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ARBONNE UNIVERSITY LEARN • BUILD • ACHIEVE ARBONNE UNIVERSITY LEARN • BUILD • ACHIEVE “SuccessPlan Basics” BY Donna Johnson Independent Consultant, Executive National Vice President Hello, I’m Donna Johnson, Independent Consultant, Executive National Vice President. This training module will walk you, step by step, through Arbonne’s generous 2006 compensation plan, also known as the “SuccessPlan.” Before we begin, be sure to have in front of you, your 2006 ArbonneNOWTM SuccessPlan and Policies & Procedures Manual, to follow along with this training. You may also review the 2006 SuccessPlan PDF, found in the Presentation Section of www.arbonne.com. I also want you to make sure that you review the Arbonne Independent Consultant Compen- sation Summary, the ICCS. If you don’t have a copy, you can find it at http://www.arbonne. com/company/iccs.asp. While I go through the Arbonne compensation plan and explain how it works, it’s important that you understand that most people who become Consultants do not earn an income; rather the large majority of people join and remain Consultants because it offers them the ability to buy Arbonne’s incredible products at the very lowest price — nothing wrong with that. But if your goal is to develop a financially successful business, be sure to re- view the ICCS, as it gives an accurate picture of the income potential that the business offers to those who have the desire, dedication and diligence to pursue the business. Let’s begin. On the inside cover of the manual, you’ll see a summary of what you’ll learn in this important tool ... including all of the benefits, qualifications and maintenance of our Success- Plan, awards programs, and our very important “Policies & Procedures.” As an independent business owner, it’s important that you take responsibility for your business, and understand and abide by all of our high standards. This protects you, the rest of the Consultants and our company, to preserve our incredible reputation, professionalism and culture of Arbonne.

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ARBONNE UNIVERSITYLEARN • BUILD • ACHIEVE

ARBONNE UNIVERSITY

LEARN • BUILD • ACHIEVE

“SuccessPlan Basics”BY Donna Johnson

Independent Consultant, Executive National Vice President

Hello, I’m Donna Johnson, Independent Consultant, Executive National Vice President. This training module will walk you, step by step, through Arbonne’s generous 2006 compensation plan, also known as the “SuccessPlan.”

Before we begin, be sure to have in front of you, your 2006 ArbonneNOWTM SuccessPlan and Policies & Procedures Manual, to follow along with this training. You may also review the 2006 SuccessPlan PDF, found in the Presentation Section of www.arbonne.com.

I also want you to make sure that you review the Arbonne Independent Consultant Compen-sation Summary, the ICCS. If you don’t have a copy, you can fi nd it at http://www.arbonne.com/company/iccs.asp. While I go through the Arbonne compensation plan and explain how it works, it’s important that you understand that most people who become Consultants do not earn an income; rather the large majority of people join and remain Consultants because it offers them the ability to buy Arbonne’s incredible products at the very lowest price — nothing wrong with that. But if your goal is to develop a fi nancially successful business, be sure to re-view the ICCS, as it gives an accurate picture of the income potential that the business offers to those who have the desire, dedication and diligence to pursue the business.

Let’s begin. On the inside cover of the manual, you’ll see a summary of what you’ll learn in this important tool ... including all of the benefi ts, qualifi cations and maintenance of our Success-Plan, awards programs, and our very important “Policies & Procedures.” As an independent business owner, it’s important that you take responsibility for your business, and understand and abide by all of our high standards. This protects you, the rest of the Consultants and our company, to preserve our incredible reputation, professionalism and culture of Arbonne.

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ARBONNE UNIVERSITY

LEARN • BUILD • ACHIEVE

It is my pleasure, as Arbonne’s fi rst Independent Consultant, National Vice President, to walk you through our generous compensation plan. On page 3, you’ll see that Arbonne is known for setting the bar on a generous compensation structure. It is the American dream. Your re-ward is directly linked to helping others succeed. There is no glass ceiling, you write your own paycheck.

One of the features that make Arbonne’s SuccessPlan so appealing is the fact that it is fair and balanced. Whether you are interested in Arbonne simply to earn a little extra spending money, or you are a serious business builder going straight to the top, Arbonne has a lucra-tive pay plan from entry level, to the top! You can start earning commission, bonuses and overrides at the start of your Arbonne career, and every promotion offers additional earning percentages, bonuses, trips, and even a White Mercedes-Benz Cash Bonus. We refer to the levels in Arbonne as “C-DARN”:

”C” = Consultant, your entry Level “D” = District Manager (1st step of management)“A” = Area Manager (2nd step of management)“R” = Regional Vice President (3rd step of management, and the Mercedes-Benz Cash Bonus level.)“N” = National Vice President, our top position.

Let’s begin your journey to the top.

Many people choose to be a part of Arbonne as a Client, or a Host. Arbonne is known for our generous gifts and incentives that we offer to the most important people ... our customers. Be sure to review the many specials.

After learning of the wonderful advantages of the Arbonne Opportunity, many of our Clients and Hosts choose to join us in the Arbonne Business as Independent Consultants for just a $29 initial start-up fee.

Let’s review the many benefi ts or “profi t centers” of each position:

First, a Consultant receives a 35% discount off the Suggested Retail Price on every order she or he places, regardless of the order size. $100 Retail -$35.00 (35% discount) $65.00 Cost = $35 Profi t (commission) when you retail the products

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ARBONNE UNIVERSITY

LEARN • BUILD • ACHIEVE

In addition, there are many bonus and product specials, including $100 Retail Product for only $20, with every $250 Retail Order. With your 35% discount, you save $87.50 on your order and 80% on the additional products you choose for only $20.

When you register online, and place your fi rst order, Arbonne’s user friendly online shopping will walk you through all of the specials available to you.

OVERRIDES: Override is calculated at 65% of your Retail Volume. This is the commission you are paid for your sales and the sales of those you sponsor.

Let’s start with our Consultant override:

That’s right. Unlike many companies, even our brand-new Consultants that share the Arbonne opportunity and products with others right away receive an override. Go to page 4.

As a “thank you,” Consultants receive 4% of all of their personally-sponsored Consultants’ Override Volume.

(As you can see from our Defi nitions on page 8, Override Volume is the wholesale amount, or 65% of Retail).

In addition to the commissions and overrides all Independent Consultants can earn, there are also additional “profi t centers,” available to every level “C-D-A-R-N”, which includes:

ASAP Points: (which are trips and prizes)$50 RSVP Conus and additional bonuses and incentives for our leadership levels.

Let’s review those now: Still on page 4, as a Consultant, you can choose to become a leader, and start your journey at District Manager. You can even promote to District Manager in your very fi rst month with Arbonne. We’ll review the qualifi cations next, but let’s take a look at the additional benefi ts as a District Manager:

This promotion is the only time a percentage is replaced by another percentage. Throughout the rest of the promotions (D-A-R-N) each percentage is in addition to the previous. Every pro-motion offers additional earning percentages. So, think of the 4% override as a “Thank you” to our Consultants, before they become a Manager.

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LEARN • BUILD • ACHIEVE

District Managers earn 8% on their entire Central District.Defi nition: (page 8) Central District is everyone you’ve sponsored, they’ve sponsored, and so on, who is not yet a District Manager.

This includes:• 8% override on your Personal Override Volume.• 8% override on your personally-sponsored Consultants. • 8% override on all of the Consultants in your SuccessLine that are not yet District Man-agers. • There is a $25 bonus for each RSVP1 one or RSVP2 Consultants sponsored within your Central District and a generous monthly $200 District Manager bonus when your Cen-tral District accumulates $5,000 or more in RV, and fi ve new Consultants with at least $100 in Personal Retail Volume in their start month.

Executive District Manager means that you not only promoted to District Manager yourself, but now someone on your team has promoted. That’s good, so congratulations. You want to be a “District Manager-making machine.”

That new Manager is now your 1st Generation Manager, and no longer a part of your central District. However, you’ll see as you walk through our plan, the volume from your promoted team, helps you promote to the next level of management.Unlike many compensation plans, you will receive the same generous 8% override on your entire 1st Generation District’s Override Volume, just like your own Central. When you have two 1st Generation District Managers, you will receive 2% on your 2nd Gen-eration District Managers. When you are three 1st Generation District Managers wide, you will receive 1% on your 3 rd Generation District Managers.

The Key Concept is: Arbonne has unlimited width potential.

There is no limit to the number of 1st Generation leaders. For instance, if you have 10 1st Generation District Managers, you receive the 8% override on all 10 Districts. It’s important that you build your business wide and deep. Build your business like a “table” with at least four strong legs, not like a “pole” that is not stable. We’ll review more advanced building strategies, in the Leadership module I teach. But re-member, your depth is your security, but your width is your paycheck.

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Let’s get back to District Manager (page 4) because here’s where it gets really exciting. I al-ways say, “District Manager is a great place to visit, but you don’t want to live there.” You want to help as many people on your team promote to District Manager too. When you team-build, you’ll increase your monthly volume, and will be ready to promote to the next level of leader-ship — Area Manager.

As an Area Manager, you receive the same benefi ts as a District Manager, including the 8%, 2% and 1% District Manager override structure.In addition, you’ll receive another 6% on your entire Central Area. That’s you, your Central Districts, and all your 1st, 2nd and 3rd Generation District Managers on down, who are not yet Area Managers.See how that adds up? On your Central and 1st Generation Districts, that’s 14%. You’ll see those numbers laid out more clearly, on our “SuccessPlan” Presentation PDF I referred to ear-lier.

In addition, you’ll receive 6% on all of your 1st Generation Area Managers. When you have at least two 1st Generation Area Managers, you’ll receive an additional 1% on your 2nd Gen-eration Areas Managers. When you have at least three 1st Generation Area Managers, you’ll receive an additional 1% on all of your 2nd Generation Areas Managers. Again, your width is unlimited.

Each month, you can receive a generous $400 Area Manager bonus, when your Central Area RV sales are a minimum of $20,000, and your Central Area sponsored 10 or more $100 PRV new Consultants that month. Important: If you qualify for both the DM and the AM bonus, you will receive the larger of the two. Area Managers are also eligible to participate in direct deposit of their monthly checks, and our Bequest/Succession Plan (see page 16).

Are you excited? Let’s keep going. Of course, you’ll want to help your District Managers to promote to Area Manager, too. You are rewarded to the degree that you help others succeed. This creates exciting volume that will take you to our next level, the white Mercedes-Benz level. Regional Vice President.

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As a Regional Vice President, you receive the same benefi ts as an Area Manager, including the DM and AM override structure.

In addition, you’ll receive another 3% on your entire Central Region. That’s you, your Area and Districts, your 1st, 2nd, 3rd AMs and DMs on down, who are not yet an RVP.See how that adds up? On your central and 1st Generation RVPs, that’s 17%. Wow.In addition, you’ll receive 3% on all of your 1st Generation RVPs.

When you have at least two 1st Generation RVPs, you’ll receive an additional 2% on all your 2nd Generation Regions.

When you have at least three 1st Generation Regions, you’ll receive an additional 2% on all of your 3rd Generation Regions.

Example: When you are two wide, you go two deep, when you are three wide, you go three deep.Again, your width is unlimited.

To see a visual right now of the percentages at each level, go to the SuccessPlan Summary Chart, at the bottom of page 7 in this manual.

Each month, you can receive a $600 PRV bonus, when your Central Region RV Sales are a minimum of $60,000, and your Central Region sponsored 30 or more $100 PRV Consultants. Important: If you qualify for both the DM, AM and/or the RVP bonus, you will receive the larg-est bonus of the three.

Regional Vice Presidents can also qualify for the $800 Mercedes-Benz Cash Bonus, when they meet the required volume and when they secure a white Mercedes-Benz of their choice.

Stay in momentum, and go straight to the top — National Vice President!

As a National Vice President, you receive the same benefi ts as a Regional Vice President, including the DM, AM and RVP override structure.In addition, you’ll receive another 1% on your Entire Central Nation. What’s a Central Nation? That’s you, your Central Region, Area District, and your 1st, 2nd, 3rd RVPs, on down who are not yet an NVP.

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LEARN • BUILD • ACHIEVE

See how that adds up? On your Central and 1st Generation Regions, Areas and Districts that’s 18%.

Executive National Vice President is when you promote a National Vice President. You’ll receive 1% on all of your 1st Generation NVPs. When you have at least two 1st Genera-tion NVPs, you’ll receive an additional 1% on your 2nd Generation NVPs. When you have at least three 1st Generation NVPs, you’ll receive an additional 1% on all of your 3rd Generation NVPs. Now, here’s what’s different about the NVP override structure ... it’s the depth. We have six nations wide = six nations deep. Wow.

When you have at least four 1st Generation NVPs, you’ll receive an additional 1% on all of your 4th Generation NVPs. When you have at least fi ve 1st Generation NVPs, you’ll receive an additional 1% on all of your 5th Generation NVPs. When you have at least six 1st Generation NVPs, you’ll receive an additional 1% on all of your 6th Generation NVPs.Your width is unlimited.

NVPs receive the RVP, AM, or DM bonus, whichever is higher.

National Vice Presidents can also qualify for the $1000 monthly Mercedes-Benz Cash Bonus, when they meet the required volume and when they secure a white Mercedes of their choice.

One of the rewards of reaching the top position, National Vice President, is being automatical-ly qualifi ed and invited to Arbonne’s National and International meetings, for you and a guest, all expenses paid. This frees you up as the leader, to help your team earn the incentive trips.

I hope this training has helped you understand the many fi nancial benefi ts of our generous SuccessPlan, but don’t forget about the friendship, fun and personal growth that comes from your Arbonne career.

Now that you know what’s in it for you, how do you qualify for these generous positions? Let’s look at our 2006 SuccessPlan Qualifi cation Program, on Page 5 of your manual.

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Let’s start at the Consultant level. Simply enroll for $29 to register as an Arbonne Independent Consultant. You’ll receive your starter kit, and all of the privileges associated with Arbonne. There are no monthly requirements. However, if you qualify for any overrides or bonuses, you must be active with a $100 PRV order that month. You can satisfy this PRV requirement through your customers purchases, through your own purchases, or a combination of the two. In fact, most Consultants and their families are such dedicated product users that they join Arbonne’s “Autoship” program and simply have a standing order of at least $100 PRV sent directly to them each month which satisfi es their PRV. If you are satisfi ed with your privileges of enrolling with Arbonne, simply renew your registration for $15 annually.

Now let’s look at the qualifi cations for District Manager at the bottom of page 5. Remember you can promote to District Manager in your very fi rst month of Arbonne. You have the option of qualifying for District in either one, two or three months. You need a minimum of $6,000 Retail Volume in one month, $6,000 Retail Volume over two months or $7,500 Retail Volume over three months. During your qualifi cation period, you need a minimum of $2,500 Retail Vol-ume in the fi rst and the last month of qualifying. You also need a minimum of $1,000 Personal Retail Volume accumulated in the qualifi cation period. The Retail Volume will be accumulated over the entire qualifi cation period. Permanent pick up credit of $650 for one or more promot-ed paid as District Managers 1st Generation each month. So what does that mean?

Let me explain permanent pick-up credit. You’ll see this throughout the entire compensation plan. This only applies to you, if someone in your SuccessLine passed you to a position. How could that happen?

Well, let’s look at DM qualifi cations. If you don’t meet your $1,000 PRV requirement during your qualifi cation period, you won’t promote, but someone under you could. This generous pick-up credit is a “thank you” from Arbonne, and acknowledges the fact that you introduced that person to Arbonne. In many compensation plans, people feel great pressure, because if someone passes them up, they lose them forever. In Arbonne, once you regain your position, you pick them back up. Arbonne does not have a “fear-based” compensation plan. You go at the speed that is comfortable for you, and I love that.

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Okay, let’s get to Excecutive District Manager. As I explained earlier, when you promote a District Manager to 1st Generation District, you are now an Executive District Manager. Let’s go to the top of page 6 and see how you qualify for Area Manager. You and your team can do Area Manager qualifi cations over a two or three month option. You’ll need $24,000 Retail Volume over two months, or $30,000 Retail Volume over three months. You need a minimum of $10,000 Retail Volume in the fi rst and last month of the qualifi cation period and a minimum of $2,500 Retail Volume in your Central District each month of your qualifi cation period. Now that $2,500 retail is your District maintenance anyway. So you want to make sure that you’re hitting that maintenance. Retail Volume will be accumulated over the entire qualifi cation pe-riod. You can have a maximum of $10,000 Retail Volume from each 1st Generation paid-as District Managers’ entire SuccessLine including volume from 1st Generation Districts promot-ed out Area Managers during the qualifi cation period. If your 1st Generation District Manager promotes to AM during your qualifi cation period, the $2,500 Pick-Up Credit is included in this maximum $10,000 volume to be counted over that qualifi cation period.

What does it mean to only be able to count a maximum amount from each 1st Generation’s entire SuccessLine? Let’s go back to what I said about building your business like a table, instead of a pole. A strong, stable compensation plan in our industry does not allow several people to promote on the same volume. That’s a shaky, insecure structure. So, if you visual-ize each promoted leader on your team as a “leg”, you’ll see that you need several strong legs, to hold your organization. Therefore, there is a maximum amount from each leg that you can count towards qualifi cations to the next level. This is a smart, fair way to protect you, and encourages everyone to grow a solid organization, that is built to last.

Of course an Executive Area Manager is when one of your District Managers promotes. Now you’re an Executive Area Manager and ready to go to Regional Vice President. When you and your team are ready, you can promote to Regional Vice President in either a two or three month qualifi cation option. You’ll do $96,000 Retail Volume over two months, or $120,000 Re-tail Volume over three months. You’ll need a minimum of $40,000 RV, will be accumulated over the fi rst and last month of the qualifi cation period.Retail Volume will be accumulated over the entire qualifi cation period. And again, there is a maximum of $40, RV that you can count from each leg and there is a permanent Pick-Up Credit of $10,000 should you need it for one or more promoted RVPs in your 1st Generation.

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LEARN • BUILD • ACHIEVE

District Manager is the only position you can promote to in one month. Area Manager, Re-gional Vice Presiedent, and National Vice President are a two or three month qualifi cation period. However, you may begin qualifi cations for Area Manager, the same month that you are fi nishing qualifi cations for District. You may begin qualifi cations for RVP, the same month you are fi nishing qualifi cations for Area, and you may begin qualifi cations for NVP, the same month you are fi nishing qualifi cations for RVP. So you can move quickly to the top of our company. Again, be sure to look at the ICCS. For those Consultants that advance beyond the Consul-tant rank, it sets forth the average amount of time taken to reach the respective leadership levels.

Now that you’ve promoted to a position, let’s talk about how you maintain it. Go to the bottom of page 6, SuccessPlan Maintenance Requirements.

• District Managers need to maintain their Central District each month with a minimum of $2,500 Retail Volume. • An Area Manager maintains his/her area each month with a minimum of $10,000 Retail Volume each month.• A Regional Vice President, $40,000 a month• A National Vice President, $160,000 a month

Now, before I talk about the Performance Account, I want all of you to raise your right hand, and promise you will read this with the understanding that the Performance Account is an emergency account to be used, only when you need it. It’s not meant to promote to a position too quickly, only to ride well below maintenance for several months, to build your strength. Each position you promote to should be based on strong, stable building practices, and lead-ership retention.

So let’s look at the performance account. At the top of page 7, notice the Promotion Credits available to RVPs and NVPs. Each time you promote to a Region you’ll receive $10,000 to-ward your monthly RV maintenance and your Mercedes-Benz Cash Bonus. And for each NVP you promote from your Central Nation, you’ll receive a $40,000 Credit toward your RV main-tenance and your Mercedes-Benz Cash Bonus. When you promote or reassign from one level to the next a two-month building period begins and all Retail Volume is deposited into your performance account without any maintenance deduction. When promoting someone from your Central to the same level, another two month building period goes into affect. This gives you an opportunity to really build up that Performance Account. On an ongoing basis, perfor-mance account balances will be maintained as follows:

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Your monthly Central RV less the monthly requirement is your balance. Should the monthly RV requirement not be met and the resulting performance account balance is negative, that Manager or Vice President will qualify for all benefi ts associated with their title that month. However, reassignment to the next lower level will take place the fi rst of the following month. Because Arbonne’s Performance Account is so generous that rarely happens.

Let me give you an example: Let’s say the fi rst month after you qualify as a District Manager, you qualify for your DM bonus of $200, with $5,000 in Central District Sales. Then, the follow-ing month, you do fi rst step Area Manager, with $10,000 in your Central District. You will now have a total of $15,000 in your Performance Account. Should an emergency arise, and you fall below the $2,500 maintenance requirement for District Manager, you can draw on that ac-count, like a point system. Of course, you’re not paid on the point system you get to draw, it simply keeps you from losing your position. If your PA goes in the negative, you will be reas-signed to the previous position, but will be able to maintain your title:

DM – 6 monthsAM –9 monthsVP - 12 months

This rarely happens, but if it does, you can simply re-qualify your position. A smart business practice is to stay in momentum, and not land at each position, to maintain. If you look at our compensation plan like a baseball diamond, you want to round the bases, and play full out.We’ll talk about this more, in our “Advanced Compensation Plan Training” in our Leadership module.

At the bottom of page 7, you’ll see the structure to build wide and deep. On page 8, you’ll learn the defi nitions, so you can talk the language. Pages 9-11 will acquaint you with all the wonderful recognition and rewards programs. It is incredible to be a part of a company that rewards you so generously for your efforts. Isn’t that refreshing?

In closing, I know that you’ve been attracted to Arbonne for many reasons, and because Arbonne’s compensation plan is so generous, it’s easy to get caught up in the excitement of the money.

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That’s why I’d like to end this training, with the most important page of this SuccessPlan Manual, the back inside cover, our Code of Ethics. Be sure to wear out that page, reading it, sharing it, training to it, but most important, living it, and raising the bar for those around you to live it as well.

I’ve just “shown you the money” — now it’s your turn to roll up your sleeves, get to work and build your organization. As Les Brown says, “You must be willing to do the things today, that others are not doing, to have the things tomorrow, that others will not have.” As you build your business, keep in mind the legacy you are building. Are you doing the right thing, in the right way, for the right reason? People don’t care how much you know, until they know how much you care. I’ll see you at the top.