Conscious Millionaire Accelerator Agreement

CONSCIOUS MILLIONAIRE INSTITUTE, LLC

CONSCIOUS MILLIONAIRE ACCELERATOR AGREEMENT

This Agreement is between Purchaser / Member of Conscious Millionaire Accelerator Group Program (hereinafter referenced as “Client”), and Conscious Millionaire Institute, LLC, a limited liability company organized and existing under the laws of the state of Florida (hereinafter referenced as “ “CMI”) whose mailing address is C/O 1500 Larimer St # 241, Denver, CO 80202, cell phone is 303-641-0401, with a notice staff and support email jvcrum3@consciousmillionaire.com. For convention, throughout this Agreement, Conscious Millionaire Accelerator shall be referred to as “CMA”.

The services to be provided hereunder are provided for the use and benefit of Client in this Agreement. No coaching, services, or benefits extends beyond Client who purchased membership in CMA.

RECITALS:

CMI offers business coaching services designed to enhance Client’s business acumen, mindset, performance and success.

Coaches of CMI have the knowledge, experience and resources required to facilitate the coaching of Client.

Client has indicated a desire to enter into this CMA Membership Agreement (“the Agreement”) pursuant to terms and conditions set forth herein.

NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the parties hereto agree as follows:

CMI GENERAL GROUP PROGRAM COMMITMENTS TO CLIENT AS A MEMBER OF CMA:

CMA Group Program consisting of : (1) Three to Four Training / Group Coaching Sessions each month, including the following topics: Mindset, Strategy, and Execution (2) Monthly empowerment audio, approximately six minutes in length, that is aligned with the Mindset topic of the month; (3) Membership site access, when it is completed and available, for as long as Client payments are made and Client is in good standing.

GROUP RULES OF ENGAGEMENT: This program is for people who want to perform as “ultra-performers”. They want to achieve at increasingly higher levels. Therefore participants are asked to not engage in the following behaviors, within the group meetings, during accountability calls with other group members, and throughout their work: (1) complaining, (2) making excuses or justifications for why they didn’t achieve their commitments, (3) blaming others or circumstances for not achieving commitments. Participants are coached and encouraged to take 100% full responsibility for what they do or do not achieve, then adjust their mindset, strategies, and execution to attain both their current commitments and their future bigger commitments.

II. AGREEMENT TERM & RENEWAL

The initial term of this Agreement is one year defined as 360 days. This Agreement shall automatically renew 360 days from the initial payment (full one-pay or the initial payment of a group of payments), and then each 360 day period thereafter until Client provides CMI a minimum of thirty-days (30) notice prior to any given renewal date.

III. COMPENSATION CLIENT TO CMI:

3.1 PAYMENT OPTIONS: There are two options for payment:

Upfront one-payment at the rate for one year in effect at the time Client joined the program. Total payment amount is provided on the page Client signed up for the CMA program.

Installment Multiple-Payments, with the first payment covering one month, then monthly payments until the Installment Plan is paid in full. Total payment amounts, and the amount of each installment, are provided on the page Client signed up for the CMA program.

3.2 GRANDFATHERED RATES. Client is grandfathered at the one-payment or multiple-payment rates in effect at the time Client joins CMA, and shall continue at this grandfathered rate for as long as the Client remains a member of CMA in good standing, but no longer than the actual life of the program, which shall be determined at the sole decision of CMI.

3.3 MISSED PAYMENT: If Client elects an installment payment plan, all payments are required to be timely paid. If any payment is not received by the date due, or, if there is a problem with the payment transaction or method( i.e., check returned for insufficient payment, account closed, or, credit card payment is declined), Client shall be notified and have a five (5) day grace period (“Cure Period”) to resolve the problem. Within the Cure Period, Client shall wire a payment equal to the installment plus any bank or transaction costs imposed on CMI, and, a late fee of $75.00 (“the Cure Payment”). Coaching and other services shall be suspended and any delivery of materials shall be withheld until such time as the Cure Payment is received by CMI. Missing a payment does not affect or in any way eliminate or terminate the obligations of the Client to make all payments on their respective due dates under this Agreement.

IV. REFUND POLICY:

Because of the considerable time, effort, and commitments made by CMI in planning and providing the services covered hereunder, there are NO refunds of any actual payments made by Client, including any Installment Plan monthly payment. All payments made by Client shall be deemed fully earned upon the submission, or Installment Plan charge for said payment.

V. TERMINATION:

Client may terminate by providing at least thirty-days (30) written notice prior to renewal date, which is 360-days after the Full One-Payment, or the initial payment of an Installment Plan is made.

Client may only terminate at the end of any 360-day period. If Client paid in full by one-payment upfront, then Client may terminate at the end of that one-year period by providing at least thirty (30) days written notice. If Client terminates before the end of a 360-day period, Client may exit the program, but NO refunds shall be provided.

V. CONFIDENTIALITY AND PRIVACY OF ALL CMA MEMBERS:

Client hereby agrees to hold in confidence and as private any statements made by other participants that is not available in the public domain. This is the sole responsibility of Client and not CMI. Client does hereby hold harmless and release CMI, its officers, stockholders, directors, employees, agents, sales people, third-party sales contractors, third-party financing parties, independent contractors, affiliates, joint-venture parties, referral parties, and specifically James “JV” Crum III, his estate or heirs, from any and all claims for or related to any violation of confidentiality of other member’s or their guests, which may occur within the Conscious Millionaire School of Abundance.

Furthermore, Client agrees to not reveal any matters discussed in group sessions, community portals, or that are revealed by any other member that are not publicly known, to anyone including those who work with or for the Client. Furthermore, Client agrees to not share group session videos, audios, or transcripts with anyone that is not a member and to treat same as strictly confidential and private.

VI. MUTUAL COVENANTS:

6.1 CONFIDENTIALITY / OWNERSHIP RIGHTS RETAINED.

6.1.1 In the event of any litigation or attempted dispute resolutions concerning this Agreement, Client hereby fully agrees and authorizes that CMI may disclose information of Client that may not be known to the general public (what may be considered “private”), including but not limited to, business information provided by Client or Client’s agents to CMI, including but not necessarily limited to Client’s private personal information, and, Client’s past, current, and possible future business plans. Further, and only with Client’s express agreement, CMI may disclose any non public information when CMI is conferring with other CMI Coaches / mentors, and in addition, CMI may confer with an outside coach / mentor to improve skills or for consulting and/or training, and within that context, discuss content of sessions, or otherwise confidential information of Client. Marketing and promotions: CMI may use work with Client as a case-study or example provided no identifying information, such as Client’s name or Company name are utilized, unless Client specifically provides express permission to use Client’s name, Company name, or the like.

6.1.2 CMI retains exclusive ownership rights to the coaching materials including materials provided to Client, in any form, media or medium, including, but not limited to, copyrighted or trademarked materials shared with Client during, related to, or following the termination of this Agreement and relationship. No license to sell or distribute any portion or part of the foregoing described material is granted or implied. Client agrees NOT to reproduce, duplicate, copy, sell, trade, resell, or exploit for any commercial, financial, or personal purposes or gain, any materials or portion thereof, provide to Client related to this Agreement or relationship or obtained by Client from other sources related to or belonging to Client.

6.2 BUSINESS TRAINING AND COACHING AGREEMENT: This Agreement frames the terms of a business training and coaching service between Client and CMI and includes the services that are provided to a specific person referenced and which are set forth in Articles I, II and III hereof.

6.2.1 Client acknowledges having been informed that irrespective of any professional licenses held by an individual Coach, the services provided hereunder, expressly EXCLUDE and DO NOT include legal, real estate, or any other professional services (licensed or unlicensed) unless such services are specifically listed in Article I. If Client desires any other type of professional services, then Client is hereby advised to seek, and Client agrees to seek, such services from professionals licensed in those specific areas.

6.2.2 Client further acknowledges its understanding that accounting, health, diet, medical, exercise, or therapy advice and services are EXCLUDED from this Agreement. If Client desires coaching with respect to accounting, health, diet, medical, exercise, or therapy, Client is directed to seek, and Client agrees to seek, such services from professionals licensed in those specific areas.

CLIENT AGREES AND UNDERSTANDS THIS AGREEMENT IS FOR A PERSONAL BUSINESS COACHSHIP ONLY. No coaching commitment by CMI is offered to extend beyond Client to others.

VII. LIMITATION OF LIABILITY AND RELEASE.

7.1 LIMITED GUARANTY. CMI makes NO promises or guarantees, related to Client’s business, financial, investment, wealth, mindset, life or personal performance, whatsoever, including profits or losses.

7.2 CLIENT RESPONSIBILITY. Client expressly agrees to assume and accept exclusive and full responsibility and liability for all business, money, financial, investment, wealth, mindset, life or personal performance, decisions, and actions that Client may choose to make, or not make, and, for the results Client may achieve, or may not achieve, relative to Client’s business, money, financial, investment, wealth, mindset, life or personal performance and results, including but not limited to business growth, profits or losses, financial and wealth growth, personal performance and success, relationships, health, diet, medical, and exercise, during or after the term of this Agreement, or any extension thereof. To that end, Client does hereby expressly assume any and all responsibility for any changes Client may experience and the effect of changes on Client’s business, money, financial, investment, wealth, mindset, life or personal performance, including results Client may or may not achieve.

7.3 PERSONAL DEVELOPMENT. It is to be noted, and CMI has disclosed to Client that with respect to any and all “transformational, mindset or inner/energy-work, including any empowerment hypnotic audios” which may be included in Client’s program, such information shall be considered human potential and personal development work ONLY and under no circumstances shall such information or transformational /change work be considered therapy for any reason whatsoever.

7.4 DISCLAIMER. During the term of this Agreement, Client may be presented with the opportunity to purchase products or services from CMI’s Affiliates, Joint Venture Parties, or Referrals, regarding business, money, financial, investment, wealth, mindset, life or personal performance, health, diet and/or exercise routines, or any and all other topics. CMI disclaims any responsibility with respect to the foregoing and informs Client that CMI does not provide a recommendation or advice related to said areas or products. Client hereby expressly agrees that Client is fully responsible for any purchasing decisions and any changes and results Client achieves, of does not achieve, as a result of any related decisions.

7.5 HOLD HARMLESS: Client hereby releases and holds harmless CMI, its officers, directors, managers, employees, agents, sales people, third-party sales contractors, third-party financing parties, independent contractors, affiliates, joint-venture parties, referral parties, and specifically James “JV” Crum III, his estate or heirs, successors and assigns, from any and all claims for direct, indirect, or consequential liability, express or implied, or liability for punitive damages, for any matter which may occur at any time during the course of or after the termination of this Agreement, as well as any extension thereof, whatsoever. In addition, Client hereby agrees to Hold Harmless CMI for the actions of any of the above named parties.

VIII. MEDIA RELEASE

Client agrees and understands that CMI may audio/video record and/or live stream the events or trainings / programs in which Client is enrolled. Client further understands and expressly hereby agrees that Client’s voice and/or image/video may be recorded and embodied as part of a product or promotional piece by CMI and Client hereby grants CMI the full rights to use Client’s voice/image/video in CMI’s promotional materials and/or products, which may be sold and/or distributed and made available for other members of said trainings / programs to view in perpetuity. Client acknowledges and does hereby agree that CMI has complete ownership of the promotional materials and products in which Client’s voice/image/video may appear and that Client has no legal interest or ownership in the promotional materials and/or products or their copyright, and expressly waives any and all compensation related to their use, sale, or distribution. This Voice/Image/Video Release is hereby granted to CMI and is perpetual and worldwide.

IX. SPECIFIC EXCLUDED SERVICES

Client understands, agrees, and acknowledges that James V. “JV” Crum III, is both a licensed attorney-at-law and licensed real estate broker. However, Client hereby expressly agrees that NO attorney or real estate services or advice, whatsoever, is included in the services provided under this Agreement. Such services are expressly excluded from the scope of this Agreement. Should Client wish to receive legal or real estate advice, Client is instructed to seek the advice of their own licensed attorney or real estate broker or advisor.

X. ADDITIONAL TERMS OF AGREEMENT

10.1 SEVERABILITY, EFFECT OF PARTIAL INVALIDITY: The invalidity of any part or portion of this Agreement shall NOT be deemed to affect, or invalidate, the validity of any other part or provision of this Agreement.

10.2 WAIVER: Any waiver by CMI of the failure of Client to uphold any provision of this Agreement shall NOT be deemed to be a future waiver of that or any other obligation of Client related to this Agreement.

10.3 DISPUTE RESOLUTION AND REMEDIES: Client hereby understands and agrees that the maximum remedy available to Client, in law or equity, shall be the full refund of payments made to date, and expressly waives all other remedies, including, but not limited to, an award of consequential or any other type of damages that may otherwise be granted. By signing this Agreement, the Client hereby agrees to a modification of the statute of limitations such that any arbitration or legal action must be commenced within one (1) year of the date of the act, omission, or other conduct complained of by Client.

10.4 NOTICES: All notices to be provided hereunder shall be provided to the addresses set out above. Should any party have a change in address, phones, or email, at any time during the course of this Agreement, said party shall inform the other, in writing, immediately upon making any contact information change.

10.5 THE RIGHT TO TRIAL BY JURY IS EXPRESSLY WAIVED. Client and CMI hereby knowingly, voluntarily and intentionally waive their right to a trial by jury in respect to any litigation based hereon, or arising out of, under or in connection with this Agreement, and any agreement executed in conjunction herewith, or any course of conduct, course of dealing, statements (whether verbal or written) or actions of any party. This provision is a material inducement for Client and CMI to enter into this Agreement.

10.6 GOOD FAITH AND FAIR DEALING. The obligations of good faith, diligence, reasonableness, and fair dealing apply to this Agreement. These obligations establish the standards of care as well as the measure of performance for rights and responsibilities granted and imposed upon the parties hereto.

10.7 SIMULTANEOUS EXECUTION. This Agreement may be executed simultaneously in one or more counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. The counterparts may be signed, and confirmation and sent by facsimile or email with the original signed counterpart to be sent by mail or made evident by respective signatures in an agreed upon electronic document signing software. A parties agreement, Client and/or CMI, to the use of said software shall be evidenced by the party’s signing this Agreement by using the electronic software.

10.8 JURISDICTION AND VENUE. This Agreement is entered into in the State of Florida and the laws of Florida shall apply with the Courts of the State of Florida having Jurisdiction. The purpose of this Agreement is to cover fundamental understandings between the parties and is for the protection and benefit of both parties, Client and CMI.

10.9 LEGALLY BINDING AGREEMENT. When signed, this Agreement frames a legally binding agreement between the parties hereto. Each party has the opportunity to seek the advice of an attorney before signing this Agreement. This Agreement constitutes the full and complete understanding between the parties. This Agreement can only be modified by a writing that refers to this Agreement and is signed by both parties. The signature of each party evidences that party’s acceptance of the terms and conditions of this Agreement.