Terms | Jonathan Herzog

Terms & Disclaimers

JONATHAN HERZOG LLC

TERMS AND CONDITIONS OF USE

PLEASE READ THIS AGREEMENT CAREFULLY. IF YOU DO NOT AGREE WITH THIS AGREEMENT, DO NOT ACKNOWLEDGE THESE TERMS AND DO NOT ACCESS OUR WEBSITE, PROGRAMS OR CONTENT.

Please read these Terms and Conditions of Use ("TOU") carefully. You must agree to these TOU before you are permitted to use any Jonathan Herzog LLC digital or downloadable resources, podcast, online course, one-on-one or group coaching, class, program, workshop, or training, enter any member portal(s) or online private forums operated by Jonathan Herzog LLC (for any purpose), whether on a website hosted by Jonathan Herzog LLC, including https://theceocohort.com ("Website"), or a third-party website such as an online course platform or Zoom, participate in any events or challenges, whether live or virtual, and/or purchase or take part in any future service or activity offered by Jonathan Herzog LLC, whether now known or unknown (collectively the "Program").

If you do not agree with these TOU, you may not use the Program or Website.

As used in these TOU, the term "Releasees" is defined to include the following: (i) Jonathan Herzog LLC, its subsidiaries, affiliated companies, owners, members, managers, directors, officers, past and present employees, agents, coaches, representatives, successors, and assigns (collectively, the "Company"); (ii) any Company volunteers; and (iii) Jonathan Herzog.

1. The Program

As part of the Program you select at checkout, you will receive the services outlined on the web page where you registered. The Company reserves, in its sole right and discretion, the right to adjust the Program, including the services and/or pricing at any time. Except as otherwise expressly provided for in these TOU, any modification to the Program will take effect following notice to you.

All or part of your Program may only be available for a limited time. Please make sure you access and complete all parts of your Program during the dates it is provided. Refunds will not be provided for any part of the Program that you do not complete during the limited time it is offered.

If you register for the Program, you understand and agree that you may be coached by Jonathan Herzog, guest coaches, and/or your peers that are also participating in the Program. In the event Jonathan Herzog is not in attendance for a group meeting for any reason including, but not limited to, illness, injury, or any other unforeseen circumstance(s), the Company may, in its sole right and discretion, designate a qualified host of Company's choosing to carry out the meeting.

Please note that if you disagree with the Company's designated choice of host in the event Jonathan Herzog is unavailable for the Program meeting, no grounds to receive a refund will be created, and any request for a refund on this basis shall be denied.

2. Participants

The Program is intended for business professionals and entrepreneurs only. The Program and Website are intended and only suitable for individuals aged eighteen (18) and above. Some of the content in the Program and on the Website may not be appropriate for children. Children under the age of eighteen (18) are not permitted to use the Program or Website. The Company hereby disclaims all liability for use by individuals under the age of eighteen (18).

If you wish to participate in another session of the Program in the future or purchase any other products, programs or services from the Company, all terms of these TOU will continue to apply unless superseded by another agreement in writing.

3. Program Fees

The CEO Cohort program has a fee of Ten Thousand Dollars (USD $10,000.00). You may have a discount code applied to reduce this fee amount based on promotional offers or special circumstances at the Company's discretion.

You agree that all of the information submitted during your registration will be accurate, correct and up to date. The Company reserves the right to deny entrance into the Program to any applicant that is deemed unqualified for any reason, at the Company's sole and absolute discretion. In some circumstances, the Company may also accept participants who do not meet all of a Program's minimum requirements, which does not void these TOU or entitle the participant to a refund.

4. Payment

You agree to the fees and payment schedule for the Program you selected at checkout.

If paying by debit card or credit card, you give the Company permission to automatically charge your credit or debit card for all fees and charges due and payable to the Company, without any additional authorization, for which you will receive an electronic receipt. You also agree that the Company is authorized to share any payment information and instructions required to complete the payment transactions with its third-party payment service providers (e.g., credit card transaction processing, merchant settlement, and related services).

Unless stated otherwise, payment in full is required before you are permitted to participate in any Program. If payment is not received when due, the Company reserves the right to terminate your access to the Program and all Content immediately and permanently.

If you fail to make any payment in a timely manner (on the date the payment is due) or voluntarily withdraw from the Program at any time or for any reason, you will remain fully responsible for the full cost of the Program and all payments in any payment plan you have chosen, unless otherwise mentioned within these TOU.

There is no rescheduling of coaching calls without exception. Missed/canceled calls are forfeit without refund.

The Company reserves the right to charge a late fee on all balances more than 30 days overdue. You agree to reimburse the Company for all collection and/or legal fees and expenses necessitated by lateness or default in payment.

5. Refund Policies

The Company has a no refund policy. Unless otherwise provided by law, you acknowledge that the Company does not offer refunds for any portion of your payment for the Program, and no refunds will be provided to you at any time. By using and/or purchasing the Program, you understand and agree that all sales are final and no refunds will be provided.

All fees for the Services are non-refundable.

Any deviation by the Company from these policies, as determined in the Company's sole discretion, does not constitute a waiver of these policies and you will not be entitled to a refund on that basis.

The Company reserves the right, in its sole discretion, to determine how to manage a participant who violates these TOU. Therefore, if a participant disagrees with how the Company manages another participant and requests a refund, the Company will deny such request.

Furthermore, if a participant violates these TOU, the Company reserves the right, in its sole discretion, to offer the participant another opportunity to abide by these TOU. If a participant disagrees with the Company offering another participant a second opportunity to follow these terms, no grounds for a participant to receive a refund would be created, and any request for a refund on this basis shall be denied.

If, in the Company's sole right and discretion, you persist with behaviors or actions that violate these TOU, the Company may terminate your access and participation in the Program without notice and without refund.

Since we have a clear and explicit refund policy in these TOU that you have agreed to prior to completing the purchase of the Program, we do not tolerate or accept any type of chargeback threat or actual chargeback from your credit card company or payment processor. In the event that a chargeback is placed on a purchase, or we receive a chargeback threat during or after your purchase, we reserve the right to report the incident to any other entity for inclusion in any chargeback database or for listing as a delinquent account which could have a negative impact on your credit report score. The information reported will include your name, email address, order date, order amount, and billing address. Chargeback abusers wishing to be removed from the database shall make the payment for the amount of the chargeback.

6. Earnings and Results Disclaimer

JONATHAN HERZOG LLC

EARNINGS AND RESULTS DISCLAIMER – NO GUARANTEE OF RESULTS OR EARNINGS

Jonathan Herzog LLC offers education and informational resources for CEOs and business leaders. While we often celebrate the successes of our clients, we do not guarantee that you will achieve any particular result or earnings by participating in our services or programs.

Your results are dependent on a multitude of factors (which are not within our control). Those factors include your finances, the amount of experience you have, your skillset and education, the level of effort you put into your business, the amount of time you dedicate to our program or service, and even changes within the business and online industries.

All results and earnings will differ for each CEO and business leader, and any prior results do not guarantee a similar outcome. You should not rely on any revenue, sales numbers or any other earning information that we share as a promise or a guarantee of the level of success or earnings you will achieve.

Ultimately, you are solely responsible for your results and the success of your business.

7. Guest Coaches and Coach Substitutes

The Company may have guest coaches and/or coach substitutes participate and coach the Program. The Company, in its sole right and discretion, reserves the right to assign any and all duties, responsibilities, and obligations under the terms of these TOU, at any time, to any qualified third party of the Company's choosing, to deliver, administer, and carry out the Program, without providing advanced notice nor needing consent from any participant.

If a participant disagrees with or fails to consider Company's guest coach or coach substitute as qualified, no grounds to receive a refund are created, and any request for a refund on this basis shall be denied.

8. Intellectual Property Rights

A. Ownership of the Content

The words, videos, voice and sound recordings, training materials, design, layout, graphics, photos, images, information, materials, documents, data, databases and all other information and intellectual property accessible on or through the Company website, any third-party website the Company may use to distribute or host the Program, contained in e-mails sent to you by the Company, or provided at in-person events by the Company, as well as the look and feel of all of the foregoing ("the Content") is property of the Company and/or our affiliates or licensors, unless otherwise noted, and it is protected by copyright, trademark, and other intellectual property laws.

Client agrees that all materials, including but not limited to lessons and worksheets, are Coach's intellectual property. Client may complete and discuss materials only for Client's personal, non-commercial usage. Client agrees not to copy, share, sell, or distribute these materials to anyone else.

B. The Company's Limited License to You

If you view, purchase, or access the Program or any of the Content, you will be considered our Licensee. For the avoidance of doubt, you are granted a revocable, non-transferable license for personal, non-commercial use only, limited to you only.

This means you may view, download, print, email and use one copy of individual pages of the Program and Content for your own personal purposes or your own internal business use only.

You may not republish, reproduce, duplicate, copy, sell, display, disclose, distribute to friends, family, your clients, or customers, or any other third party, or otherwise use any material from the Program or Content for commercial purposes or in any way that earns you or any third-party money (other than by applying them internally in your own business). By downloading, printing, or otherwise using the Program or Content for personal use you in no way assume any ownership rights of the Content – it is still Company property. Any unauthorized use of any materials found in the Program or Content shall constitute infringement.

You must receive the Company's written permission before using any of the Program or Content for your own commercial use or before sharing with others.

The trademarks and logos displayed on the Program or Content are trademarks belonging to the Company, unless otherwise indicated. Any use including framing, metatags or other text utilizing these trademarks, or other trademarks displayed, is strictly prohibited without our written permission.

All rights not expressly granted in these terms or any express written license, are reserved by the Company.

C. The CEO Cohort Program: Full-Year Access to Content and materials in Program

If you enrolled in The CEO Cohort program, you are granted full-year access to The CEO Cohort program materials and Content, for a full year only.

This means you will have access to any resources and materials found within The CEO Cohort program, provided your account is in good standing on all Company programs, for a full year.

Please note that Company, in its sole right and discretion, may temporarily suspend or terminate your lifetime access in the Program at any time, without providing notice to you, if in Company's discretion you have violated these TOU in any way.

D. Recorded Coaching Calls and Live Events

The Company's coaching calls and live events will be recorded and may be made available to Program participants.

However, in the Company's sole right and discretion, the Company may refuse to present or provide any Program participant with the live coaching call and live event recordings. The Company's potential changes referenced above do not pose as grounds for a participant to receive a refund and any request for a refund on this basis will be denied.

Recorded live coaching calls and live event recordings are considered Content and therefore, may not be downloaded, shared, displayed, distributed, copied, sold, duplicated, reproduced, used, or republished.

E. Unauthorized Use

Your use of any materials found in Program or Content other than that expressly authorized in this TOU or by a separate written assignment, is not permitted ("Unauthorized Use"). You agree to pay liquidated damages of five (5) times the total fees paid for the Program in the event of your Unauthorized Use, or a minimum of Five Thousand Dollars ($5,000.00) if you did not pay fees for the Program, in addition to any legal or equitable remedies the Company may be entitled to pursue. This is not a penalty but an agreed liquidated damages charge for the Unauthorized Use.

You agree that any violation or threatened violation of the Intellectual Property Rights terms in this TOU would cause irreparable injury to the Company that may not be adequately compensated by damages, entitling the Company to obtain injunctive relief, without bond, in addition to all legal remedies.

F. Your License to the Company; Use in Testimonials and Marketing.

By posting or submitting any material during the Program such as comments, posts, photos, designs, graphics, images or videos or other contributions, you are representing to the Company that you are the owner of all such materials, and you are at least eighteen (18) years old. You are also granting the Company, and anyone authorized by the Company, an unlimited, 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 your contributions, in whole or in part, in any manner or medium, now known or developed in the future, for any purpose, and granting the Company the right to make it part of the Company's current or future Program and Content. This right includes granting the Company proprietary rights or intellectual property rights under any relevant jurisdiction without any further permission from you or compensation by the Company to you. You acknowledge that the Company has the right but not the obligation to use any contributions from you and that the Company may elect to cease the use of any such contributions in the Program or in our Content at any time for any reason.

You also consent to photographs, videos, and/or audio recordings, including teleconference calls, webinars, or other communications, that may be made by the Company during the Program that may contain you, your voice and/or your likeness. In the Company's sole discretion, we reserve the right to use these photographs, videos, and or/audio recordings and/or any other materials submitted by you to the Company or created by the Company in connection with your participation in any Program, without compensation to you at any time, now or at any time in the future.

You also grant the Company, and anyone authorized by the Company, the right to use your likeness and identify you as the author and individual depicted in any comments, posts, photos, images, videos, or other contributions created by you or the Company, or by name, email address, or screen name, for any purposes, including commercial purposes and advertising. You acknowledge that we have the right but not the obligation to use any contributions from you and that we may elect to cease the use of any such contributions in the Program or in our Content at any time for any reason.

This means you give the Company permission to use anything you submit or post in the Program or any third-party forum or website operated by the Company, or anything captured by you or the Company during your participation in the Program, including images in which your face is visible and recognizable or your full name.

G. Request for Permission to Use the Content

If you wish to use any of the Content, or any other intellectual property or property belonging to the Company, you should request permission in writing BEFORE you use the Content through the support form on our Website.

If you are granted permission by the Company, you agree to use the specific Content that the Company allows and only in the ways for which the Company has given you its written permission. If you choose to use the Content in ways that the Company does not specifically give you written permission, you agree now that you will be treated as if you had copied, duplicated and/or stolen such Content from the Company, and you consent to immediately stop using such Content and to take whatever actions as the Company may request and by the methods and in the time frame that the Company prescribes to protect its intellectual property and ownership rights in the Program and Content.

9. Coach/Client Relationship and Responsibilities of The Parties

The coaching relationship is co-creative, meaning that the coaches and you are equal partners in the coaching process.

Client understands and acknowledges that the coaching relationship does not establish a doctor-patient, attorney-client, counseling, accountant-client, or similar relationship of any kind between Client and Coach.

A. The Company's Responsibilities:

The Company's coaches and guest instructors are trained to use their communication skills and coaching tools to support you throughout the Program.

The Company's coaches and guest instructors will provide guidance to you based on information you provide.

The Company's coaches and guest instructors will answer questions through whatever forum the Company provides for the Program, which may include the resource vault and live group coaching calls on Zoom; replays may be made available if you are not available to attend live.

B. Your Responsibilities for Best Results:

Watch and/or listen to all video content provided on the Website and complete all worksheets assigned during the Program, at your own pace.

Attend live group coaching calls.

Participate, engage, and ask for coaching and help in the Company's private vault and in the member portal on our Website.

Attend live in-person events, if applicable.

Client agrees to communicate honestly, be open to feedback and suggestions, and to be fully engaged in the Services. Client agrees to tell Coach expressly if they do not want coaching on certain topics.

You agree that your relationship with the Company is that of a coach-client relationship and that no other professional relationship has been established.

You agree that coaching is not to be used as a substitute for professional advice of any kind, including medical, mental, or other qualified professional help and you agree to seek professional guidance for such matters, should they arise, independent of the coaching relationship.

10. Your Conduct

The Program is a "pitch free zone." You agree you will not pitch, promote, market, or sell any other products, groups, programs, or events to Program participants on any Company website or third-party forums operated by the Company, whether or not officially sanctioned, owned, or operated by the Company. This means you agree not to form, or ask Program participants to join, "shadow" groups on social media or any other platform, or in-person meetups, based on interests or locality. You agree you will not invite Program participants to participate in events, such as a meetup, seminar, mastermind, or program, without first receiving approval from the Company. You agree not to market, promote, or sell products or services such as coaching services and/or programs, coaching masterminds, online programs, live-events, or other products or services to Program participants, unless you are authorized or requested to do so by the Company.

Please choose carefully the materials that you upload to, submit to, or embed on any website operated by the Company and any third-party forums operated by the Company. Any material you post on the Company's website or in any third-party forums operated by the Company may become public.

You are responsible for your material and for any liability that may result from the material you post. You participate, comment, and post material at your own risk. Any communication by you on the Company's website and any third-party forums operated by the Company, whether by leaving a comment, participating in a chat, public or private forum, or other interactive service, must be respectful. You may not communicate or submit any content or material that is abusive, vulgar, threatening, harassing, knowingly false, defamatory, or obscene or otherwise in violation of any law or the rights of others. You agree to post comments or other material only one time.

You are strictly forbidden from the following:

Harassing, fighting with, or being disrespectful to the Company or other Program participants

Causing damage to any Company website or third-party forums operated by the Company

Using any Company website or third-party forums operated by the Company for any unlawful, illegal, fraudulent, or harmful purpose or activity

Using any Company website or third-party forums operated by the Company to copy, store, host, transmit, send, use, publish or distribute any spyware, virus, worm, Trojan horse, keystroke logger or other malicious software

Using any Company website or third-party forums operated by the Company to transmit, send, or deliver unsolicited communications or for other marketing or advertising purposes

Systematically or automatically collecting data from any Company website or third-party forums operated by the Company

Using any Company website or private membership forum or third-party forums operated by Company, to take pictures and/or screenshots of comments, posts, pictures, materials, or any other content posted and/or shared by Company and/ or participants without receiving their advance permission

Sharing any private and proprietary information, screen shots, comments, posts, pictures, materials, or any other content posted and/or shared from other participants, with the public or with anyone who is not a participant on or in any Company website, private membership or third-party forums operated by Company.

Using discriminatory speech, hate speech, comments, or actions against another participant based on their sex, gender, age, ethnicity, race, socio-economic status, disability, or other labels

If, in the Company's sole discretion, your conduct violates these TOU in any way, you agree that the Company may immediately and permanently terminate your participation in the Program and your access to the Content without refund.

The Company, in its discretion, may delete or modify, in whole or part, any post, comment or submission to the Website and any third-party forums operated by the Company. The Company does not, however, have any obligation to monitor posts, comments, or material submitted by third parties. The Company neither endorses nor makes any representations as to the truthfulness or validity of any third-party posts, comments, or material on the Website or any third-party forums operated by the Company. The Company shall not be responsible or liable for any loss or damage caused by third-party posts, comments, or materials on the Website and any third-party forums operated by the Company.

11. Community Guidelines

The Company has created a community that is a safe and judgment-free space for connection, conversation, learning, and growth. Within the Company's community is the baseline expectation that all participants will treat one another with respect while bringing encouragement and consideration to all participants.

The Company's community guidelines are as follows:

A. The Company's Program promotes diversity amongst its participants. Therefore, the Company encourages all participants to connect with one another and to learn about one another's background, interests, hobbies, and points of view. The Company does not tolerate nor support any participant's discriminatory speech, hate speech, comments, or actions against another participant based on their sex, gender, age, ethnicity, race, socio-economic status, disability, or other labels.

B. The Company does its best to create a safe and welcoming space for all participants, however, Company cannot guarantee that all participants will follow these guidelines. Company, in its sole discretion, may remove any participant's comments, posts, content or materials, however, Company does not have a duty to review all comments, posts, content and material shared within the Program. Therefore, the Company shall not be held liable for any participant's comments, actions, posts, content, or materials that result in another participant's trauma or discomfort.

C. The Company has created a safe space for all participants to feel seen, respected and heard. Company encourages participants to engage in respectful dialogue with one another. The Company does not support nor tolerate any disrespectful actions or comments, which include, but are not limited to hate speech, discriminatory comments, physical, or mental or emotional abuse. Therefore, each participant must demonstrate respect towards one another.

D. Participants must support each other with words of encouragement, resources, or suggestions, while respecting each participant's boundaries.

E. The Company reserves the right to offer additional program elements from time to time, for any subgroup of participants. These additional program elements are a bonus, not a part of the services included in the base services of the Program. The selection of the participants who may participate in any additional program elements is at the sole discretion of the Company.

The Company may also post separate rules regarding your behavior in any online community or forum, whether hosted on the Company's website or a third-party website, which may be updated from time to time. You agree that you are bound by those rules, and they are expressly incorporated into these TOU.

12. Confidentiality

Coach agrees to keep all information about the Coach / Client relationship strictly confidential unless Coach obtains permission from Client, or if the disclosure is made to Coach's attorney, tax or financial advisor, or where disclosure is required by law, for example if Client threatens to harm himself or herself or others, or if a court orders Coach to disclose this information.

The Company is not legally bound to keep your information confidential. You acknowledge that our communications are not covered by any doctor-patient privilege or other privilege.

Client acknowledges that Coach / Client communications are not covered by any doctor-patient privilege, attorney-client privilege, or other privilege.

You may use a screen name or pseudonym instead of your actual name for your participation in group coaching sessions and public posts on the Company website and in third-party forums operated by the Company.

You agree that the Company shall not be liable for the disclosure of any of your information by another Program participant. You agree to keep all information you learn about other Program participants, their businesses, or clients (as applicable), strictly confidential except in very rare circumstances where disclosure is required by law.

The Company may record coaching calls and share them in the Program, on the Website, or on third-party forums operated by the Company.

You agree you will not share any recorded coaching calls or third-party forum postings outside the private member areas of the Company's website, or any third-party forums operated by the Company, without permission. If the Company discovers you have done so without permission, this will be grounds for immediate termination of your access to the Program and Content you will not be issued a refund.

While Coach agrees not to disclose any information pertaining to Client that personally identifies Client without Client's prior written consent, or as otherwise permitted above, Coach may disclose Client breakthroughs, themes, and victories in general, provided that such usage does not disclose Client's identity or particulars.

13. Username and Password

To access certain features of the Program, including any private membership areas, you may need a username and password. You agree to keep your username and password confidential. During the registration process for any service or product, you agree to provide true, accurate, current, and complete information about yourself. If the Company has reasonable grounds to suspect that you have provided false information, shared your username and password with anyone else, or forwarded any non-public material from the Program to any other person, the Company has the right to suspend or terminate your account and refuse any and all current or future use of the Program or any Content, in whole or part, without refund. Any personally identifiable information you provide as part of the registration process is governed by the terms of the Company's website Privacy Policy.

14. Reviews

The Company respects and welcomes all Program participants to provide honest, truthful, and factual feedback, statements, comments, and testimonials, that are based in integrity, regarding their participant experience with the Company and the Program. The Company prohibits comments, feedback, statements, comments, and testimonials regarding their participant experience with the Company and the Program that: (1) contain confidential or private information which includes but is not limited to, the Company's trade secrets; (2) are unrelated to the Company's products or services; or (3) are clearly false or misleading.

The Company encourages all participants to reach out using the support form on our Website to resolve any concerns participants may have about the Program.

15. Live or In-Person Events

If you participate in any live or in-person event as part of the Program, you agree to observe and obey all posted rules and warnings, to follow any instructions or directions given by the Company through its employees, representatives, or agents, and to abide by any decision of any Company staff or volunteers, or Company vendors or contractors, regarding your ability to safely participate in the Program. You agree to exhibit appropriate behavior at all times and to obey all local, state, and federal civil and criminal laws while participating in the Program. This includes, generally, respect for other people, equipment, facilities, or property. The Company may dismiss you, without refund, if your behavior endangers the safety of or negatively affects the Program or any person, facility, or property.

You consent to medical care and transportation in order to obtain treatment in the event of injury to you as Company, volunteers or medical professionals may deem appropriate. These TOU extend to any liability arising out of or in any way connected with the medical treatment and transportation provided in the event of an emergency and/or injury.

You agree that you will not consume alcohol prior to any part of the Program that involves physical exercise or activity or use any medicine or substance that will inhibit your mental or physical ability to safely participate in the Program.

If you choose to consume alcoholic beverages during any part of the Program, you must do so responsibly and only if you are over the age of twenty-one (21).

The Company is not responsible for any personal item or property that is lost, damaged or stolen at or during the Program.

16. Termination or Cancellation

The Company reserves the right in its sole discretion to refuse or terminate your access to the Program and Content, including the member portal, as well as private Facebook groups operated by the Company, in full or in part, at any time without notice. The Company may terminate your participation and access in the Program and Content at any time, without notice nor refund, if you breach any part of these TOU or have violated any of your obligations to Company on any Company program, including but not limited to payment obligations.

If you would like to cancel your access and participation in the Program, you must provide written notice to the Company using the support form on our Website.

If you are on a payment plan, you will remain fully responsible for the full cost of the Program and all payments in any payment plan you have chosen, even if you voluntarily cancel or your Program is terminated due to a violation by you of these TOU.

In the event of cancellation or termination, you are no longer authorized to access the part of the Program or Content affected by such cancellation or termination and the Refund Policies detailed above will apply. The restrictions imposed on you in these TOU with respect to the Program and its Content will still apply now and in the future, even after termination by you or the Company.

17. Personal Responsibility, Assumption of Risk, Release, Disclaimers

A. You acknowledge that, by engaging with the Company for the Program, you voluntarily assume an element of inherent risk, and knowingly and freely assume all risk and responsibility for injuries to any persons or damages to any property, and release, covenant not to sue, and hold Releasees harmless for any and all liability to you, your personal representatives, assigns, heirs and next of kin, for any and all claims, causes of action, obligations, lawsuits, charges, complaints, controversies, damages, costs or expenses of whatsoever kind, nature, or description, whether direct or indirect, in law or in equity, in contract or in tort, or otherwise, whether known or unknown, arising out of or connected with your participation in any Program, whether or not caused by the active or passive negligence of the Releasees.

In the event that the release and hold harmless provision is held unenforceable for any reason, you agree to limit any damages claimed to the total paid to the Company for the Program.

B. The Program and Content provide information and education only, and do not provide any financial, legal, medical, or psychological services or advice. None of the Program or Content prevents, cures, or treats any mental or medical condition. The Program and Content are not intended to be a substitute for professional advice that can be provided by your own accountant, lawyer, financial advisor, or medical professional. You are responsible for your own financial, legal, physical, mental, and emotional well-being, decisions, choices, actions, and results. You should consult with a professional if you have specific questions about your own unique situation. The Company disclaims any liability for your reliance on any opinions or advice contained in the Program.

C. Earnings and Results Disclaimer. You agree that the Company has not made and does not make any representations about the earnings or results you may receive as a result of your participation in the Program. The Company cannot and does not guarantee that you will achieve any particular result or earnings from your use of the Program, and you understand that results and earnings differ for each individual.

D. Any links to third-party products, services, or sites are subject to separate terms and conditions. The Company is not responsible for or liable for any content on or actions taken by such third-party company or website. Although the Company may recommend third-party sites, products, or services, it is your responsibility to fully research such third parties before entering into any transaction or relationship with them.

E. The Company tries to ensure that the availability and delivery of the Program and Content is uninterrupted and error-free. However, the Company cannot guarantee that your access will not be suspended or restricted from time to time, including to allow for repairs, maintenance, or updates, although, of course, we will try to limit the frequency and duration of suspension or restriction.

F. THE INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE PROGRAM AND CONTENT ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY DOES NOT WARRANT THAT THE PROGRAM OR ANY OF ITS FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THE WEBSITE, INCLUDING MEMBERSHIP PAGES, OR THE SERVERS THAT MAKE IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

G. THE COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE PROGRAM, INCLUDING ITS MATERIALS, PRODUCTS OR SERVICES, OR THIRD-PARTY MATERIALS, PRODUCTS OR SERVICES MADE AVAILABLE THROUGH THE PROGRAM.

18. Security

Security for all personally identifiable information is extremely important to the Company. Unfortunately, no data transmission over the internet can be guaranteed to be 100% secure. As a result, while we strive to protect your personal information, you acknowledge that there is an inherent risk in all forms of electronic communication, and communications between you and the Company may be unlawfully intercepted by third parties not under our control. The Company does not guarantee the security of any information transmitted via the Internet, telephone, video conference, or other electronic media. Any efforts you undertake to communicate with the Company are done at your own risk.

19. Dispute Resolution. In the event of a dispute arising out of this Agreement that cannot be resolved by mutual

agreement, the Parties mutually agree that pursuant to the Federal Arbitration Act, and to the fullest extent permitted

by law, any dispute or controversy that may arise between Client and Coach shall be submitted to final, binding, and

confidential arbitration as set forth herein. Such arbitration shall be held in the closest major city where the Services

were performed in Florida in accordance with the rules then in effect of the American Arbitration Association (which are available at adr rules). The prevailing party will be entitled to recovery of attorney and arbitrator fees in addition to the award. The Parties understand that each party’s promise to resolve claims by arbitration in accordance with the provisions of this Agreement, rather than through the courts, is consideration for the other party’s like promise. Client further understands that this offer of Services is made in consideration of such

promise to arbitrate claims.

arty.

NO ACTION SHALL BE BROUGHT FOR ANY CLAIM ARISING OUT OF OR RELATING TO THIS TOU, OR THE COMPANY’S OBLIGATIONS HEREUNDER, MORE THAN ONE (1) YEAR AFTER THE ACCRUAL OF SUCH CAUSE OF ACTION.

20. Users Outside United States

The Company controls and operates the Program from offices in the United States. The Company does not represent that materials in the Program are appropriate or available for use in other locations. People who choose to access the Program from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

21. Indemnification

You agree to defend, indemnify, release, and hold harmless the Company and any directors, officers, agents, contractors, partners, assigns, successors-in-interest and its and their employees from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including but without limitation to attorney’s fees) arising from or in connection with: (i) your use of the Program or Content in violation of these TOU, (ii) any breach by you of these TOU or any representation and warranty made by you herein, (iii) any comment, post, or material you submit to the Company’s website or any third-party forum or website operated by the Company, (iv) your use of materials or features available in the Program or Content (except to the extent a claim is based upon infringement of a third-party right by materials created by the Company) or (v) a violation by you of applicable law or any agreement or terms with a third party to which you are subject.

You expressly agree that these TOU are intended to be as broad and inclusive as permitted by the law of the State of Florida. This release is not intended as an attempted release of claims of gross negligence or intentional acts by Releasees. This is the entire agreement of the parties and reflects a complete understanding of the parties with respect to the subject matter. This TOU supersedes all prior written and oral representations.

22. Force Majeure

The Company shall not be deemed in breach of this TOU if the Company is unable to complete or provide all of the Program or any portion thereof by reason of fire, earthquake, labor dispute, act of God or public enemy, technical or electrical difficulties, epidemic, pandemic, death, illness or incapacity of the Company or any of its members, employees, contractors, or agents, any local, state, federal, national or international law, governmental order or regulation or any other event beyond Company’s control (collectively, “Force Majeure Event”). Upon occurrence of any Force Majeure Event, the Company shall give notice to Client of its inability to perform or of delay in completing or providing the Program and shall propose revisions to the schedule for completion of the Program or other accommodations or may terminate this TOU.

23. Entire Agreement, Severability, Modification, and Waiver

This TOU constitutes the entire agreement between you and the Company with respect to the Program, Content and Website and supersedes all prior, contemporaneous written or oral communications between you and the Company regarding the Program, Content and Website. If any part of the terms of this TOU is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law, to reflect, as closely as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. No waiver of any of the provisions of this TOU shall be deemed, or shall constitute, a waiver of any other provision, whether similar or not, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver.

The Company may change, modify, or update these TOU at any time. Any access or use of the Program or Content by you after the Company publicly posts or distributes such changes shall constitute consent of such modifications. If you have any questions or concerns about these terms, contact the Company by submitting a request through the support form on our Website.

By clicking on the box when signing up for the Program, you are providing the electronic equivalent of your signature and assert that you have read, understood, and agreed to this entire document. If you do not agree with these TOU, do not purchase or use the Program or Content.

JONATHAN HERZOG LLC COACHING AGREEMENT
This Coaching Agreement (the “Agreement”), dated (the “Effective Date”), is entered into by and between Jonathan Herzog LLC, with an address of 390 NE 191 St Miami, FL 33179 (the “Coach”) and Client with an address of ________________ (the “Client”) (Coach and Client are collectively referred to as the “Parties”).
The Parties agree as follows:

Services.
Coach will provide coaching services (the “Services”) to Client to develop Client’s professional, personal, and/or business goals and improve awareness and insight through coaching conversations. Client agrees to communicate honestly, be open to feedback and suggestions, and to be fully engaged in the Services. Client agrees to tell Coach expressly if they do not want coaching on certain topics.
Client understands and acknowledges that the coaching relationship does not establish a doctor-patient, attorney-client, counseling, accountant-client, or similar relationship of any kind between Client and Coach. Client understands that Services may explore different areas of Client’s life, including but not limited to business, professional, and personal matters. Client retains sole discretion about how to incorporate the Services into Client’s life.

Session Procedures.
The Parties agree to meet weekly (via GoogleMeet) on mutually agreed upon dates for up to 50 minutes per call for 52 sessions. Sessions expire 52 weeks after the date of this agreement. If Client wishes to extend the coaching relationship, both Coach and Client must agree in writing to any additional services and payment terms. The terms of this Agreement will continue to apply unless superseded by another agreement in writing.
There is no rescheduling of coaching calls without exception. Missed/canceled calls are forfeit without refund.  

Fees and Term. Client agrees to pay $50,000 in full prior to the first coaching session. All fees for the Services are non-refundable.
The term of this Agreement will begin on the Effective Date and will continue until the Services have been performed, or unless Coach terminates this Agreement by providing notice in writing.

Confidentiality.
Coach agrees to keep all information about the Coach / Client relationship strictly confidential unless Coach obtains permission from Client, or if the disclosure is made to Coach’s attorney, tax or financial advisor, or where disclosure is required by law, for example if Client threatens to harm himself or herself or others, or if a court orders Coach to disclose this information. Client acknowledges that Coach / Client communications are not covered by any doctor-patient privilege, attorney-client privilege, or other privilege. While Coach agrees not to disclose any information pertaining to Client that personally identifies Client without Client’s prior written consent, or as otherwise permitted above, Coach may disclose Client breakthroughs, themes, and victories in general, provided that such usage does not disclose Client’s identity or particulars.

Materials. Client agrees that all materials, including but not limited to lessons and worksheets, are Coach’s intellectual property. Client may complete and discuss materials only for Client’s personal, non-commercial usage. Client agrees not to copy, share, sell, or distribute these materials to anyone else.

Limited Liability, Indemnity, and Disclaimer.

ALTHOUGH THE SERVICES OFFER INSIGHTS AND PROPOSE SUGGESTIONS, COACH MAKES NO PROMISES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES NEGOTIATED, AGREED UPON AND RENDERED. CLIENT AGREES THAT COACH IS NOT LIABLE OR RESPONSIBLE FOR ANY ACTIONS OR INACTIONS, OR FOR ANY DIRECT OR INDIRECT RESULT OF ANY SERVICES PROVIDED BY COACH.

IN NO EVENT SHALL COACH BE LIABLE TO CLIENT OR ANY THIRD PARTIES FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, STATUTORY, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOSS OF USE, INTERRUPTION OR LOSS OF BUSINESS, AND DAMAGE TO GOODWILL OR REPUTATION. COACH’S MAXIMUM LIABILITY FOR ANY DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT OR IN TORT, IS LIMITED TO THE AMOUNT OF THE FEES PAID BY CLIENT TO COACH UNDER THIS AGREEMENT.

Client agrees to defend, protect, and indemnify Coach and its owners, officers, employees, and agents from and against any and all claims, costs, losses, damages, liabilities, expenses, demands, and judgments, including attorney’s fees and court costs, which may, in any way, arise directly or indirectly out of Coach’s performance of the Services or for Client’s breach of this agreement or it’s (or any of its agents) violation of any applicable laws or regulations, including those arising from third parties, except to the extent such are caused by the sole fault or negligence of the Coach.

Coach does not provide any financial, legal, medical, or psychological services or advice. Coaching is not intended to be a substitute for professional advice that can be provided by Client’s accountant, lawyer, financial advisor, or medical professional. Client is responsible for its own financial, legal, physical, mental, and emotional well-being, decisions, choices, actions, and results. Coach disclaims any liability for Client’s reliance on any opinions or advice received as part of the coaching relationship. Coach cannot and does not guarantee that the Services will provide any particular results, or financial or business outcomes. To the maximum extent permitted by applicable law, the Services are provided “as is” and “as available” without warranty or condition of any kind. Client’s obligations under this section will survive the termination or expiration of this Agreement.

Force Majeure. Coach shall not be deemed in breach of this Agreement if Coach is unable to complete or provide all of the Services or any portion thereof by reason of fire, earthquake, labor dispute, act of God or public enemy, epidemic, pandemic, death, illness, or incapacity of Coach or any local, state, federal, national, or international law, governmental order or regulation or any other event beyond Coach’s control (collectively, “Force Majeure Event”). Upon occurrence of any Force Majeure Event, Coach 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 or other accommodations or may terminate this Agreement.

General Provisions. This is the entire agreement between the Parties and reflects a complete understanding of the Parties with respect to the subject matter hereof. This Agreement supersedes all prior written and oral representations between the Parties. This Agreement may not be amended, altered, or supplemented except in writing signed by the Parties. If any provision of this Agreement is found to be invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited and the remainder of this Agreement will remain in full force. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party’s right to subsequently enforce and compel strict compliance with every provision of this Agreement.This Agreement is legal and binding between the Parties. The Parties each represent that they have the authority to enter into this Agreement. This Agreement shall be governed and construed in accordance with the laws of the State of Florida, without giving effect to any conflicts of laws provisions.

Dispute Resolution. In the event of a dispute arising out of this Agreement that cannot be resolved by mutual agreement, the Parties mutually agree that pursuant to the Federal Arbitration Act, and to the fullest extent permitted by law, any dispute or controversy that may arise between Client and Coach shall be submitted to final, binding, and confidential arbitration as set forth herein. Such arbitration shall be held in the closest major city where the Services were performed, or as otherwise mutually agreed, in accordance with the rules then in effect of the American Arbitration Association (which are available at adr rules). The prevailing party will be entitled to recovery of attorney and arbitrator fees in addition to the award. The Parties understand that each party’s promise to resolve claims by arbitration in accordance with the provisions of this Agreement, rather than through the courts, is consideration for the other party’s like promise. Client further understands that this offer of Services is made in consideration of such promise to arbitrate claims.
The Parties agree to the terms and conditions set forth above as demonstrated by the Parties signatures as follows:

COACH Signature: _________ Print Name: ___________ Jonathan Herzog LLC Date: ____________
CLIENT Signature: __________ Print Name: __________ Client Date: ____________

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