This Agreement is Made Between

Coach, Joy Martinez (StrengthsDNA, LLC), Personal Strengths Empowerment Coach

and Coach, Mariana C. Ruiz (Mariana C. Ruiz, LLC), Business Coach & Consultant

and

Coachee, {CLIENT_FULL_NAME}

-------------------

Program Includes:

The Dream Catchers Mastermind (“Program”) Includes:

The Dream Catchers Mastermind is a 6-month mastermind program designed to help you increase your income, take bold action, and unleash your full potential so that you can amplify your impact and design your dream business (and movement) with like-minded sisters supporting you every step of the way. Co-hosted by Joy Martinez and Mariana C. Ruiz.

Includes Monthly for Six Months starting June 28, 2017 through December 31, 2017:

  1. Mastermind Calls - 1 x 60 minutes
  2. Guest Experts - 1 x 60 minutes
  3. Implementation Workshops - 1 x 60 minutes
  4. Private Intensive Sessions with Mariana and Joy - 1 x 45-minutes for a total of 8 during the 6 months to get deeper and private support to help you skyrocket your business: 4 one-on-one sessions with Mariana and 4 one-on-one sessions with Joy. One-on-one sessions must be used no later than December 31, 2017.
  5. Private Facebook Group
  6. Personalized feedback, brainstorming, and strategizing on your business

Free/Complimentary Bonuses:

  • *Gallup® Clifton StrengthsFinder® Full 1-34 rank strengths assessment ($89 value)
  • *The Strong Business Planner™ ($50 value)
  • *Strong Business Course ($47 value)
  • *Consistently Visible Solution ($199 value)
  • *Facebook Ads Courses ($597 value) If you applied for the Program by 6/12/2017
  • *Get Your Next Paying Client ($199 value) If you applied for the Program by 6/14/2017
  • *Our exclusive Trello templates ($299 value)
  • *Our custom workbooks ($299 value)
  • *Member Showcase (Priceless!)
  • *Outsourcing Bundle ($497 value) If you applied for the Program by 6/9/2017
  • *The Cash Confidence Boost ($97 value)

Payment will be processed outside of Satori through SamCart payment processing system. Payments will be $575.00 USD per month (for a total of $3,450.00 USD) for six months, or $3,250.00 USD paid in full up front.


Please read through the Terms and Conditions for the Program. If you have any questions, please ask them before signing this document.

You may email Joy at joy@strengthsdna.com or Mariana at mariana@marianacruiz.com.

By digitally signing this agreement, you ("Client or Coachee") are entering into a legally binding agreement with StrengthsDNA, LLC ("Company"), a Michigan company and Mariana C. Ruiz, LLC (also “Company”), a Texas company, according to the following terms and conditions:

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.

2. COMPENSATION. Client agrees to compensate Company according to the payment schedule set forth on Company's website (or as agreed upon) and the payment plan selected by Client (the "Fee"). All payments must be made in USD (United States Dollars). A recurring payment schedule will be set up in SamCart directly for monthly recurring fees for the Program in which payment will be set up to automatically deduct each month for $575.00 USD for six months, unless you should choose to pay in full, up front by June 28, 2017.

2a. NON CONFORMANCE OF PAYMENT. If failure to pay, the Company has the right to hire a lawyer to retrieve the funds owed to the Company. If Client does not win the case, Client shall pay for all of Company's lawyer fees on top of amounts owed to Company. Company shall charge a 5% (five-percent) late penalty to all balances that are not paid in a timely manner by Client (30 days overdue).

3. REFUNDS. Upon execution of this Agreement, Client shall be responsible for the full extent of the Fee. If Client cancels attendance or participation in 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 purposes, any portion of the Program (including course and Program materials), use of the Program, or access to the Program. This includes any free or complimentary bonuses as part of the Program. This agreement is not transferrable or assignable without the Company's prior written consent.

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. Client shall not be authorized to use any of Company's intellectual property for Client's business purposes. Client shall not be authorized to share, copy, distribute, or otherwise disseminate any materials received from Company electronically or otherwise without the prior written consent of the Company. All intellectual property, including Company's copyrighted course or Program materials, shall remain the 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's officers, employees, directors, 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. Client accepts any and all risks, foreseeable or unforeseeable, 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) $1,000. All claims against Company must be lodged with the entity having jurisdiction within 100-day 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, negligent, consequential, 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 his/her 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. Company makes no representations or guarantees verbally or in writing regarding performance of this Agreement other than those specifically enumerated herin. 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 requirement(s) or that all clients will achieve the same result.

9. PROGRAM 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 Program rules presented by Company. The failure to abide by Program 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. Program concludes on December 31, 2017; all one-on-one coaching calls must be redeemed no later than December 31, 2017 or they will be forfeited.

10. USE OF PROGRAM MATERIALS. Client consents to recordings being made of courses and the Program. Company reserves the right to use, at its sole discretion, course or Program 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, 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, and marketing materials, and further other goods/services by Company, without compensation to the Client.

10a. USE & OWNERSHIP OF GALLUP® INC. PROGRAM MATERIALS. As part of this Program, Company may use, provide, or reference Gallup®, Inc. copyrighted materials. Company does not own these materials or trademarks, but has paid to use these materials in Company's coaching programs and practice through a Gallup Coaching Kit. The following is the Gallup® intellectual property statement: "This document contains proprietary research, copyrighted materials, and literary property of Gallup, Inc. It is for the guidance of your organization only and is not to be copied, quoted, published, or divulged to others outside your organization. All of Gallup, Inc.'s content is protected by copyright. Neither the client nor the participant shall copy, modify, resell, reuse, or distribute the program materials beyond the scope of what is agreed upon in writing by Gallup, Inc. Any violation of this Agreement shall be considered a breach of contract and misuse of Gallup, Inc.'s intellectual property. This document is of great value to Gallup, Inc. Accordingly, international and domestic laws and penalties guaranteeing patent, copyright, trademark, and trade secret promotion safeguard the ideas, concepts, and recommendations related within this document. No changes may be made to this document without the express written permission of Gallup, Inc. Gallup®, StrengthsFinder®, Clifton StrengthsFinder®, and each of the 34 Clifton StrengthsFinder theme names are trademarks of Gallup, Inc. All other trademarks and copyrights are property of their respective owners." According to the Terms of Use of the Gallup® Strengths Content and Materials, Company is allowed to use the content on the Gallup Strengths Center website, and from the Strengths Coaching Kits for personal or organizational purposes. Materials may not be copied or republished, except for those items included on the Coaching Kit portable media device and are specifically designed for republication for personal or organizational purposes. Gallup reserves the right to audit any user-created content. By purchasing or accessing Strengths Content for someone other than Company, Company agrees to comply with the additional Professional Conduct Rules set by Gallup, Inc. All Gallup®, Inc., StrengthsFinder®, or Clifton StrengthsFinder®, the 34 Clifton StrengthsFinder® theme names materials are a registered trademark of Gallup, Inc., not of Company.

10b. OWNERSHIP OF INDIVIDUAL STRENGTHS. The individual who participated in the StrengthsFinder® assessment owns his or her results, regardless of whether the individual purchased the Access Code, or the Access Code was purchased for his or her benefit by the Company. Only the individual can give permission to share his or her results. If Company purchases StrengthsFinder access for an individual client, Company may be granted access to the results, but Client will still own the results, and the Company may not share the individual results without prior consent from the Client. If Company receives access to individual Client results, Company has obligation to protect the privacy and confidentiality of the Client.

10c. STRENGTHS PRODUCTS. Gallup is not a party to this Agreement, and shall have no liability whatsoever with respect to any of the services that are the subject of this contract. The services I provide under this contract are not provided, warrantied, or sponsored by Gallup.

10d. NOT AUTHORIZED REPRESENTATIVES OF GALLUP. The non-Gallup information Client receives by Company has not been approved and is not sanctioned or endorsed by Gallup in any way. Opinions, views, and interpretations of StrengthsFinder® results are solely the beliefs of Company or its affiliated - StrengthsDNA, LLC, Joy Martinez, Mariana C. Ruiz, LLC, or Mariana C. Ruiz.

11. NO SUBSTITUTE FOR MEDICAL TREATMENT. Client agrees to be mindful of his/her own wellbeing during the course or Program and seek medical treatment (including, but not limited to psychotherapy), if needed. Company does not provide medical, 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 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.

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 shall keep the Confidential Information of the Client in strictest confidence and shall use its best efforts to safeguard the Client’s Confidential Information and to protect it against disclosure, misuse, espionage, loss and theft. All correspondence and documents/files provided will be treated as confidential between the Client and Company, unless consent (verbal, electronic e-mail, or written) has been granted by both Client and Company. Confidential information does not include (a) any information that is in the public domain, (b) becomes publicly known through no fault of the receiving party, or (c) is otherwise known by the receiving party before obtaining access to it under this Agreement or properly received from a third party without an obligation of confidentiality.

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 shareholders, trustees, affiliates, and successors from and against any and all liabilities and expense whatsoever – including without limitation, claims, damages, judgments, awards, settlements, investigations, costs, attorneys 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 sole negligence or willful misconduct by Company, or any of its shareholders, trustees, affiliates or successors. Client shall defend Company in any legal actions, regulatory actions, or the like arising from or related to this Agreement. Company recognizes and agrees that all of the Company’s shareholders, trustees, affiliates 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 State of Michigan or State of Texas 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 state of Michigan, Kent County, or state of Texas, Kleberg County, pursuant to the rules of the American Arbitration Association, which arbitration shall be binding upon the parties and their successors in interest. 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. COMMUNICATION. Company (StrengthsDNA, LLC and Mariana C. Ruiz, LLC) have a 48-hour return communication policy; meaning, we reserve the right to respond to a message or request from Coachee within 48 business hours (business hours Monday-Friday only). If a response has not been given within 48-hours of the request/message, Coachee may reach back out to Company and request again. This could include a 2nd email message or tag or private message on Facebook. Preferred method of communication for this Program will be in the private Facebook group, group coaching calls, and email for private matters.

19. 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.

20. 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.

21. 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.

22. COMPLIANCE WITH LAWS. Company shall, with all reasonable effort, comply with the applicable rules and regulations, such as the Americans with Disabilities ("ADA"). However, Company and it's affiliates are not experts and make no representations or warranties in connection with compliance with such rules, codes or regulations.

23. OTHER TERMS. Upon execution by clicking “I agree,” and by digitally signing this Agreement, the Parties agree that any individual, associate, and/or assign shall be bound by the terms of THIS AGREEMENT. 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.

You will legally bind this agreement through the Satori contract digital signature on the thank-you page that you will be redirected to after your SamCart purchase.