(-4:qu renters seer 1801 X01111 Lamar Sit?t't?l Stillt? Dallas. F3202 EH July 23, 2015 Mitchell Tannenbaum General Counsel State of Maine Public Utilities Commission 18 State House Station Augusta, Maine 04333-0018 Re: Request for Information, Docket No. 2014-00184 Dear Mr. Tannenbaum: Ambit Northeast, LLC (?Ambit?) appreciates the opportunity to address the Maine Public Utilities Commission's (MPUC) concerns. Ambit began serving Maine consumers in February 2015. To date, Ambit has enrolled - Maine residents, and has Independent Consultants marketing Ambit?s services to Maine consumers. Ambit takes seriously all allegations of slamming, and any Independent Consultant who is found to have engaged in this illegal practice will be subject to immediate termination pursuant to Ambit?s Independent Consultant Agreement and Policies and Procedures. While Ambit complies with Chapter 305 of the Rule Chapters for the MPUC regarding enrollment of customers, Ambit has also implemented additional measures in its enrollment process to assure that customers who enroll with Ambit have affirmatively consented to be Ambit customers. To enroll with Ambit, each customer completes an online enrollment application and electronic authorization which requests unique identifying information for each customer, including the customer?s address, current provider account number and their birth date, as required by the rules. Ambit also includes rescission information in its electronic authorization process which the customer must verify that they have read by checking a box. Please see Attachment B. Secondly, an email is sent to each customer that provides an email address at enrollment, welcoming them to Ambit and providing links to Ambit?s Terms of Service which also includes the requisite rescission information pursuant to Chapter 322 of the MPUC's rules. Ambit customers are then provided 5 days to rescind their enrollment as required by Chapter 322. Further, Ambit customers are contacted by an independent third?party company to conduct a live verification of the customer?s consent to enroll with Ambit which also informs the customer of their right to rescission. As such, Ambit goes beyond the MPUC Chapter rules and requirements and performs an additional verification to confirm a customer?s affirmative consent to be switched to Ambit?s services. Finally, Ambit mails a Welcome Package to each customer who has successfully completed the third?party verification process with includes the customer?s Terms of Service. Even with its best efforts, Ambit cannot guarantee that its procedures be fail proof. So in those rare instances when slamming occurs, Ambit investigates the allegations and takes appropriate action when necessary. In this particular case, Ambit?s Field Compliance team conducted an investigation into the allegations asserted by Complainants. Ambit contacted the Independent Consultant in question and attempted to contact all of other 14 customers who enrolled with Ambit under this Independent?s Consultant name. The Independent Consultant in question indicated that she had obtained affirmative consent from all of the customers she enrolled, but readily admitted that she had conducted the third-party verifications on behalf of the customers in violation of her Independent Consultant Agreement and Ambit?s Policies and Procedures. Aithough Ambit has not received any additional allegations of slamming from any of the 14 customers contacted, the independent Consultant is no longer associated with Ambit. As requested, Ambit responds to the questions below: 1. Please explain how many Ambit employees or agents are doing business in Maine and whether they are direct employees, independent contractors, or other agents? How are the sales representatives compensated for their work, paid by commission, hourly? RESPONSE: As indicated above, Ambit has Independent Consultants doing business in Maine. These independent Consultants are paid pursuant to Ambit?s Compensation Plan which is a commission-based program. See Attachment C. 2. On June 16, 2015, CASD staff found that Ambit failed to obtain verification that a prospective customer affirmatively chose to take service from Ambit because an Ambit independent consultant pretended to be the prospective customer. CASD found that at least one other prospective customer experienced this same problem, and believe other electricity customers could be impacted by the Ambit independent consultant who signed up their co-workers unwillineg or willingly under a "friends and family? promotion from Ambit. a. How many customers were signed up with Ambit as a result of this Ambit independent consultant?s actions? Response: The independent Consultant in question signed up sixteen (16) customers with Ambit including the complainants. b. Please provide the "Affirmative Customer Choice? Verification transcript or mp3 recording of any and all Ambit customers that were signed up as a result of the friends and family promotion related to question 2 above. Response: A disk which contains 14 veri?cation calls has been forwarded to the attention of Mr. Mitchell Tannenbaum with the MPUC via overnight delivery. 3. Please provide all materials that Ambit has provided its Maine independent consultants regarding compliance with all applicable statutory and regulatory provisions related to the trade and promotional practices of CEPs. Response: Please see Attachment A. 4. Please provide any action plan or steps that Ambit has taken since the June 16, 2015 decisions by CASD to assure compliance with all applicable statutory and regulatory provisions including Chapter 305 and Chapter 322? Response: Ambit has taken the following steps: i. Ambit has added language to its Welcome email which clearly and conspicuously provides the notice of rescission. ii. Ambit has implemented in certain states an Independent Consultant Certification program which requires all Independent Consultants to be certified to market in a particular State on behalf of Ambit by completing a quiz. The quiz must be completed with a 100% passing score to successfully be certified and covers materials applicable to the state?s regulatory requirements. Ambit will now require its Independent Consultants to compiete this Certification program to market to Maine consumers and the quiz will be expanded to include appiicable statutory and regulatory provisions in Chapter 305. Please feel free to contact me, if there are any questions regarding the information provided. Sincerely, Patricia Zacharie General Attorney ATTACHMENT s?ambi Energy Policies a rid Procedures SECTION 1: CODE OF ETHICS Ambit Marketing, l.l.C (Herein "Ambit" or the "Company"), are guided by core principles established by our Co?Founders that emphasize integrity, excellence, commitment and enthusiasm in all that We do. Everything we do is based on our commitment to improve the lives of our Customers. employees and Independent Consultants ("Consultants"). We want Consultants who will embrace these values with us. Therefore, we insist that Consultants operate within the following Code ol Ethics, which are part of, and form the foundation of, the Policies 5: Procedures. 1.1: Imsum nun Ramwm. Consultants will conduct themselves with integrity and responsibility and will make the Golden Rule of "do unto others as you would have them do unto you" as the cornerstone On which they build their business. 1.2: Ilium: nun Umwrot PRACTICES. Consultants will uphold the values of Ambit and will not engage in any deceptive, unlawful or unethical consumer or recruiting practices that may be detrimental or reflect poorly on Ambit, the network marketing industry or themselves. Consultants will support and advocate the Policies 8L Procedures and will respect the spirit and intent in which they were written. 1.3: Honesrv Ill rue Alum UPPORIWITV. Consultants will familiarize themselves with Ambit's Compensation Plan and energy service and will represent those to their Customers and prospective Independent Consaltants realistically and without misleading or providing false expectations. Any claims. representations 0r statements Consultants make regarding Ambit will be those included in the Ambit literature. 1.4: Dome Samar. Consultants will, to the best at their ability, accept and fulfill their responsibilities to train, motivate, support and encourage all Independent Consultants who join their sales organization. Consultants will treat their business like any other prestigious enterprise and will fulfill commitments they make to their Customers, their fellow Consultants and employees of the Company. 1.5: Automatic: Laws. Consultants will abide by local, state and federal laws that govern their independent business. Consultants understand that it is their responsibility to comply with these laws, the laws of their industry and with Ambit's Policies Procedures. as they may be amended from time to time. commentaries wm-t Coos or Etmcs. Consultants will uphold this Code of Ethics and recognize that its success will require diligence to create awareness among all of Ambit's Independent Consultants. Con5ultants will not, in any way, attempt to persuade, induce or coerce another party to breach this Code. Any such action is considered a violation of this Code and, thereby, a violation of Ambit's Policies Procedures. 2: ION 2.1: Pericles Julio Coursesam Pun Immune lino CONSUIJANT Armament. These Policies Procedures. in their present form and as amended at the sole discretion of Ambit Marketing. LLC (hereafter referred to as "Ambit" or the "Company"), are incorporated into. and torrn an integral part of, the Ambit Consultant Agreement. Throughout these Policies, when the term "Agreement" is used. it collectively refers to the Ambit Consultant Application and Agreement, these Policies a Procedures, the Ambit Compensation Plan and the Ambit Business Entity Application (if applicable). These documents are incorporated by reference into the Ambit Consultant Agreement (all in their Current form and as amended by Ambit). it is the responsibility of each Consultant to read. understand. adhere to and ensure that he or she is aware of and operating under the most current version of these Policies 5: Procedures. When sponsoring or enrolling a new Consultant. it is the responsibility of the sponsoring Consultant to ensure that the applicant is provided with. or has online access to, the most current version of these Policies Procedures and the Ambit Compensation Plan prior to his or her execution of the Consultant Agreement. 2.2; PURPOSE or POLICIES. Ambit is a direct sales company that markets its products through Independent Consultants. It is important to understand that your success and the success of your fellow Consultants depends on the integrity oi the men and women who market our products and services. To clearly define the relationship that exists between Consultants and Ambit, and to explicitly set a standard for acceptable business conduct. Ambit has established the Agreement. Ambit Consultants are required to comply with all of the Terms and Conditions set forth in the Agreement which Ambit may amend at its sole discretion from time to time, as well as all lederal, state and local laws governing their Ambit business and their conduct. Because you may be unfamiliar with many of these standards of practice, it is very important that you read and abide by the Agreement. Please review the information in this manual carefully. It explains and governs the relationship between you, as an independent contractor. and the Company. if you have any questions regarding any policy Or rule, do not hesitate to seek an answer from anyone in your upline or Ambit. 2.3: CHARGES to to: Museum. Because federal. state and local laws, as well as the business environment, periodically change, Ambit reserves the right to amend the Agreement and its prices at its sole and absolute discretion. By signing the Consultant Agreement, a Consultant agrees to abide by all amendments or modifications that Ambit elects to make. With the exception of amendments to or termination of SectiOn 9.2.2, which are discussed below, amendments shall be effective upon notice to all Consultants that the Agreement has been modified. Notification of amendments shall be published in official Ambit materials. Ambit may amend or terminate Section 9.2.2 in its sole and absolute discretion; however, no amendment shall apply to a dispute of which Ambit has actual notice on the date of amendment, and a termination of Section 9.2.2 shall not be effective until ten days after reasonable notice of termination is given to Consultants or as to disputes which arose prior to the date of termination. The Company shall provide, or make available to all Consultants, 3 complete copy of the amended provisions by one or more of the following methods: posting on the Company?s official website; (2) electronic mail (email); (3) inclusion in Company periodicals; (4) inclusion in product bonus checks; (5) special mailings or Ambit~pr0vided Consultant back office application (PowerZone). The continuation of a Censultant?s Ambit business, or a Consultant's acceptance of bonuses 0r commissions, constitutes acceptance of any and all amendments. 2.4: blurs. Ambit shall not be responsible for delays or failures in performance of its obligations when performance is made commercially impracticable due to circumstances beyond its reasonable control. This includes, withclut limitation. strikes, labor difficulties, riot, war, fire, death. curtailment of a party's source of supply or government decrees or orders. 2.5: Particles mo PROVISIONS Savanna. ll any provision of the Agreement, in its current term or as may be amended, is found to be invalid or unenforceable fer any reason, only the invalid portionts) ol the prevision shall be severed and the remaining terms and provisions shall remain in full force and effect. The severed provision. or portion thereof, shall be reformed to reflect the purpose of the provision as closely as posSible Ambit Energy Policies and Procedures 2.6: Warm 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 Ambit to exercise any right or power under the Agreement or to insist upon strict compliance by a Consultant with any obligation or provision of the Agreement, and no custom or practice ol the parties at variance with the terms at the agreement. shall constitute a waiver of Ambit?s right to demand exact compliance with the Agreement. Waiver by Ambit can be elfectuated only in writing by an authorized officer of the Company. Ambit?s waiver of any particular breach by a Consultant shall not affect or impair Ambitls rights with respect to any subsequent breach. nor shall it affect in any way the rights or obligations ol any other Consultant. Nor shall any delay or omission by Ambit to exercise any right arising from a breach affect or impair Ambit?s rights as to that or any subsequent breach. The existence ol any claim or cause of action of a Consultant against Ambit shail not constitute a delense to Ambit's enforcement of any term or provision of the Agreement. 2.7: Carmen As an Ambit KI and without further consideration or compensation, consent to the use (full or in part) of my name, voice, image. likeness. and any and all attributes oi my personality in any marketing or promotional material created or used in connection with Ambit products and services, or the Ambit tndependent Consultant Opportunity. and each such item of marketing or promotional material will be considered a "work" for purposes of this agreement. I irrevocably assign to Ambit any and all claims of copyright I may have in and to such works, and the exclusive and perpetual right throughout the wortd to use, print. produce, publish. copy. dispiay, perform, exhibit. transmit, broadcast, disseminate, market. advertise, sell, tease, license. transfer, modify. and create derivative works from such works in any media or lormat. now known or unknown, for any purpose whatsoever. I waive any right to inspect or approve such work. i hereby indemnify and hold harmless Ambit, its legal representatives and assigns. all persons acting under its authority, and those for whom it is acting, from all ciaims. causes of action and liability of any kind, now known or unknown. in law or in equity, based upon or arising out of such works or this agreement including, without limitation, claims of libel, slander, invasion ol privacy. right of publicity. defamation, trademark inlringement, and copyright infringement. This agreement will be binding upon my heirs. successors, representatives. and assigns. 2.8: Rims Ill mamas Darn mo Womrs. As an Ambit EC. 1 agree that Ambit is the owner of all right, title. and interest in all materials. all documentation related to such materials. all media upon which any such materials and documentation are located (including tapes, disks. and other stage media} and all related material that are used by. developed for, or on behalf of Ambit. or paid for by Ambit, in connection with the creation. development and publishing of the Success From Home magazine. Full and exclusive rights and ownership in Success From Home magazine and in any and all related trademarks and copyrights with respect to the Success From Home magazine and any other proprietary rights with respect to the Success From Home magazine. which consultant possesses or is entitled to. shall vest in and are assigned to Ambit as of the date of this agreement. Except as allowed for the marketing oi Arnhit's business, Consultant shall retain no right. ownership or title in the data and works comprising Success From Home magazine or in any directly related trademarks, copyrights or any other proprietary rights with respect to Success From Home magazine. The parties hereto agree that the data and works comprising Success From Home magazine and all such rights are being conveyed in their entirely to Ambit tor whatever use it desires. and nothing contained herein shall be deemed to constitute a license or franchise in Ambit. SECTION 3: BECOMING A CONSULTANT 3a: Rmutnmans To Bacon? To become an Ambit Consultant, each applicant must: 3.1.1: Be of the age of majority in his or her state ol residence; 3.1.2: Reside in the United States or U.S. Territories or country that Ambit has officially announced is open for business; 3.1.3: Have a valid Social Security or Federat Tax ED number; 3.1.4: Submit a properly completed Consultant Apptication and Agreement to Ambit. 3.2: No Planner Follows Requiem. No person is required to purchase Ambit services to become a Consultant. 3.3: Ema-Pam or me 09mm Anon" Sums mo Poem. Ambit strictly prohibits the purchase oi the optional Support and Services Program by anyone other than the Consultant receiving that package. Purchase ol the optional Support and Services Program for a ConSultant by a second party (inciuding his/her sponsor or any other Consultant) may result in termination of either or both party's positions from Ambit's program. No Consultant may lend or advance money to a prospect in order to pay for the optional Support and Services Program to begin the business or to promise reimbursement of any kind to the prospective Consultant. A Consultant who purchases the optional Management Services Program via a Personal Website must pay with his/her own credit card. 3.4: Cousme Bsucm?s.0nce a Consultant Application and Agreement has been accepted by Ambit, the benefits of the Compensation Plan and the Consultant Agreement are available to the new Consultant. These benefits include the right to: 3.4.1: Sell Ambit products and services; 3.4.2: Participate in the Ambit Compensation Plan {receive bonuses and commissions. if eligible): 3.4.3: Sponsor other individual Consultants into the Ambit business and, thereby, build a marketing organization and progress through the Ambit Compensation Plan; 3.4.4: Receive periodic Ambit literature and other Ambit communications; 34.5: Participate in Ambit-sponsored support, service, training, motivational and recognition functions. upon payment oi appropriate charges, it applicable; and 3.4.6: Participate in promotional and incentive contests and programs sponsored by Ambit for its Consultants. 35:11am mo its-?mac or Your: Man Business. A Consultant's Ambit Agreement will remain in force so long as: the Consultant does not voluntarily cancet his or her Consultant agreement. become involuntarily cancelled. or (0 become cancelled for inactivity. 3.6 Pnocessms FEE Ambit reserves the right to charge a service too for each paper commission check that an independent Consultant receives. This lee will not apply to lndependent Consultants who sign up for direct deposit or other payment methods made available by Ambit. Ambit Energy Policies and Procedures 4: OPERATING AN AMBIT BUSINESS 4.1: to The Anon Gourmand? Putt. Consultants must adhere to the terms of the Ambit Compensation Plan as set forth in official Ambit literature. Consultants shall not offer the Ambit opportunity through, or in combination with, any other system, pragram or method of marketing other than that specifically set forth in official Ambit literature. Consultants shall not require or encourage other current 0r prospective Customers or Consultants to participate in Ambit in any manner that varies from the program as set forth in official Ambit literature. Consultants shall not require or encourage other current or prospective Customers or Consultants to execute any agreement or contract other than official Ambit agreements and contracts in order to become an Ambit Consultant. Similarly, Consultants shall not require or encourage other current or prospective Customers or Consultants to make any purchase from, or payment to, any individual or other entity to participate in the Ambit Compensation Plan other than those purchases or payments identified as recommended or required in official Ambit literature. 4.2: Anymore. 4.2.1: GENERAL. All Consultants shall safeguard and promote the good reputation of Ambit and its products. The marketing and promotion oi Ambit, the Ambit Opportunity. the Compensation Plan and Ambit products shall be consistent with the public interest. and must avoid all discourteous, deceptive, misleading, unethical or immoral conduct or practices. 4.2.2: Use or Comm-Primer: onmsma Mums ONLY. To promote both the products and services. and the opportunity Ambit offers, Consultants must use only the sales tools and support materials approved by Ambit in writing Accordingly, Consultants must not use any of their own literature. advertisements. sales tools. promotional materials or web pages in promoting Ambit's services or the Ambit business unless they first submit it to Ambit in writing and receive specific written approval for its use. 4.2.3: Cornsuum'r All Ambit Consultants are eligible to subscribe to an Ambit Personal Website. The Ambit Personal Website is a personalized online store through which Ambit Consultants may promote and market Ambit's services and recruit other Ambit Consultants over the internal. Consultant Personal Website Addresses (URLs) and all subdor?nains of a Personal Website address are wholly owned by Ambit. Ambit reserves the right to limit advertising of its websites. Only approved advertising and online promotional tools may be used. 4.2.4: tunersuosuny Peopuceo Ambit allows its independent Consultants to place approved advertising on the Internet to promote the Ambit Opportunity. Ambit services and designated Ambit websites only. However, any websites (or URLs designating these websites} on which such advertisements or links are placed may not be obscene, pornographic or otherwisa deemed harmful to Ambit's reputation as determined by Ambit at its sole discretion. Additionally. URLs of websites used fer advertising the Ambit Opportunity, Ambit products and services and designated Ambit websites may not contain any term that is a trademark, service mark or copyright that violates any other proprietary right held by another, including Ambit Marketing. LLC Approved advertising includes only those advertising tools made available to Ambit Consultants through PowerZone. Ambit prohibits the use of unapproved online advertising to promote the Ambit Opportunity, Ambit products and services or any Ambit website address (URL) or subdomain oi an Ambit URL. Other than through an Ambit~provided Consultant Personal Website, Ambit Consultants are prohibited from using websites to take orders for the Ambit Opportunity or for Ambit products and services. 4.2.5: 11m to Mt Amour Weasns. Personal website subscribers are granted a limited, non-exclusive right to create a hypertext link to the subdomain provided by Ambit that designates the Consultant?s persOnal store (example: provided such link does not portray Ambit and/or its af?liates or any of their respective products and services in a false, misleading, derogatory or otherwise defamatory manner. Also, a Consultant cannot create an impression that any subdomain is part of his or her own or other non-Ambit-maintained site. This limited right may be revoked at any time. Frames or framing techniques cannot be used to enclose any Ambit trademark, logo or proprietary information, including the images lound at this website and the content of any text of the layout/design of any page or form contained on a page without Ambit's express written consent. Except as noted above, Ambit independent Consultants are not conveyed any patent, trademark, copyright or proprietary right of Ambit Marketing, LLC, any of its affiliated companies or any third party. 4.2.6: BANNER From time to time, Ambit makes banner ads and other online advertising tools available to Ambit Consultants through PowerZone. These tools may be used by Ambit Consultants to promote Ambit services and the Ambit Opportunity as they are intended and as Consultants are directed to use them in PowerZone. As with any Ambit online promotions, these tools may not be placed on websites or linked to websites or URLs that are obscene, pornographic or otherwise deemed harmlul to Ambit's reputation as determined by Ambit at its sole discretion. 4.2.7: DOMAIN NAMES. Consultants may not use or attempt to register any of Ambit?s trade names, trademarks, service names, service marks. product names, the Company?s name, or any derivative thereof, for any internet domain name. For example, name>.ambit.com. 4.2.8: Tumult! nun Coma-us. Ambit will not allow the use of its trade names, trademarks, designs or symbols by any person, including Ambit Consultants, without its prior, written permission. Consultants may not produce for sale or distribution any recorded Company events and speeches without written permission from Ambit, nor may Consultants reproduce tor sale or {or personal use any recording of Company-produced audio or video tape presentations. 4.2.9: Km? Murmurs. Consultants may not engage in keyword advertising using the trademarks of Ambit. any competitor of Ambit (such as, for example, TXU, Pennywise, Reliant, ConEdison. National Grid, etc.) or other keywords that are obscene, pornographic or otherwise deemed harmful to Amblt's reputation or business as determined by Ambit at its sole discretion. 4.2.10: Mm mo Manta theorems. All media relations efforts must be coordinated through the Ambit Public Relations Department at Any Consultant who is contacted by the media, 0r wishes to contact the media, must first contact an Ambit Public Relations representative before taking any action and/or issuing any statement. Any communications with TV. radio and print media should first be approved by Ambit Public Relations. 4.2.11: UNSOUCITED Man, on Ennis. Ambit does not permit Consultants to send unsolicited commercial mail or emails, unless such mail or emails strictly comply with applicable laws and regulations including, without limitation, the federal CAN SPAM Act. Any mail or email sent by a Consultant that promotes Ambit. the Ambit opportunity or Ambit products and services must comply with the following: - There must be a functioning return mail or email address that goes to the sender. Ambit Energy Policies and Procedures There must be a notice in the email that advises the recipient that he or she 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). - The mail or email must include the Corrsultant's physical mailing address. - The mail or email must clearly and conspicuously disclose that the message is an advertisement or solicitation. - The use of deceptive headlines, subject lines and/or false header information is prohibited. - All opt-out requests. whether received by email or regular mail, must be honored. If a Consultant receives an opt-out request from a recipient oi an email. the Consultant must forward the opt~out request to the Company. Ambit may periodically send commercial emails on behalf of Consultants. By entering into the Consultant Agreement, Consultant agrees that the Company may send such e?mails and that the Consultant's physical and email addresses will be included in such emails as outlined above. Consultants shall boner opt-out requests generated as a result of such emails sent by the Company. 4.2.12: Uusoucnsp Foxes. Except as provided in this section, Censultants may not use or transmit unsolicited taxes. or use an automatic telephone dialing system, relative to the operation of their Ambit businesses. The term "automatic telephone dialing system" means equipment which has the capacity to: store or produce telephone numbers to be called using a random or sequential number generator: and to dial such numbers. The term "unsolicited faxes" means the transmission via telephone facsimile of any material or information advertising or promoting Ambit, its products, its compensation plan or any other aspect of the company which is transmitted to any person, except that these terms do not include a lax or e-niail: to any person with that person's prior express invitation or permission; or to any person with whom the Consultant has an established business 0: personal relationship. The term "established business or personal relationship" means a prior or existing relationship formed by a voluntary two-way communication between a Consultant and a person. on the basis of: an inquiry, application, purchase or transaction by the person regarding products offered by such Consultant; or a personal or familial relationship, which relationship has not been previously terminated by either party. 4-233: Tam-sumac TECHNIQUE. The Federal Trade Commission and the Federal Communications Commission each have laws that restrict telemarketing practices. Both federal agencies (as well as a number of states) have "do not call" regulations as part of their telemarketing laws. Although Ambit does not consider Consultants to be ?telemarketers? in the traditional sense ol the word, these government regulations broadly define the term 'telemarketer? and ?telemarketing? so that yOur inadvertent action of calling or leading sorneone whose telephone number is listed on the lederal "do not call" registry could cause you to violate the law. Moreover, these regulations must not be taken as they carry significant penalties (up to $11,000 per violation). Therefore, Consultants must not engage in telemarketing in the operation of their Ambit businesses. The term "telemarketing" means the placing of one or more telephone calls or texts to an individual or residence to induce the purchase of an Ambit product or service. ?Cold calls? or texts made to proSpeclive Customers that promote Ambit's products or services constitute telemarketing and are prohibited. However, telephone calls or texts placed to a prospective Customer (a "prospect") are permissible under the following situations: if the Consultant has an established business relationship with the prospect An "established business relationship" is a relationship between a Consultant and a prospect based on the prospect?s purchase. rental or lease of goods or services from the Consultant, or a financial transaction between the prospect and the Consultant, within the 18 months immediately preceding the date of a telephone call to induce the prospect?s purchase of a product or service. it The prospect's personal inquiry or application regarding a product or service oflered by the Consultant within the three months immediately preceding the date of such a call. lithe Consultant receives written and signed permission from the prospect authorizing the Consultant to call. The authorization must specify the telephone numberts) that the Consultant is authorized to call. - You may call family members, personal friends and acquaintances. An "acquaintance" is someone with whom you have, at least. a recent first -hand relationship within the preceding three months. Bear in mind. however, that if you make a habit of "card collecting" with everyone you meet and subsequently calling them, the FTC may consider this a form of telemarketing that is not subject to this exemption. Thus, if you engage in calling "acquaintances," you must make such calls on an occasional basis only and not make this a routine practice. in addition, Consultants shall not use or contract with a third party to use automatic telephone dialing systems (for calls or texts) relative to promoting Ambit's products or services. The term ?automatic telephone dialing system" means equipment which has the capacity to: store or produce telephone numbers to be called using a random or sequential number generator; and to dial such numbers. 4.2.14: Deanna-Door: Mommas. Consultants shall not engage in door? to-door marketing in relation to their Ambit independent Consultant business. 4.3: Connectors vim-tr Triton Farm Suvmus. Use ol third party suppliers to provide services related to advertising and/or marketing of your Ambit business is discouraged. Prior to engaging with a third party supplier relating to advertising and/or marketing services. approval must be obtained from Ambit Marketing. All actions by third party suppliers are the sole responsibility of the Consultant. 4.4: BONUS Bums Poor-tram. Bonus buying is strictly and absolutely prohibited. "Bonus buying" includes: the enrollment of individuals or entities without the knowledge oi and/or execution of an independent Consultant Application and Agreement by such individuals or entities; to) the fraudulent enrollment of an individual or entity as a Consultant or Customer; the enrollment or attempted enrollment of non-existent individuals or entities as Consultants or Customers ("phantoms"): Purchasing Ambit products or services on behalf of another ConSultant or Customer, or under another Consultant's or Customer's it). number, to qualify for commissions or bonuses; and/or any other mechanism or artifice to qualify for ranlt advancement, incentives, prizes, commissions or bonuses that is not driven by bona fide product or service purchases by end user consumers. 4.5: Business tumors. 4.5.1: To become a new Consultant as a corporation, or to change the status of the corporation, you must provide Ambit with the following: Ambit Energy Policies and Procedures A completed Consultant Agreement compfeted by an authorized officer of the corporation. A copy oi the corporate Articles of incorporation which has been file-stamped by the Secretary of State in the state of incorporation. - Full name. address and Social Security number of: (1) each shareholder of the corporation who owns more than 5% of the outstanding stock of the corporation; (2) each officer of the corporation; and (3) each director of the corporation. A copy of the official notification from the internal Revenue Service issuing the Federal Employer identi?cation Number for the corporation. - A copy of the corporate resolution authorizing the corporation to enter into the Consultant Agreement. - Letter oi designation from the corporation designating one individual, who must he at least 18 years of age. as the responsibie party for the corporation's operations and sales. If an active Consultant desires to change the status from that of an individual Consultant to that of a corporate Consultant. the Consultant must use the Sale/Transfer Form available online through PowerZone. See ?Sale/Transfer of Consultant Position" for more details. It is not permissible for stockholders, officers and directors of the corporation applying as a Consultant corporation to have been Ambit Consultants - as individuals: (2) as members of a Con5ultant partnership; as a stockholder, of?cer or director of another Consultant corporation; or (4) as a trustee or a beneficiary of a Consultant trust within six calendar months preceding the execution of the Consultant Agreement. 4.5.2: PARTNERSHIPS. To become a new Consultant as a partnership, or to change the status of the partnership. you must provide Ambit with the following: A completed Consultant Agreement; - A copy of the partnership agreement executed by all partners: - Full name, address and Social Security number of each partner; A copy of the official notification from the internal Revenue Service issuing the FEIN for the partnership; - A copy of the consent of the partnership to enter into the Consultant Agreement with Ambit; and I A letter of designation from the partnership designating one individual. who must be at least is years of age. as the responsible party lor the partnership?s operations. It is not permissible for any partner applying as a Consultant partnership to have been an Ambit ConSultant (1) as an individual; (2) as a partner of another Consultant partnership: (3) as a stockholder, officer or director of an Consultant corporation; or as a trustee or a beneficiary of an Consuitant trust - within six calendar months preceding the execution of the Consultant Agreement. 4.5.3: TRUSTS. To become a new as a trust. or to change the status of the Consultant position to a trust, you must provide Ambit with the following: I Completed Consultant Agreement signed by all trustees of the trust. - A complete copy of the trust agreement - Full name, address and Social Security number of all trustees and beneficiaries. - A copy of the official notification from the Internal Revenue Service issuing the for the trust. Letter of designation from the trustees designating one individual, who must be at least 38 years of age. as the responsible party for the trust?s operations and sales. if an active Consultant desires to change status from that of an individual Consultant to that of a trust Consultant, the Consaltant must use the Sale/Transfer Form available online through PowerZone. See ?Sale/ Transfer of Consultant Position for more details. it is not permissible for any trustee 0r beneficiary of a trust applying as an Consultant trust to have been an Ambit ConSultant (1) as an individual; (2) as a partner ofa Consultant partnership; (3) as a stockholder. officer or director of a Consultant corporation; or (4) as a trustee or a beneficiary of another Censultant trust within six calendar months preceding the execution of the trust Consultant agreement. 4.5.4: Busmess Eumv MAY Nor Resuu at Swansea Cannes. To prevent the circumvention of Section 4.24 (regarding transfers and assignments of Ambit business}. it an additional partner, shareholder. member or other business entity affiliate is added to a business entity. the original applicant must remain as a party to the Original Consultant Application and Agreement. If the original Consultant wants to terminate his or her relationship with the Company. he or she must transfer or assign his or her business in accordance with Section 4.24 If this process is not foilowed. the business shall be cancelled upon the withdrawal of the original Consultant. All bonus and commission checks will be sent to the address of record of the original Consultant. Please note that the modifications permitted within the scope of this paragraph do not include a change of sponsorship. Changes of sponsOrship are addressed in Section 4.6. below. 4.6: CHANG: or Samson. To protect the integrity of all marketing organizations and safeguard the hard work of all Consultants, Ambit prohibits changes in sponsorship. Maintaining the integrity of sponsorship is critical for the success of every Consultant and marketing organization. Accordingly. the transfer of an Ambit business or Customer account from one sponsor to another is not permitted. unleSS the Consultant or Customer voluntarily cancels his or her Ambit business or service and/or remains inactive no purchases of Ambit services. no sales of Ambit services. no sponsoring, no attendance at any Ambit functions. participation in any other form of Consultant activity, no commissions earned or operation of any other Ambit business) for six full calendar months. Following the six-month period of inactivity. the former Consultant 0r Customer may reapply undEr a new sponsor. in cases in which an improper sponscv change has occurred, Ambit reserves the sole and exclusive right to determine the final disposition of the downline organization. Resolving conflicts over the proper placement of a downiine that has developed under an organization that has improperly switched sponsors is often extremely difficult. Therefore. CONSULTANTS ANY AND ALL AGAINST AMBIT THAT RELATE TO. OR ARISE FROM. DECISION REGARDING THE DISPOSITION OF ANY ORGANIZATION THAT DEVELOPS BELOW AN ORGANIZATION THAT HAS CHANGED LINES OF SPONSORSHIP. 4.7: Hummerst Cums 4.7.1: lumumcn?ou. A Consultant is fully responsible for all ol his or her verbal and written statements made regarding Ambit products. services and the Compensation Plan that are not expressly contained in official Ambit materials. Consultants agree to indemnify Ambit, its affiliates or subsidiaries and Ambit?s directors, of?cers. employees and agents, and hold them harmless from any and ail liability including Amislt Energy Policies and Procedures judgments, civil penalties. refunds. attorney fees. court costs or lost business incurred by Ambit as a result of the Consultant?s unauthorized representations or actions. This provision shall survive the termination of the Consultant Agreement. 4.1.2: Income CLAIMS. In their enthusiasm to enroll prospective Consultants, some Consultants are occasionally tempted to make income claims or earnings representations to demonstrate the inherent power ol network marketing. This is Counter-productive because new Consultants may become disappointed very quickly if their results are not as extensive or as rapid as the results others have achieved. At Ambit, we firmly believe that the Ambit income potential is great enough to be highly attractive, without reporting the earnings of others. Moreover, 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. While Consultants may believe it bene?cial to provide copies at checks, or to disclose the earnings of themselves or others. such approaches have legal consequences that can negatively impact Ambit as well as the Consultant making the claim unless appropriate disclosures required bylaw are also made contemporaneously with the income claim or earnings representation. Because Ambit Consultants do not have the data necessary to comply with the legal requirements for making income claims, a Consultant. when presenting or dismissing the Ambit opportunity or Compensation Plan to a prospective ConSultant, may not make income proiections, income claims or disclose his or her Ambit income (including the showing of checks. copies of checks, bank statements or tax records). 4.7.3: Pnooucr Cums. Consultants are prohibited from making any claim regarding Ambit Energy products that deviates from the product?s terms. pricing and conditions 4.7.4: Cumulus To It 'r?s Custom Consultants are strictly prohibited trorn holding themselves out as the Customer. Consultants shall neither perform third?party verification for the Customer nor interfere with TPV by guiding Customer's answers or remaining on the line during the recorded TPV call. Consultants shall not complete enrollment for the Customer, sign documents for the Customer or act on behalf 0! the Customer. 4.7.5: Suoumv Court-tn. Consultants are strictly prohibited from being added as a secondary contact to a residential or commercial Customer account that a Consultant enrolls, unless the Consultant has the same residential address as the Customer. in addition, for all com- mercial accounts. Consultant must provide proof of ownership or other supporting documentation that shows the Consultant as the person authorized to make changes tor the proporty or business to receive service, before a Consultant is allowed to become a secondary contact 0n the account. 4.8: Tunes Snows, AND Omen Sous fortunes. Consultants may display and/or sell Ambit services at trade shows and professional expositions. Before submitting a deposit to the event promoter, Consul- tants must contact Ambit Marketing at Marketing'leam@ambitenergy. corn in writing for conditional approval. 4.9: 0F lamest/hummus 0N ACTIVITIES. Ambit is engaged in a highly competitive business and has expended considerable time and resources to develop its confidential and proprietary information and its goodwill with Consultants. customers, vendors, and others. The success of a Consultant's Ambit-related business depends in part on access to such confidential and proprietary information and the goodwill that Ambit has created. in light of Ambit's legitimate business interests in protecting confidential and proprietary information and preventing dilution oi its goodwill, Consultants are prohibited from engaging in certain activities described in this Section 4.9. Because the multilevel, network marketing, or direct sales business is conducted through networks of independent contractors broadly dispersed across the entire United States and internationally, and business is commonly conducted via the Internet and telephone, an effort to narrowly limit the geographic scope of the restrictions set out in Section 4.9 would be wholly ineffective. Therefore, these restrictions apply to the Consultant's activities conducted in or directed at the United States. For additional information concerning these restrictions. please see the Ambit Consultant Agreement. 4.9.1: DURING me am or ms consumer Assessment. During the term of the Ambit Consultant Agreement, Consultants shall not, directly or indirectly (including through or on behalf of any other person or entity), sell or solicit the sale of energy services or other products or services offered by Ambit through any person or entity other than that specifically designated or approved in writing by Ambit: participate in any other multilevel, network marketing, or direct sales business or venture that competes with the energy services or with the other products or services offered by Ambit; 0r recruit any Ambit Consultant or customer to enroll or participate in, or purchase products or services lrom, any other multilevel, netw0rk marketing. or direct sales business or venture. "Retruit" for this purpose means to sponsor, solicit, enroll, encourage. or influence in any other way, or to attempt to do any of the foregoing by any means or in any manner. Consultants otherwise are free to participate in non-competing multilevel, network marketing, pr direct sales business or venture while an Ambit Consultant if their activities otherwise are in compliance with this Agreement. 4.9.2: arms or: um or me mm caesium AGREEMENT. For a period of one (1) year after the cancellation pr termination of the Ambit Consultant Agreement tor any reason. a Consultant shall not, directly or indirectly (including through or on behalf of any other person pr entity). to) recruit any Ambit Consultant to enroll or participate in, or purchase products or services from, any other multilevel, network marketing, or direct sales business or venture, provided that this restriction does not apply to Consultants that the former Consultant personally sponsored as an Ambit Consultant; or (to) recruit any Ambit Customers that the former Consultant personally enrolled with Ambit, that were enrolled by Ambit Consultants in the tormer Consultant?s downline organization, or that the former Consultant otherwise knows to be Ambit customers, to enroll or participate in, or purchase products or services from. any other multilevel, netwcirk marketing, or direct sales business or venture that competes with the energy services Or with the other products or services offered by Ambit. "Recruit" for this purpose means to Sponsor, solicit. enroll. encourage, or influence in any other way, or to attempt to do any ol the toregoing by any means or in any manner. 4.9.3: truncation or own ?bonus. if a Consultant is permESSibly engaged in a non?Ambit multilevel, network marketing, or direct sales business or venture, it is the responsibility of the Consultant to ensure that his or her Ambit business is operated entirely separate and apart from any other business or venture. To this end, the following must be adhered to: - Consultants shall not display Ambit promotional material, sales aids, products or services with or in the same location as any non-Ambit promotional material or sales aids, products or services. - Consultants shall not offer the Ambit Opportunity, products or services to prospective or existing Customers or An?rbit Energy Policies and Procedures Consultants in coniunction with any non-Ambit program. opportunity, product or service. Consultants shall not offer any non-Ambit opportunity. products or services at any Ambit-related meeting. seminar or convention. or within two hours and a live~rnile radius of the Ambit event. if the Ambit meeting is held telephonically or on the Internet. any non?Ambit meeting must be at least two hours before or after the Ambit meeting, and on a different conference telephOne number or Internet address from the Ambit meeting. 4.9.4: Downturn; acnvm (GENEALOGY) Herons. Consultants' access to their Downline Activity Reports is password protected. All Downline Activity Reports. and the information contained therein. are confidential and constitute proprietary information and business trade secrets belonging to Ambit. Downline Activity Reports are provided to Consultants in strictest confidante and are made available to Consultants for the sole purpose of assisting Consultants in working with their respective Downline Organizations in the development of their Ambit business. Cansultants should use their Downline Activity Reports to assist. motivate. and train their downline Consultants. The Consultant and Ambit agree that. but for this agreement of confidentiality and nondisclosure. Ambit would not provide Downlino Activity Reports to the Consultant. A Consultant shall not. on his or her own behalf. or on behalf of any othEr person. partnership. association. corporation Or other entity: 4.9.4.1: Directly or indirectly disclose any information contained in any Downline Activity Report to any third party; 4.9.4.2: Directly or indirectly disclose the password or other access code to his or her Downline Activity Report; 4.9.4.3: Use the information to compete with Ambit. or for any purpose. other than promoting his or her Ambit business: 4.9.4.4: Recruit or solicit any Consultant pr Customer ol Ambit listed on any report. or in any manner attempt to intluence or induce any Consultant or preferred Customer of Ambit. to alter their business relationship with Ambit; or 4.9.4.5: Use or disclose to any person. partnership. association. corporatiorr or other entity any information contained in any Downtime Activity Report. Upon demand by the Company. any current or former Consultant will return the original and all copies of Downline Activity Reports to the Cumpany. 4.9.5: This Section 4.9 may be enforced by Ambit or any other Ambit-related entity (collectively. the "Ambit Companies"). In the event that a ConSultant breaches any provision of this Section 4.9. the Ambit Companies shall be entitled to equitable relief. including by way of iniunctlon or specific performance preventing future breaches. in addition to any other remedies available at law. Also in addition to any remedies at law or in equity that the Ambit Companies may have. any violation of this Section 4.9 will result in forfeiture of any of Consultant's rights as a Consultant. including to receive commissions. bonuses. and payments of any kind. Further. any violation of this Section 4.9 will cause irreparable harm to the Ambit Companies and one such violation by Consultant will entitle the Ambit Companies to an injunction against future violations without evidence or proof of the likelihood of future violations. 4.10: Tumult tin-Isa mast! sauces. Ambit does not condone Consultants specifically or targeting the sales force of another multilevel. network marketing. or direct sales business or venture to sell Ambit products Or to become Consultants for Ambit. nor does Ambit condone Consultants? solicitation or enticement oi members of the sales force of another multilevel. network marketing. or direct sales business or venture to violate the terms of their contract with such other company. Should Consultants engage in such activity. they bear the risk of being sued by the other multilevel. network marketing. or direct sales business or venture. it any lawsuit. arbitration or mediation is brought against a Consultant alleging that he or she engaged in recruiting activity of its sales force or customers. Ambit will not pay any of Consultant?s defense costs or legal fees. nor will Ambit indemnity the Consultant for any judgment. award or settlement. 4.11: CROSS-Seaman?s. Actual or attempted cross-sponsoring is strictly prohibited. "Cross-sponsoring? is defined as the enrollment of an individual who. or entity that. already has a corrent Customer or Consultant Agreement on file with Ambit. or who has had such an agreement within the preceding six 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 to numbers or fictitious ID numbers to circumvent this policy is prohibited. Consultants shall not demean. discredit or defame other Ambit Consultants in an attempt to entice another Consultant to become part of the first ConSultant's marketing organization. This policy shall not prohibit the transfer of an Ambit business in accordance with Section 4.5. it cross?sponsoring is discovered, it must be brought to the Company?s attention immediately. Ambit may take disciplinary action against the Consultant that changed organizations and/or those Consultants who encouraged or participated in the cross-sponsoring. Ambit may also move all or part of the offending Consultant?s downline to his or her original downtine organization it the Company deems it equitable and feasible to do so. However. Ambit is under no obligation to move the cross-sponsored Consultant's organization. and the ultimate disposition of the organization remains within the sole discretion ot Ambit Consultants waive all claims and causes 0! action against Ambit arising from or relating to the disposition of the cross-sponsored Consultant's downline organization. 4.12: SLAMMIHG. Consultants must never switch. or attempt to switch. any individual or entity to Ambit Energy?s services unless the person has authorized the transfer by signing a Letter of Authorization consenting to change their service to Ambit's service. 4.13: Commit SUI-MRS. Under no circumstances may a Consultant contact any Ambit supplier of energy service. or other Ambit supplier of services. without prior written authorization from an authorized officer of Ambit Energy. Further. under no circumstances may a Consultant directly contact a competitive energy provider on behalf of Ambit or in connection with any Ambit business without receiving prior written authorization from an authorized officer of Ambit. 433.1: Commune Rsouu'ronv Assumes. Under no circumstances may a Consultant contact any Regulatory agency on behalf of a Customer or to request information related to their business. All such inquiries should be made to Consultant Care. 4.14: [am on anuns. li a Consultant has questions about or believes any errors have been made regarding commissions. bonuses. downiine activity reports or charges. the Consultant must notify Ambit in writing within 30 days of the date of the purported error or incident in question. Ambit will not be responsible for any errors. omissions or problems not reported to the Company within 30 days. 4.15: Govmusuru Aemwu on Eunoesmmr. Neither federal nor state regulatory agencies nor oflicials approve or endorse any direct selling or network marketing companies or programs. Therefore. Consultants shall not represent or imply that Ambit pr its Compensation Plan have been ?approved,? "endorsed" pr otherwise sanctioned by any government agency. .fimlzit Energy Policies and Procedures 4.16: Immune". Every Ambit independent Consultant will be assigned a unique identification number ?code? which will become their identification number and will be used in all correspOndence. Every Ambit identification number must have a corresponding tax in number provided by the Consultant during the application process. Only Social Security numbers or FEle issued by the Social Security Administration or internal Revenue Service, for use by the individual or organization filling Out the Consultant Agreement. will be accepted. Providing false or invalid Social Security numbers or FEle to Ambit will subiect a Consultant to termination. All identification numbers will be kept strictly confidential, except where properly and legally required. 4.17: Names voue INDEPENDENT Cousuum Burmese. The name of a Consultant position is determined by the name identified on the Consultant Agreement. No other name may be used in conjunction with a Consultant business. To alter the Consultant name (including the addition or deletion oi a spouse, a change in last name, creating a DEA, "Doing Business As,? or any other name change), the Sale/Transfer Packet must be used. in these cases, the $45 administrative fee will be waived. Using a name other than the One appearing on the Consultant account is strictly prohibited. Taxes. Each Consultant is responsible for paying local, state and federal taxes on any income generated as an Independent Consultant. it a Consultant is tar: exempt, the appropriate documentation, including the Federal Tax identification Number, must be provided to Ambit. Every year, Ambit will provide an Form 1099? misc (Non-employee Compensation} to each U.S. resident who, in the previous year: (1) Had earnings ol over $600: Made purchases during the previous calendar year in excess at $5.000; Dr was subject to backup withholding. 4.19: lanthanum Common Sums. Consultants are independent contractors, and are not purchasers ol a franchise or a business opportunity. The agreement between Ambit Marketing, LLC, and its Consultants does not create an employer/emplOyee relationship, agency, partnership or joint venture between the Company and the ConSultant. A Consultant shall not be treated as an employee for his or her services or tor Federal or State tax purposes. All Consultants are responsible for paying local. state and federal taxes due from all compensation earned as a Consaltant of the Company. The Consultant has no authority (expressed or implied), to bind the Campany to any obligation. Consultants shall not hold themselves not as an employee or affiliate of Ambit Marketing LLC, or any affiliates or subsidiaries . Each Cansultant shall establish his or her own goals, hours and methods of sale. so long as he or she complies with the terms oi the Consultant Agreement, these Policies and Procedures and applicable laws. The names oi Ambit Energy, Ambit and other names as may be adopted by Ambit. are proprietary trade names, trademarks and service marks of Ambit. As such, these marks are of great value to Ambit and are supplied to Consultants lor their use only in an expressly authorized manner. Use of the Ambit name on any item not produced by the Company is prohibited, except as follows: - Consultant's Name - independent Ambit Consultant. All Consultants may list themselves as an ?independent Ambit Consultant? in a telephone directory under their own name using only a personal email address, persOnal website and personal contact information. Consultants are prohibited from listing any and all Ambit Energy or Ambit Marketing contact information in any directory. No Consultant may place telephone directory display ads using Ambit?s name or logo. Consultants may not answer the telephone by saying "Ambit," *Ambit Incorporated? or in any other manner that would lead the caller to believe that he or she has reached the corporate offices of Ambit. 4.20: Issuance. You may wish to arrange insurance coverage for your business Your homeowner's insurance policy does not cover business? relaled injuries or the theft of or damage to inventOry or business equipment. Contact your insurance agent to make certain that your business property is protected. This can often be accomplished with a simple "Business Pursuit" endorsement attached to your present homeowner?s policy. 4.21: Almanacs to laws we ORDINANCES. Consultants shall comply with all federal. state and local laws and regulations in the conduct of their businesses. Many cities and counties have laws regulating certain home-based businesses. in most cases these ordinances are not applicable to Consultants because of the nature oi their business. However, Consultants must obey those laws that do apply to them. Ila city or county olficial tells a Consultant that an ordinance applies to him or her, the ConSultant shall be polite and cooperative, and immediately send a copy of the ordinance to the Compliance Department of Ambit. In most cases there are exceptions to the Ordinance that may apply to Ambit Consultants. 4.22: MINORS. A person who is under the age of 13 may not be an Ambit Consultant. Consultants shall not enroll or recruit minors into the Ambit program 4.23: Fanny Busmessn. 4.23.1: Our Arum Buseress wt Count. Ambit permits a husband and wife, regardless of where each lives, to operate only one position in Ambit, unless each individual is Sponsored by the same ConSultant, or unless each individual had a separate Consultant position prior to marriage. A husband and wife. by operating as a single Consultant, represent to Ambit that each of them: is bound by the terms of the Consultant Agreement and these Policies and Procedures; (2) is responsible for any and all conduct by his or her spouse. even though only one spouse is designated as a Consultant; and (3) understands that it the spouse oi any Consultant acts in a manner that would be a violation of the Consultant Agreement and/or these Policies and Procedures, such violation will be attributed to the Consultant position. and thus to both the husband and wile. 4.23.2: Faulty Measures ms SAME Housman. All Consultants and their children, siblings, parents and in-laws residing in the same household may, at the time one or more at them is being sponsored. have the same sponsor or may have one Ambit business. By way of example, a parent and adult child living in the same horns may operate one Consultant position or may sign up under the same sponsoir Similarly, if spouses do not elect to operate as a single Consultant, each spouse must sign up under the same sponsor. 4.23.3: Ammo or Housman? Manama on Amun?ren lumnuau. If any member of a Consultant's immediate household engages in any activity which, if oedormed by the Consultant. would violate any provision ol the Agreement, such activity will be deemed a violation by the Consultant and Ambit may take disciplinary action pursuant to the Statement of Policies against the ConSuttant. Similarly, if any individual associated in any way with a corporation, partnership, trust or other entity (collectively "affiliated individual") violates the Agreement, such actionis) will be deemed a violation by the entity, and Ambit may take disciplinary action against the entity. 4.24: Costumes WWI A nuisance A Consultant may claim a Customer who lacks a designated Consultant when all three of the loliowing criteria are met: the Consultant can provide the name and Ambit account number of the Customer; (ii) the Customer's enrollment date is no more than 30 days prior to the Consultant's start date; and the Customer is in Pro-verification, Pending 0r Active status. if a Customer's enrollment date is between thirty (30) days and one (1) year prior to the ConSultant's start date. then Consultant must submit the Residential Customer Transfer Form. ll Customer?s enrollment date is more than one (1) year prior to the Consultant's start date, then ConSuitant cannot claim the Customer. Only the sponsoring Ambit. Energy Policies and Procedures Consultant may claim an orphan Customer. Customers sponsored by cancelled iCs are not considered orphans and will not be transferred to another Consultant. Under no circumstances will a Customer in cancelled status he transferred to another Consultant. All commercial account customer transfers must be reviewed and approved by Ambit's Commercial Department. 4.35: SALE. on or Aston Subject to Ambit's prior review and approval, which Ambit may grant at its sole option and discretion, 2: Consultant may sell or transfer his/her Consultant position to an individual, partnership, trust or corporation. The review and approval process will not begin until Ambit has received all of the documentation required in accordance with the requirements set forth in the Position Safe/Transfer Packet. including a check for the applicable processing fees from the Consultant who is selling or transferring the position. Processing fees for Sales are determined by the level of promotion the Consultant position has achieved at the time of the sale. A Transfer will be defined as a change in name and/or identification number in which the Cansullant still retains any financial interest in the Consultant position upon completion of the transfer. Some examples of transfers are: transfer from one spouse to the other spouse; transfer from an individual to a corporation, trust or partnership or vice versa, in which the translator or any individuals having an interest therein still retains a financial interest; and transfer from Social Security number to FEIN or vice versa. in all cases, the translator retains a financial interest/ ownership interest after the transfer. There is a $45 transfer request processing fee that must be paid. A Safe will be defined as a change in which the individualis} selling the Consultant position no longer maintaints) a financial interest in the Consultant position upon completion of the sale. Sale processing fee by position title due from both seller and buyer: - Marketing Consultant - $45 - Regional Consultant - $l25 - Senior Consultant - $350 - Executive Consultant $750 National Consultant - $2000 Ambit reserves the right, at its sole option and discretion, to determine a safe versus a transfer. A Sale/Transfer Form can be obtained online by downloading it from PowerZone. Ambit will not approve any sale or transfer of a Consultant position for which Ambit receives a Notice of Levy from the internal Revenue Service or a court-ordered garnishment (eg, child support) against the transferring position. Ambit will also revoke any sale or transfer ofa Consultant position that occurs within a 60-day period in which Ambit receives a Notice of Levy lrom the Internal Revenue Service or a court?ordered garnishment. Ambit also will not approve any sale or transfer of a Consultant position that involves a Consultant currently under investigation. Any position purchased begins vesting requirements from the date of the purchase. Once the sale or transfer ofa position has been completed, the transferring Consultant may not operate or have a financial interest in another Consultant position for six months from the date of the sale or transfer. Affiliate Consultants are ineligible to sell or transfer their Consultant position. 4.26: or on Anton Business. 4.16.1: DIVORCE. Should a married couple operating a single Consultant position divorce, they must provide Ambit with: (1) a certified copy of the final decree of divorce that sets forth ownership of the Consultant position; (2) a completed Sale/Transfer Form dated no later than ten (l0) business days after the date of the final decree of divorce; and a $45 nonrefundable check for processing fees. Until Ambit receives proper documentation. the Consultant position will retain its pre- divorce ownership and no changes to the Consultant position will be implemented. 4.36.3: 8mm? Eran" Drssoumou. Upon the dissolution of a business entity (trust, partnership, corporation, etc), the owners of the business entity shall provide Ambit with written instruction on who shall be the proper to continue to operate the business, and a $45 processing fee shall apply. The written instruction shall be signed by all owners. shareholders, partners or trustees, and all signatures shalt be notarized. 4.26.3: No Common? on DMan. Under no circumstances will the Downline Organization of divorcing spouses or a dissolving business entity be divided. Similarly, under no circumstances will Ambit split commission and bonus checks between divorcing spouses or members of dissolving entities. Ambit will retognize only one Downtine Organization and will issue only one commission check per Ambit business per commission cycle. Commission checks shall always be issued to the same individual or entity. In the event that parties to a divorce or dissolution proceeding are unable to resolve a dispute over the disposition of commissions and ownership of the business in a timely fashion, as determined by the Company, the Consultant Agreement shall be involuntarily cancelled. if a former spouse has completely relinquished all rights in the original Ambit business pursuant to a divorce, he or she is thereafter free to enroll under any spensor of his or her choosing without waiting six calendar months. In the case of business entity dissolutions, the former partner, shareholder, member at other entity affiliate who retains no interest in the business must wait six calendar months from the date of the final dissolution before rte-enrolling as a Consultant. in either case. however, the former spouse or business affiliate shall have no rights to any Consultants in their former organization or to any former retail Customer. They must develop the new business in the same manner as would any other new Consultant. 4.27: Smme.Alt active Consultants in good standing have the right to sponsor and enroll others into Ambit. Each prospective Customer or Consultant has the ultimate right to choose his or her own Sponsor. if two Consultants claim to be the Sponsor of the same new Consultant or Customer, the Company shall regard the first application received by the Company as controlling. 4.18: Succuslou. Upon the death or incapacitation of a Consultant, his or her business may be passed to his or her heirs. ApPIOpriate legal documentation must be submitted to the Company to ensure the transfer is proper. Accordingly, a Consultant should consult an attorney to assist him or her in the preparation of a will or other testamentary instrument. Whenever an Ambit business is transferred by a will or other testamentary process, the beneficiary acquires the right to collect all bonuses and commissions of the deceased Consultant's marketing organization provided the following qualifications are met. The successor(s) must: (1) exeCute a Consultant Agreement; (2) comply with terms and provisions of the Agreement, and (3) meet all of the quali?cations for the deceased or incapacitated Consultant's status. Bonus and commission checks of an Ambit business transferred pursuant to this section will be paid in a single check iointly to the devisees. The devisees must provide Ambit with an ?address of record" to which all bonus and commission checks will be sent. it the business is bequeathed to joint devisees, they must form a business entity and acquire a federal taxpayer identification number. Ambit will issue all bonus and commission checks, and one 1099, to the business entity. 4.28.1: Tuusm Upon Dun-t or a Consumtm. In addition to complying with the above provisions of Section 4.27, to effect a testamentary transfer of an Ambit business, the successor must provide the following .. Ambit energy Policies and Procedures to Ambit: an original death certificate; (2) a notarized copy of the will or other instrument establishing the successor's right to the Ambit business; and (3) a completed and executed Consultant Agreement. 4.28.1:Temsm Um Impala-rancid or A Consummr. In addition to complying with the above provisions of Section 4.27, to effectuate a transler of an Ambit business because of incapacity, the successor must provide the following to Ambit; a notarized copy of an appointment as trustee; (2) a notarized copy of the trust document or other documentation establishing the trustee's right to administer the Ambit business; and (3) a completed Consultant Agreement executed by the trustee. 4.29: PIMPECINE Com-rm mo Customise Buying 0r selling, or inducing others to buy or Sell, Customer or Consultant or proSpective Customer or Consultant information is strictly prohibited at all times. Consultants shall not provide any type of incentive for actionts) or proposed actionts} to induce a Consultant or third party to sell any information pertaining to an Ambit Energy Customer or Consultant or prospective Customer or Consultant. SECTION RESPONSIBILITSES 0F CONSULTANT 5.1: CHANGE OF Aeneas. Tums mo E-MML Consultants must report any change at address, email address or telephone number by calling Consultant Support or by sending written notice to Ambit at the following address: Ambit Marketing, LLC, Attention: Consultant Support. i801 North Lamar Street Suite 200. Dallas, Texas ?5202. Written notification of an address change must be signed by all parties when a opsition is owned by more than one individual (cg, husband and wife). When mail is returned to Ambit because Ambit has not been infcumed ol an address change, the Consultant is placed on inactive status. 5.2: Comnume Downtown" 0mm. 5.2.1: Giacomo 1mm Any Conssultant who sponsors another Consultant into Ambit must perform a bona fide oasistance and training function to ensure that his or her downline is properly operating his or her Ambit business. Consultants must have ongoing contact and communication with the Consultants in their Downline Organizations. Examples oi such Contact and communication may include. but are not limited to, newsletters. written correspondence. personal meetings, telephone contact, voice mail and electronic mail, as well as the accompaniment of downline Consultants to Ambit meetings, training sessions and other functions. Upline Consultants are also responsible to motivate and train new Consultants in Ambit product knowledge, effective sales techniques, the Ambit Compensation Plan and compliance with Company Policies and Procedures. Communication with and the training of downline Consultants must not, however, violate Section 4.2 (regarding the development of Consultant-produced sales aids and advertising materials). Consultants must monitor the Consultants in their Downline Organizations to ensure that downline Consultants do not make improper product or business claims, or engage in any illegal or inappropriate conduct. Upon request. every Consultant should be able to provide documented evidence to Ambit of his or her ongoing fulfillment of the responsibilities of a Sponsor. 5.2.2: trimmer: Twmno Respousmunes. A5 Consaltants progress through the various levels 0! leadership. they will become more experienced in sales techniques, product knowledge and understanding of the Ambit program. They will be called upon to share this knowledge with lesser experienced Consultants within their organization. 5.2.3: ONGOING Sues Responslanmes. Regardless of their level of achievement, Consultants have an ongoing obligation to continue to personally promote sales through the generation 0! new Customers and through servicing their existing Customers. 5.3: Ambit wants to provide its independent Consultants with the best products, compensation plan and service in the industry. Accordingly. we value year constructive criticism and comments. All such comments should be submitted in writing to Ambit's Consultant Support Department. While Ambit welcomes constructive input, negative comments and remarks made in the field by Consultants about the Company, its directors, officers, employees, its products or the compensation plan serve no purpose other than to sour the enthusiasm of other, and prospective. Ambit Consultants. For this reason, and to set the proper example for their downiine, Consultants must not disparage, demean or make negative remarks about Ambit, other Ambit Con5ultants, Ambit's products, the Marketing and Compensation plan or Ambit's directors. officers or employees. 5.4: Peovimns Documentation to Wm Consultants must provide the most current version of the Policies and Procedures and the CempensatiOn Plan to individuals whom they are sponsoring to become Consultants before the applicant signs a Consultant Agreement. Additional copies oi Policies and Procedures can be downloaded from Ambit?s website. 5.5: Ramona Pom VIOMMNS. Consultants observing a Policy violation by another Consultant should submit a written report of the violation directly to the attention of the Ambit Field Compliance Department. Details of the incidents such as dates, number of occurrences, persons involved and any supporting documentation should be included in the report. All submissions will be fully investigated. Any submissions deemed to be submitted with malicious intent will result in disciplinary actions as outlined in section 9.1. For questions regarding compliance with Ambit?s Policies and Procedures. or to report known or suspected Consultant misconduct, you are encouraged to contact Ambit Energy's Field Compliance Department by: (1) email at (2) fax at 1377-4310689: or (3) mail to Ambit Energy, Attention: Field Compliance, 180"! North Lamar Street Suite 200. Dallas, Texas 75202. if you are contacted by either Ambit Energy or a government authority regarding policy violations that you either have knowledge of, or that you are alleged to have committed, you agree to fully assist with such investigation. SECTION 6: SALES 6.1: PRODUCT SALES. The Ambit Compensation Plan is based on the sale of Ambit products and services to end consumers. Consultants must fulfill personal and Downline Organization retail sales requirements (as well as meet other responsibilities set forth in the Agreement) to be eligible for bonuses, commissions and advancement to higher levels of achievement. 6.2: Fun Coat Daemon}; When enrolling Customers, you must prow?de to them all oi the costs involved with the service. This includes all of the following, if applicable; cost per kilowatt?hour or them, service fees, onevtime fees, taxes and surcharges, time-ol-day or other usage limitations, and other costs. All of this inlormation is available for download in PowerZone. 6.3: No Tumour Rm?; There are no exclusive territories granted to anyone No franchise tees are required. 6.4; SALES RECEIMS. All Consultants must provide their retail Customers with two copies of an official Ambit sales receipt at the time of the Arri?oii Energy Policies and Procedures . ?nun-.L .. sale. These receipts set forth the Customer Satisfaction Guarantee. as well as any consumer protection rights afforded by tederat or state law. Consultants must maintain all retail sales receipts {or a period oi two years. and Iurnish them to Ambit at the Company's request. Remember that Customers must receive two copies of the sales receipt. in addition, Consultants must orally interm the buyer of his or her cancellation rights. SECTION 7: BONUSES AND COMMISSTONS 7.1: RIGHT or Omar. A Consultant is not required to subscribe to any Ambit service in order to become an Ambit Independent Consultant. However. if the Consultant selects Ambit as the Consultant's retail energy provider. billing must be paid when due. if a Consultant becomes 60 days past due in paying any Ambit bill, Ambit may, at Ambit?s sole option. deduct the amounts owed by the offending Consultant from his or her commission check and may terminate the Consultant. in addition, Ambit may ottsat any ambunt owed to Ambit by a Consultant against commissions or other amounts owed to such Consultant by Ambit. All information provided by Ambit in online or telephonic downline activity reports, including. but not limited to, personal and group sales volume {or any part thereof) and downline sponsoring activity. is believed to be acourate and reliable. Nevertheless. due to various factors including, but not limited to: the inherent possibility of human and mechanical error; the accuracy, completeness and timeliness oi orders; denial oi credit card and electronic check payments: returned products; and credit card and electronic check chargebacks. the information is not guaranteed by Ambit or any persons Creating or transmitting the information. ALL PERSONAL AND GROUP SALES VOLUME lS PROVIDED WARRANTIES, EXPRESSED OR lM PLIED, OR REPRESENTATIONS OF ANY KIND WHATSOEVER IN PARTICULAR. BUT WITHOUT LIMITATION, THERE SHALL SE NO OF MERCHANTABILITY. ESS FOR A PARTICULAR USE OR ENT. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, AMBIT OTHER PERSONS OR THE INFORMATION WILL. iN NO EVENT, BE LIABLE TO ANY CONSULTANT OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF. OR ACCESS TO. PERSONAL AND GROUP SALES VOLUME INFORMATION (INCLUDING. BUT NOT TO: LOST PROFITS, BONUSES OR LOSS OF AND DAMAGES THAT MAY RESULT FROM INACCURACY. INCOMPLETENESS, DELAY OR LOSS OF THE USE OF THE EVEN IF OR OTHER PERSONS CREATING OR TRANSMITTING THE ENFORMATION HAS BEEN OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT ED BY LAW, OR OTHER PERSONS CREATING OR TRANSMITTING THE INFO RMATION SHALL HAVE NO RESPONSIBILITY OR TO YOU OR ANYONE ELSE UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITV, PRODUCTS LIABILITY OR OTHER THEORY WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO. Access to and use of Ambit's online reporting services, and your reliance upon such inlormation, is at your own risk. All such information is provided to you "as is." if you are dissatisfied with the accuracy or quality at the intormation, your sole and exclusive remedy is to discontinue use of and access to Ambit?s online and telephone reporting services and yOur reliance upon the intormation. SECTION 8: ORDER CANCELLATION AND SALES TOOL INVENTORY TIE-PURCHASE 8.1: Roman or Invention up Sues Alas IV CONSULTANTS Upon mcstumn. Upon cancellation of a Consultant?s Agreement, the Consultant may return any products and sales aids held in his or her inventory for a relund. Consultants may only return sales aids that he Or she personally purchased from Ambit (purchases from other Consultants or third parties are not subject to refund), and which are in resalable condition. Upon receipt oi a resalable sales aid, the Consriitant will be reimbursed 90% of the net cost of the original purchasa pricets) Shipping charges incurred by a Consultant when the sales aids were purchased will not be relunded. If the purchases were made through a credit card, the refund will be credited back to the same account. 3.1.1: Mourners humans. A Montana resident may cancel his or her Consultant Agreement within 15 days tram the date of enrollment, and may return his or her starter kit tor a full refund within such time period. 8.1.2: 8mm. A Consultant may cancel a Consultant Agreement at any time upon providing notice to Ambit in accordance with SectiOn 10.4. Upon cancellation. all unencumbered products in a resalable condition than in Consultant's possession can be returned for repurchase by Ambit at a price of not less than 90% oi the original net cost, taking into account any sales made prior to Consultant?s noti?ca- tion of cancellation. SECTION 9: DISCIPLINARY SANCTIONS AND DISPUTE RESOLUTION PROCEEDINGS 9.1: Disamv Smus. Violation oi the Agreement, these Policies and Procedures, violation of any common law duty. including but not limited to any applicable duty of loyalty. any illegal. fraudulent. deceptive or unethical business conduct. or any act or omission by a Consultant that, in the sole discretion ot the Company, may damage the Company's reputation or goodwill {such damaging act or omission need not be related to the Consultant?s Ambit business). may result, at Ambit?s discretion. in one or more of the following corrective measures: - issuance of a written warning or admonition requiring the Consultant to take immediate corrective measures.- Imposition of a fine. which may be withheld from bonus and commission checks: Loss of rights to one or more bonus and commission checks; - Withholding from a Consultant of all or part of the Consultant?s bonuses and commissions during the period that Ambit is investigating any conduct allegedly in violation of the Agreement (it a Consultant's business is cancelled [or disciplinary reasons, the Consultant will not be entitled to recover any commissions withheld during the investigation period); - Suspension oi the individual's Consultant Agreement for one or more pay periods; - Involuntary termination of the offender?s Consultant Agreement: Termination and/or suspension of the offending Consultant?s Ambit Marketing website or website access; Ambit. Energy Policies and Procedures - Any other measure expressly allowed within any provision of the Agreement, or which Ambit deems practicable. to implement and appropriate to equitably resolve injuries caused partially or exclusively by the Consaltant?s policy violation or contractual breach; lithe situation is deemed apprOpriate by Ambit. the Company may institute legal proceedings for monetary and/or equitable relief. 9.2: Dreams Ramm. 9.2.1: Manama. Prior to entering into arbitration. Ambit (on behalf of the Ambit Companies) and the Consultant shall meet in good faith and attempt to resolve any dispute arising irom, or relating to, the Agreement through non-binding mediation. One individual who is mutually acceptable to Ambit {on behalf of the Ambit Companies) and the Consultant shall be appointed as mediator. The mediators fees and costs, as well as the costs of holding and conducting the mediation. shall be divided equally between Ambit (On behalf of the Ambit Companies) and the Consultant. Each party shall pay its portion of the anticipated shared fees and costs at least ten days in advance of the mediation. Each party shall pay its own attorneys' fees, costs and individual expenses associated with conducting and attending the mediation. Mediation shall be held in Dallas, Texas, and shall last no more than two business days. 9.2.2.: Ammn. if mediation is unsuccessful, Ambit (on behall of the Ambit Companies) and the Consultant shall resolve any controversy or claim arising out oi, or relating to. the Agreement, or the breach thereol by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and iudgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The Ambit Companies and Consultants agree that the arbitrator will have the primary power to decide any question about the arbitrability of any claim, dispute, or other difference between them. The Ambit Companies and Consultants waive all rights to trial by fury. All arbitration proceedings shall be held in Dallas, Texas. 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 toward an attorney knowledgeable in the direct-selling industry, selected from the panel which the American Arbitration Panel provides. Each party to the arbitration shall be responsible far 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, subject to the right to tile an action in court to canlirm, vacate. modify, or otherwise enter judgment on the award. Any motiOn to confirm, vacate, modify. or otherwise enter judgment on the award is subject to Section 9.3. This agreement to arbitrate shall survive any termination or expiration ol the Agreement. Notwithstanding the foregoing and without waiving any right or remedy under the Agreement, the Ambit Companies or the Consultant may apply to a court for interim or provisional relief necessary to protect the rights or property of the Ambit Companies or the ConSultant prior to, during, or following arbitral proceedings or to enforce an interim or final arbitral award, or seek such interim or provisional relief in the arbitral proceedings pursuant to the Commercial Arbitration Rules. Any such court proceeding is subject to Section 9.3. 9.3: Gourmand Law, lumsorcnou mo Venus. Jurisdiction and venue of any matter not subiect to arbitration. including Court actions provided for in Section 9.2.2, shall reside exclusively in Dallas County, Texas, except that any action to enlorce a judgment may be brought in any court of competent iurisdiction. The Federal Arbitration Act shall govern all matters relating to arbitration. The law of the State of Texas shall govern all other matters relating to, or arising from, the Agreement. Notwithstanding the foregoing, and the dispute resolutions provisions in Section 9.2, residents of the State of touisiana shall be entitled to bring an action against Ambit in their home forum and pursuant to Louisiana law. 10: INACTNITY AND CANCELLATION 10.1: ?rms or So long as a Consultant remains active and complies with the terms of the Consultant Agreement and these Policies and Procedures. Ambit shall pay commissions to such Consultant in accordance with the Compensation Plan. A Consultant's bonuses and commissions constitute the entire consideration for the Consultant?s efforts in generating sales and all activities related to generating sales (including building a downline organization). Following a Consultant's voluntary or involuntary cancellation of his or her Consultant Agreement (all of these methods are collectively referred to as "cancellation"), the former Consultant shall have no right, title, claim or interest to the marketing organization which he or she operated, or any commission or bonus from the sales generated by the organization. A Consultant whosa business is cancelled will lose all rights as a Consultant. This includes the right to sell Ambit products and services, and the right to receive future commissions, bonuses or other income resulting from the sales and other activities of the Consultant's former downiine sales organization. in the event of cancellation. Consultants agree to waive all rights they may have, including, but not limited to, property rights to their former downline organization and to any bonuses, commissions or other remuneration derived from the sales and other activities of his or her former downline organization. Following a Consultant's cancellation of his or her Consultant Agreement, the tormer Consultant shall not hold himself or herself out as an Ambit Consultant. and shall not have the right to sell Ambit products or services. A Consultant whose Consultant Agreement is cancelled shall receive commissions and bonuses only for the last lull pay period he or she was active prior to cancellation (less any amounts withheld during an investigation preceding an involuntary cancellation). 10.2: [mm Sums. To remain "active," a Consultant must sponSor a new Consultant or enroll a new energy Customer within the preceding feur months. or maintain a minimum of 20 pending or energized Customer points. if a Consultant does not sponsor a new Consultant 0r enroll a new energy Customer in the preceding four months, or maintain a minimum of 20 pending or energized Customer points, the Consultant's Ambit business will be placed into inactive status and no commission will trigger until the position is reactivated by sponsoring a new Customer 0r Cansultant. This rule does not apply in the Consultant?s first year. 10.3: lmotumm CANCELLATION. A Consultant's violation of any of the terms of the Agreement. including any amendments that may be made by Ambit at its sole discretion, may result in any of the sanctions listed in Section 9.1, including the involuntary cancellation of his or her Consultant Agreement. Cancellation shall be e?ective on the date on which written notice is mailed, faxed or delivered by an express courier to the Consultant's last known address (or tax number), or to his/her attorney or when the Consultant receives actual notice of cancellation. whichever occurs first. 10.4: Vmumm Cmcnu'nou. A participant in this network marketing plan has a right to cancel at anytime. regardless of reason. Cancellation must be submitted in writing to the Company at its principal business address. which is: Ambit Marketing, LLC, Attention: Consultant Cancellation l80?l North tamar Street Suite 200. Dallas, Texas 75202 Ambit Energy Policies and Procedures The written notice must include the Consultant's signatore. printed name, address and Consultant ID. number. ll a Consultant is also a Customer of Ambit Enorgy. Ambit will continue to provide energy services to the Customer and invoice the Customer for such services, unless he a: she also specifically requests that his or her energy services also be cancelled. SECTION DEFINITIONS Amvc COHSULTMIT: A Consultant who has sponsored a new Consultant or enrolled a new energy Customer in the preceding four months. Acrwe BARK: This term refers to the current rank of a Consultant, as determined by the Ambit Compensation Plan. for any month. To be considered "active" relative to a particular rank, 3 Consultant must meet the criteria set forth in the Ambit Compensation Plan for his or her respective rank. Amnesia: The contract between the Company and each Consultant includes the Consultant Application and Agreement, the Ambit Policies and Procedures, and the Ambit Compensation Plan. all in their current form and as amended by Ambit at its sole discretion. These documents are collectively referred to as the "Agreement." Cancel: The termination of a Consultant's business. Cancellation may be either voluntary, involuntary, through non-renewal or inactivity. Cusromat: The term "Customer" means current, past and prospective Ambit Energy Customers. GENEALOGY Kmart: A report generated by Ambit that provides critical data relating to the identities of Consultants. sales information and enrollment activity of each Consultant?s Marketing Organization This report contains cenfidential and trade secret information which is proprietary to Ambit. Omcm Mm MATERIAL: Literature. audio or video tapes or disks. and other materials doveloped, printed, published and distributed by Ambit to Consultants. ?aunts: Sales aids shalt be deemed "resealable" if each of the following elements is satisfied: (1) they are unopened and unused; (2) packaging and labeling has not been altered or damaged: (3) they are in a condition such that it is a commercially reasonable practice within the trade to sell the merchandise at lull price; (4) it is returned to Ambit within one year from the date at purchase (time limitation is inapplicable to Massachusetts residents): (5) the product centains current Ambit labeling. Any sales aids that are clearly ide ntitied at the time of sale as nonreturnable, discontinued or a seasonal item shall not be resalable. Remit Cesma: An individual who purchases Ambit services from a Consultant. but who is not a participant in the Ambit compensation plan. Um: This term refers to the Consultant or Consultants above a particular Consultant in a sponsorship line up to the Company. Conversely stated. it is the line of sponsors that linlts any particular Consultant to the Company. gerbil: disorienting. Independent Consultant Application and Agreement v.07l4l5 l. the undersigned applicant. am at least its years of age and therefore ol legal age in the state in which this Agreement has been executed by me and understand that this Agreement is not binding until receipt and acceptance by Ambit Marketing, (herealter relerred to as *Ambit" or "Ambit [nergy?l at its home office in Dallas, Texas. I agree that my relationship with Ambit as an independent Consultant ("Ili?l is that ol a contracting independent contractor and that alone determine the nature and extent of my activities and hours. lam not an agent. legal Consultant or employee of Ambit and i will not represenl that lam otherwise to any third party. i understand that I may not make purchases or enter into any agreements that will bind Ambit or its suppliers in any way whatsoever. lam responsible in: the payment of all lederal and slate sell-employment taxes and any other to: required under any lederal. state or regulatory or taxing agency. 2. i understand lhal am not required to become an Ambit Energy customer in order to become an Ambit independent Consultant. ll i choose to become an Ambit Energy customer. lagree to abide by my Agreement with Ambit Energy ("My ambit Energy Agreement") and pay lot the electric services provided by Ambit Energy under My Ambit Energy Agreement. it i tail to pay for service Ambit Energy provided undEr My Ambit Energy Agreement. then Ambit may in its Sole discretion terminate this lnc'eperrdenl Consultant Agreement auditor apply any compensation. including commissions. due to the complete satisfaction of the unpaid balance owed to Ambt Energy. 3. that have received the Ambit Policies and Procedures. lagree to abide by and act in accordance with the Ambit Policies and Procedures which are incorporated into and malre a part of this Agreement. together with all changes thereto. Ambit may provide Policies and Procedures. and Rules and Regulations lor le. as well as modify its Compensation Plan and customer services anc- charges. Such Polrcies and Procedures. and Rules and Regulations. and Condensations Plan modilrcatrons. and customer services and charges, and all changes thereto, shall upon rotlce lo lC. became a binding part of the Agreement. Publication of such changes online through Power Zone or by other means made generally available to le shall be deemed notice to all lC's. lagree that all expenses incurred arising put oi the performance of the Agreement will be my sole responsibility i understand that may not create audio or video recordings. develop materials. or place non? corpmalecrealed/approved advertisements of any kind for use in soliciting or attracting customers and/or Independent Consultants without the express written permission of Ambit. Ambit shalt periodically make various sales literature andlor promotion materials available. l. however. am under no obligation to purchase any quantities of those materials or literature at any time. Rather. I will have the option in order and purchase any sales literature or promotional materials. which i may choose. if I choose to purchase such materials then may return any unused. unopened and currently marketable items for up to one year (time limitation is inapplicable to residents) and receive a refund ol 90% ol the not purchase price. will incur the cost of shipping said materials to Ambit. Massachusetts residents will be reimbursed 90% of the purchase price including any additional tees and costs incurred. 5. I agree that i will not divulge the business secrets ol Ambit Marketing. ltC. or any other Ambit- retated entity (collectively. the "Ambit Companies?). to third persons. in whole or in part. nor shall I utilize such business secrets for any busrness or commercial purpose. alone or in coniunction with others. As used in the Agreement. the term ?business secrets" shall include. but is not limiled to. the following: the names and addresses of mar: independent Consultants and all the lists associated therewith: the present and planned products. services and pricing of the Ambit Companies: the present and lulure organizational. compensation and sales programs of such companies: and the financial information and data coocernug ollicers. directors. employees and shareholders ol such companies. 6. lunoerstand this Agreement is non-translatable and that i will not authorize any person to act on my behalf or in my place prior writ ten consent from Ambit. 7. As an K. i understand am responsible for supporting le whom I sponsor. I agree in maintain support to those its in my cornmissionable downline byway of any of the lollowing. or combination thereof: personal contact. telephone coovnorricahon. written communication and attendance at It meetings 8. I agree to indemnity and hold Ambit Companies. its shareholders. directors. officers and employees harmless from any and all claims damages and expenses. including any attorney's lees. arising out of my actions or corduct in violation of this Agreement. 9. This Agreement rs governed under the laws of the State of lexas and shall be so governed without regard to any of laws principles to the contrary. The parties agree that any claim. dispose or other diflerence between its and the Ambit Cornpanies. or among le and the Ambit Companies. shall be exclusively resolved by binding arbitration pursuant to the Commerczal Arbitration Rules of the American Arbitration Association with arbitration to occur at Dallas. lexas For more information. please see Compliance Section as contained in Ambil's documented Policies and Procedures. 10. As an Ambit it. i understand that my precary emphaSIs is to obtain Energy customers who are not also its. also understand that those customers must reach active status within specdred time frames and remain active throughout the pay period as a condition of my recoipt of commissions. i further understand and agree that the customers enroll or- Ambit service are deemed to be the customers of Ambit Companies and not my own. TI. This Agreement. including the Ambit Policies and Procedures incorporated herein by relereoce. constitute the entire agreement between the parties hereto. and no other additional promises. represmtations. guarantees or agreements oi any kind shall be valid unless in writing and signed by ar. authorized of?ce! 03 Ambit. 12. Slamming is the urouthorized conversion of a customer 3 energy service from the current ser vice provider to a new energy company. lite slamming of a customEr lo Ambil?s energy service is prohibited by Ambit as set lortlr herein and in accordance with Ambit's Policies and Procedures. and will result in the immediate termination of the if. and lorleiture of all commissions and other payments If it is determined that the ii is guilty of slamming. immediate termination as an Ambit Consultant will occur and such it shall indemnity and hold harmless Ambit from any liability resulting there from. 11 hereby acknowledge and agree to lully explain the three (3) Federal Business day cancellation policy to each potential customer of Ambit's products and/or services prior to setting such products aner services to such customer. as required. This policy only applies to customers that choose to ?switch? service lrom their existing provider. Customers that establish now service will not be able to cancel their orders. 14. understand that 3 will be eligible to receive compensation lrom Ambit as described in the Ambit Compensation Plan and it maybe changed understand the only commissionable events for Ambit Conwltaots are lor endwser customer product and services sales as defined by Ambit. Commissions are not paid solely for sponsoring a Consultant. specilic eligibility requirements apply. as outlined in the Ambit Compensation Plan. is. lunderslanci that Ambit reserves the righl to charge a service lee for each paper commission check that an moorendent receives. This fee will not apply to independent Consultants who sign up to direct deposit or other payment methods made available by Ambit. 16. i may terminate the Agreement for any reason. at any time. by giving Ambit nol less than 30 days written notice at its address listed on lite front of this form Ambit may terminate this Agreement invnedialely with the IC upon breach of any term of this Agreement by the lC. Ambit may terminate this Agreement with the EC wilhout cause by providing thirty [30) days' pricir notice. 17. All correspondence should be sent to Ambit Markeling llC. Attention: Corsultanl Support. PO. Box 864589. Plano. Y): 75086. 18. represent and to Ambit that have not received any representation or statement from Ambit or any other person. upon which I have relied in entering into this Agreement. to the effect: that the business may. can. or will generate income. or be profitable. that new markets and services will be available in the future; or that Ambit wiltreirnburse any lrnancial loss which may occur. Further. shali not represent directly or indirectly that any person may. can or will earn any stated gross or net amounl nor lhat sponsorship of other ICS is easy to Secure or retain or that substantially all le will succeed T9. lagree that during the term of this Agreement. will not. directly or indirectly. sell to or solicit energy services or other products or services uttered by Ambit drroug?n any person or unity other lhan that specifically designated or approved in writing by Ambit. lluriller agree that lwill nol. during my relationship with Ambit and for a period of one (5) year therealter. directly or indirectly. divert. entice. knowingly call upon. sell or solicit. take away or move any customer ol Ambit whether or not I originally procured or brought such costumer to Ambit [such ac livitics are collectively referred to herein as Solicitation). i understand that such non solicitation prohibition shall be strictly mlorced and lhat Ambit shall be a third party beneficiary of this as well as any proprietary and conlidentral inlorrnatron provided to Ambit which. I in turn receive. I further agree that during the term ol this Agreement and tor a period of one (ll year lherealter. I will not enter into a direct marketing relationship with any company for the purpose ol attracting customers andr?or Independent Consultants with whom I have a prior relationship. Violation of this covenant and condition will result in lorlerture of all dislribulorship rights. including all current and future commissions. bonuses and payrrtenls of any kind. For complete terms and conditions. please see Sectron 4.9 Con?icts ol ir'rteresttliestriclions on Activilies of the Arnbil Policies and Procedures 20. I may cancel transaction. without peralty or obligation. for a full refund. within three business days hour the date at this Agreement, exclusive ol the date ol signing or it processed electronically the date this Agreement is submitted to Ambit lor processing i understand that it I cancel alter the three day period. on: not entitled to a refund. ll lcancel. lmust return at my own expense the MC Kit and any other literature or materials i have received from Ambit in usable condition. To cancel this Agreement. lrnust mail. via registered or cerhlred mail. return receipt requested. or deliver personally lo Ambit a signed. daled copy of a Notice oi Cancellation to: Ambit Marketing. Attention: Consultant Support. PO. Box 864539. Plano. TX F5086. 21. As an Ambit l? and without lortlrer consideration or compensation. consent to the use {lqu or in part) of my name. voice image. likeness. and any and all attributes of my personality in any marketing or promotional material created or used in cornect?ron with Ambit products and services. or the Ambit independent ConSultant Opportunity. and each such item of marketing or promotional material will be considered a 'worlr? tor purposes of this agreement. 1 irrevocably assign to Ambit any and all claims oi copyright I may have in and to such works. and the exclusive and perpetual ?ght throughout the world to use. print. produce. publish. copy. display. perform. exhibit. transmit. broadcast. disseminate market. advertise. sell. lease. license. transler. modily. and create derivative works from such works in any rrvedia or formal. now known or unknown. lor any purpose whatsoever. I waive any right to Inspect or approve such work. hereby indemnify and hold harmless Ambit. its legal representatives and assigns, all persons acting under its authority, and those for whom it is acting from all claims. causes pl action and liability at any limo, now brown or unknown. in law or in equily. based upon or arising out oi such works or this agreonent including, without limitation. claims oi libel. slander. invasion ol privacy. right ol pvb?crty. defamation. trademark inlringement. and copyright inirmgement. This agreement will be binding upon my heirs. soccessms. representatives. and assigns. . 13; as if? amen Energy ?otic?es and" Frostedures Ten things Every Consultant Shouid Know Ambit Marieting, LLC thereafter "Ambit" or the "Clonipany?), is a direct sales company that markets its products through Independent Consultants it is important to understand that your success and the success of your teltow Consultants depends on the. integrity of the men and women who market our products and services As agreed upon during enrollment. the Poiicies and Procedures?. in their present iorm and as amended or the sofa discretion ot Ambit. are incorporated into, and form an integral part of. the Ambit Consultant Agreement. Ambit Consuitants are required to comply with all of the Terms and Conditions set forth in the Agreement Ptease review the Agreement and Poticres and Procedures caretoliy as the;r exotarn and govern the relationship between you as an independent contractor. and the Company. To help understand and adhere to Ambit Energy's Poiicies and Procedures. and to help you present the Ambit Business Opportunity tairty and accurately. we have compiled the lotlowing is! of important facts every Consuitant should know; res and services {Tonsrhaxr t. The arr-abut {Icirruoer'aetron than tress-cf the sac of Amt?st p.71: Organization retait sales requirements (as well as meet other responsibilities set forth in the Agreement) to be ehgibr?e tor bonuses. comn'rissions and advancement to higher tovets u! achiever-hoot. 3. Corraultants wiil fa mitiarize thernseives with Arnoit's Compensation Plan and energy service and wilti represent those to their Customers and prospective independent Consuttants accurateiv and without exaggeration Any claims. representations or statements Consultants make regarding Ambit will be those included in the Ambit literature. 3-. Slamming is (he unauthonzed switch ot a Customer's energv service. Consultants must never switch or attempt to switch. any individual or entity to Ambit Energy's services unless the person has authorized the transfer. and consented to change their service to Ambit in accordance with Arnhit?s established erirotlment process in that state. 53. Consultants are strictty prohibited from representing themselves as the Customer they are for service ConSrittants shail neither perform third-par ty Inning; on the 'mc- grim-Ir. recorder? i t' tonie? nor with i sinners: ostc-n'rors answers or rr?r shalt not complete enrotiment tor the Customer. sign documents for the Customer. nor act on behall of the Customer 5L Consultants are prohibited from engaging in telemarketing practices in the operation of their Ambit businesses. Consuttants may not use or transmit unsolicited text messages that advertise or promote Ambit. its products. its Compensation than or any other aspect of the Company Corrsuttants shalt not engage in door-to-door marketing in rotation to their Ambit lndeoendent Consultant business. Consuttants wit! uphold the values oi Ambit and wit! not engage in any deceptive. untawlul or unethica: consumer or recruiting practice. inciuding any or ctsce that gar-erupts :5 it: 3; c! of to Artist Easiness :r'rrsriicd or that he tc? or soc-rt; on tlzc- or themseives. Copsultants vvrti soppor and advocate these Potrcres and Procedures and will respect and adhere to the spirit and intent in which they were written. Eonus buying is strictly and absolutoiy prohibited "Bonus buying" mimics the enroltment of individuals or entities without the knowledge of and/ o: execution of an Independeiit Consuttant Apoircatron and Agreement by such individuats or entities; to) the lraudulent enrollment ol an individual or entity as a Consullanl Ur Ctr?Slower; (C) the enroiirnent or attempted enrotlrnent of non-existent individuals or entities as Consultants or Customers ("phantoms"). Purchasing Ambit products or services on behait of another Consultant 0: Customer. or under another Consultant '5 or Customer's Itw?t?lbeL Cl ba-Wr?ffs 'zuscrs. an: on}- otnci inc-c hanisr'i: 3: mini: 9, to chain} for rank to rgiaoirt; to.- tliai is 331?): rim-en 11v taint-1 for? {tic-dirt or port. hoses h; :er riser 6' . . . . Ambit Consultants are tree to participate in other niuttrtevel or network t113lk?t?llgb115ih?55 ventures or marketing opportunities (coilectivetv nerwort marketing") provided they are not in direct competition with Ambr?t's products or services. However. during he term at this Agreement. Consultants may not eirectt ?or indirectl recruit other Ambit Consultants or Custor'ners for an" other network marketin business 3' t? 3- ric-r stair:- agenria not approve or c-r'soorsc an; (Erect scrim): or r? ctr-a1 or therefore. Consultants shat: not represent or imptv that Ambit or its Compensation Ptan have been "approved." "endorsed" 0r otherwise sanctioned by any government agency i0. Because federat, state and locat laws. as welt as the business environment. periodicatty change. Ambit reserves the ugh: to amend the Agreement and its at:- arrc: Lotti-.--.- . .?cffii-Ii-t r" 1): 1k: - ?ts. . i elects to make. With the exce 3130:! of amendments to or termination of Section 9.2 2. which are disco ssec! more luit in the corn )lote Policies and Procedures i 3 i i5? stun that? now: i: at Iii-?n. ism r- "in? lii?c?. ?tog in to PowerZone to download a cool,r of the original PotiCres and Procedures you receiver: upon enrollment. essencncaov DIRECT ASSOCIATION 166? Sir-eel, NW i Suite "00. Washington. DC 200061666 28? ?152.8866 i Fax 202.4 5?.90i0 i org As a consumer you should expect salespeople to: 0 Teil you who they are. why they?re approaching you and what products they are selling. Promptiy end a demonstration or presentation at your request. Provide a receipt with a cleariy stated cooling off period permitting the consumer to withdraw from a purchase order within a minimum of three days from the date of the purchase transaction and receive a full refund of the purchase price. Explain how to return a product or cancel an order. Provide you with promotionai materials that contain the address and telephone number of the direct selling company. Provide a written receipt that identifies the company and saiesperson, including contact information for either. Respect your privacy by caliing at a time that is convenient for you. Safeguard your private information, Provide accurate and truthful information regarding the price. quality. quantity, performance, and availability of their product or service. Offer a written receipt in ianguage you can understand. Offer a complete description of any warranty or guarantee. As a saiesperson, you should expect a DSA member company to: Provide you with accurate information about the company?s compensation plan, products, and sales methods. Describe the relationship between you and the company in writing. Be accurate in any comparisons about products. services or opportunities Refrain from any unlawful or unethical recruiting practice and exorbitant entrance or training fees. Ensure that you are not iust buying products solely to quaiify for downline commissions. Ensure that any materials marketed to you by others in the salesforce are consistent with the company's policies. are reasonably priced and have the same return poiicy as the company?s. Require you to abide by the requirements of the Code of Ethics. Safeguard your private informatiOn. Provide adequate training to heip you operate ethically. Base actual and potential sales and earnings claims on documented facts. Encourage you to purchase only the inventory you can sell in a reasonable amount of time. Repurchase marketable inventory and sales aids you have purchased within the past 12 months at 90 percent or more of your original cost if you decide to leave the business. Explain the repurchase option in writing. Have reasonable start-up fees and costs. -- Maine State Select l2 Month Term Maine State Select 3 Month Term Maine State Select 6 Month Term 6.50 i 6.75 3% 8.50 fi?h All? ?it'h?t?l?nth Maine State Select Variable i Ambit Certified Green Northeast -- Variable 9.50? 3% I 11.50 553+: Month Term rum-w? i I 8.50 1 E?gwmog Earn Free Energy by referring friends family to Ambit a Enjoy two nights of hotel accommodations at one of more than 60 destinations as a welcome gift Accumulate points for travel rewards based on the enorgy you use each month Sign up today! Ask me. yOu can lower your 0:115? test test I test ?4.17 i. .l?ihv 2' 26.402}. Soak-s Sum-n! sl-rr-vari-tcn no.? (?yo-1w; sullen. tailor-gr.- Ir :u ?i '{irrenl?irus 51-min hl? Hi) nulth Em in; plsaw wk: gnaw-n h? 1? ED .- {Aaiphrs-r-srlw: 55?: [it PE DENT 5U who! ?ewic'e card-my a; Maine Staie Select 12 Month Term Maine State Seiecl 6 Month Term Maine State Seiect 3 Month Term 6.50? I 6.751 5% 8.50 Ambit Certified Green Northeast - 12 Month Term 12.75 53;, Maine State Seiect Variahie 9.50 I 11.50 Lam {Seem ?ewnaoe 2 Earn Free Energy by referring friends famin to Ambit Enjoy two nights of hotel accommodations at one of more than 60 destinations as a weicome gift Accumulate points for travei rewards based on the energy you use each month Sign up today! Ask me how you can Iower year energy bilis! teat test 1 test . ?bre ?1 .. {58' Lu. Fi?-Mn? 061-: 20105? Ran-3 Surge-LIN chem-r. Rah-.3 :ui, sage-Mu Ih?l?jrlf??E.nimlhh wrath Huh-4' '(aieeni?ierts bu'lh? 102171. f" V5 (.1 Hr C-l-lrrnoinrrm {en-{3d 5-3.: mm. ryu?rh?n-e gla?asv I Peru-v mg 1? IE 5-1111?! Em mix trthir. r-xr-nI-d i? a} 5: 531' he: '5 CU 1 hi1 CHOOSE THE AMBIT CERTIFIED GREEN NORTHEAST PLAN Ambit Energy respects our Customers and the environment, so we?re proud to offer a green energy product that promotes renewable energy generation. We're aiso proud to Offer Green-e Energy certified I renewable eiectricity, which means when you choose the Ambit Certified Green Northeast Plan, you?ii be assured to reduce the environmentai impact of the energy you use. The Greenre Energy iogo is more than iust decoration; it means that an independent third party certified the product meets strict consumer-protection and environmental standards. Not everyone can dispiay this iogo. Ambit can We make it eaSy to go green. There's no cost to switch, no contracts are required and no cost to switch back. ties When you choose the Ambit Certified Green Northeast Plan, you aiso get all the benefits of being an Ambit Customer. Great Value - Ail Ambit pians give you great rates. But when you add in our world-class Customer service and other benefits, our pians give you the best value in the business. Travel Rewards Earn points for kiiowatt hours used, then redeem them for incredibie travel pac kages. We even give you a 3-day/2-night hotel stay iust for signing up. Free Energy - iust refer ?iS or more Customers to Ambit, and earn a Free Energy credit on every - up to your totai energy costs. 2014 Source- 30595: Wind 2015 Prerecied 100% Wind (CTFor more informa?on on Green-e inergy. piease visit 3:13am? org Go green with Ambit Energy! Just call or email me and I'll Show you how! Name Website Emit 660%.. ?rst? ereS?rENERGt-i NT L'ah'l Choose row we: Encumbeni Ram Mame- {Regiden?ai ElleCh-ic) .. ng'f-f Nam: Erma; {as-e fire! meme-gs Inset? pm-(H sfimomaLc-rr A5131 5 sate-5 the am: me Amm! sag-mg:- Cw (Bi-water: of the emanate-?1! rah:- cs?etem [war ax-na'l he in: umcem shows. ans 42 berause ao'ne mumbems amen-5e a base rate mat aces nu antic-cit: tees (hag-Es Fm a mat? A1151 uses me formuias heme; .1 z-a?cu?ele eath :nrzm?en?ls Iate Pieau- the mama?! ratc- ans he mm me ce?nvery lees changed he lczai mam-um tsmnan; Ceau? Main? . . - Tc.- caicuisle Carma! Mame me-r?sraze. star: by 95:19er gnawing cakuiam .. SamaraOffer?ice-Jncumm?ak 3- {filyou have Quest-ans or; hemp saiguj?ye mg: . . - ..m9 g?gr rateslcurlgm 5911155 gm?nmj fora .compietesemme Tari?s?dersanc? In r615?! Eng-5595 cu'e's ncumb en: {a En??lhiaj?ii'e . . To caisu'lale Emef? Maine?s me, slat: by using he {cut in; cakulabo. 519mm Otter. ?imnmbem 36!? .. .m .ngrs and . gamma Attachment have read and understand the terms of service certity that I am 18 years or older and legally i ?authorized to select and switch electric andior gas suppliers torthe service address entered in this enrollment. I authorize Ambit Energy to become my electric andlor gas supplier and to act as my agent to perform tasks necessary to establish my account and switch my senice trom a different suppliers it applicable. I understand that energy supply will 5 toe provided oynmon Energy. and energy delivery shall continue to be provided by my utility. I understand that my electronic acceptance otltmoit Energy's Terms ot Sentce is an agreement to complete enrollment. 3 hairetheriohtlo this horeement .. .. .. .. .. . ATTACHMENT in . - . \erlmt?" .. . .1. ?hg? . ?#3354karat-but?. Jump Start and Team Builder Bonuses were designed to help you earn money right from the start. These bonuses pay you fer doing two things: gathering Customers and helping others do the same thing. Jump Start 2 Jump Start 3 Jump Start 4 Jump Start 5 Jump Start 6 Your personal website counts as two of the required Customer points. Bundled Customers: ln some areas, Customers are able to get Ambit service for both natural gas and electricity at the same location. These Customers are called ?bundled? Customers. Bundled Customers equal one Customer point toward Jump Start Bonuses. However, a bundted Customer does count as two points for promotion to the next tevel. TEaanquerBonuses When you help your newly sponsored Consuttant gather their Customers and 0? . i. As you build a team, you will have the opportunity to promote to higher Leadership levels within your organization (and earn higher bonuses). Regional Consultant (RC) Porsonaily gather a Personallyr sponsor Develop an initial team of Senior Consultant (SC) Personally gather a total of As an RC personally sponsm Develop a Regional Consultant teen Executive Consultant (EC) Personally gather a total of . As an SC, develop live SCs in your SC organization National Consultant (NC) r- Personally gather a total of I As an EC, develop dition to any 9. - Marketing Consultant Regional Consultant Senior Consultant Executive Consultant National Consultant . Note: You most have the minimum Customer requirements (or your leadership position at the time rs run at on} Fridoj: lf not, your will be ploreo? r: holding stores for three (Mattie-on! periods to allow to? After three conseartive periods of being unable to meet these reouirements, all (8 in hold status will be purged. You will not accumulate [More CE 8 until these are met. This is the most exciting part of the Ambit Compensation model because this kind of income can help yeti achieve financial tieedom Customer Residual Bonuses (CRB) These bonuses pay on all energized Customers any MC gathers in yoor organization to unlimited levels in Bands i-S. Regional Consultant Senior Consultant Executive Consultant National Consultant Senior Consultant Executive Consultant National Consultant Residential Customer Res?dual Income (CR1) These commissions payr yOu for maintaining energized Customers (up to seven levels). The amount paid per Customer varies based on the state and the amount of energy used by the Customer (band range). TEXAS '1 a 1 magnbpagt 4m ?mu. Restdenttoi and Smelt Commerc'r'ai Rates Catifomio Band IApn'IvOctobe; 25 250 Hh'nois Band MaywSeptember 25?250 TEXAS SMALL COMMERCIAL Note: Your number of pending and energized Customers determines the number of tevels of downtime Customers for which you wiit be paid CR1. For exornpie, you need to personoiiy enroli ten Customers to qualify {oi through four levels, and 20 oti seven (L'ujiomei [aunt's verified on the test day of oath month at ii:59.59 pm. if you qualified for poriituloi payout fez-'el but this count foils snort, youi will be held for on additional month to allow you to re-ouolify. if you lot! to quaiin after the second month, the of that former levet wiil be purged and won?t be paid. You will not accumulate future Oil [or those tevets until your minimum (.?usfo?mer requirements are met. Affiliate Program I in addition to the Marketing Consultant position, there is 3350 a Customer galheringonly Affiliate position. Affiliate Consoftanfs Heam month! a . 9! income based on the state and ener residual gy? usage ievei (band), Affiliate Sponsor Affiliate Consultant ALL OTHER MARKETS - RESIDENTIAL SMALL COMMERCIAL .- -- . 73$ 3 ?33' 9 3. 6 Levels Up I Sponsor ?ftitiate Consultant Affiliate Sponsor Affifiafe Consuttant