This agreement describes the terms and conditions for participation in any Wild Elm, LLC program (“Program”), which includes but is not limited to 1:1 client work, consultation calls, group programs, courses, and trainings including but not limited to the Event Leader Toolkit, the Sponsorship Roadmap, the Virtual Event Blueprint, and Zoom Breakout Breakthrough.
By participating in any Program from Wild Elm, LLC (“Company” “Consultant”), you are confirming that you have read this agreement and agree to the terms and conditions below.
Access to Materials
The Program includes but is not limited, to live and pre-recorded video and audio content, written content, live and pre-recorded calls, and discussions (collectively, “Materials”).
The Program and Materials may only be accessed by you – the individual who is the customer on record with the Company. They may not be sold or distributed without the Company’s express written consent.
You agree that the Program and Materials contain proprietary information that is owned by the Company and is protected by copyright, trademark, and other applicable intellectual property laws. You will not use the Program or Materials in a manner that constitutes an infringement on the Company’s rights or that has not been authorized by the Company. The use of the Company’s Program or Materials, except as permitted herein, is strictly prohibited and infringes the intellectual property rights of the Company. Any infringement on the Company’s intellectual property rights may subject you to civil and criminal penalties, including possible monetary damages.
Performance by Consultant
Consultant is an independent contractor, not an employee or agent, of Client. Consultant will: (a) not be entitled to any worker’s compensation, pension, retirement, insurance or other benefits afforded to employees of Client; (b) provide for all federal income tax and other withholding relating to Consultant’s compensation; (c) pay all social security, unemployment and other employer taxes relating to Consultant’s compensation; (d) provide all worker’s compensation and other insurance relating to Consultant’s employment as required by Oregon law; and (e) perform all reporting, recordkeeping, administrative and similar functions relating to Consultant’s compensation. In performance of the Services and this Agreement, Consultant will comply with all applicable laws, ordinances, rules, regulations, orders, licenses, permits and other governmental requirements.
Client hereby agrees to defend, indemnify, assume liability for and hold Company harmless from any and all claims, demands, damages, losses, suits, proceedings, penalties, expenses or other liabilities arising out of or resulting from the performance of the Services, regardless of the basis (except for Consultant’s gross negligence).
By purchasing the Program, you accept, agree and understand that you are fully responsible for your progress and results from your participation and that we offer no representations, warranties or guarantees verbally or in writing regarding your future earnings, business profit, marketing performance, audience growth, event outcome, or results of any kind. The Company does not guarantee that you will get any results using any of our ideas, tools, strategies or recommendations, and nothing in our Program is a promise or guarantee to you of such results.
You agree that in under no circumstances the Company is liable for any indirect, special, consequential, or punitive damages (including lost profits) arising out of or relating to these Terms of Service or the transactions it contemplates (whether for breach of contract, tort, negligence, or other form of action) and irrespective of whether the Company has been advised of the possibility of any such damage. In no event will the Company’s liability exceed the price the Customer actually paid to the Company for the Program.
Client hereby agrees to defend, indemnify, assume liability for and hold Company harmless from any and all claims, demands, damages, losses, suits, proceedings, penalties, expenses or other liabilities arising out of or resulting from the Program, regardless of the basis (except for Consultant’s gross negligence).
Jurisdiction & Arbitration
This Agreement shall be governed, construed, and enforced in accordance with the laws of the State of Oregon, without regard to its conflict of laws rules. All claims and disputes arising under or relating to this Agreement are to be settled by binding arbitration in the State of Oregon. An award of arbitration may be confirmed in a court of competent jurisdiction.
All of your payments — including your initial deposit — are non-refundable. Your results depend on how you show up and do the work. Any non-payment will result in revoked access to any program, office hours, etc.
The Company reserves the right to modify any of the Terms of Service at any time and at our sole discretion. Any changes will be immediately updated on this Terms and Conditions page. Any use of the Program by you after an amendment has been made means you accept these changes.
For consultation services, client may make changes in the Services within the general scope of this Agreement by giving Consultant prior written notice of the same. If any change causes and increase or decrease in the time or costs required to perform the Services then the schedule and the compensation will be equitably adjusted to reflect such increase or decrease and will be amended in writing accordingly.
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