www.springthree.com

Terms Of Service

General

This website (the “Site”) is owned and operated by Spring Three LLC (“Spring Three,” “we” or “us”). By using the Site, you agree to be bound by these Terms of Service and to use the Site in accordance with these Terms of Service, our Privacy Policy and any additional terms and conditions that may apply to specific sections of the Site or to products and services available through the Site or from Spring Three. Accessing the Site, in any manner, whether automated or otherwise, constitutes use of the Site and your agreement to be bound by these Terms of Service.

We reserve the right to change these Terms of Service or to impose new conditions on use of the Site, from time to time, in which case we will post the revised Terms of Service on this website. By continuing to use the Site after we post any such changes, you accept the Terms of Service, as modified.

Intellectual Property Rights

Our Limited License to You. This Site and all the materials available on the Site are the property of us and/or our affiliates or licensors, and are protected by copyright, trademark, and other intellectual property laws. The Site is provided solely for your personal noncommercial use. You may not use the Site or the materials available on the Site in a manner that constitutes an infringement of our rights or that has not been authorized by us. More specifically, unless explicitly authorized in these Terms of Service or by the owner of the materials, you may not modify, copy, reproduce, republish, upload, post, transmit, translate, sell, create derivative works, exploit, or distribute in any manner or medium (including by email or other electronic means) any material from the Site. You may, however, from time to time, download and/or print one copy of individual pages of the Site for your personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices.

Your License to Us. By posting or submitting any material (including, without limitation, comments, blog entries, photos and videos) to us via the Site, you are representing: (i) that you are the owner of the material, or are making your posting or submission with the express consent of the owner of the material; and (ii) that you are thirteen years of age or older. In addition, when you submit or post any material, you are granting us, and anyone authorized by us, a royalty-free, perpetual, irrevocable, non-exclusive, unrestricted, worldwide license to use, copy, modify, transmit, sell, exploit, create derivative works from, distribute, and/or publicly perform or display such material, in whole or in part, in any manner or medium, now known or hereafter developed, for any purpose. The foregoing grant shall include the right to exploit any proprietary rights in such posting or submission, including, but not limited to, rights under copyright, trademark, service mark or patent laws under any relevant jurisdiction. Also, in connection with the exercise of such rights, you grant us, and anyone authorized by us, the right to identify you as the author of any of your postings or submissions by name, email address or screen name, as we deem appropriate.

You acknowledge that Spring Three has the right but not the obligation to use and display any postings or contributions of any kind and that Spring Three may elect to cease the use and display of any such materials (or any portion thereof), at any time for any reason whatsoever.

Limitations on Linking and Framing. You may establish a hypertext link to the Site so long as the link does not state or imply any sponsorship of your site by us or by the Site. However, you may not, without our prior written permission, frame or inline link any of the content of the Site, or incorporate into another website or other service any of our material, content or intellectual property.

Disclaimers

Throughout the Site, we may provide links and pointers to Internet sites maintained by third parties. Our linking to such third-party sites does not imply an endorsement or sponsorship of such sites, or the information, products or services offered on or through the sites. In addition, neither we nor affiliates operate or control in any respect any information, products or services that third parties may provide on or through the Site or on websites linked to by us on the Site.

If applicable, any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, are those of the respective authors or distributors, and not Spring Three. Neither Spring Three nor any third-party provider of information guarantees the accuracy, completeness, or usefulness of any content. Furthermore, Spring Three neither endorses nor is responsible for the accuracy and reliability of any opinion, advice, or statement made on any of the Sites by anyone other than an authorized Spring Three representative while acting in his/her official capacity.

THE INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE SITE AND BY SPRING THREE AND ANY THIRD-PARTY SITES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE SITE OR ANY OF ITS FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THIS SITE, INCLUDING BULLETIN BOARDS, OR THE SERVERS THAT MAKE IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE OR MATERIALS ON THIS SITE OR ON THIRD-PARTY SITES IN TERMS OF THEIR CORRECTNESS, ACCURACY, TIMELINESS, RELIABILITY OR OTHERWISE.

You agree at all times to defend, indemnify and hold harmless Spring Three its affiliates, their successors, transferees, assignees and licensees and their respective parent and subsidiary companies, agents, associates, officers, directors, shareholders and employees of each from and against any and all claims, causes of action, damages, liabilities, costs and expenses, including legal fees and expenses, arising out of or related to your breach of any obligation, warranty, representation or covenant set forth herein.

Links to Third Party Websites

The Site may contain links to other websites operated by third parties. Such third party websites are not under the control of Spring Three. Spring Three is not responsible for the content of any third party website or any link contained in a third party web ite. Spring Three provides these links only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to third party websites.

Interactive Features

This Site may include a variety of features, such as bulletin boards, web logs, chat rooms, and email services, which allow feedback to us and real-time interaction between users, and other features which allow users to communicate with others. Responsibility for what is posted on bulletin boards, web logs, chat rooms, and other public posting areas on the Site, or sent via any email services on the Site, lies with each user – you alone are responsible for the material you post or send. We do not control the messages, information or files that you or others may provide through the Site. It is a condition of your use of the Site that you do not:

•      Restrict or inhibit any other user from using and enjoying the Site.

•      Use the Site to impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.

•      Interfere with or disrupt any servers or networks used to provide the Site or its features, or disobey any requirements, procedures, policies or regulations of the networks we use to provide the Site.

•      Use the Site to instigate or encourage others to commit illegal activities or cause injury or property damage to any person.

•      Gain unauthorized access to the Site, or any account, computer system, or network connected to this Site, by means such as hacking, password mining or other illicit means.

•      Obtain or attempt to obtain any materials or information through any means not intentionally made available through this Site.

•      Use the Site to post or transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, profane or indecent information of any kind, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law.

•      Use the Site to post or transmit any information, software or other material that violates or infringes upon the rights of others, including material that is an invasion of privacy or publicity rights or that is protected by copyright, trademark or other proprietary right, or derivative works with respect thereto, without first obtaining permission from the owner or rights holder.

•      Use the Site to post or transmit any information, software or other material that contains a virus or other harmful component.

•      Use the Site to post, transmit or in any way exploit any information, software or other material for commercial purposes, or that contains advertising.

•      Use the Site to advertise or solicit to anyone to buy or sell products or services, or to make donations of any kind, without our express written approval.

•      Gather for marketing purposes any email addresses or other personal information that has been posted by other users of the Site.

Spring Three may host message boards, chats and other public forums on its Sites. Any user failing to comply with the terms and conditions of this Agreement may be expelled from and refused continued access to, the message boards, chats or other public forums in the future. Spring Three or its designated agents may remove or alter any user-created content at any time for any reason. Message boards, chats and other public forums are intended to serve as discussion centers for users and subscribers. Information and content posted within these public forums may be provided by Spring Three staff, Spring Three’s outside contributors, or by users not connected with Spring Three, some of whom may employ anonymous user names. Spring Three expressly disclaims all responsibility and endorsement and makes no representation as to the validity of any opinion, advice, information or statement made or displayed in these forums by third parties, nor are we responsible for any errors or omissions in such postings, or for hyperlinks embedded in any messages. Under no circumstances will we, our affiliates, suppliers or agents be liable for any loss or damage caused by your reliance on information obtained through these forums. The opinions expressed in these forums are solely the opinions of the participants, and do not reflect the opinions of Spring Three or any of its subsidiaries or affiliates.

Spring Three has no obligation whatsoever to monitor any of the content or postings on the message boards, chat rooms or other public forums on the Sites. However, you acknowledge and agree that we have the absolute right to monitor the same at our sole discretion. In addition, we reserve the right to alter, edit, refuse to post or remove any postings or content, in whole or in part, for any reason and to disclose such materials and the circumstances surrounding their transmission to any third party in order to satisfy any applicable law, regulation, legal process or governmental request and to protect ourselves, our clients, sponsors, users and visitors.

Registration

To access certain features of the Site, we may ask you to provide certain demographic information including your gender, year of birth, zip code and country. In addition, if you elect to sign-up for a particular feature of the Site, such as chat rooms, web logs, or bulletin boards, you may also be asked to register with us on the form provided and such registration may require you to provide personally identifiable information such as your name and email address. You agree to provide true, accurate, current and complete information about yourself as prompted by the Site’s registration form. If we have reasonable grounds to suspect that such information is untrue, inaccurate, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site (or any portion thereof). Our use of any personally identifiable information you provide to us as part of the registration process is governed by the terms of our Privacy Policy.

 

Limitation Of Liability

WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS: WE AND OUR LICENSORS SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO ACCESS AND USE THE WEBSITES OR THE CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (II) ANY DIRECT DAMAGES THAT YOU MAY SUFFER AS A RESULT OF YOUR USE OF THE WEBSITES OR THE CONTENT SHALL BE LIMITED TO THE FEES YOU HAVE PAID US IN CONNECTION WITH ANY PURCHASES YOU HAVE MADE FROM US DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM.

THIS SITE IS CONTINUALLY UNDER DEVELOPMENT AND SPRING THREE MAKES NO WARRANTY OF ANY KIND, IMPLIED OR EXPRESS, AS TO ITS ACCURACY, COMPLETENESS OR APPROPRIATENESS FOR ANY PURPOSE.PARTICIPANT acknowledges and agrees that no representation has been made by Spring Three OR ITS AFFILIATES and relied upon as to the future income, expenses, sales volume or potential profitability that may be derived from the participation in this PROGRAM.

Termination

We may cancel or terminate your right to use the Site or any part of the Site at any time without notice. In the event of cancellation or termination, you are no longer authorized to access the part of the Site affected by such cancellation or termination. The restrictions imposed on you with respect to material downloaded from the Site, and the disclaimers and limitations of liabilities set forth in these Terms of Service, shall survive.

Refund Policy

Your purchase of a product or service or ticket to an event may or may not provide for any refund. Each specific product, service, event or course will specify its own refund policy.

Other

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under the U.S. copyright law. If you believe in good faith that materials hosted by Spring Three infringe your copyright, you, or your agent may send to Spring Three a notice requesting that the material be removed or access to it be blocked. Any notification by a copyright owner or a person authorized to act on its behalf that fails to comply with requirements of the DMCA shall not be considered sufficient notice and shall not be deemed to confer upon Spring Three actual knowledge of facts or circumstances from which infringing material or acts are evident. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send to Spring Three a counter-notice. All notices and counter notices must meet the then current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright for details. Spring Three’s Copyright Agent for notice of claims of copyright infringement or counter notices can be reached as follows: Info@marieforleo.com

This Agreement shall be binding upon and inure to the benefit of Spring Three and our respective assigns, successors, heirs, and legal representatives. Neither this Agreement nor any rights hereunder may be assigned without the prior written consent of Spring Three. Notwithstanding the foregoing, all rights and obligations under this Agreement may be freely assigned by Spring Three to any affiliated entity or any of its wholly owned subsidiaries

These Terms of Use shall be governed by and construed in accordance with the laws of the State of Florida.  Any and all claims, counterclaims, demands, causes of action, disputes, controversies, and other matters in question arising out of or relating to these Terms of Service, any provision hereof, the alleged breach thereof, or in any way relating to the subject matter of these Terms of Service or the relationship between the parties created by these Terms of Service, involving the parties and/or their respective representatives (all of which are referred to herein as "Claims"), even though some or all of such Claims allegedly are extra-contractual in nature, whether such Claims sound in contract, tort or otherwise, at law or in equity, under State or federal law, whether provided by statute or the common law, for damages or any other relief, shall be resolved by binding arbitration in Florida pursuant to these Terms of Service and the Federal Arbitration Act; provided, nothing herein shall prohibit a party from instituting proceedings in a state or federal court with jurisdiction over the parties to: (i) compel arbitration in accordance with this agreement to arbitrate; (ii) obtain orders to require witnesses to obey subpoenas issued by the arbitrators; (iii) seek temporary injunctive relief related to the breach of the other party’s confidentiality obligations under this Agreement; or (iv) secure confirmation or enforcement of any arbitration award rendered pursuant to this agreement to arbitrate.

 

If any provision of this agreement shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.

 

Disclaimer

No Professional Advice

The information contained in or made available through our sites (including but not limited to information contained on videos, message boards, comments, on coaching calls, in emails, in text files, or in chats) cannot replace or substitute for the services of trained professionals in any field, including, but not limited to, financial, medical, psychological, or legal matters. In particular, you should regularly consult a doctor in all matters relating to physical or mental health, particularly concerning any symptoms that may require diagnosis or medical attention. We and our licensors or suppliers make no representations or warranties concerning any treatment, action, or application of medication or preparation by any person following the information offered or provided within or through the Sites. Neither we nor our partners, or any of their affiliates, will be liable for any direct, indirect, consequential, special, exemplary or other damages that may result, including but not limited to economic loss, injury, illness or death. You alone are responsible and accountable for your decisions, actions and results in life, and by your use of the Sites, you agree not to attempt to hold us liable for any such decisions, actions or results, at any time, under any circumstance.

 

 

PRIVATE AND GROUP CONSULTING AGREEMENT

1.Consulting Services
Subject to the terms and conditions of this Agreement, Consultant will provide the consulting services identified in the attached schedule to Client (the “Consulting Services”). 

2.Duration of the Agreement
This agreement shall commence when all parties have signed it or agreed to it (the “Execution Date.”) - also the same date as a deposit is paid. The agreement shall end on the date specified in the schedule unless terminated sooner in accordance with this agreement. Consultant will make commercially reasonable efforts to perform the Consulting Services within the term specified in the Schedule. Client agrees to review and respond to materials provided by Consultant in a timely manner. Client acknowledges and agrees that Consultant’s ability to provide the Consulting Services in a timely manner is dependent upon Client’s response time and availability.

3.Fee
3.1
Client shall pay to Consultant the fees specified in the Schedule (the “Fee”), which may include a non-refundable deposit (the “Deposit”).
3.2
Client shall pay Consultant invoices within ten (10) days of receipt. 

4.Expenses
Client shall reimburse Consultant for all pre-approved expenses incurred by Client. 

5.Late Payment
A monthly service charge may be applied 1.5% on overdue balances. Payments will be credited first to late payment charges and next to the unpaid balance. Client shall be responsible for all collection or legal fees necessitated by lateness or default in payment. Consultant reserves the right to withhold delivery of work product if invoices are not paid in full. If Client fails to make timely payments to Consultant, without prejudice to any other right or remedy available to the Consultant, the Consultant shall be entitled to terminate this agreement by giving written notice to Client provided that Client fails to make the due payment within 5 working days after receiving written notice from Consultant giving full particulars of the payment due.

6.Early Termination
6.1
Without limitation either party may terminate this agreement at any time with ten (10) days written notice to the other party in writing.
6.2
Upon the termination of this Agreement any sum owing by Client to Consultant shall become immediately payable.
Consultant will be entitled to full payment for Consulting Services performed prior to the date of termination (including the Deposit) and all reimbursable expenses. The value of Consulting Services performed prior to termination shall be calculated as the greater of: (a) a pro-rated portion of the Fee based on the anticipated schedule; or (b) an hourly rate of $250 for work performed. Notwithstanding the foregoing, the value of the Consulting Services shall not be less than the Deposit and shall not exceed the Fee (unless additional hourly work was previously agreed upon).

7.Confidential Information
7.1
Each party acknowledges that in connection with this Agreement it may receive certain confidential or proprietary technical and business information and materials of the other party (“Confidential Information”). Each party, its agents and employees shall hold and maintain in strict confidence all Confidential Information, shall not disclose Confidential Information to any third party, and shall not use any Confidential Information except as may be necessary to perform its obligations under the agreement, except as may be required by a court or governmental authority. Notwithstanding the foregoing, Confidential Information shall not include any information that is in the public domain or becomes publicly known through no fault of the receiving party, or is otherwise properly received from a third party without an obligation of confidentiality. 
7.2
The confidentiality provisions of this Agreement shall remain in full force and effect after the termination of this agreement.

8.Intellectual Property. 
Consultant makes no representations or warranties regarding intellectual property rights in any content created by Consultant while performing the Consulting Services. Such content may include taglines, slogans, copy, or graphics. Client acknowledges that is possible that elements created by Consultant could violate the intellectual property rights of others. The client is encouraged to seek independent counsel regarding any potential legal issues.

9.Relationship of the Parties. 
9.1
Consultant is an independent contractor, not an employee of Client or any company affiliated with Client. Consultant shall provide the Consulting Services under the general direction of Client, but Consultant shall determine, in Consultant’s sole discretion, the manner and means by which the Consulting Services are accomplished. This agreement does not create a partnership or joint venture and neither party is authorized to act as agent or bind the other party except as expressly stated in this agreement. 
9.2
The parties expressly acknowledge that this Agreement does not create an exclusive relationship between the parties. Client is free to engage others to perform services of the same or similar nature to those provided by Consultant, and Consultant shall be entitled to offer and provide services to others, solicit other clients and otherwise advertise the services offered by Consultant.

10.No Assignment
This agreement, and the rights hereunder, may not be assigned without the consent of the other party. All of the provisions of this Agreement shall be binding upon the parties hereto and their respective heirs, if any, successors, and permitted assigns.

11.Limitation of Liability
CONSULTANT EXPLICITLY DISCLAIMS ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR COMPLIANCE WITH LAWS OR GOVERNMENT RULES OR REGULATIONS APPLICABLE TO THE PROJECT. IN NO EVENT SHALL CONSULTANT BE LIABLE TO CLIENT OR ANY OTHER PERSON OR ENTITY FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES) ARISING OUT OF OR RELATING TO THE SERVICES, EVEN IF CONSULTANT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CLIENT AGREES THAT CONSULTANT’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE COMPENSATION PAID TO CONSULTANT BY CLIENT.

12.Notice
All notices to be given under this Agreement by either party to the other shall be in writing and shall be served by sending the same by United States mail or recorded delivery to the last known address of the other party and any receipt issued by the postal authorities shall be conclusive evidence of the fact and date of posting of any such notice. 

13.Entire Agreement.
This Agreement contains the entire agreement between the parties, and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.

14.Amendment.
This Agreement may be modified or amended if the amendment is made in writing and is signed by both parties.

15.Severability.
If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. 

16.Applicable Law and Dispute Resolution. 
This Agreement shall be governed by the laws of the State of Florida. In the event of a dispute arising out of this agreement, and prior to initiating legal action relating to this agreement, the parties agree to attempt to resolve any dispute by good faith negotiation between the parties. 

17.Interruption of Service.
Consultant shall not be deemed in breach of this agreement if Consultant is unable to complete the Services or any portion thereof by reason of fire, earthquake, labor dispute, act of God or public enemy, death, illness or incapacity of Consultant or any local, state, federal, national or international law, governmental order or regulation or any other event beyond Designer’s control (collectively, “Force Majeure Event”). Upon the occurrence of any Force Majeure Event, Consultant shall give notice to Client of its inability to perform or of delay in completing the Services and shall propose revisions to the schedule for completion of the Services.

 

SCHEDULE

A. Scheduled Services
The consultant shall consult with officers and employees of the company concerning matters relating to key performance indicators including drivers of revenue, sign-ups, retention, and other related topics
- Offer strategic guidance & business development advice
- Assist with ongoing marketing and branding efforts

Start Date: Upon agreeing to these T&C's and deposit of payment is made

End Date: One year from Start date or date of final session. Whichever occurs first.

Fee: As agreed to upon purchase or $250 per Power Session, $5550 for The Academy or $1595 for Empowered Branding.