ONLINE COURSE AGREEMENT
This Online Course Agreement (hereinafter, "Agreement") is made by and between The Social Media Posse LLC, a limited liability company, organized under the laws of the state of Deleware (the “Course Provider”), and you as a participant in Course Provider’s online course (as identified and defined below) (the “Course”).
All parts and sub-parts of this Agreement are specifically incorporated by reference here. This Agreement shall govern the use of all pages and screens in and on the Course and any services provided by the Course Provider through the Course (“Services”) and/or on the Course Provider's website (“Website”).
SECTION 1: DEFINITIONS.
- A) The parties referred to in this Agreement shall be defined as follows:
- “Course Provider” “us” or “we” means the Course Provider, as the creator, operator, and publisher of the Course, as well as, if applicable, all employees and affiliates of the Course Provider.
- “You” “you” “the user” or “the participant” means you, as the participant in the Course and user of the Website.
- “Parties” means collectively, the parties to this Agreement (Course Provider and You).
- “Materials” includes any and all workbooks, slides, documents, or other written information that you receive from the Course Provider or during the Course. There Materials are subject to copyright protections and our intellectual property rights.
- B) The Course details are as follows:
- Course Name: Influencer Agent Decoded
- Course Description: Teaches people how to become an in-house agent for an influencer.
- Course Fees: $1197 or 12 payments of $125 each
- Course URL: https://www.thesocialmediaposse.com/influenceragentdecoded
SECTION 2: PAYMENT & FEES.
You must pay the Course Fee before you will be granted access to the Course and any related Course Materials. Payment plan options may be available at the sole discretion of the Course Provider.
If any payment is declined for any reason, your access to the Course may be suspended or terminated, and you may forfeit your place in the Course.
Payment Methods: Acceptable forms of payment include credit cards
Payment Failure: If, for any reason, you fail to make any payment (including a declined credit card or bounced check), you must immediately correct the payment failure. Failure to make timely payments will be considered a material breach of this Agreement entitling us to retain any deposit and terminate the Agreement without penalty. We reserve the right to assign a delinquent account to a third-party collection agency.
SECTION 3: ASSENT & ACCEPTANCE. By purchasing and participating in the Course, you warrant that you have read and reviewed this Agreement and that you agree to be bound by it. If you do not agree to be bound by this Agreement, please cease your participation in the Course immediately. If you do so after you have already purchased the Course, you will not be entitled to any refund. Course Provider only agrees to provide the Course to you if you assent to this Agreement.
SECTION 4: AGE RESTRICTION. You must be at least 18 (eighteen) years of age to use this Website, participate in the Course or access any Services contained herein. By participating in the Course, you represent and warrant that you are at least 18 years of age and may legally agree to this Agreement. Course Provider assumes no responsibility or liability for any misrepresentation of your age.
SECTION 5: LICENSE TO USE WEBSITE & ACCESS COURSE MATERIALS. We may provide you with certain information as a result of you accessing the Course through the Website. Such information may include, but is not limited to, documentation, data, or information developed by us and other materials which may assist in your participation in the Course (“Materials”). Subject to this Agreement, we grant you a non-exclusive, limited, non-transferable, and revocable license to use the Materials solely in connection with your participation in the Course and your use of the Website. The Materials may not be used for any other purpose, and this license terminates upon your completion of the Course, your cessation of use of the Course or the Website, or at the termination of this Agreement.
SECTION 6: COURSE TERMS. After purchasing the Course, you may not be able to begin until the specified Course Start Date.
Once you complete the Course and pass the quiz, you will receive a certificate evidencing your participation in, and completion of, the Course.
The Course and any of its accompanying Materials may not be shared with any party. If we suspect that the Course or Materials are being shared and/or that you have shared your log-in information with any party other than your intended in-house agent, we reserve the right to immediately terminate your access to the Course, in our sole and exclusive discretion.
We do not offer any promises or guarantees about our Course or Course Materials. You hereby acknowledge and agree:
- You are solely and exclusively responsible for the choices that you make with regard to this Course, the Materials contained within it, or any significant changes to your business or life;
- You are solely and exclusively responsible for your own mental health, physical health, business decisions, and any other actions or inaction you choose to take;
- We are not liable for any result or non-result or any consequences which may come about due to your participation in the Course;
- This Course does not constitute a therapeutic relationship, legal or a medical one. We do not provide therapy, legal or medical services and you are responsible for procuring these services at your own will and discretion with a licensed professional, if needed.
SECTION 7: INTELLECTUAL PROPERTY.
You agree that the Materials, the Course, the Website, and any other Services provided by the Course Provider are the property of the Course Provider, including all copyrights, trademarks, trade secrets, patents, and other intellectual property (the “Company IP”). You agree that the Company owns all right, title and interest in and to the Company IP and that you will not use the Company IP for any unlawful or infringing purpose. You agree not to reproduce or distribute the Company IP in any way, including electronically or via registration of any new trademarks, trade names, service marks or Uniform Resource Locators (URLs), without express written permission from the Company.
SECTION 8: CONFIDENTIALITY & NONDISCLOSURE.
- You understand that, in connection with your access to the Course, the Website, and Materials, that you will receive and otherwise be exposed to the Course Provider’s trade secrets, business, proprietary and/or technical information, including, without limitation, information concerning our proprietary coaching framework, unique strategies, trademarked content, copyrighted content, research and development, proprietary documentation, inventions (whether patentable or not), know-how, show-how, and other information considered to be confidential to the Course Provider, (individually and collectively “Confidential Information”).
- You acknowledge that the Confidential Information is the Course Provider’s sole, exclusive and extremely valuable property. Accordingly, you agree not to reproduce any Confidential Information, to use the Confidential Information only as required for your participation in the Course, not to publicize the Confidential information online or in any public forum, and not to divulge all or any part of the Confidential Information in any form to any third party, either during or after your enrollment in the Course. Course Provider may require you to execute a non-disclosure agreement as a condition of giving you access to the Confidential Information.
- You acknowledge and agree that if you intentionally or unintentionally allow any third party to gain access to the Course, Website or Materials, or re-sell or teach others the Confidential Information that you learn in this Course, you may be both personally and financially responsible for the full Course Fees for any third party, as well as the full Course Fee for any subsequent individuals (or entities) who in turn receive access to any of the Course content. We reserve the right to pursue all available legal remedies in response to your disclosure of our Confidential Information.
SECTION 9: CONTENT YOU POST.
Through your participation in the Course and your use of the Website, you may be permitted to post materials to the Course pages and other parts of the Website (“User Contributions”). You hereby grant Course Provider a royalty-free, non-exclusive, worldwide license to copy, display, use, broadcast, transmit and make derivative works of User Contributions you post. The Course Provider claims no further proprietary rights in your User Contributions.
You also agree to comply with the “Acceptable Use” provision of this Agreement for all User Contributions that you post, including and especially to not violate the intellectual property rights of any third party through your User Contributions. If you feel that any of your intellectual property rights have been infringed or otherwise violated by the posting of information or media by another of our users, please contact us and let us know.
SECTION 10: YOUR OBLIGATIONS.
As a participant in the Course, you will be asked to register with us. When you do so, you will choose a user identifier, which may be your email address or another term, as well as a password. You may also provide personal information, including, but not limited to, your name. You are responsible for ensuring the accuracy of this information. This identifying information will enable you to participate in the Course. You must not share such identifying information with any third party, and if you discover that your identifying information has been compromised, you agree to notify us immediately in writing. Email notification is fine. You are responsible for maintaining the safety and security of your identifying information as well as keeping us apprised of any changes to your identifying information.
The billing information you provide us, including credit card, billing address and other payment information, is subject to the same confidentiality and accuracy requirements as the rest of your identifying information. Providing false or inaccurate information, or using the Course or the Website to further fraud or unlawful activity is grounds for immediate termination of this Agreement and termination of your access to the Course, Website and Materials.
SECTION 11: ACCEPTABLE USE.
You agree not to use the Course or the Website for any unlawful purpose or any purpose prohibited under this Agreement. You agree not to use the Course or the Website in any way that could damage the Course, Website, Services, or general business of the Course Provider. You further agree not to use the Course or the Website:
- To harass, abuse, or threaten others or otherwise violate any person’s legal rights;
- To violate any intellectual property rights of the Course Provider or any third party;
- To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;
- To perpetrate any fraud;
- To publish or distribute any obscene or defamatory material;
- To publish or distribute any material that incites violence, hate, or discrimination towards any group;
- To unlawfully gather information about others.
SECTION 12: NO LIABILITY.
The Course and Website are provided for informational purposes only. You acknowledge and agree that any information posted in the Course, in the Materials, or on the Website is not intended to be legal advice, medical advice, or financial advice, and no fiduciary relationship has been created between you and us. You further agree that your participation in the Course is at your own risk. We do not assume responsibility or liability for any advice or other information given in the Course, in the Materials, or on the Website.
SECTION 13: REVERSE ENGINEERING & SECURITY.
You agree not to undertake any of the following actions:
- Reverse engineer, or attempt to reverse engineer or disassemble any code or software from or on the Course or Website;
- Violate the security of the Course or Website through any unauthorized access, circumvention of encryption or other security tools, data mining or interference to any host, user or network.
SECTION 14: DATA LOSS.
We do not assume or accept responsibility for the security of your account or content. You agree that your participation in the Course or use of the Website is at your own risk.
SECTION 15: INDEMNIFICATION.
You agree to defend and indemnify the Course Provider and any of our affiliates (if applicable) and hold us harmless against any and all legal claims and demands, including reasonable attorney's fees, which may arise from or relate to your participation in the Course, your use or misuse of the Website, your breach of this Agreement, or your conduct or actions. You agree that we shall be able to select our own legal counsel and may participate in our own defense, if we wish.
SECTION 16: SPAM POLICY.
You are strictly prohibited from using Course for illegal spam activities, including gathering email addresses and personal information from others or sending any mass commercial emails.
SECTION 17: MODIFICATION & VARIATION.
We may, from time to time and at any time without notice to you, modify this Agreement. You agree that we have the right to modify this Agreement or revise anything contained herein. You further agree that all modifications to this Agreement are in full force and effect immediately upon posting on the Website and that modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement.
To the extent any part or sub-part of this Agreement is held ineffective or invalid by any court of law, you agree that the prior, effective version of this Agreement shall be considered enforceable and valid to the fullest extent.
SECTION 18: SERVICE INTERRUPTIONS.
We may need to interrupt your access to the Course to perform maintenance or emergency services on a scheduled or unscheduled basis. You agree that your access to the Course and/or Website may be affected by unanticipated or unscheduled downtime, for any reason, but that we shall have no liability for any damage or loss caused as a result of such downtime.
SECTION 19: TERM, TERMINATION & SUSPENSION.
We may terminate this Agreement with you at any time for any reason, with or without cause. We specifically reserve the right to terminate this Agreement if you violate any of the terms outlined in this Agreement, including, but not limited to, violating the intellectual property rights of us or a third party, failing to comply with applicable laws or other legal obligations, and/or publishing or distributing illegal material. You may also terminate this Agreement at any time by contacting us and requesting termination. Please be advised that terminating this Agreement does not entitle you to a refund on any monies spent with us.
SECTION 20: NO WARRANTIES. You agree that your participation in the Course and your use of the Website is at your sole and exclusive risk and that any Services provided by us are on an "As Is" basis. We hereby expressly disclaim any and all express or implied warranties of any kind, including, but not limited to the implied warranty of fitness for a particular purpose and the implied warranty of merchantability. We make no warranties that the Course or Website will meet your needs or that the Course or Website will be uninterrupted, error-free, or secure. We also make no warranties as to the reliability or accuracy of any information in the Course or on the Website. You agree that any damage that may occur to you, through your computer system, or as a result of loss of your data from your participation in the Course or your use of the Website is your sole responsibility and that we are not liable for any such damage or loss.
SECTION 21: LIMITATION ON LIABILITY. We are not liable for any damages that may occur to you as a result of your participation in the Course or your use of the Website, to the fullest extent permitted by law, as noted above. The maximum liability of Course Provider arising from or relating to this Agreement is limited to the amount you paid to us for access to the Course. This section applies to any and all claims by you, including, but not limited to, lost profits or revenues, consequential or punitive damages, negligence, strict liability, fraud, or torts of any kind.
SECTION 22: GENERAL PROVISIONS.
- LANGUAGE: To ensure a prompt response, all communications made or notices given pursuant to this Agreement shall be in the English language.
- JURISDICTION, VENUE & CHOICE OF LAW: Through your participation in the Course and your use of the Website, you agree that the laws of the State of Delaware shall govern any matter or dispute relating to or arising out of this Agreement, as well as any dispute of any kind that may arise between you and us, with the exception of its conflict of law provisions. In case any litigation specifically permitted under this Agreement is initiated, the Parties agree to submit to the personal jurisdiction of the state and federal courts of Delaware. The Parties agree that this choice of law, venue, and jurisdiction provision is not permissive, but rather mandatory in nature. You hereby waive the right to any objection of venue, including assertion of the doctrine of forum non conveniens or similar doctrine.
- ARBITRATION: In case of a dispute between the Parties relating to or arising out of this Agreement, the Parties shall first attempt to resolve the dispute personally and in good faith. If these personal resolution attempts fail, the Parties shall then submit the dispute to binding arbitration. The arbitration shall be conducted in Delaware. The arbitration shall be conducted by a single arbitrator, and such arbitrator shall have no authority to add Parties, vary the provisions of this Agreement, award punitive damages, or certify a class. The arbitrator shall be bound by applicable and governing Federal law as well as the law of Delaware. Each Party shall pay their own costs and fees. Claims necessitating arbitration under this section include, but are not limited to: contract claims, tort claims, claims based on Federal and state law, and claims based on local laws, ordinances, statutes or regulations. Intellectual property claims by us will not be subject to arbitration and may, as an exception to this sub-part, be litigated. The Parties, in agreement with this sub-part of this Agreement, waive any rights they may have to a jury trial in regard to arbitral claims.
- ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by you. Should this Agreement, or the rights granted hereunder, by assigned, sold, leased or otherwise transferred by Course Provider, the rights and liabilities of Course Provider will bind and inure to any assignees, administrators, successors, and executors.
- SEVERABILITY: If any part or sub-part of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and sub-parts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force.
- NO WAIVER: In the event that we fail to enforce any provision of this Agreement, this shall not constitute a waiver of any future enforcement of that provision or of any other provision. Waiver of any part or sub-part of this Agreement will not constitute a waiver of any other part or sub-part.
- HEADINGS FOR CONVENIENCE ONLY: Headings of parts and sub-parts under this Agreement are for convenience and organization, only. Headings shall not affect the meaning of any provisions of this Agreement.
- NO AGENCY, PARTNERSHIP OR JOINT VENTURE: No agency, partnership, or joint venture has been created between the Parties as a result of this Agreement. No Party has any authority to bind the other to third parties.
- FORCE MAJEURE: We are not liable for any failure to perform due to causes beyond our reasonable control including, but not limited to, acts of God, pandemic, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
- ELECTRONIC COMMUNICATIONS PERMITTED: Electronic communications are permitted to both Parties under this Agreement, including e-mail or fax. For any questions or concerns, please email us at the following address: [email protected]
SECTION 23: AFFILIATE MARKETING & ADVERTISING. We engage in affiliate marketing whereby we receive a commission on or percentage of the sale of goods or services on or through the Course and/or Website. We may also accept advertising and sponsorships from commercial businesses or receive other forms of advertising compensation. This disclosure is intended to comply with the US Federal Trade Commission Rules on marketing and advertising, as well as any other legal requirements which may apply.
SECTION 24: ENTIRE AGREEMENT.
This Agreement constitutes the entire understanding between the Parties with respect to the Course. This Agreement supersedes and replaces all prior or contemporaneous agreements or understandings, written or oral.
Agreed to and Accepted by Client