TERMS AND CONDITIONS
Please READ carefully. Registration for any of any Vestal’s 21st Century Classroom, LLC (hereinafter referred to as “Company”) products (hereinafter referred to as Program) by you, the client (hereinafter referred to as "Client"), agree to the following stated terms.
Company agrees to provide course content and/or membership materials. Client agrees to abide by all policies and procedures outlined in this Agreement as a condition of their participation in any of our programs.
Client understands Company and its principal, Meghan Vestal (hereinafter referred to as “Vestal”), are not an employee, agent, lawyer, doctor, manager, therapist, public relations or business manager, registered dietician, or financial analyst, psychotherapist or accountant of the client. Client understands their participation in Company’s programs will not treat nor be used to diagnose any disease, illness, or ailment. If the client should experience any such disease, illness, or ailment, they should see their physician or other healthcare practitioner.
Client understands that Company or Vestal, does not promise, nor is obligated to, the following:
(1) Success in client’s business, results, profession, and sales.
(2) Provide assistance, as either coach or mentor, with consultations for future business contracts made by Client.
(3) Procure any publicity, social media exposure, interviews, write-ups, features, television, or print promotions for the Client.
(4) Introduce Client to Vestal’s network of contacts, media, or business partners.
Client understands that no relationship exists between the Company or Vestal and the client after the conclusion of this program.
Client is responsible for the completion of all payment plans associated with products they purchase. Company reserves the right to seek recovery of any monies remaining unpaid via collection efforts, which may include litigation.
METHODS OF PAYMENT
Company accept Visa, Mastercard, and American Express as a form of payment. If Client chooses to pay by monthly installments, he/she authorizes the monthly charge for the product on the client`s credit card or debit card.
The client agrees to a one-year membership that cannot be canceled or refunded. After one year from the registration date, the client's membership moves to monthly and can request to cancel their membership at any time. The client's membership will then be canceled at the start of the next billing cycle.
Company DOES NOT offer refunds on our programs.
Please note: If client opted for a payment plan, full payment is expected for the program, even if the client does not complete the program. Company reserves the right to seek recovery of any monies remaining unpaid via our collection efforts, which may include litigation.
Company respects Clients’ privacy and insists that the Client respects the Company and Vestal’s privacy as well. Therefore, Company and Client agree to a mutual non-disclosure of any confidential information shared by Company’s Participants or any representative of Company that is confidential, proprietary, and belongs solely and exclusively to the Client or representative who discloses it. Parties agree not to disclose, share, reveal, sell, or make use of any confidential information or any transactions during discussions, in the forum, or otherwise.
Both Parties will keep private information in strictest confidence and shall use their best efforts to safeguard the confidential information and to protect it against disclosure, misuse, espionage, loss, and theft.
Client agrees not to use such confidential information in any manner other than in discussion with other Clients, or Vestal, during the respective program.
Client agrees not to violate the Publicity or Privacy Rights belonging to the Company. Furthermore, Client will NOT disclose, either directly or indirectly, any information to a third party obtained in connection with this Agreement or Company’s direct or indirect dealings with Client, including but not limited to, names, email addresses, third-party company titles or positions, phone numbers, or postal addresses. Confidential information includes, but is not limited to, information disclosed in connection with this Agreement, and shall not include information rightfully obtained from a third party.
By purchasing a Company program, client agrees that if client violates any part of this mutual non-disclosure, Company and/or the other program participant(s) will be entitled to injunctive relief to prohibit any such violations to protect against the harm of such violations.
Products developed by Company are for strictly educational purposes ONLY. Client accepts and agrees that Client is 100% responsible for their progress and results from products developed by Company. Company makes no representations, warranties, or guarantees verbally or in writing. Client understands that because of the nature of products developed by Company and their extent, the results experienced by each Client may significantly vary. Company’s program education and information is intended for a general audience and does not purport to be, nor should it be construed as, specific advice tailored to any individual. Company assumes no responsibility for errors or omissions that may appear in any program materials.
AUTHORIZATION AND RELEASE
Client understands that participation in the Program (the “Participation”) may be recorded in audio, video, still image or other form, and Client hereby grant to the Company the right and permission to publish, reproduce, distribute, broadcast and/or otherwise use the client’s participation in such manner, in any medium now known or later developed, worldwide in perpetuity, for such purposes, in whole or in part, as they shall determine in their sole discretion without further compensation or consideration to you and without further authorization by you without any restriction as to changes or alterations (including, but not limited to, composite or distorted representations or derivative works of my Likeness made in any medium) in connection with the development of a coaching library or the promotion of the Company’s business, products, and/or services. Client disclaims any interest in the client’s participation and further acknowledge that they shall constitute the sole property of the Company.
Client also affirms that any statements or endorsement made by client in your participation are factually accurate and represent your honest opinions, findings, beliefs, and/or experiences. You hereby waive all rights of ownership, inspection, or approval with regard to any recording, taping, broadcast, reproduction, blurring, distortion, alteration, optical illusion, proposed printed, audio or video publication and/or other use of my name, whether in an intermediary version(s) or finished version(s), the Personal Information and the participation.
Client also hereby release, discharge and agree to hold harmless the Company from and against any and all liability, including, without limitation, claims for invasion of privacy or publicity, defamation or copyright infringement, resulting from their use of my Personal Information, and the client’s participation. Client agree that clients use of the Company’s programs is voluntary, and client assume complete responsibility for his/or actions in connection therewith.
You hereby warrant that You are over eighteen years of age and competent to contract in Your own name. You agree that this release shall be binding on you, your legal representatives, your heirs, and your assigns.
MEANING OF COMPANY
For the purposes of this agreement, Company shall include its officers, employees, directors, subsidiaries, principals, agents, heirs, executors, administrators, successors, assigns, Instructors, guides, staff, representatives, successors, assigns, employees, contractors, licensees, agents, legal representatives, any person, corporation, or entity acting under their permission or authority or for whom they might be acting, including anyone distributing or disseminating advertising for the products and/or services of the company, and related entities any way as well as the venue where the Programs are being held.
For the purposes of this agreement, Client shall include the undersigned, and the undersigned’s family, heirs, executors, administrators, successors and assigns.
LIMITATION OF LIABILITY
Client agrees that use Company’s programs are at client’s own risk and that Programs are only an educational service being provided. Client releases Company, its from any and all damages that may result from any claims arising from any Agreements, all actions, causes of action, contracts, claims, suits, costs, demands and damages of whatever nature or kind in law or in equity arising from my participation in the Programs. Client accepts any and all risks, foreseeable or unforeseeable. 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. Company assumes no responsibility for errors or omissions that may appear in any of the program materials.
The Parties agree and accept that the only venue for resolving such a dispute shall be in the venue set forth herein below. The Parties agree that they neither will engage in any conduct or communications with a third party, public or private, designed to disparage the other. Neither Client nor any of Client’s associates, employees or affiliates will directly or indirectly, in any capacity or manner, make, express, transmit speak, write, verbalize or otherwise communicate in any way (or cause, further, assist, solicit, encourage, support or participate in any of the foregoing), any remark, comment, message, information, declaration, communication or other statement of any kind, whether verbal, in writing, electronically transferred or otherwise, that might reasonably be construed to be derogatory or critical of, or negative toward, the Company or any of its programs, members, owner directors, officers, affiliates, subsidiaries, employees, agents or representatives.
Client shall defend, indemnify, and hold harmless Company, from and against any and all liabilities and expense whatsoever – including without limitation, claims, damages, judgments, awards, settlements, investigations, costs, attorneys fees, and disbursements – which any of them may incur or become obligated to pay arising out of or resulting from the offering for sale, the sale, and/or use of the product(s), 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. Client shall defend Company in any legal actions, regulatory actions, or the like arising from or related to this Agreement. Client 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. In consideration of and as part of Client’s payment for the right to participate in Company, do hereby release, waive, acquit, discharge, indemnify, defend, hold harmless and forever discharge Company of and from all actions, causes of action, contracts, claims, suits, costs, demands and damages of whatever nature or kind in law or in equity arising from my participation in the Programs.
NO TRANSFER OF INTELLECTUAL PROPERTY
Company’s Programs are copyrighted and original materials that have been provided to Client are for Client’s individual use only and a single-user license. Client is not authorized to use any of Company’s intellectual property for Client’s business purposes. All intellectual property, including Company’s copyrighted program and/or course materials, shall remain the sole property of Company. No license to sell or distribute Company’s materials is granted or implied. By purchasing this product, Client agrees (1) not to infringe any copyright, patent, trademark, trade secret, or other intellectual property rights, (2) that any Confidential Information shared by the Company is confidential and proprietary, and belongs solely and exclusively to the Company, (3) Client agrees not to disclose such information to any other person or use it in any manner other than in discussion with the Company. Further, by purchasing this product, Client agrees that if Client violates, or displays any likelihood of violating, any of Client’s Agreements contained in this paragraph, the Company will be entitled to injunctive relief to prohibit any such violations and to protect against the harm of such violations.
INDEPENDENT CONTRACTOR STATUS
Nothing in this Agreement is to be construed as creating a partnership, venture alliance, or any other similar relationship. Each party shall be an independent contractor in its performance hereunder and shall retain control over its personnel and the manner in which such personnel perform hereunder. In no event shall such persons be deemed employees of the other party by virtue of participation or performance hereunder.
In the event that any cause beyond the reasonable control of either Party, including without limitation acts of God, war, curtailment or interruption of transportation facilities, threats or acts of terrorism, State Department travel advisory, labor strike or civil disturbance, make it inadvisable, illegal, or impossible, either because of unreasonable increased costs or risk of injury, for either Company to perform its obligations under this Agreement, the Company’s performance shall be extended without liability for the period of delay or inability to perform due to such occurrence.
If any provision of this Agreement is held by to be invalid or unenforceable, the remaining provisions shall nevertheless continue in full force. 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.
Client may not assign this Agreement without express written consent of Company.
Company may modify terms of this Agreement at any time. All modifications shall be posted on the Program’s website and purchasers shall be notified.
Company is committed to providing all Clients in the Program with a positive Program experience. By purchasing this product, Client agrees that the Company may, at its sole discretion, terminate this Agreement, and limit, suspend, or terminate Client’s participation in the Program without refund or forgiveness of monthly payments if Client becomes disruptive to Company or Participants, Client fails to follow the Program guidelines, is difficult to work with, impairs the participation of the other Participants in the Program or upon violation of the terms as determined by Company. Client will still be liable to pay the total contract amount.
RESOLUTION OF DISPUTES
If not resolved first by good-faith negotiation between the Parties, every controversy or dispute relating to this Agreement will be submitted to the American Arbitration Association. All claims against Company must be lodged within 100-days of the date of the first claim or otherwise be forfeited forever. The arbitration shall occur within ninety (90) days from the date of the initial arbitration demand. The Parties shall cooperate to ensure that the arbitration process is completed within the ninety (90) day period. The Parties shall cooperate in exchanging and expediting discovery as part of the arbitration process. The written decision of the arbitrators (which will provide for the payment of costs) will be absolutely binding and conclusive and not subject to judicial review, and may be entered and enforced in any court of proper jurisdiction, either as a judgment of law or a decree in equity, as circumstances may indicate. In disputes involving unpaid balances on behalf of Client, Client is responsible for any and all arbitration and attorney fees.
In the event that a dispute arises between the Parties for which monetary relief is inadequate and where a Party may suffer irreparable harm in the absence of an appropriate remedy, the injured Party may apply to any court of competent jurisdiction for equitable relief, including without limitation a temporary restraining order or injunction.
CHOICE OF LAW AND VENUE
Parties agree that any issues or litigation under this contract shall be govern by the laws of the Commonwealth of Virginia and any litigation concerning this agreement or the breach thereof shall be brought and adjudicated by either state or federal courts in the City of Lynchburg, Virginia only.
Any notices to be given hereunder by either Party to the other may be effected by personal delivery or by mail, registered or certified, postage prepaid with return receipt requested. Notices delivered personally shall be deemed communicated as of the date of actual receipt; mailed notices shall be deemed communicated as of three (3) days after the date of mailing. For purposes of this Agreement, “personal delivery” includes notice transmitted by fax or email. Email: [email protected]
This Agreement shall be binding upon and inure to the benefit of the Parties hereto, their respective heirs, executors, administrators, successors and permitted assigns. 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. This Agreement constitutes and contains the entire Agreement between the Parties with respect to its subject matter, supersedes all previous discussions, negotiations, proposals, Agreements and understandings between them relating to such subject matter. This Agreement shall be governed by and construed in accordance with the laws of the State of Virginia, United States of America.
EVERY EFFORT HAS BEEN MADE TO ACCURATELY REPRESENT OUR PRODUCTS AND THEIR POTENTIAL. EXAMPLES IN THESE MATERIALS ARE NOT TO BE INTERPRETED AS A PROMISE OR GUARANTEE OF RESULTS. OUTCOMES ARE ENTIRELY DEPENDENT ON THE PERSON USING OUR PRODUCTS, IDEAS, AND TECHNIQUES.
ANY CLAIMS MADE OF ACTUAL OUTCOMS OR EXAMPLES OF ACTUAL RESULTS CAN BE VERIFIED UPON REQUEST. YOUR LEVEL OF SUCCESS IN ATTAINING THE RESULTS CLAIMED IN OUR MATERIALS DEPENDS ON THE TIME YOU DEVOTE TO OUR PROGRAMS, IDEAS, AND TECHNIQUES MENTIONED, YOUR FINANCES, KNOWLEDGE, AND VARIOUS SKILLS. SINCE THESE FACTORS DIFFER ACCORDING TO THE INDIVIDUAL, WE CANNOT GUARANTEE YOUR SUCCESS OR INCOME LEVEL, NOR ARE WE RESPONSIBLE FOR ANY OF YOUR ACTIONS.
MATERIALS IN OUR PRODUCTS AND ON OUR WEBSITE MAY CONTAIN INFORMATION THAT INCLUDES, OR IS BASED UPON, FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE SECURITIES LITIGATION REFORM ACT OF 1995. FORWARD-LOOKING STATEMENTS GIVE OUR EXPECTATIONS OR FORECASTS OF FUTURE EVENTS. YOU CAN IDENTIFY THESE STATEMENTS BY THE FACT THAT THEY DO NOT RELATE STRICTLY TO HISTORICAL OR CURRENT FACTS. THEY USE WORDS SUCH AS “ANTICIPATE,” “ESTIMATE,” “EXPECT,” “PROJECT,” “INTEND,” “PLAN,” “BELIEVE,” AND OTHER WORDS AND TERMS OF SIMILAR MEANING IN CONNECTION WITH A DESCRIPTION OF POTENTIAL EARNINGS OR FINANCIAL PERFORMANCE.
ANY AND ALL FORWARD-LOOKING STATEMENTS HERE, OR ON ANY OF OUR SALES MATERIALS, ARE INTENDED TO EXPRESS OUR OPINION OF POTENTIAL OUTCOMES. MANY FACTORS ARE IMPORTANT IN DETERMINING YOUR ACTUAL RESULTS AND NO GUARANTEES ARE MADE THAT YOU WILL ACHIEVE RESULTS SIMILAR TO OURS OR THE TESTIMONIALS OF OUR CLIENTS. IN FACT, NO GUARANTEES ARE MADE THAT YOU WILL ACHIEVE ANY RESULTS FROM THE IDEAS AND TECHNIQUES IN OUR MATERIAL.