PINNACLE EQUITY SOLUTIONS, INC. ONLINE COURSE AGREEMENT
BEFORE YOU CLICK THE LINK AT THE END OF THIS DOCUMENT, CAREFULLY READ ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. BY CLICKING ON THE LINK OR OTHERWISE ACCESSING THE COURSE OR ANY CONTENT GENERATED BY THE COURSE YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT CLICK THE PURCHASE LINK AND DO NOT ACCESS THE COURSE OR ANY CONTENT.
This agreement (the “Agreement”) is between you, the Purchasing Advisor (“Advisor”), and Pinnacle Equity Solutions, Inc. (“Pinnacle”) and grants the Advisor a non-exclusive, non-transferable right to access the Online Exit Planning Course (the “Course”) on the terms contained herein. Advisor shall not modify the Course or disable any licensing or control features of the Course. Pinnacle agrees to provide Advisor access to the Course and corresponding content produced by the Course (the “Content”). Advisor agrees to pay the Purchase Price (defined below) to Pinnacle in accordance with the terms of this Agreement.
- Provision of Course and Content. The Advisor shall be entitled to access the Course and download Contents provided that the Advisor (1) is an Advisor in good standing of Pinnacle; (2) has accepted this Agreement and any amendments or revisions to this Agreement issued from time to time by Pinnacle, (3) has provided all information required by Pinnacle from time to time; (4) has paid the applicable Purchase Price in full.
- Payment of Purchase Price. The Advisor agrees to pay Pinnacle a one-time fee for access to the Course (the “Purchase Price”). A non-refundable payment is due on acceptance of this Agreement. Advisor agrees to pay the Purchase Price to Pinnacle by entering proper credit card information on the Pinnacle Information Entry Page. The Advisor authorizes Pinnacle to make a non-refundable charge to this credit card on the Advisor’s acceptance of this Agreement.
- Information Entry Page. The Advisor shall enter his or her name, address, phone number, and credit card information on the Information Entry Page as well as other information that is provided on a voluntary basis. All information submitted to Pinnacle by the Advisor shall be full, complete and accurate. The Advisor acknowledges that the failure to provide accurate and complete information may result in a termination of the right to use the Course.
- Ownership. Advisor acknowledges and agrees that the Course and all intellectual property associated with the Course and the Contents are owned by Pinnacle. This Agreement confers no title or ownership in the Course and is not a sale of any rights in the Course.
- Misuse. The Advisor shall not access the Course without paying the applicable Purchase Price in full and in advance; permit any other person or entity to access the Course; permit concurrent use of the Course; modify, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Course or Contents; copy the Course; rent, lease, grant a security interest in, or otherwise transfer rights to the Course; or remove any proprietary notices of labels on the Course or Contents. The Advisor’s breach of this Agreement including the prohibitions listed above shall result in termination of this Agreement.
- Term of Agreement. The Advisor’s right to access the Course shall automatically terminate two hundred and seventy (270) days after receiving access to the Course.
- Severability. If, for any reason, any provision of this Agreement is held invalid, such invalidity shall not affect the remainder of this Agreement, and this Agreement shall continue in force and effect to the full extent allowed by law.
- Limitation on Use. The Course and any Content may only be used by Advisor in connection with his or her own business activities and the Advisor may not use the Course or Content for any other purpose without the prior written consent of Pinnacle which shall be granted or withheld in its sole discretion.
- Choice Of Law. This Agreement shall be construed and controlled by the laws of the Commonwealth of Massachusetts. Any dispute concerning or breach of the terms of this Agreement will be governed by the laws of the Commonwealth of Massachusetts, and any claim, dispute or cause of action arising between Pinnacle and Advisor shall be resolved in the federal or state court located in the Commonwealth of Massachusetts and in the City of Boston, without regard to defenses of lack of personal jurisdiction, forum non conveniens or improper venue.
- Compliance with Law and Indemnification. Advisor agrees that it shall at all times use the Course and Contents in compliance with applicable law and will indemnify, hold Pinnacle harmless and defend Pinnacle against any disputes involving or arising in connection with Advisor’s use of the Course or any Content.
- Disclaimers. The services and products provided by Pinnacle are provided “AS IS”, WITHOUT WARRANTY OF ANY KIND TO ADVISOR OR ANY THIRD PARTY, INCLUDING, BUT NOT LIMITED TO, ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR SYSTEM INTEGRATION; INFORMATIONAL CONTENT OR ACCURACY; NON-INFRINGEMENT; QUIET ENJOYMENT; AND TITLE. ADVISOR AGREES THAT ANY OF THE COURSE BY PINNACLE SHALL NOT BE DEEMED A WAIVER OF THESE LIMITATIONS, AND THAT ANY PINNACLE WARRANTIES SHALL NOT BE DEEMED TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE. ADVISOR FURTHER AGREES THAT PINNACLE SHALL NOT BE LIABLE TO ADVISOR OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, INTERRUPTION OF BUSINESS, OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHETHER UNDER THIS AGREEMENT OR OTHERWISE, EVEN IF PINNACLE WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR WAS GROSSLY NEGLIGENT. Some jurisdictions do not permit the exclusion or limitation of liability for consequential or incidental damages, and, as such, some portion of the above limitation may not apply to Advisor. In such jurisdictions, Pinnacle’s liability is limited to the greatest extent permitted by law.
- Limitation of Liability. Pinnacle’s entire liability and Advisor’s exclusive remedy in the event of any claim against Pinnacle arising out of this Agreement or the use of the Course or any Content shall be the return of the Purchase Price Paid during six (6) month period immediately preceding Pinnacle’s receipt of written notice of a claim.
- Entire Agreement. This Agreement supersedes any and all other agreements, either oral or in writing, between the parties with respect to the matters stated herein, and this Agreement contains all of the covenants and agreements between the parties with respect thereto. This Agreement may be amended or modified only in writing, and shall be effective only after affixation of both parties’ signatures.
- Knowing Consent and Authority to Consent. The parties knowingly and expressly consent to the foregoing terms and conditions. Each party is authorized to enter into this Agreement on behalf of its respective party.