1.       The Company.

1.1. METLIFE is a consumer marketing company that encourages and supports independent distributorship engaged in selling our products, by ways of retail and building network of distributors

1.2. The Company sells its products through a Marketing Plan by using independent distributors to sell the products and deliver them to the customers. Distributors at all level are encouraged to make retail sales every month and keep records of such sales

1.3. A Distributor is one who has filled up the application form and being accepted and confirmed by the Company as such. All application to be a distributor must fulfill the conditions mentioned at the back of the application form.

2.       General policies

2.1. This Business Hand book has been adopted by METLIFE to define the rights, duties and responsibilities of a METLIFE Independent Distributor. The following rules are designed to promote harmony and preserve the benefits, rights and privileges of METLIFE distributors and   are not meant to restrict nor limit their business.

2.2. METLIFE distributor is required to familiarize herself / himself with the Rules and Policies of this Business Handbook

2.3. The Company reserves the right to change or amend existing rules, or to add new rules without giving prior notice to the Distributors

2.4. The company reserves the rights to change or amend the products/product specification, retail price etc with out giving prior notice to the Distributors or Franchisers

2.5. The Company will from time to time, issue circulars and memorandum to inform Distributors of any changes, amendment, or addition

2.6. Each Distributor, by signing the Distributor Application Form, expressly agrees to abide and be bound by the Rules and Policies of this Business Handbook

2.7. Any member who fails to observe the Rules and Policies will not plead ignorance to the Rules and Regulations.

3.       Application

3.1. Any person desiring to become a Distributor must complete and fill in the Distributor Form to signify his/ her intention to abide by the Rules and Policies

3.2. The application must be submitted in the prescribed Distributor Application Form with all particulars be given in full and frank.

3.3. For applications who are partnership not more than 2 persons must submit the following documents to the Company

3.3.1.        Partnership Business Registration certificate.

3.3.2.        Partnership agreement that clearly states the rights and liabilities of each partner and in the case of resolution of partnership, the person who will register with the Company in place of the partnership

3.3.3.        An authorization letter authorizing one of the partners as representative of the partnership in all transactions and dealings with the Company

3.4. The application to become a METLIFE Distributor is subjected to the confirmation by the Company. The Company reserves the right to reject application which does not contain the full particulars or details as required in the Application Form. Application which is based on fraudulent or forged information is considered null and void.

3.5. The registration of Distributor is confirmed after the Company through its authorized staff, confirm the application by signing, stamping and returning duplicate copies

3.6. A Distributor shall be required to purchase a Business Kit for proper familiarization and understanding of the Rules and Regulation and product knowledge All individuals applying to become a Distributor must be sponsored by a valid METLIFE Distributor

4.       Conditions

4.1. All individuals applying to be an METLIFE Distributor must fulfill the following conditions

4.1.1.        Age 18 years or above,

4.1.2.        A Pakistani citizen or permanent resident

4.1.3.        Foreigner or non resident must submit a copy of their passport and local bank account no. (the Company have the right to make the income tax deduction before monthly bonus is issued)

4.1.4.        Must be sponsored by a valid METLIFE Distributor

4.2. Applicant who does not fulfill the above mentioned conditions will not be accepted by the Company.

5.     Independent Distributorship

5.1. All Distributors are considered as independent contractors There is no agency or employment relationship between the Company and any Distributor.

5.2. A Distributor relationship with the Company is that of a contractual nature. Only adult individual aged 18 and above may contract with the Company for Distributorship.

5.3. A Distributor does not have the authority or the power to bind the Company to any obligation or to contract in the name of the Company and create a liability against the Company in any way for any purpose.

5.4. A Distributor shall not use the Company's name, logo, slogans and trademarks without the permission of the Company.

5.5. The Distributor shall not represent herself / himself, expressly or implicitly, as an (employee) or (agent) of METLIFE on any of her / his stationery or printed materials

5.6. A Distributor shall not represent or declare, expressly or implicitly, to be the sole or exclusive Distributor for or to any particular area or territory of METLIFE business.

6.       Husband and Wife Distributorship

6.1. A husband and wife can apply collectively as a single Distributorship

6.2. If two METLIFE Distributors have been independently operating their METLIFE career prior to their marriage, they have the following options:

6.3. Resign from one Distributorship; or

6.4. Operate both Distributorship of which each will be  maintained in its original line of sponsorship

6.5. In case of single Distributorship, both husband and wife shall enjoy all awards and benefits jointly

6.6. In case of a divorce, unless the parties shall have both agreed on the mode of sharing the awards, the awards shall be distributed equally

7.       Willing & Inheritance

7.1. The METLIFE career can be willed and be inherited and taken over by the heir of Distributor in case of old age, disability or death.

7.2. The heir could be the next of kin of the Distributor, or whoever individual whom she / he has willed her / his assets to, or whoever individual who inherits her / his asset by operation of the local law.

7.3. All heirs who qualify to inherit a Distributorship shall be required to maintain the minimum Bonus Values in order to continuously enjoy the benefits as provided for in the Marketing Plan.

8.       Life Distributorship & Transfer of Sponsorship

8.1. Distributorship is for life, and the transfer of sponsorship is not permitted.

8.2. Transfer of sponsorship is not permitted save in special circumstances as outlined in Rule 9.3(b).

8.3. Transfer of sponsorship is allowed only if all the following conditions are fulfilled

8.3.1.        The Distributor has with written notice resigned from the METLIFE Distributorship, or the Distributorship has been terminated by the Company with notice

8.3.2.        At least 6 months has lapsed since the resignation is received and confirmed by the Company; or the date of the termination takes effect. For example, the resignation was on 01/04/07, hence the cooling-off period expired on 30/09/07.

8.3.3.        During the 6 months period, the Distributor must observe the following conditions

8.3.4.        She / he cannot purchase any METLIFE product as a Distributor, although she / he can still purchase METLIFE products as a customer.

8.3.5.        She / he cannot sell any METLIFE product

8.3.6.        She / he cannot sponsor, nor seek to sponsor any person as METLIFE Distributor

8.3.7.        She / he cannot attend any METLIFE meetings or trainings.

8.3.8.        She / he cannot represent to be a Distributor of METLIFE.

8.4. If she/he is found to have violated any of the conditions in Rules 8.3 (c) (i)-(v), the 6 months period will be calculated from the latest date where she/he so violated

8.5. In case of a divorce, unless the parties shall have both agreed on the mode of sharing the awards, the awards shall be distributed equally

9.       Double Distributorship

9.1. As the policy of the Company, double distributorship within METLIFE is strictly prohibited.

9.2. If there are 2 applications for distributorship submitted for the same person, the second application which is later in time shall be null and void.

9.3. Without prejudice to Rules 9.2 the second application may override the first if it has been proven that

9.4. The first application is submitted without the knowledge and consent of the applicant, express or implicit; or

9.5. That the first application had been submitted more than 1 year from the date of first submission, and during the last 6 months, the recorded Personal Sales Bonus Value is less than 50 B.P per month.

9.6. In the case of Rules 9.3, the applicant must submit a written letter stating clearly the reason(s) for the application of the second distributorship, and agrees to forfeit the current sales level recorded and down lines established under the first distributorship.

9.7. The Company reserves the right whether to approve the second application.

10.   Disputes

10.1. Subject to Rules 9.3, if two Distributors should claim to be the sponsor of the same new Distributor, the Company shall regard the first application received by Company Centre as controlling

10.2. As the policy, the Company strictly prohibits the act of undercutting. Undercutting in this context means.

10.2.1.    Signing up an existing and valid METLIFE Distributor of other groups

10.2.2.    Signing up the wife in any other down line except his own down line when the husband is already a METLIFE Distributor, or vice versa

10.2.3.    Signing up under another sponsor to operate her / his Distributorship while her / his distributorship is still in existence

10.3. The Company reserves the right to take the following actions against the party at fault:

10.3.1.    The distributorship of the Distributor who signs up distributors or spouse of distributors of other groups shall be terminated

10.3.2.    All Distributors involved shall be transferred back to their original sponsors.

10.3.3.    If the spouse A of a Distributor B is found to have signed under another group, A`s distributorship under other group will be terminated and A`s down lines Distributors shall be transferred to B.

10.4 In any circumstances whatsoever, no backdating of bonuses shall be considered

11.   Responsibility of Sponsor

11.1.In METLIFE, it is the responsibility of the sponsor to work with new distributors, helping them to learn the ropes and encouraging them during the early stages.

11.2. Upon presenting the Company's Marketing Plan, a Distributor must make clear to the new Distributor that:

11.3.  no remuneration is received for just sponsoring a new Distributor; and

11.4. There is no requirement that a prospective distributor makes any purchase other than the Business kit and required business points to become a Distributor

12.   Distributor Authority Card

12.1. Upon receipt of the application form, the Company shall register and record the particulars of the Distributor in its computer database. An authority card containing the particulars of the Distributor as well as the Company and carrying the signature of the person issuing the Authority Card shall be sent to the Distributor.

12.2.  Card Two passport size photographs of the distributor will be affixed to the registration

12.3. The photograph of the Distributor shall be taken without her / his headgear except those who habitually wear headgear in accordance to her / his religion. If wearing a headgear, his / her important facial features should not be hidden

12.4.  The card must b carried and visible when the Distributor visits a customer

13.   Termination of Distributorship

13.1.  Termination means a severance of all privileges and contractual rights available to a METLIFE Distributor including but not only the privilege to distribute METLIFE products. The termination will result in the inability to qualify for income and volume bonuses, and severance of all other benefits as sponsored by the Company

13.2.  A terminated Distributor shall, upon demand by the Company, be liable to repay, return or compensate METLIFE for any bonuses, prizes, inventories or any other incentives received from the Company retrospective from and after the date of the activities causing such termination. Forfeited bonuses, caused by such termination shall be paid to next qualifying Distributor up line who is not in violation of contractual terms.

13.3. Distributorship will be terminated if she / he is found to have violated one or more of the Code of Ethics, or any other Rules, Policies or Business Ethics as amended from time to time.

14.   Voluntary Termination of Distributorship

14.1.If a Distributor wishes to terminate her / his Distributorship, she/he must do so in writing. The effective date is the date on which the Company accepts and confirms the termination request. The resigned Distributor forfeits her / his current sales level and all down lines established at the time

14.2. Once the Distributor terminates, her / his spouse is also considered terminated except here the husband and wife maintain two separate lines of sponsorship after their marriage.

15.   Prohibited Activities

15.1.  The following are prohibited activities causing grounds for termination:

15.2.  Misrepresentation as to the use and or benefits of METLIFE products, or what a person may earn as a METLIFE Distributor

15.3.   Participating in any scheme, device or other means used to discourage another METLIFE Distributor from purchasing products from METLIFE for the purpose of responsoring such Distributor

15.4.Engaging in activities that involve the soliciting of any person whom a Distributor knows, or under the circumstances, should have known, is a METLIFE Distributor, to sell other product of any nature, by or through another Direct Selling methods, or attempting to build or establish a business detrimental to or be at the expense of other qualified Distributors, their groups, or METLIFE

15.5.  Using or knowingly teaching other Distributor to use unethical, illegal, unlawful or improper ways to do METLIFE business.

15.6.Engaging in any activities with the intention to cheat the Company or to deprive other Distributor of their rightful benefits, including but not limited to undercutting of Distributorship and or sales.

15.7.   For Distributors with Managerial recognition, if she / he is found to be actively participating in another Direct Selling Company

16.   Termination Procedure

16.1.A Notice of Intent to Terminate will be sent to the offending Distributor stating clearly the following:

16.2. The reason for taking such action.

16.3. The date (if applicable), place and action, negligence or commission causing grounds for        termination, and

16.4.The offending Distributor is given 14 days to reply and or appeal with reason(s) against the allegation, and

16.5.the Company will suspend the Distributorship at the end of the 14 days if no written reply has been received, or if there is such reply or appeal, the company after due deliberation, find it unsatisfactory

16.6.A Notice of Suspension of Distributorship will be sent to the offending distributor, giving him/her another 14 days to reply and appeal against the allegation, stating clearly that the failure to reply or appeal there of, the Company will terminate the Distributorship at the end of the 14 days.

16.7.   If the written reply or appeal were, after due deliberation, satisfactory justification for the act, negligence or comission, then the Company will issue a letter to accept the appeal and the matter will be closed.

16.8. Any reply or appeal against the termination must be in writing and reach the Company within the specified time frame.

16.9. Failure to respond to the Notice within the specified time frame will be construed as an acceptance of the termination.

16.10.In the event of termination, the terminated Distributor agrees to immediately cease representing herself/himself as a METLIFE Distributor and the terminated Distributor’s down line shall be, subject to Rule 17, permanently rolled up.

17.   Terminated Distributor

17.1.When a Distributor terminates, either voluntarily or involuntarily his or her entire down lines organization will be placed directly under the terminated present s Distributor’s sponsor.

18.   Stock Purchase

18.1.All Distributors may purchase their stock at METLIFE office or its authorized Stockiest/ franchiser.

18.2. Purchase of stock will only be accepted if the Distributor produces her / his valid Authority Card.

18.3.Distributors should insist on taking the purchase receipt when making a purchase

18.4.Distributors are to check all the purchase upon receipt with the Centre or Stockiest immediately of the discrepancy in condition or in quantities.

19.   Payment

19.1.Without prejudice to Rule 19.2, payment for the stock purchase is strictly in cash terms, either in form of cash, money order or credit cards (where applicable)

19.2.  Subject to Rule 19.4, a Distributor who has attained the status of, Vice President or above may enjoy the benefit of paying the stock with crossed cheques in favor of METLIFE. And she / he may enjoy a 15 days credit terms which are inclusive of Sunday and public holidays.

19.3.  For METLIFE stockiest/ Franchiser only. They may purchase their stock from Company and payment for the purchases could be made with cheques or direct bank in to the Company’s Account with PUBLIC Bank.

19.4.  All payment for purchase must be cleared and settled by the last business day of the applicable month to be counted towards sales generated for that month.

20.   Stock Exchange & Return

20.1.   As a policy of the company, stock purchased could not be returned in order to refund cash.

21.   Closing Sales

21.1.The closing sales date for all Distributors at the Head Office and at Stockiest with the computerized Point of Sales (POS) system is the last business day of the month

21.2.The closing sales at Stockiest without the computerized Point of Sales (POS) are the last business day of every calendar month. Invoices issued after end of the month of each month will be considered as sales for the following month

21.3. Stockist without the computerized POS system must  on a weekly basis, submit invoices issued by them to METLIFE H.Q. Upon closing sales, the Stockiest/Franchiser must by courier service, send all the remaining invoices to METLIFE H.Q and to reach there not later than 30th of the same calendar month

21.4.  Failure to do so the Company could bring forward the invoices as sales for the following month.

22.   Stock Piling or Pyramiding or Dumping of Stock

22.1.   The METLIFE Marketing Plan is used upon product sales to consumers and personal use of distributors, therefore stock pilling order or the purchasing of large quantities of inventory or in unreasonable amounts solely for the purpose of qualifying for bonuses or advancement in the Marketing Plan or Pyramiding is strictly prohibited by the Company.

22.2.    Dumping of product below suggested retail price is also strictly prohibited.

23.   .COMMISSIONS

23.1. All Distributors will be issued cheques in their own name after deduction of all prevailing government taxes and levies

23.2.  All payments will be credited online in Bank across Pakistan (if facility is available). Online transfer fees will be deducted from Distributors account.

23.3. Commission periods are figured on a monthly calendar basis and paid directly to Distributors

23.4.Payment of commissions will be effected on 10^th day of the following month for the previous month commission’s period. However, no commission will be calculated for invoices that do not carry the Distributors Registration Number.

23.5.A dispute or discrepancy in the monthly commission calculation or claim of non receipt commissions must be brought to the attention of Company in writing within 30 days from the date that the commission is paid.

The company owns the rights to change preceding terms and conditions without any prior notice.