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Strategists Terms and Conditions

The following Terms and Conditions (the “Agreement”) for participation in the Woman School Strategist Program, and all related courses, materials, websites, and associated programs (collectively referred to as the “Program”) sets forth the terms of the relationship between the Greatness Journey, LLC (“GJ”), and you as the prospective strategist (“you”) as it relates to the Program. You and GJ may be referred to in this Agreement collectively as the “Parties” or individually as a “Party.” You expressly agree to the terms of this Agreement by signing below. Read these terms carefully and keep a copy for your reference.

  • The Woman School Strategist Program Tuition You agree to pay GJ the program deposit and tuition amount for the program you selected. You agree to make all payments by the deadlines listed above or contained in the terms herein. If applicable, you agree to pay extensions fees, Certification Program tuition, student enrollment fees, and/or Annual Renewal Fees if applicable and as set forth below.

1.1 Payment Plans. GJ may offer various payment plans from time to time for attending the Woman School Strategist Program. The payment plans extending over six months may incur monthly interest as listed on the Checkout Page. If choosing a payment plan, the initial program deposit is due upon signing. All payment plans require a credit card or bank account on file.

1.2 Satisfaction Guarantee. If within the first 30-days after being enrolled in the Woman School Strategist Program, you are not completely satisfied, just let us know and we’ll refund 100% of your tuition. You can receive a full refund by emailing [email protected] within the first 30 days. After 30-days, all deposits, tuition, fees, and other sums paid to GJ are deemed earned by GJ and non-refundable. Refunds may take up to 6 weeks to post to your account.

  • Program and Certification. Immediately after making your deposit into the Woman School Strategist Program, you will be a “Woman School Strategist” and enrolled in the Art of Being a Woman Masterclass (“the “Masterclass”), a six-month program, with the ability to use the Masterclass in your strategist business immediately. 

2.1 Facilitator Strategist. Initially, you are considered a “Facilitator Strategist.” During this time you may utilize the training portal, onboard clients, and attend the weekly Strategist Mastermind. You are expected to complete the Masterclass as a student during the first six months, commencing on the first day of the month following your enrollment. As set forth below, you may extend this training period by six months upon payment of an extension fee of $250.00. The extension fee is a non-refundable, one-time accommodation for Program participants 

2.2 Certified Strategist. You must apply for a spot in the Strategist Certification Program within six months of making your deposit with the Woman School Strategist Program. Strategist Certification Programs are offered multiple times per year. Strategist Certification Program is included with your Strategist tuition. Before you can apply for the Strategist Certification Program, you must complete the Masterclass, coursework, and have fully paid tuition fees and deposits owed to GJ. Additional application qualifications are posted with the opening of the application period. Photocopies or photo proof of the Masterclass completion may be required. Upon completion of the Strategist Certification Program requirements, coursework, and graduation, you would be a “Certified Strategist” and be able to market yourself as such.

2.3 Virtual and In-Person Events. From time to time, GJ may host live in-person or virtual events. Event admission pricing will be posted online. Additionally, you are responsible for paying for your own transportation, parking, accommodation and meals associated with attending any event.

  • Working as Strategists. Becoming a Woman School Strategist does not create a franchise, partnership, or employer-employee relationship with GJ. GJ provides its Strategists with training, support, and certification utilizing its proprietary Program. Each Strategist is then responsible for running his or her own business, including marketing, obtaining students, and effectively working with them as they attend the Masterclass. Strategists are responsible for setting the pricing (recommended pricing is posted on the Strategist compensation plan) each student pays upon enrolling in the Masterclass facilitated by the Strategist. Self-study program pricing is independently set by GJ.

3.1 Student Activation Fees. Once a Strategist enrolls a student in the Masterclass, GJ will provide the student with premium or limited membership access to the Woman School Masterclass in exchange for an activation fee. The Activation Fee charged is listed in the Strategists Compensation Plan provided upon enrolling in the Woman’s School Strategist Program. The digital nature of our programming, including the Masterclasses, makes it so they are not “returnable.” Thus, we can only offer a refund of Activation Fees prior to the Student’s activation and access to Programing in the event that the purchase was made by mistake. After this time period, all activation fees paid will be deemed earned and no refunds will be issued. 

3.2 Annual Renewal as Woman’s School Strategists. Each year after becoming a Woman School Strategist, every Strategist must renew their status as a Woman School Strategist. Doing so requires payment of the Annual Renewal Fee and acceptance and agreement to the most current Strategist Terms and Conditions, as well as, the Strategist Code of Conduct, Core Values, Strategist compensation plan, and other standards or guidelines applicable to Strategists (most current version is posted on the Strategist Membership Portal). 

3.3 Strategists Commissions. Strategists are eligible to receive commissions for enrolling students into a Self-Study Masterclass, or by referring others to the Woman School Strategist Program. The Strategist commissions are listed in the Strategists Compensation Plan with the most current version posted in the Strategist Membership Portal. GJ shall pay Contractor commissions/profits in the manner and at the rates established in the Strategists Compensation Plan. In view of the fact that the nature of the relationship of the Parties is that of an independent contractor, GJ will not withhold any taxes on funds payable to you pursuant to this Agreement, unless required by law to do so. Instead, you shall be solely responsible for and shall pay any and all taxes or fees based on any amounts payable under this Agreement, including without limitation, state and federal income taxes, FICA, unemployment compensation taxes, workers’ compensation taxes, and for other deductions for you, your employees, and your independent contractors engaged in connection with this Agreement. GJ shall not be responsible for any costs or expenses you, your employees, and agents incur to perform the services related to this Agreement, including, without limitation, employee wages, insurance, taxes, and travel, meals, and lodging expenses.

3.4 Interaction with Other Strategists and Their Students. Once a Strategist, you agree not to solicit the students of strategists, nor anyone that was referred by a strategist, in an effort to sell them any coaching or strategist services without first obtaining the written consent and permission from the strategist or referring strategist.  

3.5 Advertising and Public Representations. Once a Strategist, you are authorized to advertise and hold yourself out to the public as a Woman School Strategist only while your Annual Renewal Fee is paid in full and you are in active status with GJ. If all certifications are met, then you can advertise yourself as a “Certified Strategist” while your Annual Renewal Fee is paid in full and you are in active status with GJ. Upon becoming a Strategist, GJ grants you a limited license to use its intellectual property in your business provided you do so in accordance with the terms of this Agreement and for the sole purpose of referring or enrolling students in a GJ Program. For the avoidance of doubt, all content obtained through GJ is GJ’s property, and you are granted a revocable, non-transferable license for limited commercial use only, limited to you only for the purpose stated above. When advertising and/or holding yourself out to the public, you may not represent, imply, allude to or otherwise create the impression that you are an employee, officer, or representative of GJ. 

3.6 Independent Contractor Status. Once a Strategist is eligible to receive commissions, your relationship with GJ is that of an independent contractor, on a non-exclusive basis, on the terms and conditions set forth in this Agreement. You are not an employee, partner, or joint-venturer of GJ, and no person employed or engaged by you in connection with the Masterclass, the Woman School, or GJ (your “Agents”), shall be considered an employee, partner, or joint-venturer of GJ. The nature of the relationship of you and GJ will be that of an independent contractor and you are responsible for your own actions and those of your Agents that you choose to employ or engage. You agree that you shall not represent yourself, or any of your Agents, as employees of GJ. Neither you nor any of your Agents shall be eligible for, entitled to, or participate in, any of GJ’s employee compensation, pension, health, or other benefit plans. 

Subject to the terms and conditions of this Agreement, You shall have exclusive control over the manner in which you conduct your business. The hours you devote to the performance of services on any given day shall be entirely within your control. You are not authorized to assume or create any obligation or responsibility, including but not limited to, contractual

obligations and obligations based on warranties or guarantees, on behalf of or in the name of GJ, the Woman School, January Donovan, or related affiliates or companies. GJ shall not be liable to any third-party, including but not limited to current and former students, in any way for any engagement, obligations, commitment, contract, representation, or transaction or for any act or omission of yours, except as provided herein or as specifically authorized in writing by GJ. You represent, and agree that you are solely responsible for the following:

  1. The operation of all business related to this Agreement and your work as a Woman School Strategist out of your own facilities of your own choosing. You will provide and pay for your own equipment and materials, including but not limited to: vehicle, telephone, office space, computer, printing services, marking pens, masking tape, flip charts, overheads, projectors, audiovisual, legal support and representation, marketing supplies, and business and/or client management resources and software 
  2. You are responsible for being incorporated or otherwise organized as a business entity with a state (e.g., a corporation or limited liability company) and with a Federal Employer Identification Number (“FEIN”) and to conduct all transactions by and through such business entity. 
  3. You are responsible for generating your own leads, prospects, and client database through your current experience, networking, and any other avenues accessible to you.
  4. Upon employing any individuals to perform services for your business, you are fully responsible for the acts or omissions of such employees and Agents. You are responsible for, and shall indemnify GJ for, any and all legal requirements, responsibilities, taxes, or liabilities associated with any employees and/or Agents engaged by you in connection with this Agreement.
  • Default. Any of the following events constitute a default under the terms of this Agreement:
  1. Failure to pay deposits, tuition, fees, or other agreed-upon payments. In the event that you do not pay deposits, tuition, annual renewal fee, or other agreed-upon payments in accordance with the payment terms, you will be provided with notice via e-mail of your breach and an opportunity to cure the breach by making all payments due and owing. After receiving notice, you will have 30 days to make all payments due and owing. 
  2. Strategist Misconduct. Strategist misconduct includes: defaming, abusing, harassing, stalking, threatening or otherwise violating the legal rights (such as rights of privacy and publicity) of others; publishing, posting, uploading, distributing, disseminating, or otherwise communicating any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information in connection with GJ or when acting as a Strategist; uploading or distributing files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer; falsifying or deleting any author attributions, legal, or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; harvest or otherwise collect information about others, including email addresses, without their consent; violating the Strategist Code of Conduct or other standards or guidelines applicable to Strategists and/or Students; or violating any applicable laws or regulations.
  3. Prohibited Solicitation. Soliciting or promoting other businesses on GJ/The Woman School platforms, including but not limited to, Strategist weekly meetings, open office hours, GJ/The Woman School Facebook private groups, without prior written consent. 
  4. Unauthorized account sharing. As set forth in paragraph 6.
  5. Failure to observe or perform the obligations, terms, and conditions contained in this Agreement. This includes all deadlines, confidentiality, and nondisparagement clauses contained herein.

4.1 Remedies in the Event of Default. In the event of any such Default, GJ may at its sole discretion and without notice elect any or all of the following remedies:

  1. Accelerate the entire remaining unpaid tuition, deposits, and fees and declare the same to be immediately due and payable. In this event, all remaining unpaid tuition, deposits, and fees shall become immediately due and payable, and shall be collectible immediately or at any time after such Default.
  2. Suspend your ability to attend and/or receive products and services related to the Woman School Masterclass, the Woman School Strategist Program, the Certification Program, and other programing offered by GJ. Any such suspension does not relieve you of your legal obligation to pay in full all tuition, deposits, fees, and other sums owed.
  3. Permanently decertify you as a Strategist, remove your status as an active Strategist, and restrict you from using Masterclass materials, membership portal, private group access, weekly strategist mastermind and carrying yourself out as a Woman School Strategist.
  4. Unless otherwise agreed to in writing, after 30 days of receiving notice of default (as stated in paragraph 4.a) a reactivation fee of $250 must be paid plus any outstanding fees in order to regain access and reactivate your Strategist status if approved by GJ in its sole discretion.
  • Third-Party Merchant Policies. All rules, policies (including privacy policies) and operating procedures of Merchants will apply to you while on such sites. We are not responsible for information provided by you to Merchants. We and the Merchants are independent contractors and neither party has authority to make any representations or commitments on behalf of the other.

  • Non Transferable. Your right to access the Woman School Masterclass and the Woman School Strategist Program is not transferable. Any password or right given to you to obtain information or documents is not transferable. If you use this Site, you are responsible for maintaining your account and password’s confidentiality and restricting access to your computer. You agree to accept responsibility for all activities that occur under your account or password. You acknowledge that we are not responsible for third-party access to your account resulting from theft or misappropriation of your account. We reserve the right to refuse or cancel service, terminate accounts, or remove or edit content at GJ’s sole discretion. Notwithstanding, the above, you may share GJ Programs with members of the same household who are 18 and under.

  • Ownership Rights and Proprietary Information. GJ and its affiliated entities own all rights, titles, and interests (including all intellectual property rights throughout the world) to any and all course materials, products, services, and information related to the Program. You agree that you will not make any Program materials available to the general public or any third party for sale, distribution, download, replication, translation, copying, file-sharing, or otherwise unless permitted by this Agreement or authorized in writing by GJ. You further agree that you will not share any login credentials or translate any Program materials into any language other than the language to which it was provided to you by GJ without GJ’s express written consent. Any violation of this may result in revocation of your certification, legal action or both by GJ.    

  • Intellectual Property. Except as authorized in paragraph 3.5, all current, pending, and future trademarks, service marks, trade names, logos, patents and copyrighted materials associated with the Program or contained in the Program materials, (the “GJ Intellectual Property“), are the property of GJ and/or its affiliated entities. You agree not to infringe upon the GJ Intellectual Property by, among other things, the following: (1) duplicating or creating material (including any derivative works) that is the same or substantially similar to the GJ Intellectual Property; (2) registering, creating or using trademarks, service marks or domain names that are the same or substantially similar to the GJ Intellectual Property; (3) using, manufacturing, or selling any product or service that infringes upon the GJ Intellectual Property; and (4) taking any action implies or appears to be an endorsement, partnership, or association with GJ to which it has not expressly consented. Any violation of this may result in revocation of your certification, legal action or both by GJ.    

  •  Consent to Use Likeness. You expressly grant GJ consent to capture, record, replicate, reproduce, publish and otherwise disseminate your name and likeness in any and all promotional, educational or other means derived from your attendance and participation in all, or any part of, the Strategist Training Requirement.

  • Program Participation at Your Own Risk. GJ does not guarantee that you will achieve any specific personal, professional or financial results by your participation in the Program. GJ also does not guarantee you will earn any specific amount of income as a result of your participation in the Program. GJ makes no promises, representations or warranties concerning the viability of any goals, aspirations or endeavors you may identify or choose to pursue during or as a result of your participation in the Program. You agree to participate in the Program at your own risk. Program information, services and products are used at your own risk. You are accountable for your own actions and choices.  

  • GJ Does Not Provide Medical/Professional Advice. The information, content, material, training, classes, and events we provide are not a substitute for the advice and treatment of a licensed healthcare professional. Not all methods are suited for everyone. Any recommendation for changes in diet, exercise, or sleep are entirely your responsibility and you should consult a physician prior to undergoing any changes regarding your diet, exercise, or sleep. You agree that you are voluntarily participating in any Masterclass, Strategist Program or other program offered by GJ. By participating in recommended activities and using GJ materials you assume all risks of injury, illness, or death.

GJ does not assume, and shall not have, any liability to you for injury or loss in connection with GJ Programing. GJ makes no representations or warranties and expressly disclaim any and all liability concerning any treatment or any action following the information offered or provided within or through the website. If you have specific concerns or a situation in which you require professional or medical advice, you should consult with an appropriately trained and qualified specialist, such as a licensed psychologist, physician, dietician, or other health professional. Never disregard the medical advice of a psychologist, physician, dietician, or other health professional, or delay in seeking such advice, because of the information offered or provided within or through a GJ Program.

  • Disclaimer of Warranties. GJ Programming and Materials are provided “as is” and without warranty of any kind, expressed or implied. To the fullest extent permitted by applicable law, we disclaim any and all warranties, expressed or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose and non-infringement. GJ does not warrant that the functions contained in any content (including, without limitation, user-generated content) will be uninterrupted or error-free, that defects will be corrected, or that the website or the servers that make such content available are free of viruses or other harmful components and you assume the entire cost of all necessary servicing, repair or correction of any of your equipment or software. GJ makes no representations or warranties regarding use, or the results of use, of any content, product or service contained on or offered, made available through, or otherwise related in any way to the website including, without limitation, any third party site or service linked to from the website (and specifically no representation or warranty of correctness, accuracy, completeness, reliability or safety). You hereby irrevocably and unconditionally waive any and all claims against us with respect to information, content and materials contained on the website (including, without limitation, user-generated content), on third party sites, and any information, content and materials you provide to or through any such third party sites (including, without limitation, credit card and other personal information). GJ strongly encourages you to make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any third party.

  • Limitation of Liability. GJ (as well as its members, employees, instructors, vendors, independent contractors, service professionals and affiliated entities) shall not be liable for any indirect, incidental, special or consequential damages of any nature (including but not limited to claims for personal injury, property damage, loss of revenue, profits) related to your participation in the Program. Under no circumstances shall GJ’s liability, if any, exceed the cost of the Program Tuition, which you agree would still provide a strong deterrent to negligence and other torts. You agree that this limitation of liability is clearly and unequivocally understood and intended by both Parties to limit the liability of GJ in relation concerning the terms and conditions of this Agreement. Moreover, this limitation has been equally bargained for by both Parties and you have had an opportunity to review the terms and conditions with an attorney of your choosing. 

  •  Indemnification. You will indemnify, hold harmless and defend GJ (as well as its members, employees, instructors, vendors, independent contractors, service professionals and affiliated entities) against any and all claims, expenses, costs, causes of action and damages (including those for personal injury, property damage and reasonable attorney’s fees) relating to your participation in the Program or for violation of this Agreement.

YOU ACKNOWLEDGE THAT YOU HAVE CAREFULLY READ THE ABOVE SECTIONS TITLED “WE DO NOT PROVIDE MEDICAL ADVICE” AND “DISCLAIMER OF WARRANTIES” AND THAT YOU FULLY UNDERSTAND THAT IT IS A RELEASE OF LIABILITY. YOU EXPRESSLY AGREE TO RELEASE AND DISCHARGE US FROM ANY AND ALL CLAIMS OR CAUSES OF ACTION AND YOU AGREE TO VOLUNTARILY GIVE UP AND IRREVOCABLY WAIVE AND RELEASE ANY RIGHT THAT YOU MAY OTHERWISE HAVE TO BRING A LEGAL ACTION AGAINST US FOR PERSONAL INJURY OR PROPERTY DAMAGE.

  • Nondisparagement. You agree not to disparage GJ either orally or in writing, nor shall you cause anyone to do so.  Furthermore, you agree not to publish, either orally or in writing, derogatory material about GJ through any third party, individual, or entity.   Furthermore, you agree that the foregoing non-disparagement provision constitutes a material term of this Agreement and that the breach of this provision will cause irreparable damage to GJ for which there may be no adequate remedy at law.  Accordingly, should you violate this provision, you agree that GJ shall have the right to seek injunctive relief and compensatory damages for each violation to the maximum extent permitted by law.
  • Confidentiality.  The terms of this Agreement shall be maintained in strict confidence, and shall not be disclosed to any persons, other than accountants, attorneys, agents, brokers, and representatives governed by evidentiary privileges unless ordered by a court or governmental agency of competent jurisdiction, or as may be required in filing tax returns. If you are subpoenaed by any government agency or in any litigation, action, or proceeding to disclose this Agreement or its terms, you must give GJ immediate written notice by mail and e-mail.
  • Modification. GJ may modify or amend any of the terms and conditions contained in this Agreement, at any time and by posting a change notice or a new version of the Agreement on the applicable Program website or by otherwise advising you of the amendment/modification. If any such amendment/modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Program following the posting of a change notice or a new version of this Agreement on the applicable Program website or following notice of the modification/amendment will constitute your binding acceptance of the new terms and conditions.

  • Assignment. You may not assign this Agreement (or any obligations under this Agreement without GJ’s prior written consent.

  • Governing Law; Class Action Waiver. This Agreement will be governed by, and construed in accordance with, the laws of the State of Florida, without reference to rules governing choice of laws. You irrevocably and unconditionally waive, to the fullest extent permitted by law, any right you may have to participate as a representative or member of any class of claimants in any class action lawsuit against GJ, or any of its affiliated entities, that relates to your participation in the Program.

  • Arbitration. Any dispute or claim arising out of or related to this Agreement, its performance, breach, or interpretation (including issues about its validity or enforceability), shall be resolved by binding arbitration before the American Arbitration Association (the “AAA”) with the appointment of a single arbitrator. The moving Party shall provide written notice by mail of its intent to seek arbitration 14 days before doing so. The AAA rules and procedures governing civil proceedings shall apply to the proceedings. Either Party may seek judicial relief to compel the other Party to comply with the provisions of this Section or otherwise seek applicable injunctive or equitable relief. The arbitration shall be held in Naples, Florida or nearest applicable location to Naples, FL. Both Parties hereby irrevocably consent to AAA arbitration in Naples, Florida, as well as the jurisdiction of the courts located in Naples, FL for injunctive, equitable relief and enforcement purposes. Any arbitration award shall be final, binding and non-appealable. All awards may be filed with one or more courts, state, federal or foreign, having jurisdiction over the Party against whom such award is rendered or its property.

  • Attorney’s Fees and Costs. In the event either Party resorts to legal action whether in arbitration or a court of law to enforce the terms of this agreement, the prevailing party shall be entitled to recover its attorney’s fees and costs. 

  • Legal Age.  You represent that you are of legal age to enter into this Agreement.

  • Notice. All notices required by this agreement must be made in accordance with the terms and conditions set forth herein. If a notice may be made by e-mail, the notice may be sent to [email protected]. If a notice is to be made via mail, the notice is to be sent to both of the following addresses:

Notices

The Woman School

PO Box 110914 

Naples, Florida 34108

Victor Bermudez, Esq. 

Lindsay & Allen, PLLC

13180 Livingston Rd, 

Suite 206

Naples, FL 34109

  • Miscellaneous Legal Terms. This Agreement shall be treated as though it were executed and performed in Collier County, Florida, and shall be governed by and construed in accordance with the laws of the State of Florida (without regard to conflict of law principles). All actions to enforce the terms of this agreement shall be subject to the limitations set forth in this Agreement, including the Arbitration and Attorney’s Fees and Costs clauses. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against either party. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that any term or condition contained in the Masterclass is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. GJ’s failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision. This Agreement, together with any invoices provided by GJ, constitutes the entire understanding of the Parties with respect to your participation in the Program you purchased. This Agreement, together with any invoices provided by GJ, revokes and supersedes all prior or contemporaneous agreements, communications, proposals or understandings, whether electronic, oral or written, between the Parties regarding your participation in the Program purchased.  Agreements relating to other programs remain in full force.

The following Terms and Conditions (the "Agreement") for participation in the Woman School Strategist Program, and all related courses, materials, websites, and associated programs (collectively referred to as the “Program”) sets forth the terms of the relationship between the Greatness Journey, LLC (“GJ”), and you as the prospective strategist ("you") as it relates to the Program. You and GJ may be referred to in this Agreement collectively as the "Parties" or individually as a "Party." You expressly agree to the terms of this Agreement by signing below. Read these terms carefully and keep a copy for your reference.

  1. The Woman School Strategist Program Tuition You agree to pay GJ the program deposit and tuition amount for the program you selected. You agree to make all payments by the deadlines listed above or contained in the terms herein. If applicable, you agree to pay extensions fees, Certification Program tuition, student enrollment fees, and/or Annual Renewal Fees if applicable and as set forth below.

    1.1 Payment Plans. GJ may offer various payment plans from time to time for attending the Woman School Strategist Program. The payment plans extending over six months may incur monthly interest as listed on the Checkout Page. If choosing a payment plan, the initial program deposit is due upon signing. All payment plans require a credit card or bank account on file.

    1.2 Satisfaction Guarantee. If within the first 30-days after being enrolled in the Woman School Strategist Program, you are not completely satisfied, just let us know and we’ll refund 100% of your tuition. You can receive a full refund by emailing [email protected] within the first 30 days. After 30-days, all deposits, tuition, fees, and other sums paid to GJ are deemed earned by GJ and non-refundable. Refunds may take up to 6 weeks to post to your account.

  2. Program and Certification. Immediately after making your deposit into the Woman School Strategist Program, you will be a “Woman School Strategist” and enrolled in the Art of Being a Woman Masterclass (“the “Masterclass”), a six-month program, with the ability to use the Masterclass in your strategist business immediately.

    2.1 Facilitator Strategist. Initially, you are considered a “Facilitator Strategist.” During this time you may utilize the training portal, onboard clients, and attend the weekly Strategist Mastermind. You are expected to complete the Masterclass as a student during the first six months, commencing on the first day of the month following your enrollment. As set forth below, you may extend this training period by six months upon payment of an extension fee of $250.00. The extension fee is a non-refundable, one-time accommodation for Program participants

    2.2 Certified Strategist. You must apply for a spot in the Strategist Certification Program within six months of making your deposit with the Woman School Strategist Program. Strategist Certification Programs are offered multiple times per year. Strategist Certification Program is included with your Strategist tuition. Before you can apply for the Strategist Certification Program, you must complete the Masterclass, coursework, and have fully paid tuition fees and deposits owed to GJ. Additional application qualifications are posted with the opening of the application period. Photocopies or photo proof of the Masterclass completion may be required. Upon completion of the Strategist Certification Program requirements, coursework, and graduation, you would be a “Certified Strategist” and be able to market yourself as such.

    2.3 Virtual and In-Person Events. From time to time, GJ may host live in-person or virtual events. Event admission pricing will be posted online. Additionally, you are responsible for paying for your own transportation, parking, accommodation and meals associated with attending any event.

  3. Working as Strategists. Becoming a Woman School Strategist does not create a franchise, partnership, or employer-employee relationship with GJ. GJ provides its Strategists with training, support, and certification utilizing its proprietary Program. Each Strategist is then responsible for running his or her own business, including marketing, obtaining students, and effectively working with them as they attend the Masterclass. Strategists are responsible for setting the pricing each student pays upon enrolling in the Masterclass facilitated by the Strategist. Self-study program pricing is independently set by GJ.

    3.1 Student Activation Fees. Once a Strategist enrolls a student in the Masterclass, GJ will provide the student with premium or limited membership access to the Woman School Masterclass in exchange for an activation fee. The Activation Fee is listed in the Strategists Compensation Plan with the most current version posted in the Strategist Membership Portal.

    3.2 Strategists Commissions. Strategists are eligible to receive commissions for enrolling students into a Self-Study Masterclass, or by referring others to the Woman School Strategist Program. The Strategist commissions are listed in the Strategists Compensation Plan with the most current version posted in the Strategist Membership Portal. GJ shall pay Contractor commissions/profits in the manner and at the rates established in the Strategists Compensation Plan. In view of the fact that the nature of the relationship of the Parties is that of an independent contractor, GJ will not withhold any taxes on funds payable to you pursuant to this Agreement, unless required by law to do so. Instead, you shall be solely responsible for and shall pay any and all taxes or fees based on any amounts payable under this Agreement, including without limitation, state and federal income taxes, FICA, unemployment compensation taxes, workers’ compensation taxes, and for other deductions for you or your Agents engaged in connection with this Agreement. GJ shall not be responsible for any costs or expenses you, your employees, and agents incur to perform the services related to this Agreement, including, without limitation, employee wages, insurance, taxes, and travel, meals, and lodging expenses.

    3.3 Advertising and Public Representations. Once a Strategist, you are authorized to advertise and hold yourself out to the public as a Woman School Strategist only while your Annual Certification Fee is paid in full and you are in active status with GJ. If all certifications are met, then you can advertise yourself as a “Certified Strategist” while your Annual Certification Fee is paid in full and you are in active status with GJ. Upon becoming a Strategist, GJ grants you a limited license to use its intellectual property in your business provided you do so in accordance with the terms this Agreement and for the sole purpose of referring or enrolling students in a GJ Program. For the avoidance of doubt, all content obtained through GJ is GJ’s property, and you are granted a revocable, non-transferable license for limited commercial use only, limited to you only for the purpose stated above. When advertising and/or holding yourself out to the public, you may not represent, imply, allude to or otherwise create the impression that you are an employee, officer, or representative of GJ.

    3.4 Independent Contractor Status. Once a Strategist eligible to receive commissions, your relationship with GJ is that of an independent contractor, on a non-exclusive basis, on the terms and conditions set forth in this Agreement. You are not an employee, partner, or joint-venturer of GJ, and no person employed or engaged by you in connection with the Masterclass, the Woman School, or GJ (your “Agents”), shall be considered an employee, partner, or joint-venturer of GJ. The nature of the relationship of you and GJ will be that of an independent contractor and you are responsible for your own actions and those of your Agents that you choose to employ or engage. You agree that you shall not represent yourself, or any of your Agents, as employees of GJ. Neither you nor any of your Agents shall be eligible for, entitled to, or participate in, any of GJ’s employee compensation, pension, health, or other benefit plans.

    Subject to the terms and conditions of this Agreement, You shall have exclusive control over the manner in which you conduct your business. The hours you devote to the performance of services on any given day shall be entirely within your control. You are not authorized to assume or create any obligation or responsibility, including but not limited to, contractual obligations and obligations based on warranties or guarantees, on behalf of or in the name of GJ, the Woman School, January Donovan, or related affiliates or companies. GJ shall not be liable to any third-party, including but not limited to current and former students, in any way for any engagement, obligations, commitment, contract, representation, or transaction or for any act or omission of yours, except as provided herein or as specifically authorized in writing by GJ. You represent, and agree that you are solely responsible for the following:

    1. The operation of all business related to this Agreement and your work as a Woman School Strategist out of your own facilities of your own choosing. You will provide and pay for your own equipment and materials, including but not limited to: vehicle, telephone, office space, computer, printing services, marking pens, masking tape, flip charts, overheads, projectors, audiovisual, legal support and representation, marketing supplies, and business and/or client management resources and software

    2. You are responsible for being incorporated or otherwise organized as a business entity with a state (e.g., a corporation or limited liability company) and with a Federal Employer Identification Number (“FEIN”) and to conduct all transactions by and through such business entity.

    3. You are responsible for generating your own leads, prospects, and client database through your current experience, networking, and any other avenues accessible to you.

    4. Upon employing any individuals to perform services for your business, you are fully responsible for the acts or omissions of such employees and Agents. You are responsible for, and shall indemnify GJ for, any and all legal requirements, responsibilities, taxes, or liabilities associated with any employees and/or Agents engaged by you in connection with this Agreement.

  4. Default. Any of the following events constitute a default under the terms of this Agreement:

    1. Failure to pay deposits, tuition, fees, or other agreed-upon payments. In the event that you do not pay your tuition in accordance with the agreed-upon payment terms, you will be provided with notice via e-mail of your breach and an opportunity to cure the breach by making all payments due and owing. After receiving notice, you will have 30 days to make all payments due and owing.

    2. Strategist Misconduct. This includes: defaming, abusing, harassing, stalking, threatening or otherwise violating the legal rights (such as rights of privacy and publicity) of others; publishing, posting, uploading, distributing, disseminating, or otherwise communicating any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information in connection with GJ or when acting as a Strategist; uploading or distributing files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer; falsifying or deleting any author attributions, legal, or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; harvest or otherwise collect information about others, including email addresses, without their consent; violating the Strategist Code of Conduct or other guidelines applicable to Strategists and/or Students; or violating any applicable laws or regulations.

    3. Unauthorized account sharing. As set forth in paragraph 6.

    4. Failure to observe or perform the obligations, terms, and conditions contained in this Agreement. This includes all deadlines, confidentiality, and nondisparagement clauses contained herein.

    4.1 Remedies in the Event of Default. In the event of any such Default, GJ may at its sole discretion and without notice elect any or all of the following remedies:

    1. Accelerate the entire remaining unpaid tuition, deposits, and fees and declare same to be immediately due and payable. In this event, all remaining unpaid tuition, deposits, and fees shall become immediately due and payable, and shall be collectible immediately or at any time after such Default.

    2. Suspend your ability to attend and/or receive products and services related to the Woman School Master Class, the Woman School Strategist Program, the Certification Program, and other programing offered by GJ. Any such suspension does not relieve you of your legal obligation to pay in full all tuition, deposits, fees, and other sums owed.

    3. Permanently decertify you as a Strategist, remove your status as an active Strategist, and restrict you from using Masterclass materials, membership portal, private group access, and carrying yourself out as a Woman School Strategist.

  5. Third-Party Merchant Policies. All rules, policies (including privacy policies) and operating procedures of Merchants will apply to you while on such sites. We are not responsible for information provided by you to Merchants. We and the Merchants are independent contractors and neither party has authority to make any representations or commitments on behalf of the other.

  6. Nontransferable. Your right to access the Woman School Masterclass and the Woman School Strategist Program is not transferable. Any password or right given to you to obtain information or documents is not transferable. If you use this Site, you are responsible for maintaining your account and password's confidentiality and restricting access to your computer. You agree to accept responsibility for all activities that occur under your account or password. You acknowledge that we are not responsible for third-party access to your account resulting from theft or misappropriation of your account. We reserve the right to refuse or cancel service, terminate accounts, or remove or edit content at our sole discretion. Notwithstanding, the above, you may share GJ Programs with members of the same household who are 18 and under.

  7. Ownership Rights and Proprietary Information. GJ and its affiliated entities own all rights, titles, and interests (including all intellectual property rights throughout the world) to any and all course materials, products, services, and information related to the Program. You agree that you will not make any Program materials available to the general public or any third party for sale, distribution, download, replication, translation, copying, file-sharing, or otherwise unless permitted by this Agreement or authorized in writing by GJ. You further agree that you will not share any login credentials or translate any Program materials into any language other than the language to which it was provided to you by GJ without GJ’s express written consent. Any violation of this may result in revocation of your certification, legal action or both by GJ.

  8. Intellectual Property. Except as authorized in paragraph 3.3, all current, pending, and future trademarks, service marks, trade names, logos, patents and copyrighted materials associated with the Program or contained in the Program materials, (the “GJ Intellectual Property“), are the property of GJ and/or its affiliated entities. You agree not to infringe upon the GJ Intellectual Property by, among other things, the following: (1) duplicating or creating material (including any derivative works) that is the same or substantially similar to the GJ Intellectual Property; (2) registering, creating or using trademarks, service marks or domain names that are the same or substantially similar to the GJ Intellectual Property; (3) using, manufacturing, or selling any product or service that infringes upon the GJ Intellectual Property; and (4) taking any action implies or appears to be an endorsement, partnership, or association with GJ to which it has not expressly consented. Any violation of this may result in revocation of your certification, legal action or both by GJ.

  9. Consent to Use Likeness. You expressly grant GJ consent to capture, record, replicate, reproduce, publish and otherwise disseminate your name and likeness in any and all promotional, educational or other means derived from your attendance and participation in all, or any part of, the Strategist Training Requirement.

  10. Program Participation at Your Own Risk. GJ does not guarantee that you will achieve any specific personal, professional or financial results by your participation in the Program. GJ also does not guarantee you will earn any specific amount of income as a result of your participation in the Program. GJ makes no promises, representations or warranties concerning the viability of any goals, aspirations or endeavors you may identify or choose to pursue during or as a result of your participation in the Program. You agree to participate in the Program at your own risk. Program information, services and products are used at your own risk. You are accountable for your own actions and choices.

  11. GJ Does Not Provide Medical/Professional Advice. The information, content, material, training, classes, and events we provide are not a substitute for the advice and treatment of a licensed health care professional. Not all methods are suited for everyone. Any recommendation for changes in diet, exercise, or sleep are entirely your responsibility and you should consult a physician prior to undergoing any changes regarding your diet, exercise, or sleep. You agree that you are voluntarily participating in any Masterclass, Strategist Program or other program offered by GJ. By participating in recommended activities and using GJ materials you assume all risks of injury, illness, or death.

    GJ does not assume, and shall not have, any liability to you for injury or loss in connection with our Programing. GJ makes no representations or warranties and expressly disclaim any and all liability concerning any treatment or any action following the information offered or provided within or through the website. If you have specific concerns or a situation in which you require professional or medical advice, you should consult with an appropriately trained and qualified specialist, such as a licensed psychologist, physician, dietician, or other health professional. Never disregard the medical advice of a psychologist, physician, dietician, or other health professional, or delay in seeking such advice, because of the information offered or provided within or through our Program.

  12. Disclaimer of Warranties. Our Programing and Materials are provided “as is” and without warranty of any kind, expressed or implied. To the fullest extent permitted by applicable law, we disclaim any and all warranties, expressed or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose and non-infringement. GJ does not warrant that the functions contained in any content (including, without limitation, user-generated content) will be uninterrupted or error-free, that defects will be corrected, or that the website or the servers that make such content available are free of viruses or other harmful components and you assume the entire cost of all necessary servicing, repair or correction of any of your equipment or software. GJ makes no representations or warranties regarding use, or the results of use, of any content, product or service contained on or offered, made available through, or otherwise related in any way to the website including, without limitation, any third party site or service linked to from the website (and specifically no representation or warranty of correctness, accuracy, completeness, reliability or safety). You hereby irrevocably and unconditionally waive any and all claims against us with respect to information, content and materials contained on the website (including, without limitation, user-generated content), on third party sites, and any information, content and materials you provide to or through any such third party sites (including, without limitation, credit card and other personal information). GJ strongly encourages you to make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any third party.

  13. Limitation of Liability. GJ (as well as its members, employees, instructors, vendors, independent contractors, service professionals and affiliated entities) shall not be liable for any indirect, incidental, special or consequential damages of any nature (including but not limited to claims for personal injury, property damage, loss of revenue, profits) related to your participation in the Program. Under no circumstances shall GJ’s liability, if any, exceed the cost Program Tuition, which you agree would still provide a strong deterrent to negligence and other torts. You agree that this limitation of liability has is clearly and unequivocally understood and intended by both Parties to limit the liability of GJ in relation concerning the terms and conditions of this Agreement. Moreover, this limitation has been equally bargained for by both Parties and you have had an opportunity to review the terms and conditions with an attorney of your choosing.

  14. Indemnification. You will indemnify, hold harmless and defend GJ (as well as its members, employees, instructors, vendors, independent contractors, service professionals and affiliated entities) against any and all claims, expenses, costs, causes of action and damages (including those for personal injury, property damage and reasonable attorney’s fees) relating to your participation in the Program or for violation of this Agreement.

    YOU ACKNOWLEDGE THAT YOU HAVE CAREFULLY READ THE ABOVE SECTIONS TITLED “WE DO NOT PROVIDE MEDICAL ADVICE” AND “DISCLAIMER OF WARRANTIES” AND THAT YOU FULLY UNDERSTAND THAT IT IS A RELEASE OF LIABILITY. YOU EXPRESSLY AGREE TO RELEASE AND DISCHARGE US FROM ANY AND ALL CLAIMS OR CAUSES OF ACTION AND YOU AGREE TO VOLUNTARILY GIVE UP AND IRREVOCABLY WAIVE AND RELEASE ANY RIGHT THAT YOU MAY OTHERWISE HAVE TO BRING A LEGAL ACTION AGAINST US FOR PERSONAL INJURY OR PROPERTY DAMAGE.

  15. Nondisparagement. You agree not to disparage GJ either orally or in writing, nor shall you cause anyone to do so. Furthermore, you agree not to publish, either orally or in writing, derogatory material about GJ through any third party, individual, or entity. Furthermore, you agree that the foregoing non-disparagement provision constitutes a material term of this Agreement and that the breach of this provision will cause irreparable damage to GJ for which there may be no adequate remedy at law. Accordingly, should you violate this provision, you agree that GJ shall have the right to seek injunctive relief and compensatory damages for each violation to the maximum extent permitted by law.

  16. Confidentiality. The terms of this Agreement shall be maintained in strict confidence, and shall not be disclosed to any persons, other than accountants, attorneys, agents, brokers, and representatives governed by evidentiary privileges unless ordered by a court or governmental agency of competent jurisdiction, or as may be required in filing tax returns. If you are subpoenaed by any government agency or in any litigation, action, or proceeding to disclose this Agreement or its terms, you must give GJ immediate written notice by mail and e-mail.

  17. Modification. GJ may modify or amend any of the terms and conditions contained in this Agreement, at any time and by posting a change notice or a new version of the Agreement on the applicable Program website or by otherwise advising you of the amendment/modification. If any such amendment/modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Program following the posting of a change notice or a new version of this Agreement on the applicable Program website or following notice of the modification/amendment will constitute your binding acceptance of the new terms and conditions.

  18. Assignment. You may not assign this Agreement (or any obligations under this Agreement without GJ’s prior written consent.

  19. Governing Law; Class Action Waiver. This Agreement will be governed by, and construed in accordance with, the laws of the State of Florida, without reference to rules governing choice of laws. You irrevocably and unconditionally waive, to the fullest extent permitted by law, any right you may have to participate as a representative or member of any class of claimants in any class action lawsuit against GJ, or any of its affiliated entities, that relates to your participation in the Program.

  20. Arbitration. Any dispute or claim arising out of or related to this Agreement, its performance, breach, or interpretation (including issues about its validity or enforceability), shall be resolved by binding arbitration before the American Arbitration Association (the “AAA”) with the appointment of a single arbitrator. The moving Party shall provide written notice by mail of its intent to seek arbitration 14 days before doing so. The AAA rules and procedures governing civil proceedings shall apply to the proceedings. Either Party may seek judicial relief to compel the other Party to comply with the provisions of this Section or otherwise seek applicable injunctive or equitable relief. The arbitration shall be held in Naples, Florida or nearest applicable location to Naples, FL. Both Parties hereby irrevocably consent to AAA arbitration in Naples, Florida, as well as the jurisdiction of the courts located in Naples, FL for injunctive, equitable relief and enforcement purposes. Any arbitration award shall be final, binding and non-appealable. All awards may be filed with one or more courts, state, federal or foreign, having jurisdiction over the Party against whom such award is rendered or its property.

  21. Attorney’s Fees and Costs. In the event either Party resorts to legal action whether in arbitration or a court of law to enforce the terms of this agreement, the prevailing party shall be entitled to recover its attorney’s fees and costs.

  22. Legal Age. You represent that you are of legal age to enter into this Agreement.

  23. Notice. All notices required by this agreement must be made in accordance with the terms and conditions set forth herein. If a notice may be made by e-mail, the notice may be sent to [email protected]. If a notice is to be made via mail, the notice is to be sent to both of the following addresses:

    Notices                     Victor Bermudez, Esq.
    The Woman School            Lindsay & Allen, PLLC
    PO Box 110914               13180 Livingston Rd,
    Naples, Florida 34108       Suite 206
                                Naples, FL 34109
    
  24. Miscellaneous Legal Terms. This Agreement shall be treated as though it were executed and performed in Collier County, Florida, and shall be governed by and construed in accordance with the laws of the State of Florida (without regard to conflict of law principles). All actions to enforce the terms of this agreement shall be subject to the limitations set forth in this Agreement, including the Arbitration and Attorney’s Fees and Costs clauses. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against either party. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that any term or condition contained in the Masterclass is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Our failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision. This Agreement, together with any invoices provided by GJ, constitutes the entire understanding of the Parties with respect to your participation in the Program you purchased. This Agreement, together with any invoices provided by GJ, revokes and supersedes all prior or contemporaneous agreements, communications, proposals or understandings, whether electronic, oral or written, between the Parties regarding your participation in the Program purchased. Agreements relating to other programs remain in full force.