MATRIX SOFTWARE MARKETING COMPANY

MATRIX SOFTWARE MARKETING COMPANY
MEMBERSHIP SPONSORING PROGRAM & COMMISSION STRUCTURE

Thank you for taking the time to read this valuable information.

Matrix software company has chosen to market it's shareware club memberships
through a network of individuals (called sponsors) who have decided to join us
in our effort to make this Automated ShareWare Catalog System a huge success.

WHY NETWORK MARKETING?

Network marketing has come a long way since it was introduced in the early
60's. Of all the business enterprises in America, multi-level marketing (MLM)
offers the highest potential with the smallest risk.

Only with network marketing can an average person start with virtually no
money, no experience, and no training and begin a home-based business that can
start producing an income within a matter of a few days.

John Naisbitt, author of Megatrends, calls networking one of the ten best
opportunities for growth from now through the 21st century. With corporations
such as U.S. Sprint, Rexall, Ralston Purina, and MCI turning to networking,
skeptics are beginning to take a much closer look at the opportunities
available through multi-level marketing.

With a multi-level marketing plan such as this, Matrix SoftWare Company builds
a network of satisfied customers and offers them the opportunity to earn
money by introducing others to the service. We save advertising dollars and
you earn money, lots of money if you're willing to work a little.

Here's how it works.

As an ASC club member, you are permitted to sponsor other's into the club and
earn commission from the dues and the purchases made by members you sponsor.

As an incentive for you to help the people you sponsor to sponsor additional
members, you will also earn commission from their sales and from those of
members for nine levels down from you.

This can be a substantial amount of money if you are willing to put just a
small amount of effort into it.

Commissions are calculated and paid through what we call a commission matrix.

The matrix is 9 levels deep and each level has a specific number of slots to
be filled with paying members. Sponsors earn commission on monthly dues and
ShareWare purchases made by all downline members in their commission matrix.

The first level of the commission matrix has 3 commission slots, the next 9,
the next 27 the next 81 and so on.

Sponsor's are required to have 3 personally sponsored members in their
commission matrix to qualify for commission.

Once you have qualified, you will earn commission from all purchases made
by all down-line members in your commission matrix from now on!

To illustrate the tremendous earning potential of this marketing program,
we will need to make some assumptions.

Let's assume that the average monthly dues and purchases from all of your
down-line members is $2.89 and that over a period of time, through your
efforts and those of other sponsors in your matrix, each commission slot has
an active member.

This is how the commission check would be calculated.

MAXIMUM TOTAL YOUR
LEVEL MEMBERS SALES x 6% = COMMISSION
1 3 $8.67 $0.52
2 9 $26.01 $1.56
3 27 $78.03 $4.68
4 81 $234.09 $14.05
5 243 $702.27 $42.14
6 729 $2106.81 $126.41
7 2187 $6320.43 $379.23
8 6561 $18961.29 $1137.68
9 19683 $56883.87 $3413.03
===== =======
29523 TOTAL > $5,119.30 per month.

Now remember, we're talking about an average purchase of only $2.89 per month
from each of your down line members. If some members buy more than 1
program/month, then your commission would be higher.

With this limited size commission matrix, the maximum number of members you
can earn commission on at any one time is 29,523.

This limitation is actually to your advantage when it comes to earning money.

Because of the maximum member limitation on each level, when a level becomes
full, the extra sales will spill down to the next level in the matrix to the
first open commission slot.

This means that you can actually end up earning commission from the sales of
sponsors ABOVE you in the matrix, as well as from those below you.

Take a look at the diagrams below.

Let's say your sponsor signed YOU, BILL and JOE on his first level.

Your Sponsor
�
��Ŀ
� � �
Sponsor's 1st level YOU BILL JOE

Then before you got around to sponsoring anyone, your sponsor (or a sponsor
above him) signed up ANN and TOM.

Remember, we process orders on our computer in the exact sequence that we
receive them.

The program we use will automatically credit the sale to the sponsor listed on
the order form.

It will position new members into the sponsoring members matrix by starting at
the sponsors 1st position (top row of his/her matrix) then by moving from top
to bottom and left to right, the computer will find the first open position.

Your Sponsor
�
��Ŀ
� � �
Sponsor's 1st level YOU BILL JOE
��Ŀ ��Ŀ ��Ŀ
� �
Your 1st level ANN TOM

In our example your sponsor's 1st level (limited to 3 members) is full, so ANN
and TOM would be positioned into your sponsor's 2nd level which is your 1st.

When YOU sponsor your 3 (indicated by the X's in your 1st and 2nd levels) two
of them will spill down to your 2nd level and into ANN's 1st level.

Your Sponsor
�
��Ŀ
� � �
Sponsor's 1st level YOU BILL JOE
��Ŀ ��Ŀ ��Ŀ
� � �
Your 1st level ANN TOM X
��Ŀ
� �
Your 2nd level X X

This chain reaction effect means that you could be very pleasantly surprised
when your first commission check arrives and you discover that even though you
have only signed a handful of members, someone in the matrix above you has
signed enough new members so that some have spilled down into your matrix.

All you need to do is find three people who want to save money on quality
ShareWare for their computing needs. How hard can that be ?

There is a bit more to it than just finding three people.

As a sponsor you will be required to make and distribute updated catalog disks
twice a year to all members in your matrix that you have personally sponsored.

You must also be willing to help your sponsored members with questions about
the use of the ShareWare catalog and/or sponsoring new members.

After we receive an order, we will process it and ship the program disks
directly to the member. You never have to worry about stocking inventory or
collecting money.

To help you keep track of your down-line sales and network of sponsors, we
send you a genealogy report with each commission check.

The report will provide you with with name, address, phone number, and
purchase amount for the first three commission levels in your matrix.

All new members orders and sponsors agreements are entered into our computer
for positioning in the matrix in the exact order that they are received.

This means that the sooner you decide to become a member and a sponsor, the
better your chances are to have other members end up in your matrix.

Your commission check will indicate the total number of downline members in
your matrix.

Commission checks are computed and mailed on or before the last day of the
month following the month in which the orders are received. When our computer
calculates commissions the guidelines are as follows.

1. The computer checks to see that the sponsor has at least three personally
sponsored active members in his/her matrix. If no, program moves on to the
next sponsor, if yes, computations continue.

2. If the three qualifying spawns were found the program will continue adding
up the sales for all nine levels. Your commission report will indicate
the amount sales on each level, total commission being paid for the period
and total commission earned year to date.

Commission due for amounts less than $10 will be carried over to the next
period except in the case of membership termination where total commission due
will be paid to the member.

There will be a 2% accounting fee deducted from all commission checks.

Sponsors will receive a form 1099 at the end of the year for use in computing
taxes owed.

Obviously we can not and will not guarantee any certain level of income to
those who participate in our marketing plan. What you can earn will depend
mostly on the amount of effort you are willing to put into the program.

There is no minimum purchase required of sponsors or members however you must
be a member in order to sponsor others into the club and you must maintain
your membership in good standing to retain your established position in the
matrix.

If you have any questions about becoming a member/sponsor, please feel free to
contact your sponsor or Matrix Software Company.

To sign up as a sponsor, you must sign and return one copy of the sponsors
agreement to Matrix SoftWare. You will be give the opportunity to print the
agreement when you exit this section.

All ASC club members are assigned a unique members record number (MRN).

After we receive the agreement we will send you a special sponsors master disk
with your name and MRN on it. You should use this disk for making additional
ASC disks to give out to prospective members. When orders are processed with
your name and MRN you will automatically receive credit for the sale.

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