THE BOOKED OUT ENTREPRENEUR TERMS OF SERVICE AGREEMENT
Last Updated: August 29th 2023
This The Booked Out Entrepreneur Terms of Service Agreement (“Agreement”) is entered into by and between Ivy Lynne Studio LLC, (“Owner”) and any user or visitor (“You” or “Your”) of the Website (defined below) (You and Owner collectively “Parties” and each a “Party”).
Owner operates the online course known as “The Booked Out Entrepreneur” with a website located at https://ivylynnestudio.com/ (“Website”). Your access to and use of the Website is conditioned upon Your acceptance of and compliance with this Agreement. This Agreement applies to all visitors, users and others who access or use the Website.
1.C Not Minor.
You affirm that You are either 18 years of age or older, or an emancipated minor, or possess the consent of your legal parent or guardian, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement.
1.D United States.
The Website is controlled and offered by Owner from its facilities in the United States of America. Owner makes no representations that the Website is appropriate for use in other locations. Those who access or use the Website from other jurisdictions do so at their own volition and are responsible for compliance with their local law.
Nothing in this Agreement shall be deemed to confer any third-party rights or benefits. You and Owner are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement.
Please refer to Owner’s Disclaimer, which is incorporated herein by this reference. When You access or use the Website, You signify Your agreement to this Disclaimer.
4. TERMS OF SERVICE.
Please refer to Owner’s Terms of Service, which is incorporated herein by this reference. When You access or use the Website, You signify Your agreement to the Terms of Service.
5. FEES & REFUNDS.
5.A Standard Purchase. If You are considered to be “standard purchase” by Owner, and in consideration of the license granted to You herein, You agree to pay Owner either of the fees below:
5.A1 One-time payment of $497, due and payable on or prior to the Effective Date; or
5.A2 A payment in the amount of $591, to be paid in three monthly installment payments in the amount of $197 per month (“Standard Purchase Installment Plan”). The first payment of the Standard Purchase Installment Plan will be paid on the Effective Date, and each subsequent payment will be paid 30 days thereafter until the total fees are paid in full.
To ensure compliance with payments under any installment plan herein, and before the Effective Date, You will provide Owner with Your necessary credit card information (“Account”). You authorize Owner to deduct the amounts due each month under any applicable installment plan from Your Account (“Auto Debit”). No prior notification will be provided to You for each Auto Debit. This authorization will remain in effect until the fees are paid in full. You agree to notify owner in writing of any changes in the Account information. In the case of an Auto Debit transaction being rejected for insufficient funds (“NSF”), Client agrees that Owner may at its discretion attempt to process the charge again within 30 calendar days of the failed attempt, and agrees to an additional $100 charge for each attempt returned NSF which will be initiated as a separate transaction from the authorized payment. You certified that You are an authorized user of the Account and will not dispute the scheduled transactions with Your credit card company; provided the transactions correspond to the terms indicated herein.
The fees are non-refundable, except as follows: You may request (“Refund Request”) a refund of the fees within seven (7) calendar days from the Effective Date (“Refund Period”) for any reason whatsoever. Your request must be in writing and delivered to Owner at email@example.com. Failure to deliver the Refund Request during the Refund Period will result in Your waiver of rights to a refund of Your fees.
5.3 Notice Regarding Electronic Payment Vendors.
Some payments may be processed through Stripe or other electronic payment vendors. Owner may also provide applications and other services to merchants related to payment processing. Payments may not be processed for certain activities, such as for illegal or other prohibited activities. If You have a question as to whether a payment will be accepted, then Owner encourages You to check the policies of the applicable vendor. Your relationship with the electronic payment vendors is separate from Your relationship with Owner and is governed by the terms and conditions contained in such vendor’s agreement. Such terms and conditions are available at the respective vendor’s website. Owner is not responsible for the actions or omissions of any third-party payment processor.
6. OWNER’S SERVICES.
Owner hereby grants you a revocable, non-transferable, and non-exclusive license to access and use the Website subject to the terms and conditions set forth in this Agreement. Owner will use commercially reasonable efforts to provide you with uninterrupted access to the Website during the Term of this Agreement. Owner, in its sole discretion, may make able and release to You certain portions of the Website following the Effective Date, including, but not limited to release each module/training on the Website every seven days following the Effective Date (collectively, “Owner’s Services”).
7. YOUR USE OF THE WEBSITE.
7.A Your Information.
In order to gain access to the Website and Content, You are required to provide Owner certain registration information, which includes, but is not limited to Your name, email address, phone number, mailing address, and Account if you elect the Installment Plan. Owner uses this information to create an account profile for You so that You can access the Website. The above information must be accurate; failure to notify Owner of any changes to this information will constitute a breach of this Agreement.
The content on the Website, including without limitation, the text, software, scripts, graphics, files, documents, images, photos, sounds, music, pictures, messages, interactive features, videos, the design of and “look and feel,” all copyrights, and the like (collectively, “Content”) and the trademarks, service marks and logos contained therein (“Marks”), are owned by or licensed to Owner, subject to copyright, trademark, and other intellectual property rights under the law. Content on the Website is provided to you AS IS for Your information and personal use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of Owner. Owner reserves all rights not expressly granted in and to the Website and the Content.
7.C Third-Party Sites.
The Website may contain links to third-party websites that are not owned or controlled by Owner. Owner has no control over, and assumes no responsibility for, the content, privacy policies or practices of any third-party websites. In addition, Owner will not and cannot censor or edit the content of any third-party site. BY USING THE WEBSITE, YOU EXPRESSLY RELIEVE OWNER FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY THIRD-PARTY WEBSITE.
8. RESTRICTIVE COVENANTS.
You acknowledge that: (i) Owner’s business is conducted throughout the World; (ii) the covenants contained herein are essential elements of this Agreement and that, but for such covenants, Owner would not have entered into this Agreement with You; (iii) the Website will give You access to Owner’s Confidential Information; (iv) Owner has developed a long-standing relationship with its clientele and that the breach of any of the restrictions and covenants set forth herein would cause substantial loss to the goodwill of Owner and cause Owner irreparable harm; (v) the restrictions imposed on You herein and the purposes for such restrictions are reasonable in time, scope and duration and are designed to protect the goodwill, Confidential Information, the continued success of Owner, and Owner’s relationships with its clients; and (vi) the restrictions imposed on You herein in no way are harmful to the public.
8.B Confidential Information.
8.B1 Defined. Owner’s Confidential Information includes any proprietary, confidential, or secret knowledge, data or matters, whether transmitted in writing, orally, visually or otherwise, used in, associated with, or related to Owner, the current or anticipated business of Owner, the research, development, design, and marketing activities of Owner, and those of any party granting rights to Owner or that has been identified to You, either orally or in writing, together with analyses or documents that contain or otherwise reflect such matters, including know-how, technology, financial information, trade secrets, client lists, client names or identities, details of vendor, licensor, client or consultant contracts, pricing policies, operational methods, marketing plans or strategies, product development techniques or plans, business acquisition plans, new personnel acquisition plans, methods of manufacture, drawings, specifications, personnel data, processes, formulas, designs and design projects, computer programs, inventions and research projects of Owner or any other entity that may hereafter become an affiliate thereof, unless otherwise in the public domain other than as a result of disclosure by You (collectively, “Confidential Information”).
8.B2 Covenant Not to Use or Disclose Confidential Information. You agree not to use or disclose to any third-party, directly or indirectly, for any reason or in any way, other than at the express written direction of Owner or as required by law, any Confidential Information.
8.C1 Clients. During the Term hereof, and for two (2) years after the termination of this Agreement (“Restricted Period”), You shall not solicit or cause another to solicit for the others benefit, or for the benefit of any other person or entity, any client or potential client of Owner without first obtaining the written consent of Owner. The term “Client” shall refer to any individual, business or other entity who was doing business with Owner prior to the date You entered into this Agreement, or who was introduced to Owner by You after the date you entered into this Agreement; and the term “Potential Client” shall refer to any individual, business or other entity who or which was not, at the relevant time, an actual client of Owner but who or which, at such time, had disclosed Confidential Information to Owner regarding his/her/its programs or needs, or to whom or which a proposal for service had been made by Owner.
8.C2 Employees. During the Term hereof and Restricted Period, You shall not solicit or cause another to solicit for the other’s benefit, or for the benefit of any other person or entity, any employee or independent contractor of Owner without first obtaining the written consent of Owner.
9. TERM & TERMINATION.
The Term of this Agreement shall commence on the Effective Date (defined below) and shall end upon termination as described below.
You may terminate Your use of the Website at any time. Owner may terminate this Agreement, or suspend or terminate Your access to the Website, at any time, for any reason, if Owner suspects that You have violated any provision of this Agreement and Owner may seek any other available legal remedy. Your rights under this Agreement will terminate automatically if You breach any part of this Agreement or if You terminate Your use of the Website. You remain solely liable for all obligations related to use of the Website, even after You have stopped using the Website. If You are paying the Fees on an Installment Plan and have not paid the Fees in full at the time of termination, the Fees will become immediately due and payable in full at the time of termination of this Agreement.
10. DISCLAIMERS; LIMITATION OF LIABILITY.
10.A Warranty Disclaimer.
YOU AGREE THAT YOUR USE OF THE WEBSITE OR THE PRODUCTS AND SERVICES AVAILABLE THEREIN SHALL BE AT YOUR SOLE RISK. THE WEBSITE, CONTENT, AND ANY PRODUCTS OR SERVICES AVAILABLE ON THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, OWNER, ITS MANAGERS, MEMBERS, EMPLOYEES, LICENSORS, SUPPLIERS, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND YOUR USE THEREOF, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. OWNER MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE WEBSITE’S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THE WEBSITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE, (IV) ANY BUGS, VIRUSES OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD-PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE. OWNER DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD-PARTY THROUGH THE WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND OWNER WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
10.B Earnings Disclaimer.
THE INFORMATION CONTAINED ON THIS WEBSITE AND THE RESOURCES AVAILABLE FOR DOWNLOAD THROUGH THIS WEBSITE ARE FOR EDUCATIONAL AND INFORMATIONAL PURPOSES ONLY. THE CONTENT AND FUNCTIONALITY ON THE WEBSITE IS PROVIDED WITH THE UNDERSTANDING THAT ANY AND ALL USE OF THIS WEBSITE DOES NOT CREATE A FIDUCIARY RELATIONSHIP BETWEEN YOU AND OWNER. OWNER MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY, ACCURACY, COMPLETENESS, USEFULNESS, APPROPRIATENESS, TIMELINESS, LEGALITY OR OWNERSHIP OF ANY CONTENT, INFORMATION AND/OR MATERIAL CONTAINED ON OR PRESENTED THROUGH THE WEBSITE.
10.C No Guarantees.
YOU AGREE THAT OWNER HAS NOT MADE ANY GUARANTEES ABOUT THE RESULTS OF TAKING ANY ACTION, WHETHER RECOMMENDED ON THIS WEBSITE OR NOT. OWNER PROVIDES EDUCATIONAL AND INFORMATIONAL RESOURCES THAT ARE INTENDED TO HELP USERS OF THIS WEBSITE SUCCEED IN BUSINESS AND OTHERWISE. YOU NEVERTHELESS RECOGNIZE THAT YOUR ULTIMATE SUCCESS OR FAILURE WILL BE THE RESULT OF YOUR OWN EFFORTS, YOUR PARTICULAR SITUATION, AND INNUMERABLE OTHER CIRCUMSTANCES BEYOND THE CONTROL AND/OR KNOWLEDGE OF OWNER. YOU ALSO RECOGNIZE THAT PRIOR RESULTS DO NOT GUARANTEE A SIMILAR OUTCOME. THUS, THE RESULTS OBTAINED BY OTHERS, WHETHER CLIENTS OR CUSTOMERS OF OWNER OR OTHERWISE, APPLYING THE PRINCIPLES SET OUT IN THIS WEBSITE ARE NO GUARANTEE THAT YOU OR ANY OTHER PERSON OR ENTITY WILL BE ABLE TO OBTAIN SIMILAR RESULTS.
10.D Limitation of Liability.
IN NO EVENT SHALL OWNER, ITS MANAGERS, MEMBERS, EMPLOYEES, LICENSORS, SUPPLIERS OR AGENTS, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM YOUR ACCESS TO OR USE OF THE WEBSITE, CONTENT OR THE PRODUCTS AND SERVICES AVAILABLE ON THE WEBSITE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. YOU AGREE THAT THE MAXIMUM TOTAL LIABILITY OF OWNER TO YOU FOR ANY CLAIM UNDER THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, SHALL NOT EXCEED THE ACTUAL TOTAL AMOUNT RECEIVED BY OWNER FROM YOU TO ACCESS THE WEBSITE AND/OR USE THE PRODUCTS AND/OR SERVICES. THE LIABILITY OF OWNER SHALL BE LIMITED TO THE ASSETS OF OWNER. NO PERSONAL LIABILITY SHALL AT ANY TIME BE ASSERTED OR ENFORCEABLE AGAINST OWNER’S MANAGERS, MEMBERS, EMPLOYEES OR AGENTS ON ACCOUNT OF THIS AGREEMENT AND YOUR USE OF THE WEBSITE. IF YOUR USE OF THE WEBSITE, SERVICES, AND/OR PRODUCTS RESULTS IN THE NEED FOR SERVICING, REPAIR, OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ALL COSTS THEREOF. EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENT. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
You agree to defend, indemnify and hold harmless Owner, its managers, members, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) Your use of and access to the Website; and (ii) Your violation of any term of this Agreement; (iii) Your violation of any third-party rights, including without limitation any copyright, property or privacy right. This defense and indemnification obligation will survive the Term of this Agreement.
PLEASE READ THE FOLLOWING SECTION CAREFULLY. IT CONTAINS PROVISIONS THAT GOVERN DISPUTES UNDER THIS AGREEMENT. THE PARTIES AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
The term “dispute” means any dispute, action or other controversy between you and Owner concerning this Agreement, whether in contract, warranty, tort, statute, regulation, ordinance or any other legal or equitable basis. “Dispute” will be given the broadest possible meaning allowable under law.
12.B Notice of Dispute.
In the event of a dispute, You must give the Owner a notice of dispute, which is a written statement that sets forth the name, address, and contact information for You, the facts giving rise to the dispute, and the relief requested (“Notice of Dispute”).
The Parties will attempt to resolve any dispute through informal negotiation within sixty (60) calendar days from the date of the Notice of Dispute. After sixty (60) calendar days, the Parties agree to submit the dispute to mediation administered by the American Arbitration Association under its Commercial Mediation Procedures. The Parties shall each pay fifty percent (50%) of the cost of the Mediation. The place of Mediation shall be New York City, New York.
12.D Prohibition of Class and Representative Actions and Non-Individual Actions.
You may bring claims against the Owner only on an individual basis and not as part of any purported class or representative action or proceeding.
13. THIRD PARTY PRODUCTS AND/OR SERVICES.
13.A As part of Owner’s Services, Owner may suggest that You acquire, install and use certain third party software or services (“Third Party Software”). Third Party Software is licensed to You by the respective owners or licensees of the Third Party Software. You must agree to the terms and conditions set forth by such owners or licensees before installing Third Party Software, whether Owner assists You in the acquisition, installation, and/or use of Third Party Software. Owner has no responsibility or rights to the Third Party Software and does not license Third Party Software to You or make any representation or warranty regarding the Third Party Software.
13.B Owner may have a monetary relationship a third party selling Third party Software (the “Affiliate” or collectively referred to as “Affiliates”). This clause is provided for the purpose of disclosing Owner’s potential financial relationship with Affiliates, advertisers, sponsors and other third parties that Owner works with. In the event that You decide to purchase a Third Party Software recommended by Owner, Owner may receive additional compensation from that purchase from the Affiliate. Despite the foregoing, Owner and its representatives provide honest opinions and commercial experiences as they relate to the Third Party Software recommended.
Owner may amend this Agreement at any time and for any reason in its sole discretion. You agree to be bound by any amended Agreement. Continuing use of the Website shall constitute acceptance of any amended Agreement.
14.B Assignment and Binding Effect.
The rights and benefits of Owner under this Agreement shall be transferable, and all covenants and agreements hereunder shall inure to the benefit of, and be enforceable by or against its successors and assigns. This Agreement shall not be assignable by You.
14.C Attorney’s Fees.
You shall be responsible for all costs and expenses, including reasonable attorney fees and costs incurred by Owner in enforcing this Agreement against You.
14.D Law, Jurisdiction and Venue.
All questions concerning the construction, validity, and interpretation of this Agreement and the performance of the obligations imposed by this Agreement shall be governed by the internal law, not the law of conflicts, of the State of South Carolina. To the full extent permitted by law, any circuit court in South Carolina shall have exclusive jurisdiction over any matter relating to or arising from this Agreement and the parties' rights and obligations under this Agreement.
Each party agrees to refrain from making any public or private statement (including starting or joining any group chats, whether on social media or any other forum with any other user of the Website or anyone else not a user of the Website) about the other or its members, managers, employees or affiliates that would be injurious to the other party’s business or reputation or which would, directly or indirectly, interfere with the business of the other party. You are prohibited from starting or joining any group chats, whether on social media or any other forum with any other user of the Website or anyone else not a user of the Website.
Any notice or communication required or permitted to be given under this Agreement shall be in writing and shall be delivered by email. Notices and communications shall be addressed to, and delivered at, the following address:
If to Owner: Name:: Ivy Lynne Studio, LLC
A notice must be addressed to the recipient signatory at the address stated herein or at the recipient’s last known e-mail address. A notice sent by email shall be deemed given if confirmed by a delivery receipt or a read receipt.
Owner may, from time to time, include contests, promotions, sweepstakes, or other activities (“Promotions”) that require You to submit material or information concerning Yourself. Please note that all Promotions may be governed by separate rules that may contain certain eligibility requirements, such as restrictions as to age and geographic location. You are responsible to read all Promotions rules to determine whether or not You are eligible to participate. If You enter any Promotion, You agree to abide by and to comply with all Promotions Rules. Additional terms and conditions may apply to purchases of goods or services on or through the Website, which terms and conditions are made a part of this Agreement by this reference.
Owner, in its own discretion, may use You as a customer reference. Serving as a “customer reference” means that Owner may include Your name, photo, logos, success stories, testimonials, and business/brand name on its client list and reference You in its corporate brochure, other printed materials, press releases, social media, and any other medium.
Should any provision, covenant, agreement, or portion of this Agreement or its application to any person or entity be held invalid by a court of competent jurisdiction, the remaining provisions of this Agreement and the validity, enforceability, and application to any person or entity shall not be impaired thereby, but such remaining provisions shall be interpreted, applied, and enforced so as to achieve, as near as may be, the purpose and intent of this Agreement to the greatest extent permitted by applicable law.
14.J Survival Clause.
Unless otherwise provided for herein, all obligations of the parties hereunder not fully performed as of the expiration or earlier termination of the Agreement shall survive the termination of this Agreement.
No waiver of any term, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances shall be deemed to be or construed as a further or continuing waiver of any such term, provision or condition of this Agreement. If either Party waives a breach of this Agreement by the other Party, that waiver will not operate or be construed as a waiver of later similar breaches.
You acknowledge and agree that by clicking on the ACCEPT button or similar buttons or links as may be designated by Owner to show Your approval, or Your initial access to the Website (known as the Effective Date herein), You are entering into a legally binding contract under the terms of this Agreement.