Form of Key Employee Covenants

KEY-EMPLOYEE COVENANTS
(" AGREEMENT" )

______________________________________("Employee")

Nu Skin Enterprises, Inc. and its affiliated companies (" Company" ) operate in a highly competitive direct sales, multilevel marketplace competing for product market share as well as recruitment and retention of independent distributors. The success of Company depends on maintaining a competitive edge in this industry through the introduction of innovative products and attracting and retaining distributors. Accordingly, as a condition of and in consideration of employment or continued employment with Company, the parties hereby acknowledge and agree as follows: 1.

Confidential Information : Employee acknowledges that during the term of employment with Company he or she may develop, learn and be exposed to information about Company and its business, including but not limited to formulas, business plans, financial data, vendor lists, product and marketing plans, distributor lists and training in Company' s manner of doing business in both product categories and direct selling and multi-level marketing strategies, and other trade secrets which information is secret, confidential and vital to the continued success of Company (" Confidential Information" ). Employee agrees that he or she will not at any Time (whether during employment or after termination of employment with Company), without the express written consent of Company, disclose, copy, retain, remove from Company' s premises or make any use of such Confidential Information except as may be required in the course of his or her employment with Company.
2.

Conflict of Interest : During employment with Company, Employee shall not have any personal interest that is incompatible with the loyalty and responsibility owed to Company. Employee must discharge his or her responsibility solely on the basis of what is in the best interest of Company and independent of personal considerations or relationships. Although it is difficult to identify every activity that might give rise to a conflict of interest, and not by way of making an all inclusive list, some of the more common circumstances and practices that might result in such conflicts are set forth below. Should Employee have any questions regarding this matter, Employee should consult with and receive written permission from his or her director or supervisor.
a.

Employee shall maintain impartial relationships with vendors, suppliers and distributors.
b.

Employee shall not have a direct or indirect ownership interest in vendors of Company nor any company doing or seeking to do business with Company.
c.

Employee shall not have a direct or indirect ownership in any company which competes with Company in any product category or any direct selling or multi-level marketing company, unless such company' s securities are publicly traded on either the NYSE, American or NASDAQ stock exchanges and the Employee' s ownership interest is less than 1% of the total outstanding securities of such company.
d.

Employee shall not perform services of any kind for any entity doing or seeking to do business with Company. As to employment with or service to another company, Employee shall not allow any such activity to detract from his or her job performance, use Company' s time, resources, or personnel, or require such long hours to affect his or her physical or mental effectiveness.
e.

While employed and for a period of three (3) months after termination of an employment relationship with Company, Employee shall not directly or indirectly own any interest in a Company distributorship. Additionally, during the course of employment, neither the Employee' s spouse nor an immediate family member living in the same household shall own any interest in a Company distributorship or any other multi-level distributorship. Employee' s spouse or immediate family member living in the same household will not, without the prior written consent of the Company, own any interest in another direct sales distributorship or be employed by another direct sales or multi-level marketing company. Any pre-existing ownership interests or employment covered in this paragraph must be disclosed to the Company at the time of the execution of this Agreement.
f.

Employee shall disclose to his/her immediate director or supervisor any and all areas posing a potential or actual conflict of interest. Said disclosure shall be made as promptly as possible after such conflict arises.
3.

Work Product : Company shall have the sole proprietary interest in the work product of Employee during his or her employment with Company (" Work Product" ), and Employee expressly assigns to Company or its designee all rights, title and interest in and to all copyrights, ...