This agreement is between Embrace Cosmetics, 530 Old River Court, Vallejo, California 94589, hereinafter referred to as “Company,” and

(Name) First Name Last Name (from registration form) ,

(Street Address) Address (from registration form),

hereinafter referred to as “Sales Representative.”

1. Purpose of Agreement

It is the purpose of this agreement for company to sell lipstick to Sales Representative’s customers. To this end, Sales Representative agrees to identify prospective customers and solicit sales from them. In addition, it shall be Sales Representative’s responsibility to guide customer through ordering process.

2. Sales Tools

Company shall provide, free of charge, a video advertisement of the benefits and features of Company’s lipstick products which shall be accessible on smart phone of Sales Representative and/or customer. In addition, Company shall provide display box which can hold 21 lipsticks, of which seven are samples not for sale and 14 in inventory for sale.

3. Inventory

Company agrees to provide a display box of initial inventory of lipsticks, worth $510.00, to Sales Representative. Sales Representative shall pay a refundable deposit of $100.00 to Company upon signing of this agreement for display box of initial inventory. Said deposit shall be refunded to Sales Representative upon termination of this agreement if remaining inventory and display box is returned in good condition, taking into account reasonable wear and tear.

If Sales Representative is the first person in the store to sign this agreement with Company, Company agrees to waive the deposit.

4. Payment

For every lipstick sold by Sales Representative, Company shall pay a commission of 28% of net sale price, excluding sales tax, to Sales Representative. Company shall maintain a data base for each Sales Representative which shall show the status of his/her account.

5. Responsibilities of Sales Representative

Company shall provide Sales Representative with a smart phone to play the Company’s commercial video. (NO, Sales reps use their own smart phone) Sales Representative shall close the sale and guide the customer through the on-line checkout process. It is the responsibility of the Sales Representative to secure the display box and inventory. Sales Representative may sell anywhere and at any time at a location other than the store where Sales Representative works. Sales Representative is authorized to arrange with family member or friend to sell Company’s products with proper supervision by Sales Representative in accordance with the requirements of this agreement.

6. Sales Transaction Process

Once the customer picks the lipstick or lipsticks, Sales Representative will guides the customer, using customer’s smart phone, to scan the bar code to go to Company’s web site. The Sales Representative then helps customer add items to the shopping cart online. Sales Representative may use suggestive selling and upselling to increase the variety and size of customer’s order.

At check out, Sales Representative prompts ID and password by entering Sales Representative’s ID (Email Address) and password, confirms, and continues to check out. Sales Representative then passes the phone back to customer to complete the transaction with the customer’s credit card.

When the transaction is completed, Sales Representative will provide the ordered lipsticks to customer out of Sales Representative’s inventory. The sales order database will be updated to show the sale and the balance of inventory available for sale. The data base information will include the number and description of lipsticks sold to each customer, the customer’s name and contact information, an order number, and the date of the transaction,.

Backend software will generate a commission payment report semi-monthly and reset all dollar balances to zero. Company will use excel to print checks. Checks will be mailed to Sales Representative or amount will be electronically transferred to Sales Representative’s checking account. It shall be the responsibility of the Sales Representative to keep Company up to date on Sales Representative’s current mailing address and checking account identification information if electronic transfer payment option is selected.

Pay periods shall be from the first through the 15th of the month, and from the 16th to the last day of the month. Checks or electronic fund transfer payments shall be made by Company to Sales Representative by the seventh calendar day following the end of the pay period.

7. Inventory Management

Sales Representative may access Company’s inventory data base on Company’s web site at any time. Inventory data base will show the starting inventory of the Sales Representative including the seven samples not for sale. Every time the Sales Representative and customer completes a sales transaction, the data base will show the number of items sold and deducted from inventory, a description, and the balance remaining.

Following each sales transaction, the number of items sold and description will be listed for replacement on a sales order form. A duplicate of the preceding order will then be shipped to Sales Representative upon authorization of the Sales Representative. The Sales Representative may modify the Sales Order with regard to the number and description of items for sale as well as the number and description of not for sale display items. Sales Representative may order up to three boxes of 21 lipsticks at a time. Additional boxes may be ordered upon advance written approval of Company.

8. Designated Charity

The Store Owner may designate a charity to receive his/her override commission. Sales Representative will be informed of the name of the charity and the amount of money going to the charity.

9. Term of Agreement

The term of this agreement shall be for one year from date of signing, and shall be automatically renewed for successive one year periods unless terminated or amended as specified herein.

9. Amendment and Termination

This agreement may be amended at any time by mutual written agreement of the parties. Such amendment shall specifically refer to this agreement. This agreement may be terminated at any time by at least 14 days advance written notice to the other party.

11. Whole Agreement

This agreement and the attachments thereto is the sole agreement between the parties.

13. State Law

This agreement shall be enforced according to the laws of the State of California.