SERVICE AGREEMENT
This Agreement is between the You (“Student”) and Clothier Coaching (DBA King Brothers Clothiers) (“Company”) (collectively the “Parties”, or in the singular “Party”), for the purpose of Student purchasing (one-time payment) and participating in the Company’s program (the “Million Dollar Manual” - MDM). This Agreement shall become effective upon the date of Student completing the checkout process.
1. Scope of Program
As part of the program, Company shall provide the following to Student:
• Access to MDM content within program hosted on Kajabi
2. Refund Policy
All sales are final and no refunds are offered.
3. Personal Information
By participating in the Membership, Student will be asked to register with the hosting platform to receive access to materials. Student shall select a username and password and may be asked to provide further personal information. Student agrees to allow Company access to this personal information for all lawful purposes. Student is responsible for the accuracy of the identifying information, maintaining the safety and security of its identifying information, and updating Company on any changes to its identifying information.
The billing information provided to Company by Student will be kept secure and is subject to the same confidentiality and accuracy requirements as Student’s identifying information indicated above. Providing false or inaccurate information, or using MDM for fraud or unlawful activity, is grounds for immediate removal.
4. Copyright & Intellectual Property
All MDM materials, documents, Facebook posts/comments/replies, emails, blogs, digital files, paper documents, and any other work created by Company in relation to this Agreement is the exclusive and sole property of Company and are protected by United States Copyright Laws (USC Title 17). Student hereby agrees that Company’s Membership and accompanying content is owned by King Brothers Clothiers and is not to be used for purposes beyond Student implementation. Student is granted a single-use, non-exclusive, non-transferable, revocable license to access and use the MDM content and resources. Student shall not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found in MDM. Violations of this federal law will be subject to its civil and criminal penalties.
5. Service Location
Both Parties agree and understand that the MDM platform, Facebook Group, and additional services to be provided under this Agreement shall be performed virtually.
6. Confidentiality
Student shall not (i) disclose to any third-party any details regarding the business of the Company, including, without limitation its MDM materials, downloads, outlines, coaching methods, customers, the prices it obtains, the prices at which it sells products and programs, its manner of operation, its plans, its coaching strategies, any of the Company’s trade secrets or any other information pertaining to the business of the Company (the “Confidential Information”), (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Company, or (iii) use Confidential Information other than solely for the benefit of the Company.
7. Assumption of Risk Using Online Platform
Student agrees that their participation in MDM is at its own risk. Company does not assume or accept responsibility for the security of Student’s account or content. Student agrees that their participation in the creation of an online account is at their own risk. In the event a breach of security has occurred, Company will notify Student pursuant to all laws and regulations.
8. Indemnification
Student hereby agrees to indemnify and hold harmless Company and its officers, directors, employees, consultants, contractors, and agents from and against any and all losses, damages, liabilities, expenses and costs, including reasonable legal expenses and attorneys’ fees, as a result of any claim, demand, action or other legal proceeding by any third-party to the extent such losses arise directly or indirectly out of activities performed by Company pursuant to this Agreement, except to the extent such losses result from the gross negligence or willful misconduct of Company.
9. Maximum Damages
The sole remedy for any actions or claims by Student shall be limited to a refund, the maximum amount not to exceed the total monies paid by Student under this Agreement.
10. Limitation of Liability
In no event shall Company be liable under this Agreement to Student or any other third-party for consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, arising out of, relating to, or in connection with any breach of this Agreement, regardless of (a) whether such damages were foreseeable, (b) whether or not Student was advised of such damages, and (c) the legal or equitable theory (contract, tort, or otherwise) upon which the claim is based.
11. Professional Disclaimer
The Membership and additional services provided by Company according to this Agreement are for informational purposes only. Student acknowledges and agrees that any information posted in the MDM, MDM materials, or Facebook group is not intended to be legal advice, medical advice, financial advice, therapeutic advice, or other professional advice, and no fiduciary relationship has been created between Company and Student.
12. No Guarantees
Company does not make any guarantees as to the results, including financial or other personal gains, of any services provided. Student agrees to take responsibility for Student’s own results.
13. Release & Reasonable Expectations
Student has spent a satisfactory amount of time reviewing Company’s business and has a reasonable expectation that Company’s services throughout the Membership program will produce different outcomes and results for each Student. Student understands and agrees that:
- Every Student and final result is different.
- MDM content is intended for a mass audience and that Company will use its best efforts to create favorable experiences to each Student depending on their business and personal needs, but that no 1-on-1 services are expected or guaranteed under this Agreement.
- Dissatisfaction with Company’s (or any of its agents’) independent judgment or coaching/mentoring style within the MDM and in accompanying online platforms are not valid reasons for termination of this Agreement or request of any monies returned.
14. Spam Policy
Student is strictly prohibited from using the MDM and MDM materials for illegal spam activities, including, but not limited to, gathering contacts, email addresses, or other personal information from fellow students and distributing such information to third-parties or sending any mass commercial emails.
15. Sales Tax
Should any sale and/or use tax be imposed on any part of this Agreement, such tax shall be collected from Students and remitted by Company. All sales tax will be included on invoices and/or the checkout process through the Company’s online payment platform.
16. Entire Agreement
This is a binding Agreement that incorporates the entire understanding of the Parties, supersedes any other written or oral agreements between the Parties, and any modifications must be in writing, signed by both Parties, and physically attached to the original agreement.
17. Venue & Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota including all matters of construction, validity, performance, and enforcement and without giving effect to the principles of conflict of laws. The Parties agree that any dispute or lawsuit arising out of, or concerning, this Agreement that is not first resolved by arbitration shall be resolved exclusively in a federal or state court of competent jurisdiction located in Hennepin County, MN. The Parties assume responsibility for their own collection costs and legal fees incurred should enforcement of this Agreement should it become necessary.
18. Arbitration
Any and all disputes or disagreements rising between the Parties out of this Agreement upon which an amicable understanding cannot be reached, shall be decided by arbitration in accordance with the procedural rules of the American Arbitration Association. The Parties agree to be bound by the decision of the arbitrator(s). The arbitration proceeding shall take place in Hennepin County, MN unless another location is mutually agreed to by the Parties. The cost and expenses of the arbitrators shall be shared equally by the Parties. Each Party shall be responsible for its own costs and expenses in presenting the dispute for arbitration.
19. Transfer
This Agreement cannot be transferred or assigned to any third-party by either the Company or Students without written consent of all Parties.
20. Severability & No Waiver
In the event that any part of this Agreement is found to be invalid or unenforceable, the remainder of this Agreement shall remain valid and enforceable. Any failure by one or both Parties to enforce a provision of this Agreement shall not constitute a waiver of any other portion or provision of this Agreement.
21. Headings
Headings and titles are provided in this Agreement for convenience only and will not be construed as part of this Agreement.
22. Facsimile Signatures
The Parties agree that a facsimile copy (electronic copy) of this Agreement with the signatures as indicated below shall constitute a valid contract.
Student Signature
By checking the box on this order form and upon completion of purchase, Student confirms that it has read, understands, and agrees to the terms and conditions of this Agreement.
Company Signature
Company has read, understands, and agrees to the terms and conditions of this Agreement.
King Brothers Clothiers, Kenneth King, co-owner
King Brothers Clothiers, Daniel King, co-owner