Nutri-Dyn Internet Policy

Effective Dates
December 1, 2016 - until further notice

Effective December 1, 2016 Nutri-Dyn reserves the right to stop shipping product to any customer violating this Internet Policy.

Affected Customers
U.S. customers
Customers with Web sites selling to U.S. end-users

Suggested Retail Pricing
The Suggested Retail Pricing Policy of Nutri-Dyn Midwest, Inc. is for all of its customers selling its professional lines of products online to sell such products at or above the suggested retail prices. Any advertisements, discounts, rewards programs, coupons, special offers, sales, promotions, etc. must explicitly state "Not valid on Nutri-Dyn or TonicSea products" and products must checkout at or above suggested retail pricing. Private patients being treated by the practitioner may be given a private patient code to be entered upon checkout to replicate the discount provided to patients in the practitioner's office. This code must not be provided to any customer via broadcast email, must not be shown on the website, and must not be made available to anyone other than the practitioner's private patients. Reference upon checkout may only be as "patient code"; i.e., any word implying a discount, special, sale, coupon, etc. may not be used.

If a practitioner is found to have emailed the code to an email database that includes customers other than private patients, the option to discount to private patients via an online website will be revoked. Continued or repeated violations will result in account termination.

Nutri-Dyn neither seeks nor will accept any assurances from any customer that it will not deviate from this Suggested Retail Pricing Policy. The suggested retail prices set forth are unilaterally set by Nutri-Dyn and are not open to discussion or negotiation with any of its customers.

Nutri-Dyn reserves the right not to sell or supply any products to any customer that is affiliated with a website that violates this Suggested Retail Pricing Policy. Any reference or inference at all to discounts, price reductions, special call-in pricing, coupons, price-matching policies, or any other special promotion or offer on Nutri-Dyn or TonicSea products will be deemed to be violations of this policy and grounds for immediate suspension of affiliated Customer's account(s).

Third-Party Sites
While Nutri-Dyn authorizes and permits customers to sell its products on customer owned websites, customers cannot sell Nutri-Dyn or TonicSea products on third party facilitated websites without written permission from Nutri-Dyn.

Nutri-Dyn will not sell or supply any products to any customer that is found to be discounting Nutri-Dyn or TonicSea products on third-party-facilitated sites.

Metagenics Third- Party Sites Policy
Metagenics policy is for all of its practitioner-Customers selling Metagenics products on-line to sell only on Customer-owned or Metagenics-hosted E-Commerce websites. Metagenics does not authorize or permit sales of its professional lines of products on third-party websites (such as Amazon.com, eBay, and similar sites). Metagenics reserves the right to not sell or supply products to any practitioner-Customer who sells Metagenics products on third-party websites. Metagenics will pursue the removal of unauthorized listings on third-party sites. Metagenics expects practitioner-Customers selling Metagenics products to cooperate with requests related to third-party sites and investigatory inquiries.

Nutri-Dyn will not sell or supply any products to any customer that is found to be selling Metagenics products on third-party-facilitated sites.

Nutri-Dyn reserves the right not to sell or supply any products to any customer that is found to be selling Metagenics products on third-party-facilitated sites.

Discounting
Nutri-Dyn reserves the right not to sell or supply any products to any customer that is found to be discounting Nutri-Dyn or TonicSea products on third-party-facilitated sites.

Use of Trademarks
Customer shall not have the right to affix any of the Trademarks to any product or other material conveyed to anyone other than via the Internet in the manner described in this Policy. Customer agrees to use the symbols ™, ®, and ©, as appropriate, when displaying the Trademarks, which is intended to indicate Nutri-Dyn ownership of the Trademarks and shall not be construed as a claim to ownership by Customer. A statement must accompany Customer's use of the Trademarks substantially as follows: "[Insert the trademark(s)] are trademarks of Nutri-Dyn, Inc., and are used with permission." Customer must also include on all pages that reflect Nutri-Dyn or TonicSea products on Customer's website a statement substantially as follows: "This site is not owned or operated by Nutri-Dyn, Inc."

Any use of the Trademarks by Customer in accordance with this Policy shall inure to the benefit of Nutri-Dyn. The Trademarks are solely and exclusively the property of Nutri-Dyn. Customer shall not have any ownership right, title, or interest, expressed or implied, in the Trademarks. Customer shall not use the Trademarks except in a form, context, and location that are acceptable to Nutri-Dyn. Nutri-Dyn may review Customer's website at any time and reserves the right to require Customer to make changes to it based upon use of any intellectual property owned or controlled by Nutri-Dyn, even if Nutri-Dyn has previously approved or accepted Customer's website or the material displayed thereon. Nutri-Dyn may require Customer to make changes to Customer's website at any time to the extent Customer is using the Trademarks in a manner that violates applicable FDA or FTC regulations, any other applicable laws or regulations, or Nutri-Dyn policies.

Customer may not use Nutri-Dyn or TonicSea products names, trademarks, or copyrights as part of a URL (Universal Resource Locator), secondary level domain name, meta-tags, keywords, or file names without written permission from Nutri-Dyn.

Private Label Customers
This policy is not intended to replace or supersede the Nutri-Dyn Private Label Agreement.

Disease Claims
Disease claims are not permitted in reference to Nutri-Dyn dietary supplement or functional food products. Only claims that appear on the Nutri-Dyn product label or online catalog may be used in reference to our products on your website. Medical foods may be associated only with the approved disease claims that appear on the product label and online catalog. Nutri-Dyn may review Customer's website at any time and reserves the right to require Customer to make changes to it based upon use of any intellectual property owned or controlled by Nutri-Dyn in association with any disease claims, even if Nutri-Dyn has previously approved or accepted Customer's website or the material displayed thereon. Nutri-Dyn may require Customer to make changes to Customer's website at any time to the extent Customer is using the Trademarks in a manner that violates applicable FDA or FTC regulations, any other applicable laws or regulations, or Nutri-Dyn policies.

Logos
The Nutri-Dyn or TonicSea logo may be used only in the special form supplied by Nutri-Dyn for use on the Internet; neither the file name nor the name of the image may be changed or modified from the original form supplied by Nutri-Dyn. It may be accompanied by a statement indicating, "I (We) proudly offer [insert Nutri-Dyn or TonicSea Company Logo] products." No other statements may be affiliated with use of the logo.

Miscellaneous
Nutri-Dyn may, in its sole discretion, revise or eliminate this Policy at any time. Nutri-Dyn may also terminate Customer's non-exclusive, limited license to use the Trademarks at any time in its sole discretion upon written notice.

Any failure or delay by Nutri-Dyn in enforcing any provisions of this Policy or any of Nutri-Dyn rights in any of the Trademarks shall in no way be considered a waiver of such provisions or rights and shall in no way prevent Nutri-Dyn from enforcing the same at a later date.

Violations of Policy
Customers who violate this Policy will receive notice from Nutri-Dyn that they are in violation of the Policy. If a Customer fails to bring the Customer's website into compliance, Nutri-Dyn may de-activate the Customer's account, and the Customer will no longer be able to purchase Nutri-Dyn products. In addition, the Customer will be required to immediately cease all use of Nutri-Dyn trademarks and copyrighted materials on the Customer's website and on the Internet. Customers who correct their websites to comply with this Policy should promptly notify Nutri-Dyn. Nutri-Dyn then will review the Customer's website. If Nutri-Dyn determines that the Customer has brought his or her website into compliance, the Customer's account may be re-activated. Nutri-Dyn has adopted a zero-tolerance approach regarding enforcement of this Policy. Once a Customer has fallen out of compliance with this Policy and has received a notice from Nutri-Dyn, in the event of any subsequent violation, Nutri-Dyn reserves the right to immediately terminate the Customer's account.