MARY KAY
INDEPENDENT BEAUTY CONSULTANT
PURCHASE AND SALE AGREEMENT

(7/1/26 pdf version found here; 2019 version found here)

General Terms and Conditions

Mary Kay Inc. (“Mary Kay” or the “Company”) is the manufacturer and supplier of cosmetics, fragrances, dietary supplements, and other beauty-related products (“Products”) to independent resellers (referred to herein as “Independent Beauty Consultants” or “IBCs”). Independent Beauty Consultants order and purchase Products from Mary Kay at wholesale prices and independently resell those Products to end consumers as part of their independently owned businesses.

This is not an employment opportunity. The parties agree that their relationship, and the manner
independent reseller relationship in all respects.

By accepting these terms and conditions, you agree to the following:

1. Purchase/Resale
a. You represent and warrant that you are at least 18 years of age and that you accept these terms to become an Independent Beauty Consultant, purchasing Products from Mary Kay for the purpose of independently reselling those Products to ultimate consumers, person to person away from a fixed retail location.
b. As an Independent Beauty Consultant, you agree not to sell Products to resellers or in quantities inconsistent with those typically purchased by an ultimate consumer for personal use.
c. You agree to purchase a Starter Kit and all Mary Kay® Products only from the Company. Except for the Starter Kit, you are not required to purchase inventory and may determine independently whether, when, and in what quantities to purchase Products based on your own business judgment. All orders must be submitted with valid payment and are subject to acceptance by the Company and the terms of this Agreement.
d. As an Active Independent Beauty Consultant, you may order items from the current Consultant Order Form (“COF”), which allows IBCs to order items from Section 1 of the COF (“Section 1 Products”) at wholesale prices established by the Company. “Active” status is achieved when an Independent Beauty Consultant reaches certain sales thresholds used solely for administrative and incentive eligibility purposes, as outlined in the Company’s current compensation plan, within a single month. Once achieved, Active status  will remain in effect for two additional months following any month in which qualifying sales activity occurs. You may reactivate at any time, provided that your Independent Beauty Consultant Agreement remains valid and in effect.
e. You are only authorized to sell Products within the United States, Puerto Rico, Guam, and the U.S. Virgin Islands. These geographic limitations are based on legal, regulatory, and distribution considerations applicable to the sale of Mary Kay® Products and are not intended to control the manner or means by which you operate your independent business.

2. Independent Beauty Consultants Are Independent Resellers
a. Your relationship with the Company is solely that of an independent purchaser, reseller, and business owner. At no time should you consider yourself, or hold yourself out to be, a Mary Kay employee. Nothing in this Agreement shall be construed to create an employment, agency, or salary, or wages from the Company, as you do not perform services on behalf of the Company. You operate an independent resale business.
b. As an independent reseller, you understand that the Company has no right to control the manner and means by which you operate your business. You retain sole discretion over final Product pricing and the manner, means, timing, and location of your sales activity. However, the Company may review and inquire into suspicious or irregular ordering or payment activity for purposes of fraud prevention, legal compliance, and protection of the Company’s business operations. The Company does not set work hours, schedules, quotas, or minimum activity requirements. Any sales education materials provided by the Company are informative in nature and not obligatory. You are not required to attend meetings, training, or events, nor are you required to recruit others. Further, the Company does not require you to use any particular tools or instrumentalities to operate your business. Any apps, sales aids, or other business tools are optional and available for purchase from the Company, or you may use any third-party tools at your own expense.
c. You are not authorized to provide access to your Mary Kay accounts (ordering, profile, InTouch, etc.) to third parties, including apps or other online tools. This restriction is intended to protect the security, integrity, and confidentiality of Company systems, customer information, and business operations, and to ensure compliance with applicable data protection and fraud prevention requirements. This provision does not restrict your ability to operate your independent business using third-party tools or services that do not require sharing access to Company-controlled accounts.
d. This Agreement is non-exclusive. You may sell other Products and work with other companies, provided you continue to comply with this Agreement and those Company policies that are reasonably necessary to protect the Company’s intellectual property, comply with applicable laws, and maintain Product quality and brand integrity.

3. Commissions
a. Should you decide to share the Mary Kay opportunity with others and they become Independent Beauty Consultants, these individuals will be part of your Team. You will be eligible to receive a commission on all your Team members’ Mary Kay Section 1 Product sales (excluding Starter Kits and Sales Aids). Commissions are calculated monthly according to the Company’s published commission schedule for so long as both you and your Team members are Active. Commissions paid on merchandise subsequently returned to the Company will be subject to a chargeback or deducted from future commissions or other sums payable by the Company to you. Neither you, nor your Team, should purchase Products you don’t reasonably intend to resell or use to generate commissions. No commissions are paid solely for recruiting or Team building.
b. Payment of commissions shall not be considered salary or guaranteed compensation. No draws against commissions or advances are permitted. All commissions are contingent, sales-based, and transaction specific. The Company shall not withhold payroll taxes and shall report commissions on IRS form 1099-NEC, as applicable.

4. Products
a. You are responsible for providing proper storage and handling of Mary Kay®
instructions provided on Product labels, literature, and fact sheets, as well as any other instructions that may be provided through marykayintouch.com. You may not delete, add, modify, tamper with, or alter any labels, materials, or packaging of Mary Kay® Products or associated Product literature. This is to ensure safe use of the Products and compliance with applicable laws and regulations. Such requirements relate solely to Product safety, quality, and regulatory compliance and do not control the manner or means by which you operate your independent business.
b. You agree to provide customers and prospective customers with only truthful, accurate, and Company approved information regarding Mary Kay® Products. You may not make any representation, claim, warranty, promise, or statement regarding any Mary Kay® Products except as expressly authorized by the Company in approved Product information and materials.
c. Mary Kay stands behind the Products sold to, and by, Independent Beauty Consultants. Mary Kay provides a one-year complete satisfaction guarantee from the date of purchase for each Mary Kay Product you sell to a consumer. You agree to provide each consumer with the written Mary Kay® Satisfaction Guarantee and to promptly honor it upon request.

5. Marketing, Earnings, and Reviews
a. You agree to refrain from making any improper and illegal earnings or lifestyle claims, in person or online, without substantiation, focusing instead on
b. When sharing the Mary Kay opportunity, you will not represent it as a job or employment.
c. When promoting Mary Kay Products, you agree to disclose your status as an IBC on social media, in testimonials, and in videos.
d. You agree to refrain from creating fake or incentivized consumer reviews of Mary Kay Products or suppressing reviews.
e. You agree to takedown, correct, or cease any publication or action that violates this Agreement or applicable laws, upon notice from the Company. Failure to comply may result in the termination of this Agreement.
f. You agree to maintain the highest standards of integrity, honesty, and responsibility in dealings with the Company, consumers, and other IBCs, to present Mary Kay® Products and the opportunity truthfully, and to hold the Company harmless from third-party claims arising from your misrepresentations.

6. Trademarks and Intellectual Property
a. You agree to protect the Mary Kay® trademarks and trade name by obtaining the Company’s written permission prior to using Mary Kay’s intellectual property in any advertising (including, but not limited to the Internet) or literature other than Company-published material. You understand that display or sale of Mary Kay® Products in or to public, retail, or service establishments of any kind (including Internet retail or auction sites) is prohibited. You agree that you will not (directly or indirectly through any intermediary or instrumentality) offer for sale or faciliate the offering of Mary Kay® Products for sale through such establishments or websites (including, but not limited to, eBay and Amazon). You understand that the obligations in this paragraph survive the termination of this Agreement. These restrictions are intended solely to protect the Company’s intellectual property and brand integrity and do not control your independent business operations.
b. You may use social media platforms to advertise your business and Mary Kay Products, subject to the social media platforms’ respective terms of use and the Company’s social media policy which can be found on InTouch.

7. Business Compliance and Tax
a. You agree to operate an independent business. You control the manner and means of reselling Products, are responsible for your own expenses, may engage in other businesses, and are not required to devote a minimum time, purchase inventory, or recruit others.
b. You agree to assume sole liability for all self-employment (Social Security) other other taxes, tax filings, registrations, and licenses legally required by your activities as an Independent Beauty Consultant and to abide by all federal, state and local laws governing your business, including anti-spam, privacy and other consumer protection laws.
c. You agree to keep your contact information on file with the Company up to date, including your current address and phone number. You agree that the Company may release your name and telephone number in response to a customer’s request for a Beauty Consultant in your area. If you do not want this information released, you agree to notify the Company by written notice directed to: Consulatant Records Department, P.O. Box 799040, Dallas, TX
75379-9040. The Company may also share information about you with other Independent Beauty Consultants and third-party vendors as necessary for the fulfillment of contractual obligations. Refer to the Company’s IBCPrivacy Policy at www.marykay.com for additional information concerning disclosure of IBC information and opt-out options.
d. To participate in any Company compensation, incentive programs, or recognition that require sales verification, you agree to maintain accurate documentation of your sales to ultimate consumers.

8. Confidentiality and Data Protection
a. You agree to keep the personal information of other Independent Beauty Consultants, customers, and potential customers that you obtain because of, or in connection with, your Mary Kay business secure and not disclose or share this information with others without the individual’s express permission, in accordance with applicable data protection laws. Further, you agree to treat all personal information received directly or indirectly from the Company as highly confidential and not disclose it to others without the Company’s express written authorization.
b. Customer names and addresses furnished by you to the Company in connection with optional programs shall remain your sole property and will not be used, or disclosed, by the Company to third parties without your permission, except as may be required by law.
c. You are responsible for implementing reasonable safeguards to protect your customer’s personal information as well as establishing breach notification procedures.

9. Modification
a. You agree to comply with any changes to the General Terms and Conditions of this Agreement that may be made by the Company, including, but not limited to, commissions and Active status requirements, at any time, which provided 10 days’ written notice of the changes by posting on the Company website(s) and/or through other
electronic means, including in-platform notifications or pop-up messages on Company systems.
b. The Company may require your acknowledgment or acceptance of such changes electronically (including by clicking “accept” or a similar mechanism) as a condition of continued access to Company systems, placement of orders, or participation in compensation or incentive programs.
c. This Agreement shall not be deemed to be changed, modified, or altered by reason of any advice, suggestion, guides or sales aids furnished by the Company to you.
d. If you refuse to accept any changes, you may terminate this Agreement pursuant to section 10(a) below.
e. This Agreement shall be effective from the date of acceptance until December 31 of the same year and shall thereafter be automatically renewed each January 1 for additional one-year terms, unless terminated pursuant to Section 10(a) below.
f. It is not necessary to submit a new Agreement, or purchase a new Starter Kit, if reinstating within one year of the last order month (or her anniversary month if no orders were placed). For administrative and incentive-eligibility purposes, the Company determines a Consultant’s “last order month” based on whether she meets the minimum monthly sales thresholds outlined in the current compensation plan. These thresholds are used solely to establish the official last order date and do not otherwise affect the validity of the Consultant’s Agreement, which remains in full force and effect during the one-year term.

10. Termination and Repurchase
a. Either party may terminate this Agreement at any time by written notice, including by email. You must send your notice of termination to Mary Kay c/o Consultant Records, 16251 Dallas Parkway, Addison, TX 75001, or by email
to CRconfidential@mkcorp.com. The Company will consider this Agreement terminated upon its receipt and processing of your written notice. Company terminations of this Agreement will be effective on the date indicated in the written notice.
b. If you cancel this Agreement within thirty (30) days after Company acceptance, you may receive a refund of your Starter Kit if you return it to the Company in its original and unused condition. If you terminate this Agreement after 30 days from Company acceptance, but within one (1) year of purchasing your Starter Kit, you may receive a ninety percent (90%) refund of your original net cost when your original and unused Starter Kit is returned to the Company.
c. Upon termination of this Agreement, the Company will repurchase from you original and unused Section 1 Products you purchased within one (1) year prior to return, at ninety percent (90%) of the original purchase price listed on the COF.
d. Starter Kit and Section 1 Products must be shipped freight prepaid accompanied by a signed “Request for Repurchase” form to the Mary Kay Repurchase Department in Dallas. You agree that Company’s cost of any prizes, Product bonuses or credits awarded to you based on the purchase of the returned Section 1 Products, and any indebtedness you owe the Company, will be deducted from the repurchase amount. An IBC, who returns Product to the Company, may not be eligible to rejoin the Mary Kay independent sales force. You agree that non-Section 1 items are not intended to be purchased from the Company for resale and are not subject to the repurchase provisions.

11. Arbitration Agreement and Class Action Waiver
a. Except as expressly stated below, all disputes, claims, or controversies arising out of or relating to this Agreement, the parties’ relationship, or any aspect of the engagement between the parties (collectively, “Disputes”) shall resolved exclusively by final and binding arbitration, rather than in court. This agreement to arbitrate applies to both parties and includes, but is not limited to, claims arising under contract, tort, statute, regulation, or common law, including claims relating to compensation, independent contractor classification, or termination.
b. The arbitration shall be conducted in accordance with the Federal Arbitration Act (9 U.S.C. §§ 1–16) (“FAA”), which governs the interpretation and enforcement of this arbitration provision. Unless the parties agree otherwise in writing, the arbitration shall be administered by Judicial Arbitration and Mediation Services (“JAMS”) and governed by JAMS Comprehensive Arbitration Rules & Procedures Rules (which can be found on the JAMS website at: https://www.jamsadr.com/rules-comprehensive-arbitration), as modified by this Agreement. The arbitration shall be conducted by a single arbitrator.
c. The arbitrator, and not any court, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this arbitration provision, including any claim that all or part of this provision is void or voidable.
d. Each party shall have the right to discovery sufficient to entitle each party to adequately arbitrate the Disputes.
e. To the fullest extent permitted by law, the parties agree that all Disputes shall be brought and resolved solely on an individual basis, and not as a class, collective, private attorney general, or representative action.
f. The arbitrator shall not have authority to consolidate claims, hear class or collective claims, or award relief to any person other than the individual party bringing the claim.
g. For California Residents: Notwithstanding the foregoing, representative claims brought under the California Private Attorneys General Act (“PAGA”) that cannot be waived as a matter of law shall, shall be severed and brought in a court of competent jurisdiction. The IBC must first arbitrate their individual PAGA claim before pursuing representative PAGA claims in court. The court shall stay, not dismiss, any representative (non-individual) PAGA claims where required by applicable law, while the IBC pursues the individual PAGA claims in arbitration.
h. Arbitration shall take place by remote/on-line/video unless the parties mutually agree otherwise, unless prohibited by law, in which case the arbitration shall take place in-person in the same county where the IBC or the Company could have pursued the Disputes in court The arbitrator shall issue a written, reasoned award. The IBC shall pay no more than the equivalent of filing fees in their County of residence the Company shall pay the arbitrator’s fee. The arbitrator may award any relief available in an individual action under applicable law.
i. If any portion of this arbitration agreement is found unenforceable, that portion shall be severed, and the remaining provisions shall remain in full force and effect, except that if the class, collective, or representative action waiver is found unenforceable, the Dispute shall be litigated in court, not arbitrated.
j. The parties acknowledge that by agreeing to this provision, they are waiving the right to a trial by judge or jury, and that they are entering into this agreement knowingly and voluntarily.
k. YOU HAVE THE RIGHT TO OPT OUT OF THIS ARBITRATION AGREEMENT. If you do not wish to be bound by this arbitration and class action waiver provision, you must notify the Company in writing within thirty (30) days of the date of acceptance by the Company.
l. To exercise your right to opt out, you must send a written notice that: (1) clearly states your intent to opt out of the arbitration agreement, (2) includes your full name and mailing address, and (3) is signed and dated by you. Deliver 1.your written notice to Mary Kay Legal Resources, 16251 Dallas Parkway, Addison, Texas
m. If you timely and properly opt out of this arbitration agreement, you will not be bound by the arbitration or class/representative action waiver provisions. You will preserve your right to pursue claims in a court of law, and all other terms of this Agreement will remain in full force and effect. Opting out will not affect your independent relationship with the Company or any other terms of this Agreement.
n. If you do not submit a valid opt-out notice within the 30-day period, you will be deemed to have knowingly and voluntarily waived your right to litigate Disputes in court and to participate in any class, collective, or representative action, to the fullest extent permitted by law.

12. Applicable Jurisdiction
a. This Agreement is subject to acceptance by the Company at its corporate headquarters in Dallas, Texas, through the issuance of a Notice of Acceptance. Such acceptance is conditioned upon your receipt of a Starter Kit. The Agreement shall be governed by the laws of the State of Texas as to all matters. Should you opt out of the arbitration agreement above, any and all issues that either party may elect to submit for legal resolution shall be submitted to the jurisdiction of the courts of the State of Texas, with the exception of any dispute or controversy arising out of or relating to the use or misuse of Mary Kay® intellectual property, which dispute may, at Mary Kay’s sole discretion, be submitted to the exclusive jurisdiction of the Federal District Court for the Norther District of Texas. You agree that any venue for any state court action shall be Dallas, Dallas County, Texas, and that the venue for any federal court action shall be the Dallas Division of the Federal District Court for the Northern District of Texas.