TERMS OF PURCHASE 

THIS AGREEMENT is for an arrangement of business education, consulting, and/or business coaching between CRYSTAL GIRGENTI COACHING, LLC (the “Company”), a company organized and existing under the laws of the state of Connecticut, USA, with its principal place of business located at 21 Clearview Drive, New Milford, CT 06776 and the purchaser (the “Client”).

Whereas, Client is desirous of engaging Company’s services for business coaching and/or personal development, and in order to do so and in consideration for the mutual covenants contained herein, the Parties agree to the following:

(1) COMPANY’S SERVICES. Upon execution of this Agreement, the Company agrees to render services related to education, business coaching, personal development consulting, and/or success-mindset-coaching as more specifically delineated in Exhibit “A” of this Agreement (the “Program”). The scope of services rendered by Company pursuant to this contract shall be solely limited to those contained therein.

LIMITATIONS. Dates and venues are subject to change at Company’s sole discretion. Also, specific seminar/events may be substituted at the Company’s sole discretion. In some cases, such substitutions may result in an addition of the value provided to Client; but not a reduction of value provided to Client.

(1) PAYMENT TERMS. Parties agree that the services to be rendered are in the nature of business education and consulting. Client has independently evaluated its ability to pay the Fee with Client’s independent consultants, in light of Client’s financial position and circumstances, and verifies that it is able to pay the Fee and will not be unduly burdened by payment of the Fee. Upon execution of this Agreement, Client shall be responsible for the full extent of the Fee, regardless of whether Client completes the full extent of services offered by Company, except as specified in Paragraphs 13, Termination. Company shall not be obligated to invoice Client for payments at any time during this Agreement. Company will provide Client with payment receipts that will be sent via email to the email address of record. Client’s acceptance of this agreement comprises Client’s authorization for all charges set forth in this Agreement on the dates set forth herein. In the event that Client terminates services prior to the completion of the services, Client shall be responsible for the entire Fee set forth herein. Upon execution of this agreement, all payments towards the Fee shall be collectable and non-refundable on the dates set forth herein.

 

(2) CHARGEBACKS AND PAYMENT SECURITY. To the extent that Client provides Company with Credit-Card(s) information for payment on Client’s account, Company shall be authorized to charge Client’s Credit-Card(s) for any unpaid charges on the dates set forth herein. If client uses a multiple-payment plan to make payments to Company, Company shall be authorized to make all charges at the time they are due and not require separate authorization in order to do so. Client shall not make any chargebacks to Company’s account, or cancel the credit card that is provided as security without Company’s prior written consent. Client is responsible for any fees associated with recouping payment on chargebacks and any collection fees associated therewith. Client shall not change any of the credit card information provided to Company without notifying Company in advance.

(3) LATE FEES. Company shall charge a 2% (two-percent) late penalty to all balances that are not paid in a timely manner by Client. If Client’s account is beyond 30-days overdue, Company reserves the right to turn over the account to collections. Upon the decline of Client’s scheduled payment, Company will contact Client in attempt to resolve the defaulted payment. Company will simultaneously send Client three emails notifying Client that Client’s payment has declined and attempt to telephone Client and leave a voicemail message if necessary. If Client does not rectify the condition in 10 business days, Company will send a physical notice to the address on file by Certified Mail. If, after 20 business days, the default is not rectified, Company will terminate all services and send one final notification via email to Client that the account is being turned over to a collection agency. Client will be responsible for the full extent of the Fee and any charges from Company to the collection agency.

(4) NO RESALE OF SERVICES PERMITTED. Client agrees not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Program (including course materials and process), use of the Program, or access to the Program. This agreement is not transferrable or assignable without the Company’s prior written consent.

(5) NO TRANSFER OF INTELLECTUAL PROPERTY. Company’s copyrighted and original materials shall be provided to the Client for his/her individual use only and a single-user license. Client shall not be authorized to use any of Company’s intellectual property (trademarks CRYSTAL GIRGENTI COACHING, LLC, Crystal Girgenti, etc) for Client’s business purposes. Client shall not be authorized to share, copy, distribute, or otherwise disseminate any materials received from Company electronically or otherwise without the prior written consent of the Company. All intellectual property, including Company’s copyrighted course materials, shall remain the sole property of the Company. No license to sell, distribute or re-teach Company’s materials is granted or implied.

(6) GRANT OF PUBLICITY RIGHT. Client herby represents and warrants that it has the power and authority to grant, and hereby grants to Crystal Girgenti and/or CRYSTAL GIRGENTI COACHING, LLC, an exclusive worldwide license and right to publicize, market, display, or otherwise disclose any information including results from services performed, such as case studies, and to use Client’s name, trademark, and/or service marks on Company’s website or that of any of its subsidiaries. Crystal Girgenti may also feature Client’s use of services in tradeshows, industry forums, marketing collateral or any other medium promoting the use of the same, and develop a press release announcing client relationship with Crystal Girgenti.

(7) LIMITATION OF LIABILITY. By using Company’s services and enrolling in the Program, Client releases

Company, officers, employers, employees, independent contractors, directors, related entities, trustees, affiliates, and successors from any and all damages that may result from anything and everything. The Program is only an educational and/or coaching service being provided. Client accepts any and all risks, foreseeable or unforeseeable [Including health and medical], arising from these transaction(s).

 

Regardless of the previous paragraph, if Company is found to be liable, Company’s liability to Client or to any third party is limited to the lesser of (a) the total fees Client paid to Company in the one month prior to the action giving rise to the liability, and (b) $1,000. All claims against Company must be lodged with the entity having jurisdiction within 100-days of the date of the first claim or otherwise be forfeited forever.

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. Client agrees that use of Company’s services and enrollment in this Program is at Client’s own risk.

(8) DISCLAIMER OF GUARANTEE. Client accepts and agrees that she/he is 100% responsible for her/his progress and results from the Program. Client accepts and agrees that she/he is the one vital element to the Program’s success and that Company cannot control Client and/or Client’s participation. Client commits to accepting assignments/exercises/sessions presented by Company and, to the extent that assignments/exercises/sessions require group participation, participating fully for the benefit of all members. If client is unwilling/unable to participate in exercises/assignments/sessions, the contract is terminable at Company’s option without recourse or refund of any kind.

Company makes no representations or guarantees verbally or in writing regarding performance of this Agreement other than those specifically enumerated herein. Client accepts that, because of the nature of Company’s services and extent of clients’ participation in Company’s exercise(s)/recommendation(s), the results experienced by clients significantly vary. Client’s accepts responsibility for such variance.

Company and its affiliates disclaim the implied warranties of titles, merchantability, and fitness for a particular purpose.

Company is not responsible for any decisions made by Client as a result of the Services, or as a result of the Program, or of any consequences of those decisions.

(9) COURSE RULES. Client agrees to abide by all instructions/assignments issued by Crystal Girgenti and/or other instructors and advisors. To the extent that Client fails to complete such instructions/assignments in the time allotted, Company reserves the right, at Company’s sole discretion, to terminate further coaching sessions/calls unless and until such instructions/assignments are completed. Terminated coaching sessions/calls because of non-performance by Client shall not be refundable. To the extent that Client interacts with Company staff and/or other Company clients, Client agrees to at all times behave professionally, courteously, and respectfully with staff and clients. To the extent that Client attends Company’s seminars/workshops, Client shall not solicit (or distribute marketing materials to) other attendees of Company’s seminars. Client agrees to abide by any Course Rules/Regulations presented by Company. The failure to abide by course rules shall be cause for termination of this Agreement. In the event of such termination, Client shall not be entitled to recoup any amounts paid and shall remain responsible for all outstanding amounts of the Fee.

(10) NO SUBSTITUTE FOR MEDICAL TREATMENT. Client agrees to be mindful of his/her own wellbeing during the Program and seek medical treatment (including, but not limited to psychotherapy), if needed. Company does not provide medical, therapy, or psychotherapy services. Company is not responsible for any decisions made by Client as a result of the coaching and/or any consequences thereof.

(11) TERMINATION. The Parties agree that in the event that either party dies or becomes incapacitated (in other words, physically or mentally unable to complete the coaching relationship), this Agreement will automatically terminate and all obligations by either party shall terminate with the Agreement, except for those under Paragraphs 15, 16 and 17 (Confidentiality, Non-Disparagement, Indemnification). In particular, that means that the Client will not be obligated to continue making payments under the terms of this Agreement beyond what has already been paid up to the date of termination and understands that no refunds will be issued to Client for funds received prior to the date of termination.

(12) CONFIDENTIALITY. Confidential Information includes, but is not limited to, information disclosed in connection with this Agreement, and shall not include information that: (a) is now or subsequently becomes generally available to the public; (b) the Company or Client had rightfully in its possession prior to disclosure by the disclosing party; (c) the Company or Client rightfully obtains from a third party. Company agrees not to disclose, reveal or make use of any Confidential Information learned of through its transactions with Client, during discussion with Client, through the Program, or otherwise, without the verbal consent of Client. Company shall keep the Confidential Information of the Client in strictest confidence and shall use its best efforts to safeguard the Client’s Confidential Information and to protect it against disclosure, misuse, espionage, loss and theft.

To the extent that Client participates in group-coaching programs or interacts with other clients, Client agrees information received by Client about other clients business or personal matters shall be considered Confidential Information and not be disclosed with the prior written consent of the disclosing party.

(13) NON-DISPARAGEMENT. In the event that a dispute arises between the Parties, the Parties agree and accept that the only venue for resolving such a dispute shall be in the venue set forth hereinbelow. In the event of a dispute between the Parties, the parties agree that they neither will engage in any conduct or communications, public or private, designed to disparage the other.

(14) INDEMNIFICATION. Client shall defend, indemnify, and hold harmless Company, Company’s officers, employers, employees, directors, independent contractors, related entities, trustees, affiliates, and successors 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. Company 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.

(15) CONTROLLING AGREEMENT. In the event of any conflict between the provisions contained in this Contract and any marketing materials used by Company, Company’s representatives, or employees, the provisions in this Agreement shall be controlling.

(16) CHOICE OF LAW/VENUE. This Agreement shall be governed by and construed in accordance with the laws of the Connecticut, Litchfield County without giving effect to any principles or conflicts of law. The parties hereto agree to submit any dispute or controversy arising out of or relating to this Agreement to arbitration in the state of Connecticut, Litchfield County pursuant to the rules of the American Arbitration Association, which arbitration shall be binding upon the parties and their successors in interest. The prevailing party is entitled to be reimbursed for all reasonable legal fees from the non-prevailing party in order to enforce the provisions of this Agreement.

(17) ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties pertaining to the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations and understandings, oral or written. This Agreement may be modified only by an instrument in writing duly executed by both parties.

(18) SURVIVABILITY. The ownership, non-circumvention, non-disparagement, proprietary rights, and confidentiality provisions, and any provisions relating to payment of sums owed set forth in this Agreement, and any other provisions that by their sense and context the parties intend to have survive, shall survive the termination of this Agreement for any reason.

(19) SEVERABILITY. If any of the provisions contained in this Agreement, or any part of them, is hereafter construed to be invalid or unenforceable, the same shall not affect the remainder of such provision or any other provision contained herein, which shall be given full effect regardless of the invalid provision or part thereof.

 

Purchasing a product requires agreement to these terms and shall constitute a legal and binding instrument. By purchasing a product/program, the Client warrants that they have complete authority to enter into THIS AGREEMENT.

In consideration of my approved attendance any program events or intensives (“Meeting(s)”), I hereby acknowledge:

1. I understand my individual audio/video recording is NOT permitted in the Meeting via digital camera or phone/recording devices.

2. I understand that there can be no assurance that any prior successes, or past results in income earnings, can be used as an indication of my future success or results. I acknowledge monetary and income results are based on many factors. Company does not guarantee or imply that I will get rich, that I will do as well, or that I will make any money at all, especially if I do not do the work that’s asked of me or I ignore any other advice presented to me. Company’s services may have unknown risks involved, and are not suitable for everyone. Making decisions based on any information presented in Company’s products, services, or web site, should be done only with the knowledge that you could make no money at all. All products and services by Company are for educational and informational purposes only. I agree that I am solely responsible for doing my own due diligence when it comes to making business decisions and all information, products, and services that have been provided should be independently verified by my own qualified professionals including checking with my accountant, lawyer or professional advisor, before acting on this or any information. Company’s information, products, and services should be carefully considered and evaluated, before reaching a business decision, on whether to rely on them. I agree that Company is not responsible for the success or failure of my business decisions relating to any information presented by Company, or Company’s products or services.

3. I understand and acknowledge that this Release discharges Company from any liability or claim that I may have against Company (or its sub-contractors) with respect to bodily injury, personal injury, illness, death, or property damage that may result from attending any Meeting.

4. COPYRIGHT AND CONFIDENTIALITY NOTICE: The materials and resources used in this program are the confidential and exclusive copyright and proprietary intellectual property of CRYSTAL GIRGENTI COACHING, LLC (“Company”). These materials are provided to you by Company and solely intended for your personal use as a Participant (“Client”). No part of these documents and/or resources can be stored, reproduced or transmitted in any form or by any means (electronic, photographic, mechanical, or any other medium), recorded, translated, or used to produce any derivative works without the explicit written permission of Company, under signature. Any violation or display of the likelihood of violating, any of your agreements contained in this paragraph, entitles Company to injunctive relief to prohibit any such violations.

5. CHOICE OF LAW/VENUE. This Agreement shall be governed by and construed in accordance with the laws of the State of Connecticut without giving effect to any principles or conflicts of law. The parties hereto agree to submit any dispute or controversy arising out of or relating to this Agreement to arbitration in the state of Connecticut, Litchfield County pursuant to the rules of the American Arbitration Association, which arbitration shall be binding upon the parties and their successors in interest. The prevailing party is entitled to be reimbursed for all reasonable legal fees from the non-prevailing party in order to enforce the provisions of this Agreement.

Crystal Girgenti Coaching, LLC can not and does not make any guarantees about your ability to get results or earn any money with our ideas, information, tools, or strategies.

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