(AKA Our ACAC Participant Agreement)
*We talk about legal pages in Lesson 8, BTW.
Updated February 21, 2018
This Agreement is between Nikki Elledge Brown, LLC (the “Company”) and you (the “Client”). It is intended to govern and control your purchase of any A Course About Copy program (the “Program”) from the Company. Company reserves the right to modify, edit, or terminate any or all of these Programs with or without prior notice. - A Course About Copy, Beyond-the-Site Workshops - A Course About Copy, One Sentence Workbook - A Course About Copy, Prep School - A Course About Copy - A Course About Copy, Teacher’s Pet Lounge - A Course About Copy, Dean’s List
Accepting These Terms
You are entering into a legally binding agreement with the Company, a Texas Limited Liability Company according to the following terms and conditions, when you do any of the following: - Click “I Agree” - Email your statement of agreement - Enter your credit card information - Sign this agreement on this page, or reverse - Enroll electronically in the Program - Enroll verbally, or otherwise, in the Program With this acceptance, the Parties agree that any individual, associate, and or assign are bound by the terms of this Agreement. A facsimile, electronic, or emailed executed copy of acceptance of this Agreement is legally binding with either a written or electronic signature and has the same result as an originally signed copy.
Duration of Agreement
Once accepted, Company agrees to provide Client access to the purchased Program. Client agrees and understands that access to the purchased Program may at times be influenced and affected by third parties that Company uses to provide the Program (web hosting, membership site plugins, etc.). Client agrees and understands that no breach of contract action may be initiated against Company when there are reasonable delays in the access of Program materials. Company agrees to provide access to updated material, as Company chooses, when Client makes a purchase of the Program. Company reserves the right to terminate the Program, and or access to certain features of the Program, with or without prior notice to Client. Company will make reasonable efforts to provide notice but is not required to do so under the terms of this agreement. Lifetime Access is for the lifetime of the Company. If for any reason, the Company should dissolve or cease to exist, then Client’s access to the Program terminates. The Company also reserves the right to terminate any Program and or aspects of a Program with three (3) months’ notice to Client. The Company will make reasonable efforts to provide Client with an electronic version of the Program content should access to the Program be terminated by means of the Company dissolving or ceasing to exist.
This Agreement is executed, when you accept these terms (electronically, verbally, written, or otherwise). The Company agrees to provide services related to education, seminar, consulting, and or coaching (the “Program”). The terms of this Agreement are binding on any additional goods and or services supplied by Company to Client. Parties agree that the Program is in the nature of education. The scope of services provided by Company according to this Agreement are limited to those listed on Company’s website, or as part of the Program description. Company reserves the right to substitute services equal to or comparable to the Program for the Client if the need arises, without prior notice.
The term “Confidential Information” means information which is not generally known to the public relating to the Client’s business or personal affairs. Company agrees not to disclose, reveal, or make use of any Confidential Information learned of through its transactions with Client during discussions with Client, coaching sessions with Client, or otherwise, without the written consent of Client. Company shall keep the Confidential Information of the Client in strictest confidence and shall use its best efforts to safeguard the Client’s Confidential Information and to protect it against disclosure, misuse, espionage, loss, and theft. At no time may Client reveal any of Company’s course information, or any information disclosed to Client as a result of the Client’s relationship with the Company. This includes but is not limited to sharing material with others, posting excerpts of material on any social sharing media, blogging about the material, or in any other way that would reasonably appear to share Company’s information with a non-Client.
No Transfer of Intellectual Property
Company’s copyrighted and original materials are provided to the Client for his or her individual use only and a single-user license. Client is not authorized to use any of Company’s intellectual property, trademarks and or copyrights, for any purpose. Client is not authorized to share, copy, distribute, or otherwise disseminate any materials received from Company electronically, or otherwise without the prior written consent of the Company. All intellectual property, including Company’s copyrighted course materials shall remain the sole property of the Company. No license to sell or distribute Company’s materials is granted or implied.
To the extent that Client interacts with Company staff and or other Company Clients, Client agrees to behave professionally, courteously, and respectfully with staff and clients at all times. Client agrees that failing to follow course rules is cause for termination of this Agreement. In the event of such a termination, Client is not entitled to recoup any amounts paid and remains responsible for all outstanding amounts of the Fee.
As a feature of Client’s purchase of a Program, the Company may provide access to various social media platforms in conjunction with the Program. Company is not required to provide a social media platform, and has complete discretion with regards to the platform, and the nature of the interaction, dependent on the Program. Client agrees that his or her use of these social media platforms is a privilege and that Company may limit or deny access to Company’s social media platforms for conduct that includes but is not limited to inappropriate, rude, violent, threatening, etc. Company’s intent in providing access to social media platforms is to engage and facilitate productive dialogue and instruction on topics related to the Program. Company will make reasonable efforts to provide notice to Client with regards to inappropriate or unapproved content that Client has placed within the Company’s voluntarily provided social media platform. Company is not required to provide notice, and reserves all rights to take immediate and appropriate action to protect the Company’s brand and image integrity.
In the event that a dispute arises between the Parties or a grievance by Client, the Parties agree and accept that the only venue for resolving such a dispute is the venue identified below. Parties further agree that they will not engage in any conduct or communications public or private, designed to disparage the other. Such an act constitutes a breach of this Agreement.
Use of Program Materials
- Client consents to recordings being made of the Program. - Company reserves the right to use, at its sole discretion, the following: Course materials, videos, audio recordings, and materials submitted by Client (in the context of the Program); for future lecture, teaching, and marketing materials, and further other goods/services provided by Company, without compensation to the Client. - Client consents to its name, words, voice, and likeness being used by Company for future lecture, teaching, and marketing materials, and further other goods/services provided by company, without compensation to the Client. Company will make reasonable effort to secure Client’s written permission before using and distributing recordings, print materials, audio, or visual representations that refer to Client.
No Resale of Services Permitted
Client agrees not to reproduce, duplicate, copy, sell, trade, resell, or exploit for any commercial purpose, any portion of the program including course materials, use of the Program, or access to the Program. This Agreement is not transferable or assignable without the Company’s prior written consent.
If Client is (1) behind in payment, or (2) otherwise in default of this Agreement, then full payment is immediately due and Client is barred from using any of Company’s services. Company is allowed to immediately collect all Fees from Client and stop providing further services to Client. This includes but is not limited to access to Program content and materials, access to any social media platforms, and removal from Company’s email contact management system.
Client agrees to pay Company according to the payment schedule: - As outlined on Company’s website, and/or the Program materials - Via email, - According to the Payment Schedule and the payment plan selected by Client (the “Fee”), or - As otherwise noted in this Agreement.
[14-Day Guarantee] Upon execution of this Agreement, Client has 14 calendar days from the date of purchase to request a refund from the Company. Client needs to request in writing (email is allowed) a refund of the Program’s purchase price. Upon receipt, Company will complete the refund within ten (10) business days. As part of the refund process, Client will be removed from any and all community groups, and all access to the Program will be revoked. Client understands that when a refund is initiated by Client and granted by Company that Company reserves the right not to grant access or complete a purchase to the Program and any other products and or services offered by the Company.
Chargebacks & Payment Security
To the extent that Client provides Company with credit card(s) information for payment of Fee on Client’s account, Company is authorized to charge Client’s credit card(s)for any unpaid charges on the dates agreed to in the Payment Schedule. Client shall not make any chargebacks to Company’s account or cancel the credit card that is provided as security without Company’s prior written consent. Client is responsible for any fees associated with recouping payment and collection fees associated with the chargeback. Client shall not change any of the credit card information provided to the Company without notifying Company in advance.
In the event of any conflict between the provisions contained in this Contract, any marketing materials used by Company, Company’s representatives, or employees, the provisions in this Agreement control.
This Agreement is the entire agreement between the parties relating to the subject matter and supersedes all prior and contemporaneous agreements, negotiations and understandings, oral or written. Modification to this agreement is by a written instrument executed by both Parties.
Limitation of Liability
By using Company’s services and enrolling in the Program, Client releases Company, its officers, employees, directors, and related entities from any and all damages that may result from his or participation in the Program. The Program provides educational and or coaching services. Client accepts any and all risks, foreseeable or unforeseeable arising from the Program. Regardless of the previous paragraph, if Company is found to be liable, Company’s liability to Client or to any third party is limited to the lessor of: (a) The total Fees Client paid to Company in the one month prior to the action giving rise to the liability, or (b) Sixty percent (60%) of the purchase price paid for the Program. All claims against the Company must be filed with the entity having jurisdiction within 90 days of the date of the first claim or otherwise be forfeited forever. Client agrees that Company will not be held liable for any damages of any kind resulting or arising from, including but not limited to; direct, indirect, incidental, special, negligent, consequential, or exemplary damages happening from the use or misuse of Company’s services or enrollment in the Program. Client agrees that use of Company’s services is at Client’s own risk.
Company recognizes and agrees that all of the Company’s shareholders, trustees, affiliates, and successors shall not be held personally responsible or liable for any actions, or representations of the Company. Client shall defend, indemnify (insure and protect), and hold harmless the Company, Company’s shareholders, trustees, affiliates, and successors from and against all liabilities and expenses that they may incur or be obligated to pay because of their relationship with the Program. These include (without limitation): claims, damages, judgments, awards, settlements, investigations, legal actions, regulatory actions, costs, attorneys fees, disbursements, or the like that occur from or are related to this Agreement. Any expenses or liabilities that result from a breach of this Agreement, sole negligence, or willful misconduct by the Company, Company’s shareholders, Trustees, Affiliates, or Successors are excluded from indemnification.
Disclaimer of Guarantee
CLIENT ACCEPTS AND AGREES THAT HE OR SHE IS 100% RESPONSIBLE FOR HIS OR HER PROGRESS AND RESULTS FROM THE PROGRAM. Client accepts and agrees that he or she is the one vital element to the Program’s success and that Company cannot control Client. Company makes no representations or guarantees verbally or in writing regarding performance of this Agreement other than those specifically stated. Company and its affiliates disclaim the implied warranties of titles, merchantability and fitness for a particular purpose. Company makes no guarantee or warranty that the Program will meet Client’s requirements or that all Clients will achieve the same results.
Choice of Law/Venue
This Agreement is governed and interpreted in accordance with the laws of the State of Texas without giving effect to any principles of conflicts of law. The Parties agree to submit any dispute or controversy arising out of, or relating to this Agreement to arbitration in the State of Texas according to the rules of the American Arbitration Association. The arbitration is binding upon the Parties and their successors in interest. The prevailing party may collect all reasonable legal fees from the non-prevailing party in order to enforce the provisions of this Agreement.
The ownership, non-circumvention, non-disparagement, proprietary rights, and confidentiality provisions, and any provisions relating to payment of Fees owed set forth in this Agreement, and any other provisions that by their sense and context the Parties intend to have survive, shall survive the termination of this Agreement for any reason.
If any of the parts or provisions contained in this Agreement are interpreted as invalid or unenforceable only that part or provision is affected. The invalidity or unenforceability does not affect the other parts or provisions of the Agreement. Company reserves the right up to update and or change any or all of these terms at any time, and without notice. The date at the top and bottom of this page will reflect when the document was updated. Company is responsible for keeping the updated terms here, and it is your responsibility to check for updates here.
Now let's go write some great copy!
Updated February 21, 2018