This Content Agreement (“Agreement”), effective as of the date of the purchase, by and between Emack Enterprises, LLC dba Holistic Caring (“Company”), of San Diego, CA (the company) and [CLIENT’S PERSONAL NAME] (“Client”).
This Agreement is valid for the following pathway programs, hereafter to be named the Educational Materials:
- Holistic Caring Patient Self-Paced Educational Healing Programs
- Holistic Caring Cannabis/CBD Health Coach Licensing + Certificate Program
- Holistic Caring CBD/Cannabis Industry Certificate Program
- Holistic Caring Cannabis/CBD Health Coach Certificate Program
- Holistic Caring Cannabis/CBD Wellness Coach Certificate Program
- Any Holistic Caring content which was bought online and downloaded
RECITALS
PERMISSION TO VIEW AND USE EDUCATIONAL MATERIALS
Subject to the terms and conditions of this Agreement, the Company hereby grants to the Client solely to personally use the Educational Materials. As part of the permission, the Client has the right to use one print or electronic copy of each of the documents that comprise the Educational Materials listed on Schedule A. This permission does NOT include the right to reproduce, distribute, or publicly display the Educational Materials in any way, including through use of the Internet or World Wide Web. The Client shall not have the right to sub-license or otherwise enter into agreements to allow others to use the Educational Materials, in whole or in part.
The Term of this Agreement shall be thirty (365) days.
The Client agrees to pay the Company the fees listed on the website for each program, which shall entitle the Client to a 365 day use of:
- Holistic Caring Patient Self-Paced Educational Healing Pathway Programs
- Holistic Caring Cannabis/CBD Health Coach Licensing + Certificate Program
- Holistic Caring CBD/Cannabis Industry Certificate Program
- Holistic Caring Cannabis/CBD Health Coach Certificate Program
- Holistic Caring Cannabis/CBD Wellness Coach Certificate Program
These fees are non-refundable after the Client receives the Holistic Caring™ Educational Materials and downloads from the Company’s Web site.
The Client shall be considered in material breach of this Agreement in the event the Client misappropriates the Holistic Caring Educational Materials, which constitute the Company’s copyrighted intellectual property, by engaging in any of the following:
(1) Reproducing additional paper or electronic copies of any of the documents comprising the Educational Materials (including variations of the documents made as a result of alterations undertaken by the Client);
(2) Distributing originals or reproductions of any of the documents comprising the Educational Materials to persons besides the Client;
(3) Publicly displaying any of the documents comprising the Educational Materials (including variations of the documents made as a result of alterations undertaken by the Client) through any means, including display of the Educational Materials on Social Media, the Internet, or World Wide Web; or
(4) Continuing to use any of the documents comprising the Educational Materials (including variations of the documents made as a result of alterations undertaken by the Client) after this Agreement has expired or otherwise terminated.
This Agreement may terminate after 365 days from the date of purchase.
Post-Termination Rights and Obligations. Upon the expiration or earlier termination of this Agreement, Client shall immediately cease using the Educational Materials and shall destroy any physical copies and/or permanently delete any electronic copies of the Holistic Caring™ Educational Materials.
The Company shall retain all right, title and interest in and to all of the Educational Materials.
It is acknowledged by both the Company and the Client that material breach of this Agreement by the Client by misappropriating the Company’s intellectual property will cause the Company to incur substantial economic damages and losses of types and in amounts which are impossible to compute and ascertain with certainty as a basis for recovery by the Company of actual damages, and that liquidated damages represent a fair, reasonable and appropriate estimate thereof. Accordingly, in lieu of actual damages for breach of this Agreement, the Client agrees that liquidated damages may be assessed and recovered by the Company as against the Client, in the event that the Client misappropriates the Company’s intellectual property and without the Company being required to present any evidence of the amount or character of actual damages sustained by reason thereof. Therefore Client shall be liable to the Company for payment of liquidated damages in the amount of One Thousand Dollars ($1,000) for each day that Client is in material breach of this Agreement.
- CLIENT ASSUMPTION OF RISK
Client acknowledges that there is no patient provider relationship and that these materials were purchased for educational uses only. The Client is responsible for all use of CBD/cannabis products and acknowledges that there is a degree of risk with using a schedule 1 substance despite legal state programs. The Client will hold harmless the Company and all its employees, directors, and shareholders from any damages. By signing this Agreement, or downloading the Holistic CaringTM Educational Materials, Client acknowledges the risks and that the Client assumes responsibility for their own health and welfare.
Corporate Warranties. Each party hereby represents and warrants that: (i) it has the right, power, and authority to enter into this Agreement; (ii) the Agreement has been duly executed by the Party’s authorized representative; and (iii) this Agreement does not contravene or otherwise conflict with any other agreement entered into by that Party.
Company’s Warranties. The Company represents and warrants that it has all title, rights, and interest in and to the Content and that Client’s use of the Content will not infringe any intellectual property right of any third party.
Indemnification by Company. Company will indemnify and hold harmless Client from any and all third party claims, liability, damages, and/or costs (including, but not limited to, attorneys fees) arising from intellectual property claims against the Educational Materials.
Indemnification by Client. Client will indemnify and hold harmless Company, its officers, directors, employees, from any and all third party claims, liability, damages, and/or costs (including but not limited to, attorneys fees) arising from or related to this Agreement.
Assignability. The license granted hereunder is personal to Client and shall not be assigned by any act of Client or by operation of law unless the prior consent of the Company is obtained.
Choice of Law/Jurisdiction. This Agreement shall be governed in accordance with the laws of the State of California, without regard to its choice of law or conflicts of law provisions. The Parties consent to the jurisdiction of all such courts in San Diego, California.
Notices Between the Parties. Any notice required to be given pursuant to this Agreement shall be in writing and delivered via email by request.
Address for the Company:
Elisabeth Mack
5210 Balboa Ave. Suite F
San Diego, CA 92117
Address for the Client:
Submitted electronically in purchase checkout form.
Entire Agreement/Modification. This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements between the parties on this subject matter. This Agreement shall not be modified or amended except in a writing signed by both parties. This Agreement shall take precedence over any other documents which may be in conflict with this Agreement.
Purchasing the Holistic Caring Educational Materials , I hereby attest that I have read this Content agreement and I am electronically signing this agreement and by signing my name below I hereby accept and agree to all the terms and conditions in the Agreement.
