Terms Of Use

Terms and Conditions

THIS IS A LEGAL AGREEMENT BETWEEN EAGLE POINT COACHING (FM0753367) ("Eagle Point Coaching") AND YOU. THIS AGREEMENT GOVERNS YOUR USE OF EAGLE POINT’S SOFTWARE, PLATFORM, AND RELATED MATERIALS. IF YOU DO NOT AGREE TO THIS AGREEMENT THEN YOU ARE NOT AUTHORIZED TO USE THIS SOFTWARE PLATFORM. YOUR USE OF THE SOFTWARE PLATFORM CONSTITUTES YOUR AGREEMENT AND INTENT TO BE BOUND BY THIS AGREEMENT. THE PERSON AGREEING TO THIS AGREEMENT REPRESENTS AND WARRANTS THAT (A) THEY ARE AUTHORIZED TO ENTER INTO THIS AGREEMENT; AND (B) THEY ARE AT LEAST EIGHTEEN (18+) YEARS OLD.

THIS AGREEMENT CONTAINS AN ARBITRATION CLAUSE THAT IMPACTS HOW DISPUTES ARE RESOLVED.

BACKGROUND:

Eagle Point Coaching (Eagle Point) has developed an online course empowering entrepreneurs and small business owners to take their personal and professional goals to the next level.

AGREEMENT:

The parties agree as follows:

Definitions. Unless the context requires otherwise, capitalized terms in this Agreement will have the following meanings:

a) "Agreement" means the entire agreement between Eagle Point and You for the provision of the Services, includes this agreement, and incorporates the Eagle Point’s privacy policy and all other policies, if any, as updated from time to time, located at https://eagle-point-coaching.newzenler.com/privacypolicy (the “Policies”).

b) “Applicable Law” means any local, provincial, federal laws, or orders of any governmental or regulatory authority applicable to the Services.

c) "Intellectual Property" means all systems, applications, software code (in any form, including source code, executable or object code), algorithms, tool-kits, technology, widgets, formulae, programs, concepts, databases, designs, diagrams, documentation, drawings, charts, ideas, inventions (whether or not such inventions are patentable), copyrightable materials, know-how, trademarks (whether registered or not), brand names, logos, slogans, methods, techniques, models, procedures, and processes.

d) "Intellectual Property Rights" means all copyrights, moral rights, rights associated with works of authorship, trademark rights, trade name rights, trade secret rights, patent and industrial property rights (whether registered or not), and other proprietary rights, in Intellectual Property.

e) “Personal Information” means any non-public information relating to an identified or identifiable natural person. An identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.

f) “Services” means: i) Eagle Point’s software currently described as “Eagle Point” and currently located at https://eagle-point-coaching.newzenler.com (and as may be available from third party application purchasing platforms); (ii) any updates, upgrades, patches, technology, material, modifications, bug fixes, enhancements, data, features, related websites, related technologies, and all content related to the forgoing and to Eagle Point’s business coaching programs, as may be added or removed by Eagle Point from time to time; and ii) any software, materials, Intellectual Property, or content made available in connection with the Services.

g) “You" means the counterparty of Eagle Point to this Agreement, being the person using the Services and includes the person, entity, or organization having control of the use of the Services and any successor of same.
Binding Agreement. You agree to be bound by this Agreement.
Billing Information. You may be required to provide up to date and valid credit card information or other acceptable payment information to register (collectively known as “Billing Information”), which will be provided to Eagle Point’s third-party payment processors and used for payment of fees with respect to the Services. You are liable for any chargebacks, failure to pay any fees caused by out-of-date Billing Information, lost or stolen devices and credit cards. By providing Your Billing Information, You agree to allow Eagle Point to charge and collect the various applicable payments and fees for using the Services as set out in this Agreement.
Service Fees. You agree to pay Eagle Point a fee, plus applicable taxes, for your use of the Services pursuant to the fees set out via the Services, including through software application download or access portals (each an “Service Fee”). All Service Fees will be clearly disclosed to You prior to You being charged by Eagle Point. Eagle Point reserves the right to revise Service Fees for any reason, without notice. There may be different Service Fees for different types of level of Services. All fees paid to Eagle Point are non-refundable.
Access. Subject to this Agreement, after payment of the Service Fee for the relevant Services (“Paid Services”), You will have access to the Paid Services for a period of three years from the date of payment.
Use and License. Subject to this Agreement, Eagle Point grants you a limited, non-exclusive, license to use the Services for Your personal and professional development in accordance with any direction from Eagle Point, on a revokable, non-sublicense, non-assignable basis. No license or right to use, reproduce, translate, rearrange, modify, enhance, display, disclose, sell, lease, sublicense or otherwise distribute, transfer or dispose of the Services, in whole or in part, is granted to You except as expressly provided by this Agreement. Nothing in this Agreement will entitle You to access or use the source code of the Services. You grant Eagle Point a free, worldwide, irrevocable, license to publicly display, process, save, modify, commercialize, transfer, and sublicense, all data, that You input or upload into the Services and You waive any associated Intellectual Property Rights. Eagle Point may terminate Your use of the Services at any time, and for any reason, without notice or compensation.
Ownership. All Intellectual Property Rights in the Services or made available or disclosed to You in the provision of the Services remain the exclusive property of the Eagle Point and/or its directors, shareholders, officers, agents, employees, parents, subsidiaries, affiliates, and licensors (collectively the “Eagle Point Associates”), as the case may be, and except for the limited license to use the Intellectual Property as part of Your use of the Services in accordance with this Agreement, no right, title, or interest is granted to You in any Intellectual Property related to the Services. Eagle Point Associates (as the case may be) own all rights, title, and interest, including all Intellectual Property Rights, in and to any improvements to the Services or any new programs, upgrades, modifications or enhancements thereto, even when such refinements and improvements result from a Your data, requests, or comments. To the extent, if any, that ownership in such refinements and improvements does not automatically vest in Eagle Point (or is designee) by virtue of this Agreement or otherwise, You hereby transfer and assign to Eagle Point all rights, title, and interest which that You may have to such refinements and improvements without compensation.
Your Responsibilities. You are responsible for Your use of the Services. You will and You represent and warrant that you will:

a) act in good faith in all dealings with Eagle Point and the Services;

b) for Virtual Events, if they occur, follow all rules and regulations and Eagle Point policies related to such Virtual Event (and you agree that Eagle Point may remove you from any Virtual Event if Eagle Point considers your behavior to be inappropriate or harmful to other participants in its reasonable discretion) ;

c) comply with all Applicable Law;

d) prevent unauthorized access to, or use of, the Services, and notify Eagle Point promptly of any such unauthorized access or use (Eagle Point is not be liable for any loss or damage arising from unauthorized access to, or use of, the Services from Your account);

e) not use the Services to engage in any journalistic, deceptive, misleading, illegal or unethical activities or activities that otherwise may be detrimental to Eagle Point, as determined in Eagle Point’s sole discretion;

f) not collect, process, use, or disclose, any Personal Information in connection with the Services, unless You have obtained all necessary consents under all Applicable Law to do so;

g) not attempt to gain unauthorized access to the Services; not modify, copy, create derivative works from, reverse engineer, decompile or disassemble the Services;

h) not upload to, or store within, the Services (and Personal Information will not contain) any infringing, obscene, threatening, defamatory, fraudulent, abusive, or otherwise unlawful or tortious material, including material that is harmful to children or violates third party privacy rights, as determined in Eagle Point’s sole discretion;

i) not use the Services to store or transmit any viruses or other computer programming routines or code that may damage or detrimentally interfere with the Services or any data maintained on or in connect with the Services; and

j) be solely responsible for (1) all hardware devices needed to access or use the Services; and (2) internet access to such devices.
Third Party Developers. The Services may include features that connect You to third party content or applications ("Third Party Applications") developed by third parties ("Third Party Developer"), such as payment processors, in-Service purchases, app stores, or email relays. You agree that: (1) Eagle Point is not such Third Party Developer and is not an affiliate of such Third Party Developer; and (2) Eagle Point makes no representations or warranties regarding any Third Party Developer, Third Party Application, or their use of data, to anyone, express, implied or statutory (Eagle Point disclaims all such warranties of design, operation, or fitness for any use or purpose). No representation or warranty by any Third Party Developer is binding on Eagle Point Associates nor will breach of such representation or warranty relieve a You of Your obligations to Eagle Point. Third Party Developers may require You to enter into license agreements or pay fees for the use of their Third Party Applications, which, unless expressly set out herein, are not included in any fees set out herein.
INDEMNIFICATION. You will DEFEND, INDEMNIFY, AND HOLD HARMLESS all Eagle Point Associates against any loss, damage, or cost, incurred in connection with any claim, demand, damage or loss, including legal fees on a solicitor-client basis, alleging that Your use of the Services, in any way, has harmed a third party, infringes upon the rights of a third party, is in violation or alleged violation of any Applicable Laws, or arises out of Your breach of this Agreement.
Qualifications. You acknowledge and agree that Eagle Point: (a) is not a financial institution, law firm, accounting firm, psychological counselling practice, or accredited education; (b) is providing the Services for general informative purposes and the Services are not medical, legal, tax, or financial advice nor is Eagle Point a degree-granting education institution; (c) makes no warranty or guarantee as to the outcome or success of the Services; (d) does not assume any liability related to Your use of the Services or reliance on this Agreement; (e) does not guarantee the completeness or correctness of any information with respect to the Services.
LIMITATION OF LIABILITY AND DISCLAIMERS. Except as may be otherwise specifically provided herein: (1) the Services are provided "AS IS" and “AS AVAILABLE” without warranty of any kind; and (2) to the maximum extent permitted by Applicable Law, all Eagle Point and all Eagle Point Associates expressly disclaim all warranties, conditions, representations, and guarantees with respect to the Services, whether express or implied, arising by law, custom, prior oral or written statements, or otherwise, including, without limitation, any warranty of merchantability, fitness for a particular purpose or noninfringement. You agree that your use of the Services is at your own risk.

Under no circumstances will any Eagle Point Associates be liable to you for any damages or losses whatsoever including direct, indirect, special damages, loss of money, loss of reputation or goodwill, loss of data, or anything else directly or indirectly related to the Services or this Agreement. If, for some reason, despite this Agreement, any of the Eagle Point Associates are found to be liable to a you, then the Eagle Point Associates’ total liability will be limited to the amount of fees that you paid to Eagle Point in the year in which the claim arose, or $50, whichever is lesser and in compliance with Applicable Law.
Outage Policy. You acknowledge that Eagle Point Associates do not warrant that the Services will be uninterrupted or error free and that Eagle Point may occasionally experience disruption due to internet disruptions or disruptions that are not within Eagle Point’s control. Any such disruption will not be considered a breach of this Agreement by Eagle Point.
Termination. In the event You breach this Agreement, Eagle Point may cease providing the Services to that You without notice or refund of any Fees. Eagle Point may terminate the Services at any time without refund or notice.
Changes. Eagle Point reserves the right to modify the Services and this Agreement at any time, which modified Agreement will supersede prior versions. Unless otherwise provided, any modifications to the Agreement will be effective five 5 days after such modified Agreement has been published on or through the Services. In the event of material changes to this Agreement, Eagle Point will provide notice You either through the Services, by way of an electronic (including e-mail or SMS) notification, or by other reasonable means prior to the effective date of such material changes, and should You elect not to agree to such material changes, that Your sole remedy will be to cease using the Services. Continued use of the Services is be deemed acceptance of any changes.
Links. Company has not reviewed all of the sites linked to its Internet web site and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by Company of the site. Use of any such linked web site is at the user's own risk.
Privacy Policy. Read more on Privacy Policy here.
Cookie Policy. Read more on Cookie Policy here.
Miscellaneous.
a) Trial Accounts. Eagle Point may, but is not obligated to, provide a free-trial account (or free-trial period) to You, and this Agreement shall apply to the Your use of the Services during such trial; after any such trial you may be automatically charged a Service Fee as disclosed via the Services or any of its policies.

b) Proper Law. This Agreement will be governed by and construed in accordance with the laws of the province of British Columbia and the parties agree to attorn to the exclusive jurisdiction of British Columbia.

c) Arbitration. All disputes arising out of or in connection with the Agreement or the Services will be finally settled pursuant to a sing arbitrator pursuant to British Columbia’s Arbitration Act. If this arbitration clause is found to not apply to You as a result of Applicable Law (or is otherwise unenforceable), then any disputes must be commenced in the Supreme Court of British Columbia in Vancouver, without regard to conflict of laws or laws regarding choice of law or forum.

d) Headings. The headings used in the Agreement are for convenience and reference only and will not affect the construction or interpretation of this Agreement.

e) Assignment. This Agreement may not be transferred or assigned by a You without the prior written consent of the Eagle Point, which may be reasonably withheld. Eagle Point may assign this all or any part of this Agreement, without Your consent, advance notice, or compensation.

f) Notice. Any notice or communication from one party to the other required or permitted to be given pursuant to this Agreement will be in writing and either personally delivered, sent by postal service, sent via courier (with evidence of delivery in any case), or electronic means. All notices will be in English and will be effective upon actual receipt, except for notices sent by e-mail or other electronic means, which will be deemed to have been received the day after such notices are sent. All notices to Eagle Point will be copied to ash@eaglepointcoaching.com Notwithstanding the forgoing, Eagle Point may send any notices or communication to You via the Services or by email or SMS that You may have on file with Eagle Point.

g) Force Majeure. Neither party will be deemed in default for any circumstances out of its control, such as a natural disaster or civil disturbance.

h) Waiver. Any waiver to any right under this Agreement is not a waiver of future breach or a granting of future indulgence.

i) Gender, Plural and Singular. In the Agreement, unless the context otherwise requires, the masculine includes the feminine and the neuter genders and the plural includes the singular and vice versa, "or" is not exclusive" and "including" is not limiting, whether or not such non-limiting language (such as "without limitation" or "but not limited to") is used with reference to it, and modifications to the provisions of the Agreement may be made accordingly as the context requires.

j) Survival. All parts of this Agreement which, by their nature, are designed to survive the termination of this Agreement, will survive such termination, including sections 10,12, and this section.

k) Relationship. You are not an employee, partner, joint venturer, agent, representatives, or affiliate of Eagle Point.

l) Entire Agreement. This Agreement constitutes the entire understanding of the parties with respect to the subject matter herein. This Agreement supersedes all previous communications between the parties, whether written or oral, with respect to the subject matter herein.