CARSON COVE PUBLISHING (a division of NEXSYS INTERACTIVE CORPORATION OPERATING AS “LEIGH VENICE”) SEMINAR/COACHING/CONSULTING ENROLLMENT AGREEMENT

By clicking “I Agree,” and entering your credit card information, or otherwise enrolling, electronically, verbally, or otherwise, in the course, you (the “Client”) are entering into a legally binding agreement with NEXSYS Interactive Corporation, an Alberta Corporation, operating under the trade name “Leigh Venice” (the “Company”), according to the following terms and conditions (collectively the Client and the Company are referred to herein as the “Parties”)

1. COMPANY’S SERVICES. Upon execution of this Agreement, electronically, verbally, or otherwise, the Company agrees to render services related to education, seminar, consulting, coaching, and/or business-coaching (the “Program”). The terms of this Agreement shall be binding for any further goods/services supplied by Company to Client.

Parties agree that the Program is in the nature of coaching and education. The scope of services rendered by Company pursuant to this contract shall be solely limited to those contained therein and provided for on Company’s website as part of the Program. Company reserves the right to substitute services equal to or comparable to the Program for Client if the need arises. Further, Company reserves the right, at its sole discretion, to update the content, structure, programs and materials over time.

2. COMPENSATION. Client agrees to compensate Company according to the payment schedule set forth on Company’s website and the payment plan selected by Client (the “Fee”), which fee may be amended or updated by the Company. Company shall charge a 5% (five percent) late penalty to all balances that are not paid in a timely manner by Client. Further, if any law imposes a charge in the nature of a sales, good, services, consumption, value added or similar tax, which is assessed or payable on any of the moneys which Client must pay to Company, then such tax will be payable by Client to Company when the same is due for payment.
3. REFUNDS. Upon execution of this Agreement, Client shall be responsible for the full extent of the Fee. If client cancels attendance at the Program for any reason whatsoever, Client will receive no refund.
4. 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.
5. NO RESALE OF SERVICES PERMITTED. Client agrees not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial or any other purposes not contemplated by the relationship between Client and Company, any portion of the Program (including course materials), use of the Program, or access to the Program. This Agreement is not transferrable or assignable by the Client without the Company’s prior written consent. The Company may however transfer or assign this Agreement to an affiliate, or pursuant to an amalgamation, arrangement or other comparable corporate transaction or sale.
6. 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, in accordance with the terms of this Agreement. Client shall not be authorized to use any of Company’s intellectual property for Client’s business purposes, or any other purpose not contemplated by this Agreement. Client shall not be authorized to share, adapt, store, display, license, copy, distribute, or otherwise disseminate any materials received from Company electronically or otherwise without the prior written consent of the Company, which consent may be withheld arbitrarily and for any reason. All intellectual property, including Company’s copyrighted course materials, shall remain the sole and exclusive property of the Company. No license to sell or distribute Company’s materials is granted or implied.
7. LIMITATION OF LIABILITY. By using Company’s services and enrolling in the Program, Client releases Company, it officers, employers, directors, agents, assigns and related entities from any and all damages that may result from anything and everything. The Program is only an educational/coaching service being provided. By using Company’s services and enrolling in the Program, Client releases Company, and the before mentioned parties, from any and all damages that may result from anything and everything. Client accepts any and all risks, foreseeable or non-foreseeable, arising from such transactions. 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) $1000. 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, punitive, negligent, consequential, administrative 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 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. While Company will be providing Client with guidance, direction and program materials, such role is advisory, and Company will not actually complete any actions for Client. Client is solely responsible for producing results within the Program. Company makes no representations or guarantees, implicitly, verbally or in writing regarding performance of this Agreement other than those specifically enumerated herein. Company and its affiliates disclaim the implied warranties of titles, merchant ability, and fitness for a particular purpose. Company makes no guarantee or warranty that the Program will meet Client’s requirements or that all clients will achieve the same results.
9. COURSE RULES. 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. 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. USE OF COURSE MATERIALS. Client consents to recordings being made of courses and the Program. Company reserves the right to use, at its sole discretion, course materials, videos and audio recordings of courses, and materials submitted by Client in the context of the course(s) and the Program for future lecture, teaching, promotional and marketing materials, and further other goods/services provided by Company, without compensation to the Client. Client consents to its name, voice, and likeness being used by Company for future lecture, teaching, promotional and marketing materials, and further other goods/services provided by Company, without compensation to the Client.
11. NO SUBSTITUTE FOR MEDICAL TREATMENT. Client agrees to be mindful of his/her own wellbeing during the course and seek medical treatment (including, but not limited to psychotherapy), if needed. Company does not provide medical diagnosis or treatment, professional counselling, therapy, or psychotherapy services. Company is not responsible for any decisions made by Client as a result of the coaching and any consequences thereof.
12. TERMINATION. In the event that Client is in arrears of payment or otherwise in default of this Agreement, all payments due here under shall be immediately due and payable. Company shall be allowed, at its sole discretion, to immediately collect all sums from Client and terminate providing further services to Client. In the event that Client is in arrears of payments to Company, Client shall be barred from using any of Company’s services, and resumption of services shall by at the Company’s sole discretion.
13. CONFIDENTIALITY. The term “Confidential Information” shall mean information which is not generally known to the public relating to the Client’s business or personal affairs. Company agrees not to disclose, reveal or make use of any Confidential Information learned of through its transactions with Client, during discussion with Client, the coaching session with Company, or otherwise, without the written consent of Client. Company may however disclose Confidential Information if is it compelled to do so by a court of competent jurisdiction, or if it is otherwise compelled by law. Company shall keep the Confidential Information of the Client in strictest confidence, and in accordance with the terms of its Privacy Policy, and shall use its best efforts to safeguard the Client’s Confidential Information and to protect it against disclosure, misuse, espionage, loss and theft. Client agrees to further keep Company updated of any changes to their personal information including name or address changes.
14. NON-DISPARAGEMENT. In the event that a dispute arises between the Parties or a grievance by Client, the Parties agree and accept that the only venue for resolving such a dispute shall be in the venue set forth herein below. 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.
15. INDEMNIFICATION. Client shall defend, indemnify, and hold harmless Company, Company’s directors, employees, agents, shareholders, affiliates, assigns and successors from and against any and all liabilities and expenses whatsoever – including without limitation, claims, damages of any kind, judgments, awards, settlements, administrative actions, penalties, or fines, investigations, costs, attorney’s 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 gross negligence or willful misconduct by Company, or any of its directors, employees, shareholders, , affiliates, assignsor successors. Client shall defend Company in any legal actions, regulatory actions, or the like arising from or related to this Agreement, but will also allow Company to advance any defense, using Company’s legal counsel, and will indemnify Company for the same. Company recognizes and agrees that all of the Company’s shareholders, directors, affiliates, assigns and successors shall not be held personally responsible or liable for any actions or representations of the Company.
16. 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.
17. CHOICE OF LAW/VENUE. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the Federal laws of Canada applicable therein, 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 Province of Alberta. 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.
18. 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.
19. 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.
20. 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.
21. OTHER TERMS. Upon execution by clicking “I agree” the Parties agree that any individual, associate, and/or assign shall be bound by the terms of THIS AGREEMENT, including the terms of the Company’s Privacy Policy. A facsimile, electronic, or e-mailed executed copy of this Agreement, with a written or electronic signature, shall constitute a legal and binding instrument with the same effect as an originally signed copy.
22. PRIVACY POLICY. All private and personal information that Client provides to Company will be held in strict confidence and will only be used in accordance with Company’s Privacy Policy or otherwise as required by law and in keeping with Company’s legal obligations. Client hereby acknowledges and agrees that they have reviewed, and agree to be bound by, the terms of Company’s Privacy Policy, which is incorporated by reference into this Agreement and forms part of this Agreement.