Terms and Conditions
This Membership Agreement (the “Agreement”) is made and entered into as of the day that payment is made for, by and between: Client (“Client”) and Thack Consulting Inc. (“Company”).
Company provides certain membership services that Client wishes to purchase in accordance with the terms and conditions provided in this Agreement. In consideration of the promises and considerations set forth below, the parties hereby agree to the following:
Access to monthly live masterclasses.
Access to recordings of the monthly live masterclasses.
Guides and workbooks.
Access to a private Facebook Group.
Pricing is $50 per month or $500 per year USD.
First payment is due immediately upon purchase of the Services. If a monthly payment plan is used, additional payments are due 30 days after the previous payment.
Company reserves the right to withhold access to the Membership if payments are not current or overdue invoices are not paid in full.
Client acknowledges and agrees that Client is solely responsible for its choices and the outcome of the membership Services outlined in this Agreement. Further, Client is solely responsible for its own physical, mental, and emotional well-being resulting from any and all business or personal decisions.
The Client acknowledges and agrees that the Services do not treat or diagnose any physical or mental health issue or illness and that the Services are not a replacement for proper medical or psychological treatment or therapy.
The Client acknowledges and agrees that to receive the greatest benefit of the Services Client is solely responsible for properly and timely integrating the processes, systems and techniques provided in the Services.
The Client acknowledges and agrees that Company makes no guarantees regarding any financial-based outcomes and Company is not responsible for Client’s business decisions and any of Client’s financial gains or losses business or personal.
The Client acknowledges and agrees that the Company does not guarantee any particular outcome or degree of success and that any failure to achieve a desired outcome shall not be deemed a breach of this Agreement.
REFUND AND CANCELLATION POLICY.
The Company does not grant refunds once membership access has been granted.
The Company does not grant refunds for annual memberships; however the Client will retain access to the membership benefits for the remainder of the time allotted even if the next annual payment is cancelled.
METHODS OF COMMUNICATION.
Services may be provided in person, via telephone, video conferencing or alternative technological means as agreed upon between the parties. Client is responsible for ensuring its capability to communicate with the Company to facilitate the Services as agreed.
TERM AND TERMINATION.
Term. This Agreement will be effective as of the Effective Date and will continue in effect until membership Services are teminated.
Termination. This Agreement may by cancelling the Client account inside of the Kajabi client access portal or by emailing [email protected]. This Agreement may be terminated by Company at any time and for any reason, including nonpayment by Client.
Effect of Termination. Client will pay Company for all access to membership Services performed up to the effective date of termination.
Confidential Information includes but is not limited to personal or proprietary information disclosed by Client, the Company and any other participants in the membership whether oral or written or reasonably implied to be confidential in nature.
Both Client and Company agree to maintain the privacy of each other and any other participants by refraining from disclosing Confidential Information. Client agrees not to disclose any Confidential Information of the Company including all content, templates, documents, videos, workbooks, processes and trade secrets.
Confidential Information will not include (a) publicly available information, including information which is readily accessible to the public by publication in any medium; (b) information developed independently by the Company or Client (c) compelled disclosure of information as required by law.
NON-DISPARAGEMENT. Client shall refrain from making defamatory or disparaging comments to any third-party regarding Company or membership Services provided herein unless required by law.
INTELLECTUAL PROPERTY. The parties agree that no license to any trade secrets, copyrights, intellectual property or any proprietary or Confidential Information is automatically granted under this Agreement. Neither party may modify, copy, upload, post, reproduce, republish, transmit, translate, sell, create or distribute the intellectual property of the other party without the express authorization of that party. All ownership of copyrights, patents, trademarks, or other intellectual property will remain with its original owner.
WARRANTIES. Company represents and warrants: (i) that Company has the legal capacity to perform the membership Services described in this Agreement; and (ii) that the Services will be performed in a timely, professional and workmanlike manner.
EXCEPT AS PROVIDED ABOVE, COMPANY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THIS WARRANTY SECTION SHALL APPLY TO THE FULLEST EXTENT PERMISSABLE UNDER APPLICABLE STATE LAW.
INDEMNIFICATION. Client shall defend, indemnify and hold harmless Company (including all affiliates, officers, employees, agents, successors, and assigns) from and against all claims, demands, losses, causes of action, lawsuits, judgments and attorneys’ fees and costs (as allowable by law), arising out of, or resulting from Client’s: (a) negligent acts or omissions; (b) willful misconduct; or (c) a breach of this Agreement. Company will (i) notify Client in writing about the raised claim in a timely manner; and (ii) authorize the Client to lead and settle the legal proceedings at Client’s own cost without any admission of liability by Company without Company’s prior written consent.
LIMITATION OF LIABILITY. COMPANY SHALL NOT BE LIABLE TO CLIENT FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS PROFITS, REVENUE OR OTHER BENEFITS, ARISING FROM OR RELATED TO THIS AGREEMENT, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES. THE FOREGOING LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING WITHOUT LIMITATION TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE AND ALL OTHER TORTS. COMPANY’S CUMULATIVE AND AGGREGATE LIABILITY TO CLIENT SHALL NOT EXCEED THE AMOUNT OF FEES SHOWN TO BE PAID TO COMPANY BY CLIENT WITHIN THE LAST TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM.
NO EMPLOYEE RELATIONSHIP. Nothing contained in this Agreement shall be construed to create an employer-employee relationship between Client and Company, its employees, agents, and consultants.
This Agreement will be governed and construed in accordance with the laws of the State of Florida in the federal or state courts thereof without reference to or application of conflict of laws, rules or principles.
FORCE MAJEURE. Neither party will be responsible for any failure or delay in its performance under this Agreement due to causes that are beyond such party’s reasonable control and that is not caused by such party’s negligence, including but not limited to, acts of nature, natural disasters, epidemics, pandemics, fire, flood, strike, labor disputes, civil disturbance or acts or restrictions by federal, state or local government. If either party’s failure or delay in performance hereunder extends beyond 14 calendar days then the other party will have the right to immediately terminate this Agreement by written notice and pursuant to the termination terms of this Agreement.
GENERAL. A party’s failure to exercise or enforce any provision of the Agreement will not be construed as a waiver of that provision or any other provision. If a court of competent jurisdiction finds any of the foregoing terms or conditions invalid or unenforceable, that determination will not affect the validity or enforceability of the remaining terms and conditions, which shall continue to be given full force and effect. This Agreement constitutes the entire understanding and agreement between the parties relating to the subject matter herein, and supersedes any and all prior or contemporaneous agreements or understandings, whether oral or written, relating to the subject matter herein.