Member Plan

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600 S. ROYAL LN, STE 200 COPPELL, TX 75019 P (800) 281-4469 F (800) 825-6584 Mannatech.com

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Member Plan

Overview for Associates

Introduce Mannatech products more easily. Separate your product customers from your business builders. Increase customer and Associate retention. Fill your prospecting pipeline.

Membership

• Member volume does count for Team Bonus qualifications.

• A Mannatech product consumer can become a Member by completing a Member application. • Members receive an account number and can purchase products for personal use only at a discount off the retail price.

• Member volume does count toward Personal and Member Point Volume (PMPV) qualifications toward All-Star Upgrade and Renewal.

4Free Discount Program

• Members can enroll in the optional Automatic Order program where the products will be shipped automatically 12 times per year.

• There is no limit to the number of Members Associates can sponsor.

• Members have various ordering options (mail, fax, phone or online).

• Only Member accounts accrue credits toward Automatic Order purchases for the purpose of earning free products under this discount program.

• Members do not participate in the Mannatech Compensation Plan. • Members can elect to be product consumers only or they can participate in the 4Free Discount Program by sponsoring other Members. • Members can participate in the Loyalty Program.

• Associates do not earn Member credit.

• Member orders will generate a Member Bonus for the first Qualified Associate upline and contribute toward the upline GPV. -- Credits earned by Members will reduce the PV and APO relative to the percentage decline of the purchase price for upline Bonus calculations. • Member Bonus of 20% will pay to the first Qualified All-Star Associate.

Sponsorship

Members can be sponsored by either an Associate or another Member. Members are part of the line of sponsorship. To change sponsors, the Member must follow the standard Sponsor Change Rules as identified on the form and within the Member Policies & Procedures.

Qualifications

(Please see Career and Compensation Plan for full Bonus details and complete definitions) • Associates at any level (i.e., Preferred Associate or All-Star) can qualify to earn a Member Bonus if qualifications are met. • The Members' PPV and APO are considered pay levels one for the first upline Associate. • A sponsor must be a Qualified Associate (100QV/BP) to earn a Member Bonus. (Qualified Associate: An Associate who has at least 100 QV in the business period.) • First upline Associates who do not have 100QV and/or have a terminated position do not qualify for the Member Bonus. The Member Bonus will roll upline to the first Qualified Associate in the line of sponsorship. • Member Bonuses will be paid on the product check issued two weeks after the end of a Business Period.

• Preferred Associates receive 15% Member Bonus where they are the first Qualified upline. The additional 5% rolls to the first All-Star Regional Director or above. • Previously earned credits will not move to the new Sponsoring Member when a Sponsor change is performed. New credits going forward will apply to the new Sponsoring Member.

Loyalty Program Members can participate in the Loyalty Program. Loyalty Points will be based off of the price a Member pays after any applicable discounts. The Loyalty Points earned will equal 20% of a Member's Automatic Order. If the Automatic Order is maintained during three (3) consecutive months, the Member can redeem a free product using his/her Loyalty points. Loyalty is for the Member's own personal, consistent ordering, whereas 4Free is for sharing Mannatech with others. • Members can participate in both programs at the same time. It’s important to note that Loyalty Points are applied AFTER discount credits are applied via the 4Free program. For more information, please visit the Mannatech Resource Library

• Members' volume does count for Leadership qualification Group Point Volume (GPV). For complete details on the Member Plan, please refer to the Compensation Plan, Member Plan Business Rules, the 4Free Discount Program Guidelines and Member Policies & Procedures. © 2014 Mannatech, Incorporated 1999801.0514 • Page 1 of 5

Overview for Associates Reporting

• Member names will appear on product check details the same as Associates who place orders.

Associate Conversion

Associates can down-convert to a Member position under their current sponsor only. • They must complete a Voluntary Termination Form and complete a Member Application to have a Member account assigned. • If they wish to become a Member under another Sponsor, they must terminate and wait 6 full Business Periods before applying.

What Are the Differences?

ASSOCIATE

MEMBER

RETAIL

Need an Application

Yes

Yes

No

Need a Personal Account Number

Yes

Yes

No

Need a Tax ID Number

Yes

No

No

Discount Off Retail

10%

5%

0%

Can Sponsor Members

Yes

Yes

No

Can Enroll and Sponsor Associates

Yes

No

No

Can Earn Commissions

Yes

No

No

Order Direct

Yes

Yes

Yes

Renewal Required

Yes

No

No

Web Community Access

Yes

Yes

No

Personal Web Page

Yes

No

No

Earn Member Credits

No

Yes

No

Associates: Earnings stated are not necessarily representative of what anyone else may earn in their respective area or what any given Associate can earn. Anyone’s individual earnings as an Associate are strictly dependent upon the individual’s enterprise in his or her area.

© 2014 Mannatech, Incorporated 1999801.0514 • Page 2 of 5

Member Plan Overview for Members MEMBERS CAN SPONSOR OTHER MEMBERS AND EARN CREDIT TOWARD THEIR FUTURE PRODUCT PURCHASES. SEE THE 4FREE DISCOUNT PROGRAM (PAGE 5). ENROLLMENT OPTIONS

MEMBER TAX REQUIREMENTS

• Members complete a Membership Application Form.

• Members will pay applicable tax on the Member price.

• Members will not provide a Tax Identification Number.

• Resale exemption certificates will not be accepted from Members.

• Members can join the company via phone, fax, mail, storefront or online. -- Members will join the company via the same methods that an Associate has available to them in the individual countries of operation. • Members are issued a company Account Number at the time the Membership Application is processed and in the same sequence that Account Numbers are issued for Associates. • Members have no renewal requirements.

MEMBER PRICING AND ORDERING RULES • Member Price will be discounted at 5% off the Suggested Retail Price. • Members who are on Automatic Order will only have their credit card charged once each month (12 times a year). • The first Automatic Order for a new Member can generate anytime in the month. The subsequent month and every month thereafter, the Automatic Order will generate on the date the Member selects from within the date range. The date range begins on the 4th day through the end of the month. • Members will have a separate product order form that lists Product IDs and Member Pricing. »» Members order directly from the Company. »» Members can have their order shipped to any address, as long as it is within the standard shipping rules that the carrier offers in each country of operation. »» Members have all the payment options that an Associate has, such as credit card, check, etc. »» Members cannot move orders to other Member or Associate positions. The APO and commission rules differ for a Member vs. Associate volume.

• Members will not need to provide a valid Tax ID, since they do not earn commissions.

MEMBERSHIP • Members have no qualification requirements. • Members cannot earn commissions. • Members cannot be tax-exempt. This is a personal consumption program. • Members go into the downline organization at the sponsor’s Level 1.

SPONSORSHIP RULES • Members have the right to sign up under the sponsor of their choice. The Company is not obligated to settle Member sponsorship concerns. -- Sponsor changes can be made for Members if they follow the standard sponsor change rules as described on the form or within the Member Policies & Procedures. • Members have the same sponsor and enroller. • Members become physical Level 1 for their sponsor. -- Because Members are in the downline organization, they must follow the sponsorship rules in the Member Policies & Procedures. • Members can sponsor other Members. Members cannot sponsor Associates. • Members cannot position transfer into other Member/ Associate positions.

INTERNET • Members will be required to agree with the policy statement on the Internet accepting responsibility for using the Secured Area in accordance with the rules as stated.

• Members will have the same shipping options on all product orders and shipping rules as stated for our Associates.

© 2014 Mannatech, Incorporated 1999801.0514 • Page 3 of 5

Overview for Members

MEMBERS BECOMING INDEPENDENT ASSOCIATES SAME LINE OF SPONSORSHIP: • Members can become Associates by completing a Member Conversion Form -- As Associates, they will be assigned a new company Account Number in sequence.

-- As Associates, the Member’s first upline Associate can determine downline placement. »» The first upline Associate becomes the Enroller and then is eligible to place the new Associate under a new sponsor in their downline organization. -- Associate Policies & Procedures and all company Business Rules apply, once the Member becomes an Associate.

DIFFERENT LINE OF SPONSORSHIP: • Members must terminate and wait six months to become an Associate under a different organization. -- Members are eligible to order product at retail price from an Associate during those six months, but cannot order directly from the Company at Retail, Member or Associate cost.

REFUND/RETURN POLICY: • For information regarding how Members return and exchange products, please refer to Satisfaction Guarantee (section) in the Member Policies & Procedures.

PRODUCT RESELL: • Members (as a condition of their membership) agree not to resell product.

NOTE: For full details on any of the points herein, refer to the Member Policies & Procedures document or contact Customer Care at 800-281-4469.

© 2014 Mannatech, Incorporated 1999801.0514 • Page 4 of 5

4Free Discount Program (For Members Only) The 4Free Discount Program is all about sharing it forward — getting the nutritional health products you need and then helping others do exactly the same thing. Share the product with friends and family. You can share the products and the 4Free Discount Program with as many people as you'd like. Your friends and family members can purchase their own products through Automatic Order or as a one-time purchase. Help others make a healthier lifestyle change, like giving their bodies nutrients from nature and the natural result: you could end up getting your products for free. BUSINESS RULES: • To use credit for Member orders, the Sponsoring Member (a Member who sponsors another Member) must purchase products through the Automatic Order program. No minimum purchase amount is required. • There is no order requirement to accrue credit. • Sponsoring Members earn a 25% credit from every physical Level 1 Member individual product order or Automatic Order: no minimum requirement. -- To receive credits from downline Members, the downline Member must reside in the same country as the upline Sponsoring Member. -- To use credits, the order must be shipped within the account holders country. -- To earn credits, the order must be shipped within the account holders country. -- Each month discounted credit is applied for every product purchased the previous month, until the credits exceed the monthly Automatic Order total. from M -- Automatic Orders must process and ship successfully for the credit to apply.

Example:

re 5% c ur 2 o Y

ers

60 $

15

U R C R E DIT

R 2 ORD MBE ER ME

$

Your Order:

140 $

100

YO

$

Your Credit:

35

100

U R C R E DIT

$

R 3 ORD MBE ER ME

$

80 $

• All unused credit is zeroed out each month.

YO

20

U R C R E DIT

R 4 ORD MBE ER ME

• Credit will not roll up if the sponsoring Member does not have an Automatic Order. DOWNLINE: • Members appear on Level (1) One.

ord

R 1 ORD MBE ER ME

YO

-- Credits appear on packing slips/invoices. -- Maximum of $250 credit can be earned and used to purchase the following month's Automatic Order.

embe r

$

-- Credit is applied after the products are subtotaled and prior to the tax and shipping. -- Maximum credit earned for each Member order is $50.

dit

$

120 $

You r nex

YO

30

U R C R E DIT

t month’s order is

free

-- Sponsoring personal customers on the Members own Level 1 will ensure all future credits remain within the Sponsoring Member's physical Level 1 organization if/when they later convert to an Associate position. (For details see the Member Policies & Procedures document or call Customer Care at 800-281-4469.) • There is no limit to the number of Members a Member can sponsor. SPONSORSHIP: • See the Member Policies & Procedures document. REFUND/RETURN: • Sponsoring Members who have used credits (to receive free product) toward their purchases are not eligible for refunds; however, product exchanges are available. • Sponsoring Members who used partial credits for their orders are only eligible for partial refunds. • Refund/Return policies may vary depending on order type. © 2014 Mannatech, Incorporated 1999801.0514 • Page 5 of 5

For distribution in the U.S. only.