Introduction

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The Rules of Conduct (“Rules” or “RoC”) define and establish:

 

1. Certain principles to be followed in the development and maintenance of a Quantum Intelligence (“Quantum”) Distributorship (“QDship”).

2. The rights, duties, and responsibilities of each Quantum Distributor (QD). A Quantum Distributor includes Agent, Business Center and Territory Head.

The terms and conditions of this relationship are set forth in:

1. These Rules of Conduct.

2. Other official Quantum literature, publication, notification or communications.

While the Rules primarily define relationships between Quantum and QDs, they also concern relationships among QDs. Its objectives are:

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1. To ensure an equal opportunity for QDs through ethical and responsible business conduct.

2. To protect and build a conducive environment for a long-term and profitable Quantum business.

3. To promote unity and harmony among QDs.

4. To preserve the benefits of the Quantum Sales & Marketing Plan equitably for all QDs.

 

From time to time, the contents of these documents may change. Quantum will notify the QD leaders of such changes. Upon final notification by Quantum with respect to those changes presented to the QD leaders, such changes will be communicated to all QDs in a timely manner and shall become effective upon publication. In order to preserve the goals and purposes of the Quantum Sales & Marketing Plan, Quantum reserves to itself the sole right to adopt, amend, modify, supplement, or rescind any or all of these Rules, as necessary.

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SECTION 1 - BECOMING A QD

 

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• QD Application Form and Business Kit: To become a duly authorized QD capable of merchandising, marketing or reselling Quantum’s products and services, an applicant must complete and submit the QD Registration Form.

• Requirements:

  1. Without limiting any of Quantum’s rights, the following are requirements for becoming an QD:

  2. Must be at least 18 years of age

  3. Must not have been terminated for breach of contract under a previous QDship.

  4. Must not be a person serving an imprisonment sentence or otherwise confined to any correctional institution or have a previous conviction record for an offence relating to production (and/or) trading of counterfeit goods, false advertisement, illegal conduct of business, tax evasion (or) deception of customers, or an offence relating to deceptive appropriation of assets, abuse of trust to appropriate assets (or) unlawful possession of assets.

• Acceptance or Rejection of QD Registration: Quantum reserves the right to accept or reject any QD Registration. 

• QDs Operated through a Legal Entity: A party to a QD Contract may apply to Quantum to operate the QDship through a legal entity, provided it complies with certain requirements and conditions, including where legally feasible, the entity’s sole purpose is the operation of the QD Business Opportunity. The person making the Application for the entity must be an authorised representative of that legal entity and must personally meet the qualifications set forth in these Rules of Conduct

• Date of Authorization: The date of authorization as a QD is when the QD Registration has been processed and accepted by Quantum

• Prohibited Appointment Practices

  1. A subprincipal shall not impose on a Prospect, nor any QD, as a condition to receiving from the subprincipal assistance in the development of such person’s QDship, conditions such as:

  2. Maintain a specified minimum inventory.

  3. Purchase any specified amount of products or services

  4. Purchase any non-Quantum produced “starter,” “decision,” or other “pack” or “kit”.

  5. Purchase literature, audio-visual aids or other materials.

  6. Purchase tickets for and/or attend or participate in rallies, seminars or other meetings.

• Termination: A QD may terminate the QDship at any time by providing Quantum with a written notice of termination at Quantum’s contact coordinates. Quantum may terminate the QDship at any time by providing the QD with a written notice of termination by means of email or any other contact coordinates that may have been provided by QD, if he/she fails to comply with these Rules of Conduct.

• Conspiracy; Inducement to Breach: A QD shall not conspire with any other person to breach or induce a breach of any Rules of Conduct or to induce or attempt to induce another QD to breach any of the Rules of Conduct. Any such activity shall constitute a breach of the Rules of Conduct

• Exceeding Scope of Authorization: A QD shall not exceed the scope of authorisations granted pursuant to the QD Contract. Any such activity shall constitute a breach of the QD Contract.

• Representations and Warranties: A QD shall not make any false representation or statement to Quantum, nor induce Quantum to enter into a QD Contract under false pretenses, nor breach any representation or warranty implied in this contract or by law. Any such activity shall constitute a breach of the Rules of Conduct.

• Multiple Breaches: It is a breach of the Rules of Conduct or the Quantum Business Policies for a QD to allow any breach to remain uncorrected following notification from Quantum of the existence of the same, or to have multiple simultaneous, serial or repeating breaches of the Rules of Conduct or the Quantum Business Policies.

 

SECTION 2 - RESPONSIBILITIES AND OBLIGATIONS OF ALL QDS

 

• Abide by the Quantum Business Policies/Amendments/Duty of Good Faith: At all times, QDs must adhere strictly to the guidelines, procedures and policies stated in these Rules of Conduct, in addition to the Quantum Sales & Marketing Plan, and, in each case, any amendments made to such from time to time. All QDs are charged with the duty of good faith and fair dealing.

• Cooperation with Investigations: QDs shall cooperate in any investigation undertaken by Quantum into activities that are potentially in contravention of his/her QDship or the QDship of another QD

• Truthful and Accurate: No QD shall make any offer to sell any Quantum products or services which are not accurate and truthful as to the price, grade, quality, performance and availability. QDs shall not:

  1. Make exaggerated product claims not authorised by Quantum with regards to Quantum’s products or products distributed by Quantum;

  2. In any way whatsoever, represent Quantum incorrectly with regard to prices, quality, standards, grades, contents, style or model, place of origin or availability of Quantum’s products or products distributed by Quantum;

  3. State that Quantum’s products or products distributed by Quantum are backed, approved, or present any features as regards to yield, accessories, uses or benefits that they do not have; or

  4. Act or present in any way whatsoever Quantum, its products or the products Quantum distributes, in a fraudulent manner or promote products that do not belong to Quantum as if they did.

• ​Repackaging: QDs may not repackage products, change the content of products or otherwise change or alter any of the packaging labels of Quantum products or services.

• Compliance with Applicable Laws, Regulations, Codes and Requirements:

  1. ​QDs shall comply with all laws, regulations, codes and requirements that apply to the operation of their QDship wherever their business may be conducted. QDs must not conduct any activity that could jeopardize the reputation of the QD and/or Quantum. Upon request, QDs shall forthrightly provide any information requested QDut an QD’s activities or any other activities known by the QD (even with respect to other QDs). In all such communications with Quantum, the QD shall act with absolute candour and good faith.

  2. QDs shall provide any and all information or documents which Quantum deems necessary for the purposes of compliance with any applicable laws, regulations, codes and regulatory requirements. These may include without limitation, personal identification details, bank account information/payment information, tax identification numbers and other forms of documentation or information.

  3. QDs shall cooperate with Quantum in a forthright manner. If the QD fails to provide the required information or documents, Quantum is entitled to take any steps or sanctions it deems fit at its sole discretion to secure compliance with this obligation. This may include without limitation, the withholding of bonuses and/or other payments

• Deceptive or Unlawful Trade Practices: No QD shall engage in any deceptive or unlawful trade practice.

• ​Unlawful Business Enterprises or Activities: A QD shall not operate any illegal or unlawful business enterprise, engage or participate in any illegal or unlawful business activity.

• ​Professionalism: A QD shall at all times conduct himself/herself in a courteous and considerate manner and shall not engage in any high-pressure tactics, but shall make a fair presentation of Quantum products or services, or the Quantum Sales & Marketing Plan, when and where appropriate

• QD Relationship:

  1. No QD shall represent that he/she has any employment relationship with Quantum or any of its affiliated companies and/or other QD.​

  2. QDs shall not give a false representation as to the nature of the relationship between Quantum and its QDs, or make any representation, except in accordance with the explanation given in any official literature of Quantum. A QD is required to indemnify Quantum for the costs, damages or prejudice stemming from such false representation, including any legal fees Quantum may have incurred.

  3. QDs shall not imply that they are employees of Quantum, nor shall they refer to themselves as “agents,” “managers,” or “company representatives”, nor shall they use such terminology or descriptive phrases on their stationery or other printed materials.

  4. QDs may not use their business cards to create the impression that they are in an employment relationship with Quantum.

• Franchises and Territories: No QD shall represent to anyone that there are exclusive franchises or territories available under the Quantum Sales & Marketing Plan.

• Other Selling Activities:

  • ​QDs shall not solicit, directly or indirectly, other QDs in order to sell, offer to sell, or promote other products, services, or business opportunities not offered or marketed by Quantum. This Rule also applies to investments, securities and loans, regardless of their source.

  • QDs shall not sell, offer to sell, or promote any other business opportunities, products, or services in connection with the Quantum Sales & Marketing Plan.

• Interference in another QD’s QDship; It is a breach of the Rules of Conduct or the Quantum Business Policies for a QD to:

  • ​Interfere or attempt to interfere with another QD’s QDship; or

  • Induce or attempt to induce another QD to change their appointing subprincipal, to transfer or abandon his/her QDship, or to appoint or not appoint a particular Prospect; or

  • Induce or attempt to induce another QD to deny training, education, motivation or other support to a QD; or

  • Induce or attempt to induce another QD to breach any Rules of Conduct or the Quantum Business Policies.

• Retail Effort Rule: Quantum does not require stock keeping or purchase of inventory. QDs may not purchase or counsel other QDs to purchase products for any purpose. 

• Digital Communications: Digital Communications as used in these Rules means electronic transmissions (generally by computer or mobile device) of text, data, images, video, voice and other information including, without limitation, any posts or publications made available within the digital space, including emails, videos, live streaming, podcasts, blog posts, mobile applications (apps), advertising, forums, webpages, and through any social media or messaging platform, e.g. Facebook®, Instagram®, Line®, Snapchat®, Telegram®, Twitter®, WeChat®, WhatsApp® or YouTube®. The Rules apply to QD Digital Communications regarding Quantum, the Quantum opportunity, Quantum products and services (directly or indirectly). 

• Quantum Sales and Marketing Plan Manipulation: No QD shall manipulate the Quantum Sales & Marketing Plan or award volume in any way which results in the payment of Bonuses or other awards and recognition that have not been earned in accordance with the terms of the Quantum Sales & Marketing Plan

• Personal/Business Information Update: All QDs are responsible for communicating any updates or changes to their personal information (e.g. name, address, telephone numbers, email address, marital status, etc.) or business information (e.g. change of business status, etc.) to Quantum.

• Additional Information: QDs shall provide any and all additional information required by Quantum. These may include without limitation, personal identification details, bank account/payment information, tax identification numbers and other forms of documentation or information for the purposes of compliance with any applicable laws, regulations, codes, and regulatory requirements as may be required from time to time.

• Proprietary Information:

  • ​​In addition to Quantum trade name, trademarks and copyrighted materials, Quantum’s confidential and proprietary business information constitute commercially advantageous, unique, and proprietary trade secrets and business secrets of Quantum which it keeps proprietary and confidential and treats as trade secrets and business secrets and constitute “Proprietary Information” subject to the QD Contract.

  • Quantum is the exclusive owner of all Proprietary Information, which is derived, compiled, configured, and maintained by Quantum. The QD acknowledges all Proprietary Information is owned by Quantum through the considerable expenditure of time effort and resources.

  • QDs are granted a personal, non-exclusive, non-transferable and revocable right by Quantum to use Proprietary Information only as necessary to facilitate their Quantum Business as contemplated under the Rules of Conduct, the Confidentiality Policy and other terms and conditions of the QD Contract. Quantum reserves the right to deny or revoke this right, upon reasonable notice to the QD stating the reason(s) for such denial or revocation, whenever, in the reasonable opinion of Quantum, such is necessary to protect the confidentiality or value of Proprietary Information.

  • All QDs shall maintain Proprietary Information in strictest confidence, and shall take all reasonable steps and appropriate measures to safeguard Proprietary Information and maintain its confidentiality.

  • An QD shall not compile, organise, access, create lists of, or otherwise use or disclose Proprietary Information except as authorized by Quantum. An QD shall not disclose Proprietary Information to any third party, or use Proprietary Information in connection with any other businesses.

  • Use or disclosure of Proprietary Information, other than as authorised by Quantum, shall cause significant and irreparable harm to Quantum, and Quantum may claim appropriate compensation for damages as well as demand an QD refrain from the harmful conduct as well as seek any other remedies under applicable laws.

  • In case of disclosure of Proprietary Information, voluntary or not, by an QD to any third person, the QD should immediately notify Quantum QDut that fact and take necessary measures in order to (a) prevent further disclosure by such third party and (b) oblige such third party to sign a confidentiality and nondisclosure agreement for the benefit of Quantum and under no less stringent terms that those provided within Section 4.22.

  • An QD shall promptly return any and all Proprietary Information or any copy to Quantum upon resignation or termination of his/her QDship and shall refrain from any further use.

  • The confidentiality obligations set out here shall survive during the term of the QD Contract as well as after the date of its termination by any cause.​

• Presentation Rules: The content of the presentations which include or support the promotion of the retailing of Quantum products and services, or the Quantum Sales & Marketing Plan, must otherwise be in accordance with the following:

  • ​QDs shall not:

    • ​​exaggerate income representations by relating it to or incorporating it with other income and suggesting that it is the result of building the Quantum business;

    • substitute group or non-Quantum organisational identity for the Quantum business. The Quantum business must always be clearly identified without any ambiguity to the participants during the course of the presentation;

    • advocate, imply or give the impression that success can be achieved through promoting personal consumption with no requirement to sell or promote inappropriate product usage and/or claims;

    • misrepresent whether directly or indirectly and by whatever means the relationship of the QD to Quantum, for example, suggesting or implying that Quantum is “just a supplier”, or that the QD represents a business opportunity of which “Quantum is a part”, or that the QD “outsources” administrative support to Quantum, etc.;

      1. promote any other business opportunity other than the Quantum Business or solicit any participants to attend meetings for the purpose of presenting another business opportunity at any time; or,

      2. use the meeting as a platform to promote or advocate religious, political and/or personal social beliefs.

      3. Promote any profit opportunity from the recruitment of any new QD into a group or organisation.

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• Personal reflections on the following are not appropriate:

  • social and cultural issues;

  • preferences regarding specific political views, parties, candidates or elected officials.

  • Discussions must only relate to ethics and positive attitudes that will assist and encourage the QD and Quantum’s products, services and business.

  • Income representations, whether direct or implied, must reflect a realistic income potential from participation in the Quantum Sales & Marketing Plan.

  • QD statements QDut the Quantum Business Opportunity and Quantum Sales & Marketing Plan must be truthful, accurate, and not misleading, and shall be made in accordance with these Rules of Conduct.

 

SECTION 3 – RESPONSIBILITIES AND OBLIGATIONS OF ALL QDs

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• Duties and Responsibilities of QD subprincipals: A QD who engages in appointing QDs activity or who appoints a QD shall:

  • Inform appointed QD an unaltered Quantum Business Kit, and inform him/her that the Kit cannot be returned for a refund.

  • Be in compliance with all requirements as set forth in these Rules of Conduct.

  • Train and motivate the appointed QD in accordance with Rules stipulated.

  • Ensure that the QD whom they have personally appointed fully complies with the Quantum Rules of Conduct and all applicable laws and regulations.

  • Explain the responsibilities and obligations of a QD under these Rules of Conduct and instruct the appointed QD on how to operate a QDship in accordance with  these Rules and other official Quantum literature.

  • Support and comply with the Rules of Conduct and educate and assure that other QDs whom they have personally appointed do the same.​

• Training and Motivation: Conduct, or provide access to, training and motivation that complies with the Rules.

  • In order to meet this obligation, the subprincial may personally train the QDs whom he or she appoints, or arrange for support from others.

  • If the subprincipal directly provides the training and motivation, the subprincipal remains responsible and accountable for ensuring that training and motivation that are compliant with the Rules.

  • If arrangements are made with the Training Providers, then the subprincipal or any other QD who made the arrangement shall be responsible and accountable for the training and motivation to be compliant with the Rules.

 

SECTION 4 - PRESENTATION OF THE QUANTUM SALES & MARKETING PLAN

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• Must Not Give False Impression: When inviting a Prospect to hear a presentation of the Quantum Sales & Marketing Plan, a QD shall neither directly or indirectly:

  • ​Give the impression that the Quantum Sales & Marketing Plan relates to an employment opportunity;

  • Imply that the invitation is to a social event;

  • Disguise the invitation as a “market survey”;

  • Promote the event as a “tax seminar”;

  • Promote the Quantum Business Opportunity as a business relationship with a person, company, or organisation other than Quantum;

  • Directly or indirectly indicate that such products are merely one line of products distributed through or as part of a brokerage, consignment, or intermediary business operated by a person, company or organisation other than Quantum;

  • Directly or indirectly indicate that the Quantum Business Opportunity, QD or products and services merchandised through Quantum are part of any business other than the Quantum Business Opportunity as defined in the Rules of Conduct and other official Quantum literature;

  • Fail to affirmatively indicate in connection with such invitation the true nature of such presentation and that the presentation is about the Quantum Sales & Marketing Plan and the Quantum Business Opportunity; or

  • Engage in any other direct or indirect misrepresentation of the Quantum Business Opportunity and the QD’s relationship to Quantum and the nature of the Quantum Business, or omit any information that a person receiving such an invitation or attending or otherwise participating in such a presentation or event could reasonably be expected to need in order to properly evaluate the Quantum Business Opportunity, Quantum products and services;

• First Contact With Prospects: It is a breach of the Rules of Conduct for a QD to mislead or fail to inform a Prospect the nature of the QD’s activities and, therefore, at the first contact with Prospects, a QD must:

  • ​Introduce himself/herself by name;

  • Make himself/herself known as a QD;

  • Appropriately identify Quantum and the QD’s relationship to Quantum;

  • Indicate the purpose of contact, namely the sale of Quantum Products and/or the introduction of the Prospect to the Quantum Business Opportunity;

  • Truthfully and honestly represent the Quantum Sales & Marketing Plan, its products and/or services; and

  • Truthfully and honestly respond with full transparency and candor to any questions that the Prospect has concerning the Quantum Business Opportunity, Quantum products and services, the QD or Quantum.

• Appointment Ethics: In seeking participation of a Prospect in the Quantum Sales & Marketing Plan, the appointment of QD must comply with the Rules above as well as the following:

  • Must not say that a successful QDship can be built in the form of a “wholesale buying club”, where the only products bought and sold are those transferred to other QDs for their personal use;

  • Must not say that there is no requirement for the retail sale or marketing of products by QDs;

  • Must not promote the enjoyment of tax benefits as the best or principal reason for becoming a QD;

  • Must not say that the business is a “get rich quick” opportunity in which it is easy to achieve success with little or no expenditure of effort or time. In the event that another QD is used as an example for success, that QD success must be verifiable and substantiated;

  • Must not use any broadcast communication methods including mass mailings, telemarketing, national or international advertising, radio, television, facsimile services, computer communication networks including the Internet, or any other means by which personal contact with a Prospect is not present. Advertising is allowed in a limited context as described in the Digital Communications Standards;

  • A QD must not misrepresent the relationship between Quantum and any other company affiliated with Quantum.

  • Must not say or imply that a QDship can generate its profit by increasing the number of QD within the QDship or organization.

  • Must not say that a QD has to purchase a Quantum product or service in order to become a QD.

• No Exclusive Territories: No QD shall represent that there are exclusive territories available. It is a breach of the terms of QDship to make such a representation.

• No Obligation to Purchase: An QD shall not require a Prospect to purchase products and/or services and/or that a deposit is required in order to participate, nor that there is a fee under the form of a training course, seminar, social event or similar activity in order to have the right to participate, except for the Quantum Enrolment Pack. It is a breach of the terms of the QD contract and the QDship to make such a representation.

 

SECTION 5 - USE OF THE QUANTUM TRADE NAME, TRADEMARKS AND COPYRIGHTED MATERIALS

 

This rule has been developed to maintain the integrity of Quantum’s intellectual property and to ensure that the Quantum brand will be available exclusively for the Quantum Business. In addition, Quantum has implemented a corporate identity program that requires the correct and consistent use of the Quantum corporate logo, no matter where it appears. Therefore, no alterations to the approved logotype are allowed. Upon request, Quantum will provide an example of the approved logotype and colour specifications.

• Misuse and Misappropriation:

  • ​QDs shall not misuse or misappropriate Quantum’s trademarks or other intellectual property or proprietary information. It is a breach of the QD Contract for a QD to use any trademarks or other intellectual property or proprietary information belonging to or licensed to Quantum except in accordance with the applicable terms, conditions and procedures set forth in the QD Contract, including the Quantum Rules and Policies.

  • Each QD acknowledges and agrees that Quantum is the licensee of certain trademarks including, e.g., logos, service marks and other intellectual property and industrial property, including the Quantum name, and various trademarks, trade names and service marks used in connection with Quantum products and services, and the various designs or labels.

  • QD shall not use, in connection with his/her Quantum Business or any other business (including but not limited to, any business vehicle, office, phone listings, premises, or stationery) and/or on or in connection with any products, the Quantum name, or trademarks, service marks or other intellectual property belonging or licensed to Quantum without the prior written consent of Quantum and subject always to any conditions attached to such use except as otherwise provided herein. Quantum reserves the right to withdraw its consent at its absolute discretion.

  • No Quantum name, or trademarks, service marks or other intellectual property belonging or licensed to Quantum may be used on any BSM, including third-party BSM, without the prior written permission of Quantum.

• Imprinted Banners/Signs for Meetings/Events: 

  • If a QD desires to conduct a meeting or event in which the Quantum name will be displayed in public, the QD must first obtain prior written approval from Quantum for such use of the Quantum name (a public meeting is one where prospects may attend). The QD shall provide a written request to Quantum for each meeting; such a request shall include a description of the proposed banners/signs, their size, materials to be used for banner/signs and location.

  • QDs must not produce or obtain any printed products from any source other than Quantum which bears the Quantum name, trademark, logo or trade name without written permission. Such permissions must be renewed for each Event/Meeting.

  • Quantum reserves the right at all times to withdraw permission to display the Quantum name if the standards stated are not met, of which Quantum shall be the sole judge.

SECTION 6 - DEATH AND INHERITANCE

 

Upon the death of a QD, the QD’s interest in the QDship may be passed on to a relative or other designated person, subject to the laws on succession and Quantum’s acceptance of the assignment of the QDship. Therefore, the original QD must make proper arrangements during their lifetime for the orderly and legal transfers of ownership of their QDship to their heirs. This is to ensure that downline QDs will continue to receive proper service, training and motivation. In the event that the heirs do not take steps to take over the QDship, the QDship may be deemed abandoned. When a QDship is deemed abandoned, the heirs shall have no further rights in the QDship. Quantum may then move up the Line of Sponsorship to the next qualified sponsor

SECTION 7 - BREACH OF CONTRACT; PROCEDURES

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• Procedures

  • ​​Investigation: When Quantum believes that a breach of the Rules of Conduct or the Quantum Business Policies has occurred, will occur, or is threatened to occur, Quantum may investigate the activity of the QD at issue. Quantum may undertake this investigation on its own initiative or when requested by another QD who has submitted a written complaint to Quantum.

  • Complaints by QD: A QD who believes that another QD has breached the Quantum Business Policies and/or the Rules of Conduct, or who has personal knowledge of the activities leading to such alleged breach, shall notify Quantum in writing of the alleged breach and all facts connected with it.

  • On receiving this notice Quantum will notify the appropriate QD of the complaint and request an immediate response.

  • If the complaint and response do not contain sufficient facts upon which to make a decision, additional information may be requested from any party by Quantum.

  • When Quantum believes that it has sufficient information regarding the facts and circumstances relevant to the complaint, Quantum will decide whether there has been a violation of the Quantum Business Policies or other breach of the Rules of Conduct and will take appropriate action.

 

Waiver of Claims: A QD waives any and all claims against Quantum arising out of or in respect to any action that Quantum takes under the QDship and/or this rule. A QD who is terminated or has other action taken as a result of a violation of the Rules of Conduct or the Quantum Business Policies shall have no claim against Quantum arising out of or with respect to the termination or other action taken.
 

SECTION 8 - BREACH OF CONTRACT; SANCTIONS

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• Sanctions: In the event Quantum at its sole discretion determines that there has been a breach of the Rules of Conduct or the Quantum Business Policies by a QD, Quantum may take one or more of the following actions:

  • Terminate the QDship by providing the QD with a written notice of termination at his/her specified address or by some other suitable or electronic means or as allowed by law; or

  • Require the QD to attend training; or

  • Suspend specific authorisations under the QDship, such as by way of example and without limitation, the QD opportunity to Sponsor, to purchase or sell Quantum products and services, or to conduct similar activities associated with the Quantum Business;

  • Remove the QD as a subprincipal and/or restrict the QD’s authority to appoint others;

  • Require refund of Quantum Bonus;

  • Require written acknowledgement of the breach(es) and an undertaking not to breach the QD Contract in the future; or

  • Take any action short of termination of the QDship as may be permissible under applicable law and appropriate in Quantum’s sole discretion to address the specific breach(es);

• No Waiver: The failure of Quantum to take any action upon learning of a breach or potential breach shall not constitute a waiver of Quantum’s rights to assert such a breach in the future. The failure of a QD to take any action upon learning of a breach shall not constitute a waiver of any other rights or remedies that may be available under applicable law.

• Suspension: Quantum reserves the right to determine the specific terms of each Suspension on a case by case basis. In the event of any breach of contract by a QD, Quantum may take action to suspend some or all of the QD’s privileges under the QDship, including but not limited to:

  • ​Withholding any payments to QD pending final resolution of the matter; and/or

  • Suspending authorisation to conduct appointment activity; and/or

  • Conducting reorientation and retraining meetings; and/or

  • Requiring that QDs provide Quantum with recordings of their Quantum Sales & Marketing Plan presentations.

• Actions Upon Termination: Upon termination for any cause whatsoever, the QD shall cease to identify himself/herself as a QD.

 

SECTION 9 - DISPOSITION OF TERMINATED QDSHIP

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• Abandonment: When a QDship is terminated, the QDship is considered abandoned, and the signatory to the QD Contract shall have no further rights in the QDship. Quantum may Assign or Dissolve the QDship, the right to operate an Quantum business in the former QD’s position in the Line of Sponsorship to another QD, or may remove such position in the Line of Sponsorship, in its sole discretion. In exercising its prerogative hereunder, Quantum may elect to employ one of the following methods or any other method permissible by law, and may unilaterally modify and amend the QDship of any affected QD to change their Sponsor and the Line of Sponsorship as may be necessary to implement such decision:

• Dissolution of QDship: If Quantum so elects, the subprincipal who appointed a QD may undertake the obligations of the former QD and assume the role of subprincipal for all QDs who had been personally or Internationally appointed by the former QD.

• No Limitation on Quantum: Quantum, however, is in no way limited to any of the above methods of disposition of an Quantum business and may exercise complete discretion as to methods and/or timing of disposition.