorship or with a different sponsor. The use of a spouse's name, trade names, DBAs (Doing Business

As), assumed names, corporations, trusts, federal ID numbers, or fictitious ID numbers to circumvent

this policy is prohibited.

BONUS BUYING: "Bonus buying" includes (a) the enrollment of individuals or entities without their

knowledge of and/or execution of a Dealer Application and Agreement by such individuals or entities; (b)

the fraudulent enrollment of an individual or entity as a Dealer or customer; (c) the enrollment or

attempted enrollment of non-existent individuals or entities as Dealers or customers (phantoms); or (d)

the use of a credit card by or on behalf of a Dealer or customer when the Dealer or customer is not the

account holder of such credit card without written authorization.

Bonus buying is a breach of these Policies and Procedures and is strictly and absolutely prohibited.

REPACKAGING AND RELABELING: You may not re-label, alter the labels of, repackage, or refill any

AirRestore Inc. product. AirRestore Inc. products must be sold in their original containers only. Such

relabeling or repackaging would violate governing laws, which could rest in severe criminal penalties.

DOWNLINE GENEALOGY REPORTS: The AirRestore Inc. Genealogy Reports are confidential and contain

proprietary business trade secrets. You may not use the report for any purpose other than for

developing and supporting your AirRestore Inc. business.

During any term of the Dealer Agreement and following the termination or expiration of the Agreement

between you and AirRestore Inc. for any reason whatsoever, you shall not, on your own behalf or on

behalf of any other person, partnership, or other entity:

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• Disclose any information contained in the reports to any third party;

• Use the reports to compete with AirRestore Inc.;

• Recruit or solicit any Dealer or customer listed on the reports to participate in other multi-level

or direct marketing ventures; or

• Use or disclose to any person, partnership, association, corporation, or other entity any

information contained in any downline Genealogy Report or termination of your Dealership.

PRODUCT LIABILITY COVERAGE: AirRestore Inc. maintains insurance to protect the Company against

product liability claims. It is AirRestore Inc. intent to share our coverage benefits with Independent

Dealers so long as they are marketing AirRestore Inc. product in accordance with applicable laws and

regulations, the Dealer Agreement and any directives that may be issued by AirRestore Inc. It is not our

intent to share our coverage, nor is the product liability insurance intended to extend coverage, for

claims that arise as a result of a Dealer's misconduct in storing, labeling, describing, marketing or

promoting the products.

COMMERCIAL OUTLETS: You may display AirRestore Inc. products in commercial outlets where

professional services are the primary source of revenue and product sales are secondary, such as

approved service-oriented establishments, including, but not limited to, health spas, beauty shops, and

physicians' and chiropractors' offices.

TRADE SHOWS AND EXPOSITIONS: You may display and/or sell AirRestore Inc. products at trade shows

and expositions approved by the Company. AirRestore Inc. guidelines for procedures and displays are to

be followed. Literature displayed at the event must be official AirRestore Inc. literature and must clearly

identify yourself as an Independent Dealer.

Section 6 SPONSOR'S RESPONSIBILITIES

SPONSORING: All Dealers in good standing have the right to sponsor others in AirRestore Inc. Each

prospective Dealer has the ultimate right to choose his or her own sponsor. If two Dealers claim to be

the sponsor of the same new Dealer or customer, the Company shall regard the first application

received by the Company as binding.

ONGOING SUPERVISION, TRAINING, AND SALES: As a sponsor, you are expected to train, supervise, and

communicate with your sales organizations.

NON-DISPARAGEMENT: In setting the proper example for your downline, you must not disparage,

slander, or defame other AirRestore Inc. Dealers, AirRestore Inc. products, the compensation plan, or

the Company's employees. Such disparagement constitutes a material breach of these Policies and

Procedures and may result termination of your Dealership.

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Section 7 ADVERTISING

ADVERTISING: You must not make false or fraudulent claims about AirRestore Inc. product, the

compensation plan, or its income potential. You may use your own materials as long as they legally

comply with all applicable laws and are marked as Independent Dealer.

USE OF COMPANY MATERIALS: To prevent inadvertent errors or illegal claims, you should strive to use

the current AirRestore Inc. literature for advertising and describing AirRestore Inc. products or programs.

The materials must be used in context so as not to be misleading.

All AirRestore Inc. materials—whether printed, on video or DVD, produced by sound recording, or any

other electronic format—are copyrighted and may be reproduced in whole or in part only when

authorized by AirRestore Inc. Written approval must be obtained.

There is no recording permitted during any AirRestore Inc. convention or meeting without permission.

TRADEMARKS AND COPYRIGHTS: The name of AirRestore Inc., Critter Zone or any other names that

may be adopted by AirRestore Inc., such as trade names, trademarks, logos, and slogans of AirRestore

Inc., and the web address or URL (or any names that are confusingly similar) are proprietary to

AirRestore Inc. and of great value. You may only advertise AirRestore Inc. products using the AirRestore

Inc. logos or trademarks with written permission. All advertising material not produced by AirRestore Inc.

must use the words "Independent Dealer" to clearly show you are representing the Company in the

capacity of an Independent Dealer.

MEDIA INQUIRIES: You may not attempt to respond to media inquiries regarding AirRestore Inc.

products or services, or your independent AirRestore Inc. business. All inquiries any type of media must

be immediately referred to the AirRestore Inc. Company office. This will ensure that accurate and

consistent information reaches the general public.

DEALER-DEVELOPED ADVERTISING MATERIALS: AirRestore Inc. encourages its Dealers to promote its

products through use of Company produced literature. This material is copyrighted and should not be

reproduced without permission.

Advertising through any medium such as television, radio, mail, newsletters, faxes, or Internet must be

done in accordance with all applicable laws. Dealers are responsible for knowing and complying with all

such local, state, or national laws.

Should a Dealer decide to produce and/or use materials other than materials from AirRestore Inc., such

Dealers must clearly identify that the material is from an Independent Dealer and not AirRestore Inc.

Any use of advertising material not produced by AirRestore Inc. must be compliant with all applicable

laws. Such material must be produced in a professional and tasteful manner. Material must not be used

that is not in compliance with this provision or that reflects poorly upon AirRestore Inc.

Violations may subject a Dealer to the sanctions allowed under these Policies and Procedures.

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DOMAIN NAMES AND E-MAIL ADDRESSES: Dealers may not use or attempt to register any of AirRestore

Inc. trade names, trademarks, service names, service marks, product names, the company's name, or

any derivative thereof for any Internet domain name in whole or in part, either in the US or abroad. Nor

may Dealers incorporate or attempt to incorporate any of AirRestore Inc. trade names, trademarks,

service names, service marks, product names, the Company's name, or any derivative thereof into any

electronic mail address.

AirRestore Inc. PERSONAL WEBSITES

AirRestore Inc. offers a personalized website to assist in your marketing efforts. Contact your upline for

more details about your virtual office.

TELEPHONE SOLICITATION: The use of AirRestore Inc. name or copyrighted materials may not be made

with automatic calling devices or "boiler room" operations to solicit potential members.

TESTIMONIALS, MEETINGS, MEETING MATERIALS: AirRestore Inc. products are not intended to treat,

cure, or prevent any disease. Testimonials must not claim to treat, cure, prevent, or mitigate any disease.

This includes expressed and implied claims.

At meetings, people may give testimonials about how the Company's products have helped them but no

“disease claim" may be made.

You must take every precaution to ensure that any testimonials you use are legal. Testimonials must be

factual.

Third-party scientific literature that is compliant with local, state, and federal may be distributed at a

meeting but must be placed separate and apart from promotional material.

Section 8 SALES REQUIREMENTS

PRODUCT SALES

The AirRestore Inc. compensation plan is based upon the sale of AirRestore Inc. products and service to

end consumers. You must fulfill specified personal and downline organization sales requirements (as

well as meet other responsibilities set forth in these Policies and Procedures) in order to be eligible for

bonuses, commissions, and advancement to higher levels of achievement. The following sales

requirements must be satisfied in order for you to be eligible for commission

• Minimum of 70% of your orders must be sold to customers, preferred customers, or other end

users. The sales volume of your personally enrolled preferred customers shall be included with

the sales determining compliance with the 70% requirement. You may not purchase additional

product until least 70% of the previous order has been sold to end consumers.

• You are required to furnish your customers with a sales receipt, which specifies the date of sale,

the amount of sale, the items purchased, and the AirRestore Inc. satisfaction guarantee.

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• Additionally, if you sell product inventc to other Dealers, you must provide the purchaser with a

sales receipt.

• You should maintain copies of all sales receipts for a period of two (2) years and furnish them to

AirRestore Inc. at the Company's request. AirRestore Inc. will maintain records documenting the

purchases of Dealers/Dealer's customers.

• AirRestore Inc. Dealers agree not to stock excessive inventory and to abide by the 70% rule,

which is that 70% of the Dealer's inventory has been sold or consumed prior to ordering more.

By ordering more product, the Dealer certifies that 70% of all prior orders has been consumed

or sold. The Dealer also agrees not to purchase inventory for the sole purpose of qualifying for

compensation payments.

You may personally sell AirRestore Inc. products to nonmembers at any price you choose.

EXCESSIVE PURCHASES OF INVENTORY PROHIBITED: AirRestore Inc. strictly prohibits the purchase of

products in unreasonable amounts solely for the purpose of qualifying for commissions, bonuses, or

advancement in the Compensation Plan. You may not purchase more than you can reasonably resell or

consume in any month, nor encourage others to do so.

NO PRICE OR TERRITORY RESTRICTIONS: You are not required to sell AirRestore Inc. products at the

suggested customer prices set by AirRestore Inc. in the AirRestore Inc. Product Price List. You may sell

AirRestore Inc. products at any price you choose. There are no exclusive territories granted to anyone.

No franchise fees are required.

Section 9 PRODUCT RETURNS

RETURN POLICY

AirRestore Inc. reserves the right to review each return or exchange on a case by case basis. Returns will

cause promotions, credits, commissions, and bonuses to be adjusted or reversed, both for the person

making the return and for upline Dealers who received compensation on such purchases.

RETURN GUIDELINES

Any member who is dissatisfied with any AirRestore Inc. products may return

• Any unopened product within thirty (30) days after shipment for a full refund in the same

method of payment of the purchase price and applicable sales tax (less shipping charges).

• Any opened product with which the member is dissatisfied within thirty days after shipment for

a credit on the member's AirRestore Inc. account purchase price and applicable sales tax (less

shipping charges).

• Any sealed or opened product or defective product with which a member is dissatisfied up to

ninety (90) days after shipment for credit of the purchase price and applicable sales tax (less

shipping charges and a 10% handling fee.

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Customers returning product to Dealers will follow the same return policy and the Dealer is

responsible for returning the product to the Company within 10 days. Excessive returns may be

deemed an abuse of AirRestore Inc. return policy and may result in suspension of your return

privileges and/or Dealership. Damaged or incorrect shipments of products will not be subject to

fees.

RETURNS OF INVENTORY BY DEALERS

If you choose to cancel your Dealer Agreement, you may return any product inventory or sales aids

purchased in the preceding twelve (12) months for a refund if you are unable to sell or use the

merchandise. You may return only products and sales aids that are in resalable condition, unless

otherwise required by law. Resalable condition is defined as the same unopened condition as it was

purchased new. You must return the products to AirRestore Inc., prepay the shipping charges, and

include a letter explaining that you wish to terminate your Dealer Agreement and receive a refund.

Upon receipt of the products, you will be reimbursed 90% of the net cost of original purchase price(s),

less shipping charges. The Company shall deduct from the reimbursement any commissions, bonuses, or

other incentives received by you as a result of the product you are returning.

PRODUCT KITS: Any product kit returned to AirRestore Inc. must be complete; otherwise the kit will not

be eligible for an exchange or refund. No individual items from a kit will be eligible for a refund.

Credits will be issued when AirRestore Inc. has processed the return.

PROCEDURES FOR RETURNS: The following procedures apply to all returns for refund, repurchase, or

exchange:

• The customer or Dealer who purchased it directly from AirRestore Inc. must return all products.

All product(s) must be returned in its original container.

• The return must have a Return Merchandise Authorization number (RMA) that may be obtained

by calling the Customer Care Department. The RMA number must be written on the outside of

each package, or the shipment will be returned to sender.

• A completed product return form must be included with the package. All returns must be

shipped pre-paid to AirRestore Inc. C.O.D. packages are not accepted.

• If returned product is not received by the Company's distribution center, it is the responsibility

of the member to trace the shipment. AirRestore Inc. is not liable for items lost or damaged in

transit.

• Volume for exchanges will be counted in the month the exchange transaction was made.

No refund or exchange will be made for subsequent returns of the same product, except when product

is damaged or defective.

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Section 10 ORDERING AND PAYMENT

ORDERING METHODS: Sales Managers may place orders by telephone, fax, mail or website. For security

reasons, orders will not be accepted via e-mail.

PHONE: When ordering by phone, be prepared to present all information requested on the AirRestore

Inc. order form. Live operators are available Monday through Friday from 7:00 a.m. to 7:00 p.m. Central

Time. Payments can be made by ACH (US banks only, bank draft) credit card.

FAX: When ordering by fax, print information legibly on the order form. Payment can be made by ACH

(US banks only, bank draft) or credit card. Orders may faxed to 1-612-465-4616.

MAIL: When ordering by mail, send completed order form with money order or cashier’s check to :

AirRestore Inc.

Attn: Order Entry

11375 Robinson Drive, Suite 109

Minneapolis, MN 55433

Payments may be made by credit card, cashier's check, money order, or check (US funds only). Personal

check must clear before order is shipped.

DO NOT SEND CASH. No C.O.D. orders will be accepted.

Payment plans are not allowed when purchasing product. The balance may be paid with different credit

cards, but must be paid in full before the order will be shipped.

AIRRESTORE INC. WEBSITE AND REPLICATED WEBSITES: Use of the replicated website will make

ordering and accessing information online easy. Available 24 hours a day, 7 days a week, the website

allows Dealers and Sales Managers to place online orders. You will need your member number and

password (which should be kept confidential) to establish a login and security code (four-digit PIN) at

www.AirRestoreUSA.com. You must keep your PIN secure.

ORDER CREDITING: For orders to be counted in a given month, they must be received and accepted

within 48 hours after the calendar month has ended. Changes made to pending orders that have not yet

shipped will keep the original date the order was entered. This may affect commission qualification.

OUT OF STOCK ITEMS: If an item ordered is out of stock or discontinued, AirRestore Inc. will attempt to

contact you by phone or e-mail so you may select an alternative item, if qualifications are negatively

affected. If we are unable to contact you or do not receive a response from you within one to two (1-2)

business days, AirRestore Inc. will remove the item and process the order.

BACK ORDERS: Because back orders may cause qualification problems, AirRestore Inc. does not usually

offer back orders. Only under unusual circumstances will AirRestore Inc. offer a back order. If a back

order does occur, no additional shipping charges will be incurred in shipping the back-dated product.

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MONTH-END ORDER PROCESSING CUTOFF: The business month ends at 11:59 pm Central Time on the

last calendar of each month. Additional orders for the month will be accepted for an additional 48 hours

after the month closes. Each Sales Manager is required to complete their downline electronic reporting

for the month within the 48 hour period. Even when the end of the month falls on a weekend, holiday,

or a day that the AirRestore Inc. office is closed, the deadline will not normally be extended. All mailed-

in orders will be credited to the month in which they are received. (Refer to Compensation Plan

Guidelines)

Section 11 SHIPPING

SHIPPING METHODS AND CHARGES: Domestic orders are generally shipped within two (2) business

days (excluding weekends and holidays). A packing slip is included in each shipment. It contains the

order number, member number and name, product code, product name, price, and the amount and

method of payment. Dealers should keep these packing slips for personal accounting records. Package

tracking is available through most major carriers.

SHIPPING DISCREPANCIES: When an order is received, the products should be checked against the

packing slip to make certain there is no discrepancy or damage. Please notify AirRestore Inc. of any

shipping discrepancies or damage as soon as possible. Failure to notify AirRestore Inc. of any shipping

discrepancy or damage within five (5) business days of receipt of shipment will forfeit your right to

request a correction.

HOW TO REPORT PROBLEM? A completed Shipping Discrepancy/Damage Claim form, Return

Merchandise Authorization (RMA) number, and a copy of the packing slip are required for the

processing of all shipping discrepancies or damage claims. If the required forms are not included,

AirRestore Inc. will not process shipping discrepancies, issue include the invitation to contribute to the

Foundation for the advancement of its charitable purposes, the invitation to participate (at the

member's own expense where applicable) in certain member-participation charitable activities of the

Foundation, and the right to receive periodic reports of the charitable activities and accomplishments of

the Foundation. The duties associated with such non¬voting membership shall be maintenance of the

member's Dealer status with AirRestore Inc. products, and conduct which will not bring shame or

dishonor to the Foundation or to AirRestore Inc..

Section 12 DISTRIBUTOR ACCOUNT MANAGEMENT

TO MAKE CHANGES TO A DISTRIBUTOR ACCOUNT: You must immediately notify AirRestore Inc. of all

changes to the information contained on the Distributor Application and Agreement. You may update

your existing information by submitting a written request indicating the changes, by submitting a

Personal Information Change Form, or by making such changes in the Virtual Office of the corporate

website. The modifications permitted within the scope of this paragraph do not include a change of

sponsor or tax information.

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SPONSOR/ENROLLER REQUESTS FOR CHANGES: FIRST 30 DAYS: A change of sponsor or enroller may be

granted if requested during the new Dealer’s first thirty (30) days of enrollment or reactivation. The

request must be in writing via mail, e-mail, or fax.

OTHER SPONSOR CHANGE REQUESTS: Accordingly, the transfer of a AirRestore Inc. business from one

sponsor to another is rarely permitted. Requests for a change of sponsor mu be submitted in writing via

mail, fax, or email to infor@airrestoreusa.com and must include the reason for the transfer. Transfers or

changes will t considered only under the following circumstances:

In cases involving fraudulent inducement or unethical sponsoring, a distributor may request that

he or she be transferred to another organization with his or her entire marketing organization

intact. All requests for transfer alleging fraudulent enrollment practices shall be evaluated on a

case-by-case basis.

The distributor seeking to transfer submits a written request including the written approval of

the five (5) upline members whose income will be affected by the transfer. The request is

subject to approval by the AirRestore Inc. Executive Committee. Any downline distributors shall

remain in the original genealogy and shall not be moved with the transferring distributor.

A distributor who has not placed an order in six (6) months is eligible to transfer to another sponsor of

his/her choosing. The request for the sponsor change must be submitted before any further orders are

placed on the members account. Any downline distributors shall remain in the original genealogy and

shall not be moved with the transferring distributor.

Problems of attitude, non-support, personality conflicts, or social preference= not acceptable reasons

for a change.

Section 13 DISPUTE RESOLUTION AND DISCIPLINARY ACTION

DISPUTES BETWEEN DEALERS: If you have a grievance or complaint with another Dealer regarding any

practice or conduct in relationship to your respective AirRestore Inc. business, you should first discuss

the problem with the other Dealer. If this does not resolve the problem, report the problem to your

upline leader who is Sales Manager to resolve the issue at a local level. If the matter cannot be resolved,

it must be reported to the AirRestore Inc. Company Executive Committee in writing via mail, fax, or e-

mail at info@airrestoreusa.com. The complaint should identify specific instances of alleged improper

conduct and, to the extent possible, identify the relevant dates on which the event(s) complained of

took place, the location(s) where they occurred, and all persons who have firsthand knowledge of the

improper conduct.

Upon receipt of a written complaint, the AirRestore Inc. Executive Committee will investigate the matter,

review the applicable policies, and render a decision on how the dispute shall be resolved.

DISPUTES BETWEEN AirRestore Inc. AND DEALERS – ARBITRATION: All disputes and claims relating to

AirRestore Inc., its compensation plan, its products, the rights and obligations of its Dealers and

AirRestore Inc., or any other claim or cause of action relating to product purchase(s) or performance,

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either of a Dealer or of AirRestore Inc. under the Dealer Agreement, shall be settled totally and finally

by arbitration in Anoka, MN, unless the laws of the state in which you reside expressly require otherwise.

There shall be an arbitrator, an attorney-at-law with expertise in transactional law (there being a strong

preference for an attorney knowledgeable in the direct selling industry), selected from the panel in

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. If you file a claim or counterclaim

against AirRestore Inc., you may do so only on an individual basis and not with any other Dealer or as

part of a class action. The decision of the arbitrator shall be final and binding upon the parties and may,

if need be, be reduced to a judgment in any court of competent jurisdiction. This agreement to arbitrate

shall survive any cancellation or expiration of the Dealer Agreement. Nothing in these Policies and

Procedures shall prevent AirRestore Inc. from applying to and obtaining from any court having

jurisdiction a writ of attachment, temporary injunction, preliminary injunction, permanent injunction, or

available relief to safeguard and protect AirRestore Inc. interest prior to, during, or following the filing of

any arbitration or other proceeding, or pending the rendering of a decision or award in connection with

any arbitration or other proceeding. The existence of any Dealer claim or cause of action against

AirRestore Inc. does not preclude AirRestore Inc. from enforcing the Dealer's covenants and

agreements contained in the Dealer Agreement.

JURISDICTION, VENUE, AND CHOICE OF LAW: Jurisdiction and venue of any matter not subject to

arbitration shall reside in any state or federal court located in Anoka. MN, unless the laws of the state or

country in which the Dealer resides expressly require otherwise, despite this jurisdiction clause. By

signing the Dealer Agreement, you consent to jurisdiction within these two forums. The laws of the state

of Minnesota shall govern disputes involving the Dealer Agreement.

DISCIPLINARY ACTIONS: At AirRestore Inc. discretion, violation of any of the terms and conditions of the

Dealer Agreement and these Policies and Procedures including but not limited to any illegal, fraudulent,

deceptive, or unethical business conduct; non-payment of your account with AirRestore Inc., declination

of credit card or ACH authorizations; or investigation into any of the above may result in a hold on your

account, which may include one or more of the following sanctions:

• Written warning clarifying the meaning and application of a specific policy or procedure and

advising that a continued breach will result in further sanctions;

• Probation, which may include requiring you to take remedial action and will include follow-up

monitoring by AirRestore Inc. to ensure compliance with the Dealer Agreement;

• Withdrawal or denial of an award or recognition, or restricting participation in AirRestore Inc.-

sponsored events for a specified period of time or until you satisfy certain specified conditions;

• Suspension of certain privileges of Dealership including, but not limited to, placing a product

order, participating in AirRestore Inc. programs, progressing in the compensation plan, or

participating as a Dealer for a specified period of time or you satisfy certain specified conditions;

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• Withholding commissions or bonuses for a specified period of time or until the Dealer satisfies

certain specified conditions;

• Imposing fair and reasonable fines or other penalties in proportion to actual damages incurred

by AirRestore Inc. and as permitted by law; and/or

• Termination of the Dealer Agreement

APPEALS OF DISCIPLINARY ACTION AND EXECUTIVE REVIEW COMMITTEE: Following issuance of a

sanction or disciplinary action (other than a suspension pending an investigation), you may appeal the

sanction to the Company Executive Committee. The appeal must be in writing and received by the

Company within fifteen (15) days from the date of the disciplinary action. If the appeal is not received

within the fifteen-day period, the sanction will be final. Submit all supporting documentation with

appeal correspondence. The Executive Committee will review and reconsider the sanction, consider

other appropriate action, and notify the Dealer in writing of its decision.

Section 14 INACTIVITY, REACTIVATION, AND CANCELLATION

INACTIVITY: If you do not meet the personal volume (PV) requirement in any particular month, you will

be deemed inactive for that month and will not receive commissions or bonuses for the sales generated

through the downline organization.

If you remain inactive for a period of twelve (12) consecutive months and you have not renewed your

Dealership, you will be effectively dropped from the AirRestore Inc. sales organization and your Dealer

Agreement cancelled. Any existing sales organization or downline will in effect "roll-up" to your first

active upline Dealer.

REACTIVATION: Dealers dropped for inactivity may reactivate their membership by contacting Customer

Service and requesting reactivation. Reactivating members must thereafter satisfy the PV requirements,

and they will be reactivated under their prior sponsor/enroller unless otherwise requested. Should the

prior sponsor be inactive, the member will be reactivated under the first active upline member.

Reactivating members have no claim to downline that was lost when they were dropped for inactivity

and are treated as a new member.

INVOLUNTARY CANCELLATION OR TERMINATION: Violation of any of the terms of the Dealer

Agreement constitutes a material breach of the Dealer Agreement and may result in disciplinary action,

including cancellation or termination of the Dealer Agreement. Involuntary cancellation or termination

will result in the loss of all rights to the downline organization and any commissions or bonuses

generated thereby. Dealers who are terminated shall receive compensation earned for the last full

calendar month in which they were in full compliance with these policies and procedures prior to

termination of their Dealership.

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When a Dealer is terminated for cause, the Dealer will be notified by mail or other delivery method, at

the address on file. Cancellation is effective on the date on which written notice is issued. The

terminated Dealer must immediately cease representing himself or herself as an Air Restore Inc. Dealer.

A Dealer who has been terminated for cause may reapply to become a Dealer twelve (12) calendar

months from the date of termination. Any such Dealer wishing to reapply must submit a letter to the Air

Restore Inc. Compliance Department setting forth the reasons why he/she believes he/she should be

allowed to operate an Air Restore Inc. business. It is within Air Restore Inc.'s sole discretion whether or

not to permit such a request.

VOLUNTARY CANCELLATION: You may cancel your Dealer Agreement at any time and for any reason.

Written notice must be provided to the Company and must include your signature, printed name,

member number, address, PIN, and telephone number.

If you voluntarily cancel your Dealer Agreement, you may reapply to become a Dealer six (6) months

after the cancellation date.

EFFECTS OF CANCELLATION: Upon cancellation or termination, you release all rights to your Dealer

benefits including the downline organization and all future commissions and bonuses resulting from

downline sales production.

Ver 3/11/2013