Dynapharm Business Manual

DYNAPHARM INTERNATONAL PHILS., INC.

DYNAPHARM
Table of Contents
The Dynapharm Business Manual: A Preface......................................... 2
Dynapharm Professional Ethics .............................................................. 3
Section 1 – Deﬁnitions ............................................................................ 4
Section 2 – The Independent Distributor ................................................ 8
Section 3 - Distributorships Operations & Termination ....................... 10
Section 4 - Purchase & Sale of Products .............................................. 14
Section 5 – Advertising, Trademark & Copyrighted Materials ............ 19
Section 6 – Distributor Compensation & Fees ..................................... 25
Section 7 – General Provisions ............................................................. 27


The Distributor’s Rules and Regulations
A Preface
This Business Manual conferred by Dynapharm specifies the complete policies
and Procedures as biding and effective as of December 1, 2004. It underscores
the fundamentals to lead the Distributors in conducting their business transactions
with the Company, with the fellow Distributors, and most importantly with end
–users and/or retail-customers.
Given the dynamic character of the Company, certain provisions stated herein
can be revised or amended to suit the over-all corporate goals. The amendment
shall be appropriately communicated to all concerned and shall be enforced and
in effect after it has been published in the official organ of the Company, website
and/or through distributed copies of the revised Policies and Procedures and other
Notice of Inclusions.
The Dynapharm Compensation Plan, the Distributor Application Form (DAF) and
this Business Manual (the” Policies and Procedures”) encompass the complete
contract between the Company and Distributors with a thorough understanding
and adherence to the Policies and Procedures. With this, everyone is enjoined to
study, understand and strictly abide by the provisions of the Business Manual.

Carlo Ll. Mayuga
President and Chief Executive Officer
Dynapharm Int’l Philippines, Inc.

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Dynapharm Professional Ethics
I shall abide with the contract at all times as adhered by the Company.
I shall perform my business in a manner that will enhance not only my reputation
but of the company as a whole.
I shall be courteous, honest and fair to every person I contact in the course of my
Dynapharm distributorships activities.
I shall fulfill my leadership responsibilities as a Sponsor by training, assisting and
supporting the Distributors in my sales organization.
I shall respect the Sponsor relationship of every Distributor in the Dynapharm
family, and I will neither attempt to complicate or change these relationships nor
make any disparaging remarks or allegations about Dynapharm, its affiliates and
Distributors.
I shall not misrepresent any Dynapharm products and its Compensation Plan that
is not enclosed in and supported by the current Dynapharm publications and/or
literature.
I shall remember that even my personal experience & the benefits received from
Dynapharm products, services or program, may be interpreted as unauthorized
“extensions of labeling” claims if I use them as a sales device.
I shall not sponsor any Dynapharm Distributors into any other network-marketing
program nor shall I engage in any deceptive or illegal practice. Doing so could
mean the termination of my Distributorships.
I understand and agree that I am solely responsible for all financial and/or legal
obligations I may incur in the course of my business as an independent Distributor
of Dynapharm products and/or services.

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Section 1

Definitions

I.

Distributor Agreement
It is legal contract biding the Distributor and Dynapharm that constitutes
professional business arrangements. The Distributor Agreement Form
should be completed by the person or entity applying to become a Distributor and is subject to acceptance or rejection of Dynapharm.

II.

Distributor
An individual, partnership or corporation who has completed the registration process with Dynapharm is considered an official Distributor.
The registration process is completed once the Distributor Application
Form is completely signed and has been accepted by the Dynapharm.
A Dynapharm Distributor is entitled to purchase products at a special
Distributor’s price.

III.

Active Distributor
A Distributor who has a minimum Personal Sales Business Volume
(PSBV) of 1,000 within the given volume month is considered active.
An active Distributor is eligible to receive earnings under the compensation plan

IV.

Retail Customer
Retail customers are end-users who purchase Dynapharm products from
a registered Dynapharm Distributor, Dynapharm Pick-up Center or directly from the company. A retail customer is not qualified to benefit
from the Compensation Plan. The Business Volume (BV) generated
from the products they purchase forms part of the Distributor who sold
the products to them.

V.

Personal Sponsor
A Dynapharm Distributor who personally recruits a non - distributor to
join his/her specific organization.

VI.

Upline
A Distributor’s sponsor and successive sponsors up through the organization.

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VII.

Downline
A Distributor or group of Distributors directly or indirectly linked to an
upline.

VIII.

Downline Organization
Your downline Organization comprises all Distributors who are under
your line of Sponsorship, from the first to the last level of your downlines.

IX.

Frontline
A Distributor who is immediately positioned below the sponsor in the
Sponsor’s genealogy or line of sponsorship.

X.

Level
A relative position in a Distributor’s downline grouped horizontally,
based on Sponsorship without compression.

XI.

Commission
Earnings paid by Dynapharm to its qualified Distributors as determined
by the business volume of products purchased or retailed by the Distributor and the Distributor’s downline as indicated in the Compensation
Plan.

XII.

Commission Generation
Earnings computed as percentages of the total BV of a Distributor’s
downline levels. The depth (of levels) by which the Distributors are paid
based on the rank achieved.

XIII.

Business Volume
The points or credits assigned to a Dynapharm product as indicated in
the Dynapharm Distributor’s price list.

XIV.

Volume Month
The calendar month (with specified cut-off dates) used to determine
ranks and bonus earnings under the compensation plan. A Distributor’s
application when accepted by Dynapharm in a given calendar month
shall be considered as the first volume month.

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XV.

Cut-Off Date
The deadline for product orders is every end of the month. Purchases
made after this date are credited onto the next volume month.

XVI.

Personal Sales Business Volume (PSBV)
The total BV of the products personally purchased by a Distributor in a
given volume month. This may also include the BV generated from the
retail sales of a Distributor.

XVII.

Personal Group Business Volume (PGBV)
The sum of a Distributor’s BV and his non-manager’s BV in a given
volume month. This may also be referred as the organizational volume
of a Distributor.

XVIII. Monthly Maintenance
This refers to the required minimum PSBV and/or PGBV for Distributor
to qualify for commissions and achieve a certain rank.
XIX.

Qualify
To “Qualify” is to earn a given rank or beneﬁt in a given volume month.

XX.

Qualifying Month
The volume month in which a Distributor meets the requirements for a
given rank or beneﬁt.

XXI.

Leg
The Vertical organization that begins from one of your frontline Distributor down to your frontline’s last level. Each frontline together with
its downlines corresponds to a separate leg.

XXII.

Leg Volume
The total organizational volume of a leg.

XXIII. Personal Rebates
The commission earned generated from a Distributor’s personal purchases and retail sales in a given volume month. A Distributor must
have at least 500PSBV to qualify for personal rebates.

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XXIV. Rank
A qualification title in the compensation plan.
XXV.

Retail Profit
The difference between the wholesale price that a Distributor pays for
a Dynapharm product and the price that the Distributor charges the customer.

XXVI. Dynamic Compression
Is the process of considering any given Distributor to be on the frontline
of the first upline. If a Distributor has zero BV, the Distributor’s frontline
is vertically compressed to the first upline with greater than zero BV.

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Section 2

The Independent Distributor

All Distributors are independent contractors with Dynapharm. They are not
considered as purchasers of franchise, joint ventures, partners, employees, or
agents of the company. Distributors have no authority to make any representation,
agreement, or commitment of any kind for or on behalf of Dynapharm or to bind
Dynapharm in any manner.
I.

Legal Compliance & Taxation
Each Distributor shall comply with all national or local laws, regulations
or ordinances concerning the operation of their business. Distributors
are responsible for their own managerial decisions and expenditures, including but not limited to the filing of their own income, VAT and other
tax returns, and registration of their “employees” with the Social Security System or with any applicable government body present in the state
where they conduct their business. Dynapharm shall not be responsible
for any damage or injury to a Distributor or to any third person with respect to the management or operation of the Distributor’s business

II.

Distributor Enrollment
Any person of legal age can become a Dynapharm Distributor when both
of the requirements are met:

The applicant purchased a business kit, and
Submission of the applicant’s completed application or agreement form to
Dynapharm home officer or pick-up center.
Once the application has been processed, an identification number will
be assigned to each Distributor.
Incomplete, inaccurate, or unlawful Distributor Agreements are void.
Dynapharm reserves the right not to provide reasons for the acceptance
or rejection of an application form.
Corporations, partnerships, trust, sole proprietorships and other entities
may become distributors ONLY when the completed application form

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is accompanied by notarized copies of the Articles of Incorporation,
By-laws, Partnership Agreement, Trust Documents and Business Registration Certificates as filed with government agencies. Furthermore,
Distributors must disclose a complete list of all directors, officers and
shareholders involved in the corporation. Partnerships must disclose all
general and limited partners. Trust must disclose the trustee(s) and beneficiaries.
The application must be signed on behalf of the Corporations, Partnerships and Cooperatives by an authorized officer or partner and must be
signed individually by each of the shareholders of the Corporations, partners of the Partnerships or officers of the Cooperative.
III.

Beneficial Interests
A person included in a partnerships, corporation, trust and other business entities shall not be enlisted to more than one Distributor entity to
have a beneficial interest.
If such a proceeding was discovered or the Distributor application was
accepted (as the case maybe), the company at its sole discretion can
terminate the distributorship any time. Dynapharm is not liable to any
loss that may be incurred in the process.

IV.

Distributors Rights
All Distributors are authorized to purchase Dynapharm products at
distributor’s price, sell them (at suggested retail prices), and participate
in the Compensation Plan.

V.

Account Information Changes
Submitting a new Distributor agreement form with the word “AMENDMENT’ written at the top to the Distributor Compliance Section can be
done to effect account changes, corrections, or updates to the Distributor agreement.

VI.

Married Couples
Married couples and their dependent children must share a single distributor entity. Both applicants must sign Distributors application. Single
Distributors who marry may elect to maintain separate Distributor status
unless one is the direct sponsor of the other in which case their Distributor status must be consolidated.
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Section 3

Distributorship Operations
& Termination

All Distributors are expected to perform all of their business activities in a
professional and ethical manner, which shall enhance the Distributor’s reputation
and that of the company. Distributors shall not engage in any conduct, which
would negatively reflect on Dynapharm, or any other Distributor’s image.
I.

Sponsoring
Distributors are entitled to sponsor other Distributors in the Philippines
and other countries as officially opened by the company into the Dynapharm Ambassador Program. However, Distributors are compensated
only for the generation of sales of products and not for sponsoring new
Distributors.
A Distributor shall not solicit sponsor employees of Dynapharm or members of the employee’s household to the Dynapharm Distributors during
the term of their employment. The same shall apply for any Dynapharm
consultants, product suppliers, and agent representatives. This is to avoid
conflicts of interest, and to further a Distributor’s respect of the confidentiality and neutrality of Dynapharm employees.

II.

Multiple Applications
If an applicant submits more than one Application or Agreement forms
listing multiple sponsors, only the first/original completed and accepted
form (by the company) shall be honored. Dynapharm reserves the right
at its discretion, to make the final decision with respect to all such disputes.

III.

Unfair Competition and Cross Sponsoring
A Distributor may not solicit or attempt to neither Sponsor another
Dynapharm Distributor nor engage in indiscriminate advertising
that solicits purchasing of competitive non-Dynapharm products or
participation into any other network-marketing or direct-selling company
with the exception of those individuals the Distributor has personally
sponsored without the written consent of the company. However, the

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consent granted may be revoked with reasonable notice at the discretion of Dynapharm. The above-mentioned prohibited acts are regarded
as unfair competition with Dynapharm and are also regarded as “CrossSponsoring” Cross sponsoring may be grounds for termination.
IV.

No Exclusive Territories
There are no exclusives territories for recruiting purposes, nor shall any
Distributor imply or state that he or she does have an exclusive territory. There are no geographical limitations on Distributor sponsoring
within any country except those in countries not officially opened by
Dynapharm.

V.

Training Requirement
Distributors are required to assure the adequate training of Distributors
they sponsor. “Adequate training” shall include, but not limited to, education regarding the Distributor Agreement, the business manual, and
the Compensation Plan, and other important information (about products, ect.) as well as relevant activities (i.e. initiating periodic contacts
for the purpose of training & motivating new recruits, sales or distributive function in the sale/delivery of product & services to end user.

VI.

Lead Distribution
Potential Distributor leads that went directly to Dynapharm will be referred to Distributors. The company shall conduct ample line of investigation to determine how a prospect became interested with the company
and the distribution of such leads is made at the sole discretion of Dynapharm.

VII.

Distributor Divorce or Partnership Dissolution
If married Distributors or partners who share in a Distributorship obtain
a legal separation or wish to dissolve their partnership, Dynapharm will
continue to honor the Distributorship pursuant to the original Distributor
Agreement until such time that Dynapharm receives written notice from
both parties or a certified court order documenting this change. The written notice must be signed by all parties and notarized. Such notice will be
subject to final action of Dynapharm. Legally separated Distributors or
dissolved partnership are required to submit a certified true copy of any
legal judgment, decree, or agreement. This will guide the manner how
payments of commission checks shall be done in the future.

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VIII.

Distributor Death
At the date of a Distributor’s Death, the Distributorship may be assigned
to the Distributor’s heirs, successor or trustees. In such proceedings, the
death certiﬁcate along with a certiﬁed copy of the will or court order, as
well as the amended Distributor Agreement in the name of the Distributor receiving the distributorship should be submitted to Dynapharm. If
the concerned parties did not advise the company within six (6) months
after the Distributor’s death, this would mean non-transferability of the
Distributorship.

IX.

Status Changes & Transfer
Transfer of Sponsorship is RARELY PERMITTED and is ACTIVELY DISCOURAGED. Maintaining the integrity of Sponsorship is absolutely mandatory for the success of the entire organization. Any assign,
acquire of interest, or otherwise transfer of a Distributorship or Sponsorship; a Distributor must follow the Company procedures.
The following instances may result in the approval of such changes:

In the case of unethical (or fraudulent) sponsoring, Dynapharm may, in its
sole discretion, make such changes in the sponsor or upline of a Distributor, as it
deems appropriate.
Dynapharm receives a written request, accompanied by signed letters of approval
from all the upline sponsors, up to and including the highest ranked upline sponsor
(Crown Diamond Manager) and a fee of US$100. The form should clearly state
that all parties involved understand the consequences of the sponsoring change.
A Distributor voluntarily terminates his/her Distributorship is eligible to apply for
a new Distributor Agreement and sign under when:
Existing Distributorship but maintains no activity for a period of Twelve (12)
months, other than a retail customer relationship.
Existing and Active Distributors who voluntarily resigns.
In any such changes, only the distributor who has petitioned for a change
in sponsorship shall be moved. All other downline Distributors shall remain in the original set-up

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X.

Voluntary Termination (Resignation)
An Active Distributor may voluntarily terminate one’s distributorship
at any time by sending a written notice to Dynapharm, indicating the
Distributor’s name(s) and ID number (s). A Distributor who voluntarily
terminates an Agreement must wait (6) months before re-applying for a
new Distributorship.

XI.

Involuntary Suspension or Termination
Dynapharm may involuntary suspend or terminate the status of any Distributor for cause that may include but is not limited to the following:
a)

Any violation of the Contract (Distributor Agreement, Business
Manual) of which may be amended from time to time.

b) Any unlawful/wrongful act or mis-conduct, which may reﬂect adversely on Dynapharm and its Distributors.

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Section 4
I.

Purchase & Sale of Products

Ordering, Receiving and Payments Guidelines
A Distributor may order products by placing an order with Dynapharm
and make the corresponding payment. Funds must be available at the
time the order is placed. Orders may be withheld until the availability
of funds is verified. The Business Volume (BV) for any order shall be
credited to the Volume Month only upon receipt of payment.
Orders will be accepted at the Dynapharm office from Monday’s to Fridays until 5PM. All mailed/faxed orders can either be picked-up or delivered to Distributors preferred address. It is the responsibility of the
Distributors to indicate the destination address. The cut-off time stated
previously also applies for orders set for delivery or shipping (i,e. Dynapharm pick-up centers (DPC), requesting Distributor) to allow a reasonable time for processing or packaging.
Note: Such orders cannot be sent through P.O. Boxes.
Orders shall be shipped within 24, 48 or 72 hours (depends on destination) after receipt of order. If a product is temporarily out of stock,
a Distributor shall receive a backorder notice along with the shipment.
All backorders will only be collected personally at the Dynapharm office or Dynapharm pick-up center (DPC). Proof of purchase (I, e. sales
invoices, receipts, etc.) must be presented when claiming backorders.

Upon receipt of an order, Distributors shall immediately inspect the order to
determine whether it is complete and in good condition.
If an order is incomplete and that a backorder notice is not attached, the Distributor
should immediately inform the Dynapharm Sales & Operations (S&O) Dept. or
the DPC where they get their products.
If the forwarder or courier company is responsible for the damage, which occurs
after it takes physical custody of the goods. The Distributor who receives the
damaged goods should follow this procedure:

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1.
2.
3.
4.

Accept the delivery.
Document on or take note of the delivery receipt, and the number of
boxes, which appear to be damaged.
Notify the forwarder or courier company to have the damage goods
inspected. Do not forget to save the damaged product(s) and box
(es) for inspection.
Notify Dynapharm Sales & Operations Dept. (S&O) of such incident so we can file a claim with the forwarder or courier company.

In the event that a package is returned due to a Distributor’s error or if the package
was not picked up in a timely manner and therefore returned, Dynapharm will
charge the Distributor a re-shipping fee.
Before assuming a shipment is lost or missing, a Distributor should
wait ten (10) working days from the placement of mailed orders and five (5)
working days from orders placed through fax ( or the internet ) Lost shipments
when found and/or delivered must be reported to the S & O within three (3) after
receipt.
All Dynapharm products must be store in a cool, dry, and hygienically safe area or
as other wise directed on the product label. As a general rule, the products should
be kept at least (4”) inches above the floor. Dynapharm is not responsible for
products damaged due to improper storage.
Products can only be bought on CASH BASIS or ON-US Check/s
Personal check payment are only accepted on a case-to-case basis and
largely depends on the good standing record of the Distributor and is
subject for clearing before the products can be released.
A Distributor who has had at least one check for “Insufficient funds” or
“closed account” may lose any or all privileges until all payments are
completely credited.
In case of Corporations, Partnership and Cooperatives, by executing the Application
and Agreement, it is expressly understood that in case of any court litigation borne
out of violation of this Business Manual like in the case of “non-payment” of
Sales Reports and/or Product Purchase, the authorized officer or partner will be
held liable for any legal action that may arise from the agreement.
A Distributor agrees that he is not entitled to a refund for products released.
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All prepaid orders placed which has not been entered in the system
before the cut-off date shall be processed and will be included in the
current Volume Month or on the Month where the order was placed or
received by Dynapharm.
II.

Direct Purchase
All Dynapharm Distributors may purchase products directly from Dynapharm’s Head Ofﬁce, Branches or authorized Dynapharm Pick-up
Centers. If a Distributor has acquired products from his sponsors or
upline distributors personal inventory and a replacement product is not
placed with Dynapharm, no commission or overrides shall be paid in
such transactions.

III.

Consignment
To protect your Dynapharm business and the honor of the company, Dynapharm products may not be delivered to any Distributors or another
party on consignment. Only authorized Dynapharm Distributors and
Dynapharm pick-up centers may sell Dynapharm products to an outside
party.

IV.

Product Buy-Back or Returns
The products that can only be returned are those personally purchased by
the Distributor himself and are found in the order history of the distributor returning products.
All unused and resalable products can be returned to Dynapharm along
with proof of purchase within seven (7) days from the date of purchase.
The Company shall offer an exchange of the same product/s. The same
rule shall apply when a Dynapharm Distributor has a customer who wishes to return product(s). The distributor shall be accountable in giving the
refund of the customer at ﬁrst, accomplish the corresponding form (Return/Exchange Form) and submit the request to the Sale & Operations
Department. If the distributor fails to refund his customer, the distributor
is responsible in repaying the company for any amount refunded as well
as handling fee.
In cases where a Distributor is requesting for a full refund of money
for unsold, marketable product(s), this shall be considered as his intention of voluntarily terminating one’s distributorship. Dynapharm shall
refund ninety percent (90%) of the net cost to the distributor, less any
applicable charges (shipping, taxes, etc.) Incurred in the purchase of the

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product compensations received (i.e. commissions, bonuses, incentives)
and commissions earned by the up-lines for returned products(s). If the
uplines are no longer active and that there would be no means for the
company to deduct such commissions previously released.
Products shall not be considered as marketable/reusable under the following conditions.
If returned four (4) months before the products expiration date, unusable, or shelflife period had passed.
The company has directly informed the distributors, prior to purchase, that the
products are discontinued or categorized under special promotions.
This Distributor returning the products is responsible in paying the shipping costs and for any damage or loss in the shipping process. Dynapharm
will reject goods, which were damaged during transit, and are considered
not resalable. After all required documents and returned items have been
veriﬁed, the company shall issue the terminating Distributor a refund
based on the method of payment.
V.

Commission Adjustment
Any up-line distributor affected by returned products is subjected to
adjustments in their commissions, overrides and business volume, etc.
based upon all commissions and bonuses paid on the returned products.
Adjustments can also be done in such a case, where wrong volume was
entered in the system. Likewise, required documents (cash sales invoice,
provisional receipts) should be presented to facilitate adjustments accordingly.

VI.

Excessive Purchases Prohibited
Dynapharm Distributors may purchase products from Dynapharm, other
Dynapharm Distributors or through pick-up centers in amounts which
are reasonably necessary and appropriate to establish and maintain an
inventory of products for resale to retail customers, to other Dynapharm
Distributors in their organization, and for personal use and consumption.
However, the company strictly prohibits the purchase of products solely
in an attempt to qualify for advancement under the compensation plan,
or for qualiﬁcation for any bonus or award. Such act (commonly known
as frontloading) may be grounds for suspension or termination.
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VII.

Bonus Buying Prohibited
Bonus buying may include but is not limited to the following:

Enrollment of a Dynapharm Distributor without the knowledge of an individual
or entity concerned is considered fraudulent.
Enrollment or attempted enrollment of a non-existent individuals or entitles as a
Distributor.
Bonus buying represents a substantial violation of this Business Manual
that may result to distributorship termination.
VIII.

Price Change
Dynapharm reserves the right to change the prices of any or all of its
products and literatures at any time with prior notice.

IX.

Distributors and Customers Price
A Distributor may not sell Dynapharm products below the stated ofﬁcial Distributor’s price. The company shall provide the current product
listings, which is available at Dynapharm HO, Branches and Pick-up
Centers. This list (together with any BV assigned to the product) forms
the basis for the discounted purchase price at which Distributors may
purchase products from the company, and may assist in product pricing
for retail (customer) sales. Likewise, a Distributor is not allowed to advertise at any price below Dynapharm’s suggested retail price.

X.

BV Transfers
Business Volume transfers from one Distributorship to another are not
permitted.

XI.

VALUE ADDED TAX (VAT)
Dynapharm products are subject to value added and sales tax. When Dynapharm collects and remits such mandatory taxes, the company shall
advise Distributors that such taxes are required to be collected on their
behalf. The collection of taxes by Dynapharm does not relieve the Distributors of their own personal responsibility and duty to comply with
other applicable tax laws and regulations.

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Section 5

Advertising, Trademark and
Copyrighted Materials

Dynapharm is a Multi-Level Company, which uses a more powerful form of
advertising than other mass-marketing techniques, the “word of mouth”. The
person-to-person contact that you will establish is the most effective means of
advertising that you can supplement and support your Dynapharm business.
I.

Advertising
Dynapharm encourages its Distributors to promote Dynapharm products and marketing opportunities pursuant to appropriate directives and
guidelines issued by the company from time to time. These guidelines are
required to ensure compliance by distributors as well as by Dynapharm,
with laws that govern advertising of the products and opportunity of Dynapharm. Failure to follow such guidelines may result in violation of
local and national laws that may adversely affect the reputation of the
company, its distributors, and its products leading to undesirable publicity and even possible legal action.

Distributors may not use any electronic media advertising materials or
the advertising of Dynapharm or its products on television, radio or the Internet
without the prior approval of Dynapharm. A Distributor agrees to send any selfproduced promotional items or materials to the Business Development Dept. for
written approval.
Dynapharm may allow a Distributor to use Dynapharm names, logos or
trademarks or copyrighted materials after obtaining prior written permission to
do so. Any advertising misrepresentation contained in a “blind” ad (one in which
neither Dynapharm nor its products is mentioned) may be regarded as a violation
of these policies.
II.

Copyrighted Materials
All Dynapharm literature, audio tapes, video tapes, internet materials,
and programs are copyrighted by Dynapharm and may be duplicated
only by obtaining the prior written consent of Dynapharm.

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III.

Company Literature
Distributors shall actively participate with Dynapharm to notify everyone concerned regarding new information particularly referring to updated policies, forms, and brochures, or other literatures. Distributors
should discard obsolete or invalid literature and forms. The company is
not obligated to reimburse any Distributor for these obsolete materials in
the Distributors possession.
Reproduction of these materials in part or in whole including but not
limited to layout and pictures is not allowed.

IV.

Proprietary Names & Trademarks
A Distributor may not use Dynapharm employee name(s), trademarks,
logos, trade names or any distinctive phrases or slogans used by Dynapharm to promote the Distributor’s business prior to receiving the
written permission from Dynapharm.
A Distributor shall not obtain, through filing for a patent, trademark, Internet domain name, or copyright, any right, title or interest in or for the
names, trademarks, logos, or trade names of Dynapharm, literature and
its products. As Dynapharm changes or abandons any of these names or
marks. Distributors automatically are subjected to these changes. Distributors may request the right to use these names or marks on independently produced and non-competitive promotional items that include
but are not limited to the following: clothing, jewelry, printed material,
posters, audio tapes and the like.

V.

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Confidentiality of Distributor Lists
Dynapharm is determined to protect its distributors and the company
from inappropriate and unfair competition. Records of Dynapharm Distributors, activity reports, genealogies, DPC lists and other information
about Distributors, whether partial or complete, provided by or originating from Dynapharm or any Distributor may not be reproduced in any
manner or method. The Distributor lists are confidential and remain the
exclusive properties of the company. The Distributor lists in its present
and future form, as may be amended from time to time, constitute the
proprietary assets and trade secrets of Dynapharm.

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All Distributors shall regard the Distributor lists confidential and shall
not be disclosed by Distributors to anyone or used for purposes other
than in the performance of their obligation under the contract. Disclosure
of any portion of the Distributor list require Dynapharm written consent
under the following condition:
Dynapharm may provide, for a fee, uniquely tailored portions of the
Distributor lists to distributors, which contains information specific to the
distributor who has requested it. And the Distributor’s downline organization. A
genealogy is a part of the Distributor’s list confidential and regarded also as a
trade secret of the company. Dynapharm may at its discretion provide a genealogy
to any Distributor.
The Distributor lists are provided for the exclusive and limited use of
the Distributor to facilitate the training, support and service of the Distributor’s
down line in lieu of his Dynapharm business. Distributors agree that the use of
these lists beyond their intended scope constitutes a separate, exclusive agreement
between Dynapharm and Distributors.
A Distributor requesting a portion of the Distributor lists is subject to the
following:
To limit the used of the Distributor lists within the intended scope to
exclusively advance a Distributor’s related business.
To uphold the confidentiality and not to disclose any portion of the
distributor lists to any third party, including, but not limited to, existing Distributors,
competitors, and the general public. Any unauthorized use or disclosure of the
Distributor lists constitute misuse, misappropriation and found in the breach of
the Distributor Agreement that may cause irreparable commercial damage to the
company.
Any violation regarding the use of the distributor lists shall be dealt with
accordingly without prejudice to the filing of civil and/or criminal cases related to
trade and commerce.
That the intended or unintended misuse of these Distributor lists or its
portion may be grounds for termination of a Distributorship.

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That the provisions under this section shall survive the termination of the
Distributor Agreement and the Contract.
Dynapharm reserves the right to pursue all appropriate remedies under
applicable national and/or local laws to protect its rights to the Distributor lists as
proprietary and a trade secret of Dynapharm.
VI.

Product & Income Claims
Distributors are not to make medicinal and/or therapeutic claims for any
Dynapharm products nor specifically prescribe Dynapharm products as
suitable for the treatment of any ailment. The company does not endorse
the use of diagnostic or medical devices in connection with the sale of
Dynapharm products because such devices suggest the diagnosis of specific health conditions and the prescription of remedies.
A Distributor shall not misrepresent that the Compensation Plan or any
Dynapharm product has been approved or endorsed by any governmental agency. Distributors who use medical devices (whether approved or
disapproved by a governmental Regulatory Agency) in connection with
the sale of Dynapharm products may be subject to disciplinary action.
Misrepresentation or false sales offers as to grade, quality, performance,
and availability of Dynapharm products are strictly prohibited.
Similarly, unreasonable or misleading claims of earnings or income potentials are strictly prohibited. Income or Rank guarantees are never allowed nor is the exhibition of actual or copies of commission checks
or earning statements without getting prior written approval from the
company. Income representations must be honest and based on facts it
shall include disclaimers that earnings vary depending on the degree of
effort employed.

VII.

22

Future Growth Claims
Distributors shall not imply nor assert that additional products or services will eventually be added to the products and services currently offered by Dynapharm or that enhancements to the Compensation Plan are
forthcoming or that specific territories or areas are about to be opened or
added to territories or areas of Dynapharm operation unless such developments have been officially announced by Dynapharm.

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BUSINESS MANUAL


VIII.

Product Sales
A Distributor may sell or promote Dynapharm products, materials and
opportunities only at Dynapharm functions or to prospective Clients and
Distributors or Customers. Acts constituting unfair competition against
Dynapharm are prohibited.

IX.

International Sales
A Dynapharm Distributor may also enjoy income from downlines in
other countries.

X.

Sale or Promotion of Non-Dynapharm Products, Opportunities or
Materials
A Distributor shall not sell, promote, or advertise non-Dynapharm products, opportunities, or materials that compete with Dynapharm products,
opportunities or materials in company functions or to potential Client
and Distributors. A Dynapharm function is a convention, sales rally,
medical symposium, Big BOM or event prepared by Distributors or the
company for distributors, prospects and employees.

XI.

Repackaging Prohibited
Distributors may not alter/change, repackage, sell or distribute unauthorized samples of re-labeled Dynapharm products.

XII.

Media Inquiries
To ensure accuracy and consistency of information, a Distributor who
receives any inquiry from the mass media (whether televised or in print)
regarding any aspect of Dynapharm; its products, or its Independent Distributors, should refer such inquiry to the Dynapharm Business Development Dept.

XIII.

General Meeting & Training Fees
A Distributor shall not charge fees for Company-sponsored meetings and
training seminars, services and other materials provided (i.e. newsletter
services, computer print-outs, etc.) about Dynapharm, its business opportunity and its products. A Distributor shall likewise not charge other
distributors a membership fee for participation in any other program or
organization. A Distributor is prohibited from offering to pay or actually pay other Dynapharm distributors (i.e. commissions or rebates) for

BUSINESS MANUAL 

23


purchases of non-Dynapharm products, opportunities, or other materials.
Moreover, a Distributor shall not hinder or refrain any other Distributor
from attending any Dynapharm-sponsored events.
XIV.

Fair & Special Events
Distributors, who want to participate in trade fairs, exhibit shows and
other related events should seek a written approval from Dynapharm.
Such requests should be received two (2) weeks prior to the show and
that the approval must be received before participating in the trade show.
Company products and opportunities are the only products/opportunities
that may be offered in the trade show booth and that only Company approved and produced marketing materials may be displayed or distributed. Distributors should not display or advertise Dynapharm products at
supermarkets, drug stores, health food stores and ﬂea markets.

24

BUSINESS MANUAL




Section 6

Distributor
Compensation & fees

I.

Compensation and Fees
A Distributor is compensated in conformity with Dynapharm’s
Compensation Plan. The subsequent policies outline the guidelines for
payment of Distributor earnings under the Compensation Plan and applicable fees charged to Distributors.

II.

Rank Advancement
A Distributor is completely responsible in meeting the monthly requirements as follows:
PSBV and PGBV
Rank and
Any other program qualifications are required.
Dynapharm is neither obligated nor would be guarantee or assure
that a Distributor can meet the qualification requirements of the
Compensation Plan.

III.

Guarantees for Earnings
A Distributor is neither guaranteed a specific income nor assured a specific level of profit or success. A Distributor’s profit or success can come
through various means like retails stores, use, and consumption of Dynapharm products by other Distributors within the Distributor’s down
line.

IV.

Minimum Monthly Compensation Check
Unless otherwise predetermined by Dynapharm and to minimize processing and handling costs, Dynapharm shall not process and/or prepare
monthly check for amounts below US$25. Should a Distributor be entitled to a commission payment of less that the previously stated amount,
this amount shall then be credited as a bonus voucher.

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25


V.

Commission Checks Payment
Commission checks shall be mailed every month specifically on or before
the twentieth (20th) day of the following month in which the commission is
earned. However, if the 20th day falls on a weekend or a holiday, the commission check shall be sent on the first business day thereafter.
Commission checks issued to joint applicants in a distributorship will be
issued in the names of the first two applicants listed on the Distributor
Agreement. Without prejudice to Dynapharm’s right of termination,
the payment of a Distributor’s commission may also be suspended if
a Distributor is found in violation of any provisions in the contract.
Commission checks can be personally released to the concerned Distributor in whose name appears on the Check. If the Distributor is unable
to personally claim his/her commission check, he can send an authorized
person to do so along with his duly signed authorization letter. Any consequence that may lead to the check released to the Distributor Representative, the company should not be held liable.

VI.

Debiting of Commission Checks
Distributor’s commission checks may be debited or placed on hold for
any amount that the Distributor owes Dynapharm. A Distributor cannot
use another Distributor’s commission check in purchasing his/her personal orders.

VII.

Check Replacement
Upon request, Dynapharm may issue check replacement for lost or stolen check. If a lost/ stolen check has been encashed, a service fee of ten
percent (10%) of the checks value will be charged to the distributor. Replacement and stop payment requests will not be honored until ten (10)
business days after the check was issued.

VIII.

Returned or Unclaimed check
Dynapharm makes every effort to ensure that Distributors would receive
their commission checks on time. However, when a commission check
has been sent to the last known address but was returned to Dynapharm
because a Distributor has moved without a forwarding address, or the
check has been returned or not presented for payment for some reason or
another beyond Dynapharm’s control, the check shall be cancelled and
considered as void.

26

BUSINESS MANUAL




Section 7

General Provisions

I.

Amendments
Dynapharm reserves the right to amend this Business Manual, product
brochures & other literatures, its wholesale or suggested retail prices,
product availability and formulations, and terms of the Compensation
Plan as it deems appropriate. Amendments will be communicated directly to all Distributors through an appropriate Dynapharm publication
or other means. Amendments are effective and binding on all Distributors when issued.

II.

Arbitration
Any and all disputes arising out of or relating to these documents shall be
resolved and determined by arbitration in accordance under the national
and local laws. The decision of the arbitrator(s) shall be final and binding
on all parties. The Distributor shall file demands for arbitration within
60 days of the occurrence of the event or action, which is the subject of
dispute. Failure to make a demand for arbitration within this period will
result in the waiver and loss of all claims by the Distributor with respect
to the dispute. Dynapharm has the right to bring suit in a court of competent jurisdiction to seek an injunction, temporary or permanent, or other
equitable relief, to prevent or enjoin a breach of a Distributor’s obligations and will be entitled to include in this action any and all claims it
may have.

III.

Non-Waiver Provisions
Dynapharm has the right to exercise any right or power under the provisions of the Contract and its entirety or to insist upon strict compliance
with any obligation or provision herein by the Distributor. Waiver by
Dynapharm can only be effective through a written authorization of the
authorized officer(s) of the company.
The company’s waiver of any particular default by a distributor shall
not affect or impair Dynapharm’s right with respect to any subsequent
default, nor will it affect in any way the rights or obligations of any other
distributors. Nor will any delay or omission by the company to exercise
any right arising from default affect or impair Dynapharm’s rights as to
that or any subsequent default.
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IV.

Limitation of Damages
To the extent allowed by law, Dynapharm and its affiliates, officers, directors, employees and other Distributors shall not be liable for and the
Distributor hereby releases the foregoing from, and waives any claim for
loss of profit, incidental, special, consequential or exemplary damages,
which may arise out of any claim whatsoever relating to Dynapharm’s
performance, non-performance, act or omission with respect to the business relationship or other matter between the Distributor and the company whether sounding in contract, fort or strict liability.
Furthermore, it is agreed that any damage to the distributor shall not
exceed, and is hereby expressly limited to, the amount of unsold Dynapharm product(s) owned by the Distributor, which were directly purchased thereby from Dynapharm and any commissions or bonuses due.
Record Keeping
Dynapharm encourages all of its Distributors to maintain complete and
accurate records of their business transactions. These documents (i.e. receipts, invoices) will be of great use especially for the settlement of dispute like wrong volume entries, commission complaints and the likes.

28

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BUSINESS MANUAL

For more information, contact your Sponsor

DYNAPHARM INT’L. PHILS., INC.
Unit 1202 & 1207 12th Floor, Robinson-Equitable Tower,
ADB Ave. corner Poveda St., Ortigas Center, Pasig City
Tel. Nos.: (632) 637-2618-20 • (632) 687-4282
Fax No.: (632) 6372616

Dynapharm Business Manual

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