IMPACTING MILLIONS, LLC
GET KNOWN, GET CLIENTS: 10 YEAR ANNIVERSARY EDITION
TERMS OF ENROLLMENT
Please READ carefully. This is a legal contract.
You must agree to these Terms and Conditions of Use (“TOU”) before you are permitted to use any Impacting Millions, LLC digital or downloadable resources, online course, one-on-one or group coaching, sessions, class, program, workshop, or training, or enter any online private forums operated by Impacting Millions, LLC (for any purpose), whether on a website hosted by Impacting Millions, LLC or a third-party website such as an online course platform or Facebook.com (collectively “the Program”).
If you do not agree with these TOU, you may not use the Program.
As used in these TOU, the term “Releasees” is defined to include the following: (i) Impacting Millions, LLC, its subsidiaries, affiliated companies, owners, members, managers, directors, officers, past and present employees, agents, coaches, representatives, successors and assigns (collectively “the Company”); (ii) any Company volunteers; and (iii) Selena Soo.
You will receive:
- The Get Known, Get Clients System consisting of 12 pre-recorded training modules
- Influence System consisting of 4 pre-recorded training modules
- Impacting Millions LIVE: 10 Year Anniversary Event – select live event recordings
- Lifetime Access, for the life of the Program only, to the Membership Site
If you wish to participate in another session of the Program in the future or purchase any other products, programs or services from the Company, all terms of these TOU will continue to apply unless superseded by another agreement in writing.
This Program is intended and only suitable for individuals aged 18 and above. Some of the content in this Program may not be appropriate for children. Company hereby disclaims all liability for use by individuals under the age of 18.
PAY IN FULL: A one-time payment of $697 USD, due at the time of registration.
8-PAY PLAN: A $97 initial payment due at the time of registration, followed by seven (7) recurring monthly payments in the amount of $97 USD. Recurring monthly payments will be charged to your card every thirty (30) days.
Participants of the Program may pay for the Program by credit card, debit card, PayPal account, or wire transfer.
If paying by PayPal, debit card or credit card, you give us permission to automatically charge your PayPal, credit or debit card for all fees and charges due and payable to the Company, without any additional authorization, for which you will receive an electronic receipt. You also agree that the Company is authorized to share any payment information and instructions required to complete the payment transactions with its third-party payment service providers (e.g., credit card transaction processing, merchant settlement, and related services).
If payment is not received within five (5) days of the due date, Company in its sole discretion may charge you a $45.00 late processing fee and may continue to charge you a $45.00 late processing fee for every five (5) days payment is not received.
If you fail to make any payment in a timely manner or voluntarily withdraw from the Program at any time or for any reason, you will remain fully responsible for the full cost of the Program and all payments in any payment plan you have chosen. You agree to reimburse the Company for all collection and/or legal fees and expenses necessitated by lateness or default in payment.
Client is responsible for full payment of fees for the Program, regardless of whether Client completes the Program. All amounts paid to the Company under the Agreement are non-refundable regardless of whether Client terminates its participation in the Program (furthered detailed in Paragraph 11 of this Agreement). By purchasing Company’s Program, Client understands and agrees that all sales are final, no refunds will be provided, and all scheduled payments must be made on a timely basis.
Company reserves the right, in its sole discretion, to determine how to address a client who violates these Terms. Therefore, if a client disagrees with how the Company decides to address another client and requests a refund, the Company will deny such request.
Furthermore, if a client violates these Terms, the Company reserves the right, in its sole discretion, to offer the client another opportunity to abide by these Terms. If a client disagrees with the Company offering another client a second opportunity to follow these terms, no grounds for a client to receive a refund would be created, and any request for a refund on this basis shall be denied.
If, in the Company’s sole right and discretion, you persist with behaviors or actions that violate these Terms, the Company may terminate your access and participation in the Program without notice and without refund.
The Company may offer additional program elements for a subgroup members (i.e. women, minorities, other demographic groups). The Company reserves the right, in its sole discretion, to offer member participation in these additional program elements to specific members. If a member is denied participation in these additional program elements, no grounds for a member to receive a refund would be created and any request for a refund on this basis will be denied.
Since we have a clear and explicit Refund Policy in these TOU that you have agreed to prior to completing the purchase of the Program, we do not tolerate or accept any type of chargeback threat or actual chargeback from your credit card company or payment processor.
If a chargeback is placed on a purchase or we receive a chargeback threat during or after your purchase, we reserve the right to report the incident to all three credit reporting agencies or to any other entity for inclusion in any chargeback database or for listing as a delinquent account, which could have a negative impact on your credit report score. The information reported will include your name, email address, order date, order amount, and billing address. Chargeback abusers wishing to be removed from the database shall make the payment for the amount of the chargeback.
5. Intellectual Property Rights
5a. Ownership of the Content
The words (oral and written), videos, voice and sound recordings, training materials, design, layout, graphics, photos, images, information, materials, documents, data, databases, and all other information and intellectual property accessible on or through the Company website, any third-party website the Company may use to distribute or host the Program, and contained in e-mails sent to you by the Company, as well as the look and feel of all of the foregoing (“the Content”) is property of the Company and/or our affiliates or licensors, unless otherwise noted, and it is protected by copyright, trademark, and other intellectual property laws.
5b. The Company’s Limited License to You
If you view, purchase or access any Program or any of the Content, you will be considered our Licensee. For the avoidance of doubt, you are granted a revocable, non-exclusive, non-transferable license for personal, non-commercial use only, limited to you only. Thereafter, your right to continue to use the Program and Content is subject to you executing Company’s Alumni Program agreement and paying the applicable fee.
This means you may view, download, print, email and use one copy of individual pages of the Program and Content for your own personal purposes only, during the Program only, except as otherwise expressly mentioned in these TOU.
Membership Site Content: You are granted lifetime access, for the life of the Program only, to the Program materials and Content on the membership site, provided that your account is in good standing, for as long as the Company continues to host and provide access to the Content you have purchased.
You may not republish, reproduce, record, duplicate, copy, sell, divulge, teach, display, disclose, distribute to friends, family, or any other third party, or otherwise use any material from the Program or Content for commercial purposes or in any way that earns you or any third party money (other than by applying them generally in your own business). By downloading, printing, or otherwise using the Program or Content for personal use you in no way assume any ownership rights of the Content – it is still Company property. Any unauthorized use of any materials found in the Program or Content shall constitute infringement.
You must receive our written permission before using any of the Program or Content for your own commercial use or before sharing with others.
The trademarks and logos displayed on the Program or Content are trademarks belonging to the Company, unless otherwise indicated. You shall not represent to others, or conduct yourself in any manner that might indicate to others, that you possess any other legal or equitable rights in our Program, Content, or intellectual property of any kind other than by virtue of the license granted herein.
Any use including framing, metatags or other text utilizing these trademarks, or other trademarks displayed, is strictly prohibited without our written permission.
All rights not expressly granted in these terms or any express written license, are reserved by us.
5c. Unauthorized Use
Your use of any materials found in the Program or Content other than that expressly authorized in this agreement or by a separate written assignment, is not permitted (“Unauthorized Use”). You agree to pay liquidated damages of five (5) times the total fees paid for the Program in the event of your Unauthorized Use, or a minimum of $5,000, whichever is greater, in addition to any legal or equitable remedies the Company may be entitled to pursue. This is not a penalty but an agreed liquidated damages charge for the Unauthorized Use.
You agree that any violation or threatened violation of the Intellectual Property Rights terms in these TOU would cause irreparable injury to the Company that may not be adequately compensated by damages, entitling the Company to obtain injunctive relief, without bond, in addition to all legal remedies.
5d. Your License to the Company; Use in Testimonials and Marketing.
By posting or submitting any material during the Program such as comments, posts, photos, designs, graphics, images or videos or other contributions, you are representing to us that you are the owner of all such materials, and you are at least 18 years old.
The Company may request your consent to use your likeness (including your name or screen name), comments, posts, photos, images, videos or other contributions created by you (collectively, “Your Material”), for any purposes, including commercial purposes such as advertising. If you grant such consent, you agree that the Company, and anyone authorized by the Company, is granted an unlimited, royalty-free, perpetual, irrevocable, non-exclusive, unrestricted, worldwide license to use, copy, modify, transmit, sell, exploit, create derivative works from, distribute, and/or publicly display Your Material, in whole or in part, in any manner or medium, now known or developed in the future, for any purpose, and grant us the right to make it part of the Company’s current or future Site and Content. This right includes granting us proprietary rights or intellectual property rights under any relevant jurisdiction without any further permission from you or compensation by us to you. You acknowledge that, if you grant this consent, we have the right but not the obligation to use Your Material and that we may cease the use of Your Material on our Site or in our Content at any time for any reason.
You also consent to photographs, videos, and/or audio recordings, including teleconference calls, webinars, or other communications, that may be made by the Company during the Program that may contain you, your voice and/or your likeness. The Company may request your consent to the Company’s use, display, distribution or other publication of these photographs, videos, and or/audio recordings and/or any other materials submitted by you to the Company or created by the Company in connection with your participation in any Program. If you grant such consent, you agree that the Company, and anyone authorized by the Company, is granted the right, without any compensation to you, to use your likeness and identify you as the author and individual depicted in any comments, posts, photos, images, videos or other contributions created by you or the Company, or by name, email address, or screen name, for any purposes, including commercial purposes and advertising. You acknowledge that we have the right but not the obligation to use any contributions from you and that we may elect to cease the use of any such contributions in the Program or in our Content at any time for any reason.
5e. Request for Permission to Use the Content
If you wish to use any of the Content, or any other intellectual property or property belonging to the Company, you should request permission in writing BEFORE you use the Content by sending an e-mail to email@example.com.
If you are granted permission by the Company, you agree to use the specific Content that the Company allows and only in the ways for which the Company has given you its written permission. If you choose to use the Content in ways that the Company does not specifically give you written permission, you agree now that you will be treated as if you had copied, duplicated and/or stolen such Content from us, and you consent to immediately stop using such Content and to take whatever actions as we may request and by the methods and in the time frame that we prescribe to protect our intellectual property and ownership rights in the Program and Content.
6. Coach-Client Relationship
The coaching relationship is co-creative, meaning that the coaches and you are equal partners in the coaching process.
6a. Your Coaches’ Responsibilities
- Your coaches are trained to use communication skills and coaching tools to support you as an equal partner throughout the coaching process.
- Your coaches will provide individual guidance to group participants based on information provided to the coaches.
- Your coaches will answer questions through whatever forum your Program provides, such as via the Company’s website, a social media forum, live event, or live group coaching call.
6b. Your Responsibilities
You agree to:
- Constantly use your best efforts in the use of the Program and Content in a way to protect the good name and goodwill associated with the Program and Content and Company.
- Not to attack the title of Company in and to the Program or any of Content nor attack the validity of the license granted hereunder.
- Not to harm, misuse or bring into disrepute the Program, Content or Company, but to the contrary, maintain the value and reputation thereof to the best of your ability.
- At all times comply with all applicable government laws and regulations, and all voluntary industry standards relating or pertaining to the use of the Program and Content, and shall maintain appropriate customary high-quality standards. You shall also abide by Company’s suggestions and specifications regarding quality control over the use of the Program Material.
- You agree that your relationship with the Company is that of a coach-client relationship and that no other professional relationship has been established.
- You agree that coaching is not to be used as a substitute for professional advice of any kind, including medical, mental or other qualified professional help and you agree to seek professional guidance for such matters, should they arise, independent of the coaching relationship.
7. Your Conduct
Program participants may discuss their offerings, products, groups, programs, or services, as well as the offerings, products, groups, programs, and services of others, for educational purposes only, to Program participants.
This means that Program participants may not pitch or market their own offerings, products, groups, programs, or services, or the offerings, products, groups, programs, or services of others, on any Company website or third-party forums operated by Company, to Program participants for commercial purposes or in any way which constitutes or is competitive with Company or any business conducted by Company.
Please choose carefully the materials that you upload to, submit to, or embed on any website operated by the Company and any third-party forums operated by the Company. Any material you post on the Company’s website or in any third-party forums operated by the Company may become public.
You are responsible for your material and for any liability that may result from the material you post. You participate, comment, and post material at your own risk. Any communication by you on the Company’s website and any third-party forums operated by the Company, whether by leaving a comment, participating in a chat, public or private forum, or other interactive service, must be respectful. You may not communicate or submit any content or material that is abusive, vulgar, threatening, harassing, knowingly false, defamatory or obscene or otherwise in violation of any law or the rights of others. You agree to post comments or other material only one time.
You are strictly forbidden from the following:
- Harassing, fighting with, or being disrespectful to other participants
- Causing damage to any Company website or third-party forums operated by the Company
- Using any Company website or third-party forums operated by the Company for any unlawful, illegal, fraudulent or harmful purpose or activity
- Using any Company website or third-party forums operated by the Company to copy, store, host, transmit, send, use, publish or distribute any spyware, virus, worm, Trojan horse, keystroke logger or other malicious software
- Using any Company website or third-party forums operated by the Company to transmit, send or deliver unsolicited communications or for other marketing or advertising purposes
- Systematically or automatically collecting data from any Company website or third-party forums operated by the Company
- Sharing private and proprietary information (i.e., name, email addresses, titles, positions, phone numbers, addresses, experience, results, statements) (oral or written) from other participants with anyone else or any third party
- Discriminatory speech, hate speech, comments, or actions against another participant based on their sex, gender, age, ethnicity, race, socio-economic status, disability, or other labels
We may also post separate rules regarding your behavior in any online community or forum, whether hosted on the Company’s website or a third-party website, which may be updated from time to time. You agree that you are bound by those rules and they are expressly incorporated into these TOU.
If, in the Company’s sole discretion, your conduct violates these TOU in any way, you agree that the Company may immediately and permanently terminate your participation in the Program and your access to the Content without refund.
8. Community Guidelines
The Company has created a community that is a safe and judgment-free space for connection, conversation, learning, and growth. Within Company’s community is the baseline expectation that all participants will treat one another with respect while bringing encouragement and consideration to all participants.
The Company’s community guidelines are as follows:
A. The Company’s Program promotes diversity amongst its participants. Therefore, the Company encourages all participants to connect with one another and to learn about one another’s background, interests, hobbies and points of view. The Company does not tolerate nor support any participant’s discriminatory speech, hate speech, comments, or actions against another participant based on their sex, gender, age, ethnicity, race, socio-economic status, disability, or other labels.
B. The Company does its best to create a safe and welcoming space for all participants, however, Company cannot guarantee that all participants will follow these guidelines. Company, in its sole discretion, may remove any participant’s comments, posts, content or materials, however, Company does not have a duty to review all comments, posts, content and material shared within the Program. Therefore, Company shall not be held liable for any participant’s comments, actions, posts, content or materials that result in another participant’s trauma or discomfort.
C. The Company has created a safe space for all participants to feel seen, respected and heard. Company encourages participants to engage in respectful dialogue with one another. The Company does not support nor tolerate any disrespectful actions or comments, which include, but are not limited to hate speech, discriminatory comments, physical, or mental or emotional abuse. Therefore, each participant must demonstrate respect towards one another.
D. Support each participant with words of encouragement, resources, or suggestions, while respecting each participant’s boundaries.
E. The Company reserves the right to offer additional program elements from time to time, for any subgroup of participants. These additional program elements are a bonus, not a part of the services included in the base participation of the Program. The selection of the participants who may participate in any additional program elements is at the sole discretion of the Company.
We may also post separate rules regarding your behavior in any online community or forum, whether hosted on the Company’s website or a third-party website, which may be updated from time to time. You agree that you are bound by those rules and they are expressly incorporated into these TOU.
Company is not legally bound to keep your information confidential. Nevertheless, the Company agrees to keep all information about the coaching relationship confidential, except as outlined in Paragraph 5d above, or when disclosure is required by law, for example if a court issues a subpoena for the file or information, or if you threaten to harm yourself or others. You acknowledge that your communications with any Company coach are not covered by any doctor-patient privilege or other privilege.
Confidential information does not include information that:
(a) was in the Company’s possession prior to your participation in the Program;
(b) is generally known to the public or in your circle of friends and family and co-workers; or
(c) the Company may be required by law to disclose.
You may use a screen name or pseudonym instead of your actual name for your participation in group coaching sessions and public posts on the Company website and in third-party forums operated by the Company.
You agree that the Company shall not be liable for the disclosure of any of your information by another Program participant. You agree to keep all information you learn about other Program participants, their businesses, or clients (as applicable), strictly confidential except in very rare circumstances where disclosure is required by law.
The Company may record coaching calls and share them in the Program, on the Company’s website, or on third-party forums operated by the Company.
The Company respects your privacy and insists that you respect the Company’s and other Program Participants. Thus, you agree that any confidential information shared by Participants within the Program or any representative of the Company is confidential, proprietary, and belongs solely and exclusively to the Participant who discloses it. You agree not to disclose, reveal or make use of any confidential information or any transactions, during discussions, during group calls, from the forum or otherwise.
You agree not to use such confidential information in any manner other than in discussion with other Participants throughout Program. Confidential information includes, but is not limited to, information disclosed in connection with this Agreement, intellectual property, trade secrets, and other proprietary information.
You also agree that you will not share any recorded coaching calls or third-party forum postings outside the private member areas of the Company’s website or any third-party forums operated by the Company. If the Company discovers you have done so, this will be grounds for immediate termination of your access to the Program and Content without refund.
10. Username and Password
11. Termination or Cancellation
In the event that you breach any part of these TOU, the Company may terminate your access to the Program and Content and you will therefore, no longer have access to the part of the Program or Content affected by such cancellation or termination. The restrictions imposed on you in these TOU with respect to the Program and its Content will still apply now and in the future, even after termination by you or the Company.
In the event you no longer wish to participate in the Program, but have not breached any of these TOU, you will continue to have access to the materials and Content of the Program, except as otherwise expressly mentioned in these TOU. You will not be issued a refund for any remaining days or months of the Program if you decide you no longer wish to participate in the Program, subject to the refund policy terms in Paragraph 4 (“Refunds”) of these TOU.
In the event you decide to no longer participate in the Program, your financial obligation will remain, and all payments will continue to be due to Company.
12. Personal Responsibility, Assumption of Risk, Release, Disclaimers
a. You are voluntarily participating in the Program and assume all risk of injury, illness, damage, or loss to you or your property that might result, whether arising out of the negligence of Releasees or otherwise
b. The Program and Content provide information and education only, and do not provide any financial, legal, medical or psychological services or advice. None of the Program or Content prevents, cures or treats any mental or medical condition. The Program and Content is not intended to be a substitute for professional advice that can be provided by your own accountant, lawyer, financial advisor, or medical professional. You are responsible for your own financial, legal, physical, mental and emotional well-being, decisions, choices, actions and results. You should consult with a professional if you have specific questions about your own unique situation. The Company disclaims any liability for your reliance on any opinions or advice contained in the Program.
c. You agree that you will not use coaching as a way of diagnosing or treating mental disorders as defined by the American Psychiatric Association. If you are in therapy or under the care of a mental health professional, you will notify and consult with the mental health care provider regarding your decision whether to work with a coach.
d. You acknowledge that, by engaging with the Company for the Program, you voluntarily assume an element of inherent risk, and knowingly and freely assume all risk and responsibility for injuries to any persons or damages to any property, and release, covenant not to sue, and hold Releasees harmless for any and all liability to you, your personal representatives, assigns, heirs and next of kin, for any and all claims, causes of action, obligations, lawsuits, charges, complaints, controversies, damages, costs or expenses of whatsoever kind, nature, or description, whether direct or indirect, in law or in equity, in contract or in tort, or otherwise, whether known or unknown, arising out of or connected with your participation in the Program, whether or not caused by the active or passive negligence of the Releasees. This release is not intended as an attempted release of claims of gross negligence or intentional acts by Releasees.
In the event that the release and hold harmless provision is held unenforceable for any reason, you agree to limit any damages claimed to the total paid to the Company for the Program.
e. Earnings and Results Disclaimer: You agree that Company has not made and does not make any representations about the earnings or results you may receive as a result of your participation in the Program. The Company cannot and does not guarantee that you will achieve any particular result or earnings from your use of the Program, and you understand that results and earnings differ for each individual.
f. Any links to third-party products, services, or sites are subject to separate terms and conditions. The Company is not responsible for or liable for any content on or actions taken by such third-party company or website. Although the Company may recommend third-party sites, products or services, it is your responsibility to fully research such third parties before entering into any transaction or relationship with them.
g. The Company tries to ensure that the availability and delivery of the Program and Content is uninterrupted and error-free. However, the Company cannot guarantee that your access will not be suspended or restricted from time to time, including to allow for repairs, maintenance or updates, although, of course, we will try to limit the frequency and duration of suspension or restriction.
h. THE INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE PROGRAM AND CONTENT ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY DOES NOT WARRANT THAT THE PROGRAM OR ANY OF ITS FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THE COMPANY’S WEBSITE, INCLUDING MEMBERSHIP PAGES, OR THE SERVERS THAT MAKE IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
i. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL COMPANY, COMPANY’S SUBSIDIARY AND PARENT COMPANIES OR AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES THAT RESULT FROM THE USE OF OR THE INABILITY TO USE, THE PROGRAM AND THE SITE, INCLUDING COMPANY’S MESSAGING, BLOGS, COMMENTS OF OTHERS, BOOKS, EMAILS, PRODUCTS, OR SERVICES, OR THIRD-PARTY MATERIALS, PRODUCTS, OR SERVICES MADE AVAILABLE THROUGH THE PROGRAM OR BY COMPANY IN ANY WAY, EVEN IF COMPANY IS ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. (BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, COMPANY’S LIABILITY AND THE LIABILITY OF COMPANY’S SUBSIDIARY AND PARENT COMPANIES OR AFFILIATES IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.) YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT COMPANY IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY PARTICIPANT. IF YOU ARE DISSATISFIED WITH THE PROGRAM OR CONTENT OR THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE PROGRAM, AND CONTENT.
You acknowledge that there is an inherent risk in all forms of electronic communication, and communications between you and the Company may be unlawfully intercepted by third parties not under our control. The Company does not guarantee the security of any information transmitted via the Internet, telephone, video conference, or other electronic media. Any efforts you undertake to communicate with Company are done at your own risk.
14. Legal Disputes
This Agreement shall be governed by and construed in accordance with the laws of the State of New York, United States of America. All disputes arising under or concerning this Agreement are to be submitted to binding arbitration, in New York, New York, to be resolved in accordance with the laws of the state of New York. You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren’t allowed. The arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, consolidated action or private attorney general action) unless all relevant parties specifically agree to do so following initiation of the arbitration. The non-prevailing party shall bear all of the arbitrator’s fees and expenses and shall pay all of its own its own attorneys’ fees and expenses related to the arbitration.
You agree to defend, indemnify, release, and hold harmless the Company, Company’s officers, employers, employees, contractors, directors, partners, agents, assigns, successors-in-interest, related entities, trustees, affiliates, and successors from and all claims, damages, judgments, awards, settlements, investigations, disbursements, obligations, losses, liabilities, costs, debt and expenses (including but not limited to attorney’s fees) – which any of them may incur or become obligated to pay arising from, in connection with or resulting from: (i) the offering for sale, the sale, and/or use of the Program(s), (ii) any breach of you of these TOU or any representation and warranty made by you herein, (iii) any comment, post, or material you submit to the Company’s website or any third-party forum or website operated by the Company, (iv) your use of materials or features available on the Program or Content (except to the extent a claim is based upon infringement of a third-party right by materials created by the Company) or (v) a violation by you of applicable law or any agreement or terms with a third party to which you are subject, excluding, however, any such expenses and liabilities which may result from a breach of this Agreement or sole negligence or willful misconduct by Company, or any of its shareholders, trustees, affiliates or successors.
In order for you to perform obligations under these TOU, you will have access to some confidential information. For the purposes of these TOU, “Confidential Information” includes all information or material that has or could have commercial value or other utility in the business in which Company is engaged, or to Company’s clients or their business, and which is not generally known to the public. You agree to keep all Confidential Information strictly confidential and not to use or disclose this information to third parties unless you first obtain written permission from Company permitting you to disclose such information.
The non-disclosure provisions of these TOU shall survive the termination of this Agreement and your duty to hold Confidential Information in confidence shall remain in effect until the Confidential Information no longer has or could have commercial value or other utility in the business in which Company or its clients are engaged, or until it becomes publicly known.
This Agreement may not be assigned by either party without express written consent of both parties.
Any breach or the failure to enforce any provision hereof shall not constitute a waiver of that or any other provision in any other circumstance.
19. Force Majeure
The Company shall not be deemed in breach of this Agreement if the Company is unable to complete all of the Program or any portion thereof by reason of fire, earthquake, labor dispute, act of God or public enemy, epidemic, pandemic, death, illness or incapacity of the Company or any local, state, federal, national or international law, governmental order or regulation or any other event beyond Company’s control (collectively, “Force Majeure Event”). Upon occurrence of any Force Majeure Event, the Company shall give notice to you of its inability to perform or of delay in completing the Program and shall propose revisions to the schedule for completion of the Program or other accommodations, or may terminate this Agreement.
20. General Provisions
This Agreement may only be modified by agreement of both parties in writing. If any provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement will remain in full force and the invalid or unenforceable provision will be replaced by a valid or enforceable provision. The failure of either Party to exercise any right provided for herein will not be deemed a waiver of that right or any further rights hereunder.
This is the entire agreement of the parties, and reflects a complete understanding of the parties with respect to the subject matter. This agreement supersedes all prior written and oral representations.
By clicking on the box when signing up for the Program, you are providing the electronic equivalent of your signature and assert that you have read, understood and agreed to this entire document. If you do not agree with these TOU, do not purchase or use the Program or Content.
Last Updated: October 9, 2023