CERTIFICATE AGREEMENT

This Certificate Agreement (“Agreement”) is a legally binding contract between you (“Trainer”) and Sports Barre, LLC dba Jane DO. (“Jane DO”), and is effective as of the date Trainer accepts this Agreement. Jane DO and Trainer are referred to singularly as a “Party” and collectively as the “Parties.”

PLEASE READ THE FOLLOWING TERMS CAREFULLY:

BY CLICKING “I AGREE TO THE CONTRACT TERMS AND CONDITIONS,” TRAINER AGREES THAT TRAINER HAS READ AND UNDERSTOOD, AND TRAINER AGREES TO BE BOUND BY, THE TRAINER CERTIFICATE AGREEMENT. IF TRAINER IS NOT ELIGIBLE, OR DOES NOT AGREE TO THE AGREEMENT, THEN TRAINER DOES NOT HAVE OUR PERMISSION TO SERVE AS A TRAINER.

ARBITRATION NOTICE. EXCEPT FOR CERTAIN KINDS OF DISPUTES DESCRIBED BELOW, TRAINER AGREES THAT DISPUTES ARISING UNDER THIS AGREEMENT WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND BY ACCEPTING THIS AGREEMENT, TRAINER AND JANE DO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. TRAINER AGREES TO GIVE UP THEIR RIGHT TO GO TO COURT TO ASSERT OR DEFEND THEIR RIGHTS UNDER THIS AGREEMENT (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT). TRAINER AND JANE DO’S RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR AND NOT A JUDGE OR JURY. (See Section 13.) 

Certificate. Trainer wishes to enroll in an official Jane DO certification training course (the “Course”). A Trainer that completes a Course, e.g., Jane DO Step Certification, will receive a Certificate of Completion (a “Certificate”). This Certificate will allow Trainer to offer Authorized Classes, and use the Jane DO name in your biography only, to say that Trainer is “Jane DO Certified”. Trainer shall not use the Jane DO in any Class description, and allows Trainer to use the Jane DO class methodology for Authorized Classes. Any person who wishes to take the Course to becomes a Trainer must be at least 18 years of age. In consideration of the foregoing, the mutual and the promises set forth below, the Parties agree as follows.

Definitions. For purposes of this Agreement, the following terms have the following meanings:

“Authorized Classes” means live, in-person Jane DO classes and events and specifically excludes online distribution of any kind, including livestreamed or pre-recorded sessions, digital recordings, duplications, DVDs, on-demand, or similar transmissions of Jane DO classes. All other means of instruction shall be deemed “Unauthorized Classes”.

“Class or Classes” shall include both Authorized and Unauthorized Classes.

“Jane DO Related Parties” means Jane DO and Jane Do’s affiliates, subsidiaries, related companies, employees, directors, officers, agents, vendors and suppliers.

 “Jane DO Marks” means certain trademarks and/or service marks owned by Jane Do, including Jane Do® as well as certain trademarked logos, with the understanding that such marks may change from time to time.

“Jane DO Copyrights” means certain original literary, dramatic, musical works, sound recordings, audiovisual works, artistic and other works within the meaning of the U.S. Copyright Act and the Berne Convention used in association with the Jane DO Marks.

“Jane DO IP” means the Jane DO Marks, Jane DO Copyrights, and Online Portal, including music mixes and all other creative works developed by Jane DO, including but not limited to class methodology and formats.

“Jane DO Studio” means a traditional brick-and-mortar fitness business, including but not limited to retail, studio, or office space, operating under the Jane DO IP.

Grant of License. Subject to the successful completion of a Course and the terms hereof, including the restrictions set forth in this Agreement, Jane DO grants Trainer a limited, nonexclusive, nontransferable, fully revocable license (the “License”), without warranty, and with no right to sublicense, to teach an Authorized Class as evidenced by your Certificate. This Certificate will allow Trainer to say that Trainer is “Jane DO Certified” in their biography only, but not in any Class description, and allows Trainer to use the Jane DO class methodology and formats. However, other than the limited use granted in the previous sentence, Trainer is NOT permitted to use the Jane DO IP in any other way. A Certificate does not guarantee employment at a Jane DO studio. Even if Trainer is certified, Trainer would still need to audition and be approved.

Non-Exclusive Territory/Restrictions on Use of Jane DO IP. This Agreement is non-exclusive, and does not grant Trainer any protected area or territory. Additionally, Trainer is expressly prohibited from utilizing any Jane DO IP or delivering Classes at any location within fifteen (15) miles of an operating Jane DO Studio without the express written consent of Jane DO.

Use of Jane DO IP. Other than as permitted in this Agreement, Trainer is NOT permitted to use the Jane DO IP in any way unless expressly authorized in writing.

Compliance with Laws. Trainer must comply with all applicable laws, regulations, and ordinances in the country, state, and locality in which Trainer teaches any Classes and approved events and obtain all appropriate government approvals and necessary licenses pertaining to marketing, advertising, or providing You’s services, including any requirements for the instruction of children.

Insurance and Waivers of Liability. 

During the Term, Trainer shall obtain and maintain, at their own cost and expense, insurance policies that provide comprehensive general liability and professional liability coverage providing protection, which is standard or greater in the fitness and fitness education industry. Trainer shall include Jane DO as an additional insured under all insurance policies, as applicable. If Trainer does not obtain such insurance or fails to include Jane DO and the Jane DO Related Parties as an additional insured, Trainer agrees to defend, indemnify, and hold harmless Jane DO and the Jane DO Related Parties from any third-party claims related to Trainer’s offering of any Class.

Trainer shall obtain a written assumption of risk and waiver of liability that complies with applicable local, state, and federal laws, from any individual who uses or participates in any Class offered by Trainer (a “Waiver”). Such Waiver shall be signed in advance of any use or participation in the Clas , and shall release and hold harmless Trainer as well as Jane DO, and the Jane DO Related Parties from and against any and all actions, judgments, settlements, claims, liabilities, losses, damages, expenses, and costs (including court costs and attorney’s fees), including, without limitation, for any property damage, personal injury, death or any other action, claim, liability, loss, damage or expense against Jane DO based on Trainer’s offering of a Class. If Trainer does not obtain such Waiver, Trainer agrees to defend, indemnify, and hold harmless Jane DO and the Jane DO Related Parties from any third-party claims related to Trainer’s offering of any Class. 

Disparagement. Trainer shall not make any negative or unsavory remarks or comments regarding Jane DO, or the Jane DO Related Parties, the Course, nor create any materials or content that Jane DO determines, in its discretion, dilutes, disparages, or is detrimental to the Jane DO IP, the Jane DO brand or the goodwill associated therewith. Trainer agrees to promptly comply with any instructions from Jane Do, including the removal, deletion or withdrawal of such remarks, content or materials. Notwithstanding the foregoing, Trainer understands that nothing in this Agreement shall in any way limit or prohibit Trainer from engaging in any Protected Activity. For purposes of this Agreement, “Protected Activity” includes (i) filing and/or pursuing a charge or complaint with, or otherwise communicating or cooperating with or participating in any investigation or proceeding that may be conducted by, any federal, state or local government agency or commission, including the Securities and Exchange Commission, the Equal Employment Opportunity Commission, the Occupational Safety and Health Administration, and the National Labor Relations Board (“Government Agencies”), (ii) testifying in an administrative, legislative, or judicial proceeding concerning alleged criminal conduct or alleged sexual harassment on the part of the other party to this Agreement, or on the part of the agents or employees of the other party, when Trainer has been required or requested to attend the proceeding pursuant to a court order, subpoena, or written request from an administrative agency or the legislature, and (iii) disclosing information pertaining to sexual harassment or any unlawful or potentially unlawful conduct to the extent such disclosure is protected by applicable law. Trainer understands that in connection with such Protected Activity, Trainer is permitted to disclose documents or other information as permitted by law, and without giving notice to, or receiving authorization from, Jane DO.

Intellectual Property.

Ownership of Jane DO IP. Jane DO owns all right, title and interest in the Jane DO IP. Trainer shall not take any action inconsistent with Jane DO’s ownership thereof. Trainer is NOT permitted to use the Jane DO IP in any way that is not expressly permitted under this Agreement. Nothing in this Agreement gives Trainer any right, title, or interest in the Jane DO IP. Trainer is not authorized to reproduce, distribute, exhibit, display, or commercialize the Jane DO IP. Any unauthorized reproduction, distribution, exhibition, display, commercialization or use of Jane DO IP without Jane DO’s prior written approval is strictly prohibited. Trainer shall not contest Jane DO’s ownership of the Jane DO IP, the validity or enforceability of the Jane DO IP, or the validity of this Agreement. Trainer shall not register or attempt to register any trademark, service mark, logo, copyright, trade name, or business name that incorporates “Jane DO” or any other Jane DO IP, or any derivations thereof, nor can Trainer assist any third party in doing so.

Ownership of Recordings. If Trainer films, records, or otherwise memorializes a Class or any related activities (a “Recording”), Trainer acknowledges and agrees that they are an independent contractor as defined under 17 U.S.C. § 101, and further agrees that all Recordings created in relation this Agreement shall be deemed a “work made for hire” as well as “part of a[n]…audiovisual work” as those terms are defined under U.S. Copyright law and therefore Jane DO retains sole ownership of such Recording, including all copyrights, in any and all media, now known or hereafter developed, including, but not limited to. In the event that a court of competent jurisdiction determines that any Recording created in relation to this Agreement is not a “work made for hire,” Trainer hereby irrevocably assigns, transfers, and conveys ownership of such Recordings to Jane DO and agrees that Jane DO is the sole copyright holder of any Recordings or other intellectual property created by Trainer under this Agreement, and that the work created under this Agreement is not a joint work, as that term is defined under U.S. Copyright law. Trainer waives the right to challenge the validity of Jane DO's ownership of the Recordings because of any change of law. Trainer agrees it shall not use any Jane DO IP or any other source indicator in any Recording without Jane DO’s prior written consent. Trainer shall retain a non-exclusive license to upload, stream or otherwise show the Recording in connection with an Authorized Class. Jane DO shall have the right to exploit such Recordings in its sole discretion without any obligation to share any proceeds from such Recordings with Trainer.  

Class Names and Descriptions. Trainer may only use the Jane DO name in Trainer’s biography, and shall not use the Jane DO name as the name of, or in the description of, any Class. 

Third-Party Infringement. Trainer shall promptly notify Jane DO of any unauthorized use of the Jane DO IP by a third party for which Trainer becomes aware. Jane DO has the sole right and discretion to take any legal action, including bringing any action involving the Jane DO IP and has the sole right to retain the proceeds of any settlement or recovery in such action. Trainer agrees to cooperate with Jane DO in enforcing and protecting the Jane DO IP.

Name and Likeness License Grant. Trainer hereby grants Jane DO an irrevocable, perpetual, royalty free, fully paid, sublicensable (through multiple tiers) right and license (but not the obligation) to reproduce, distribute, publicly display, publicly perform, and otherwise use and exploit your name, image, voice, likeness, and persona to identify Trainer as a Trainer, , in any and all media now known or hereafter created (“Name and Likeness Rights”). Trainer waives any rights to prior inspection or approval of any marketing or promotional materials related to Jane DO’s exercise of Name and Likeness Rights. Trainer also waives any and all rights of privacy, publicity, or any other rights of a similar nature in connection with Jane DO’s exercise of Name and Likeness Rights. To the extent any moral rights are not transferable or assignable, Trainer hereby waives and agree never to assert any and all moral rights, or to support, maintain or permit any action based on any moral rights that Trainer may have in or with respect to Name and Likeness Rights. 

Fees. Trainer shall be obligated to pay each of the fees set forth below (each a “Fee” and collectively the “Fees”) on or before the due date for such Fees.

Course Fee. Trainer shall pay Jane DO a fee for each Course that Trainer takes (the “Course Fee”). The Course Fee is subject to change upon written notice to Trainer Each Certificate has an expiration date and any request by Trainer for an extension of the Certificate’s expiration date, or any additional video submissions are subject to additional fees at the sole discretion of Jane DO.

Trainer’s failure to make timely payments due hereunder is a material breach of this Agreement permitting Jane DO to terminate this Agreement immediately, or enforce any other rights Jane DO has under this Agreement. 

11. Term and Termination. 

A. Term. The initial term of this Agreement shall begin from the date that Trainer signs this Agreement and shall end one (1) year following the completion of the Course (the “Initial Term”). Your Certificate is valid for one (1) year following your completion of the Course, and your right to offer Classes under your Certificate ends at the same time. If Trainer wishes to continue to be Jane DO certified following the Initial Term, Trainer may renew their Certificate for consecutive one (1) year periods (a “Renewal Term”). Trainer’s opportunity to renew their Certificate is expressly conditioned on Trainer’s participation in a minimum of one (1) Jane DO workshop and Jane DO’s approval of such renewal of Trainer’s Certificate. Jane DO shall retain the right to terminate this Agreement at any time, and has the sole discretion to determine whether to allow Trainer to attend such workshop and to renew their Certificate, for any reason.

B. Termination by Jane DO without Cause. Jane DO may immediately terminate this Agreement at any time, with or without cause, for any reason or no reason, upon 30 days’ written notice, to Trainer. Upon termination without cause, any Fees paid but not used will be returned to Trainer, and Trainer’s license to offer Authorized Classes shall immediately cease.

C. Termination by Jane DO with Cause. Jane DO has the right to terminate this Agreement upon written notice for:

1. The non-payment of any Fees; or

2. A breach of this Agreement by Trainer or as a result of any action or conduct by Trainer that Jane DO deems detrimental to the Jane DO IP, the Jane DO brand or the goodwill associated therewith. 

3. Jane DO may, in its discretion, provide Trainer with an opportunity to cure any breach prior to termination. Upon termination for cause, any Fee paid but not used will not be returned to You, and Trainer’s license to offer Authorized Classes shall immediately cease.

D. Cancellation by Trainer. Trainer may cancel this Agreement at any time after the Initial Term subject to the terms, conditions, and processes set forth by Jane DO. 

E. Effect of Termination or Cancellation. Upon termination or cancellation of this Agreement, Trainer must immediately (i) discontinue offering Authorized Classes; (ii) discontinue all use of the Jane DO name in their biography; (ii) and shall remain subject to complying with this Agreement concerning Jane DO IP; All rights in the Jane DO IP and the goodwill associated therewith remain the exclusive property of Jane DO. Sections 5, 7, 8, 9, 11(F), 12, 13, 15, 16, 17, 18, will survive the termination of this Agreement

12. Governing Law. This Agreement will be construed in accordance with the laws of the U.S. and the State of New Jersey without regard to conflict of law principles. Subject to Section 13 of this Agreement, Trainer and Jane DO agree to the personal and exclusive jurisdiction of the state and federal courts located in New Jersey for resolution of any lawsuit or court proceeding permitted under this Agreement.  

13. Dispute Resolution and Arbitration. 

A. Generally. In the interest of resolving disputes between Trainer and Jane DO in the most expedient and cost-effective manner, and except as described below as an Exception, Trainer and Jane DO agree that every dispute arising in connection with this Agreement will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of this Agreement, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this Agreement. TRAINER UNDERSTANDS AND AGREES THAT, BY ENTERING INTO THIS AGREEMENT, TRAINER AND JANE DO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION LAWSUIT.

B. Exceptions. Despite the provisions of Section 13(A), nothing in this Agreement will be deemed to waive, preclude, or otherwise limit the right of either Party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.

C. Arbitrator. Any arbitration between Trainer and Jane DO will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by this Agreement. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at +1-800-778-7879, or by contacting us. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.

D. Notice of Arbitration; Process. A Party who intends to seek arbitration must first send a written notice of the dispute to the other Party by certified U.S. Mail or by Federal Express (signature required) or, only if that other Party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Our address for Notice is: Sports Barre, LLC. 160 Hardscrabble Rd., Bernardsville, NJ 07924. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The Parties will make good faith efforts to resolve the claim directly, but if the Parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, Trainer or Jane DO may commence an arbitration proceeding. All arbitration proceedings between the Parties will be confidential unless otherwise agreed by the Parties in writing. During the arbitration, the amount of any settlement offer made by Trainer or Jane DO must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. 

E. Arbitration Fees. Any arbitration hearing will take place at a location to be agreed upon in New Jersey. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then Trainer agree to reimburse Jane DO for all monies previously disbursed by us in relation to the arbitration. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either Party made within 14 days of the arbitrator’s ruling on the merits.

F. No Class Actions. TRAINER AND JANE DO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both Trainer and Jane DO agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

G. Modifications to this Arbitration Provision. If we make any future change to this arbitration provision, other than a change to our address for Notice of Arbitration, Trainer may reject the change by sending us written notice within 30 days of the change to our address for Notice of Arbitration, in which case your account with us will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes Trainer rejected will survive.

H. Enforceability. If any part of this Section 13, or the entirety of this Section 13 is found to be unenforceable, then the entirety of this Section 13 will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 12 will govern any action arising out of or related to this Agreement.

14. Modifications to Agreement. Trainer acknowledges that Trainer has read and understands this Agreement in its entirety and that this Agreement may be modified at any time at Jane DO’s sole discretion. Such modified terms are deemed incorporated herein and made part hereof. Jane DO will make commercially reasonable efforts to notify Trainer of all modifications prior to implementation. The enforceability of such changes is not contingent upon actual notification, provided that Jane DO has posted the changes on https://janedo.learnworlds.com. In the event Trainer does not agree to abide by the terms of the Agreement as modified, Trainer’s sole remedy is to terminate this Agreement. Trainer is obligated to monitor the Online Portal for changes to this Agreement.

15. Parties’ Relationship. The Parties’ relationship is that of licensor and licensee. Nothing herein shall be construed as creating any partnership, joint venture, agency, franchise, sales representative or employment relationship between the Parties, nor shall Jane DO be deemed to be acting in a fiduciary capacity with respect to Trainer. Trainer is an independent contractor and has no authority to make or accept any offers or representations on behalf of Jane DO or to act for or bind Jane DO in any manner. Trainer shall not make statements or take actions that may contradict the relationship set forth herein or confuse or mislead any third party regarding the nature of the Parties’ relationship.

Disclaimer & Limitation of Liability. 

JANE DO MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE JANE DO IP, THE COURSE, THE CERTIFICATE, OR ANY OTHER JANE DO RELATED PRODUCTS, INCLUDING WARRANTIES OF FITNESS, MERCHANTABILITY OR NON-INFRINGEMENT. 

UNDER NO CIRCUMSTANCES OR LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, WILL JANE DO OR THE JANE DO RELATED PARTIES BE LIABLE TO TRAINER OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY NATURE ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF AN AUTHORIZED REPRESENTATIVE OF JANE DO HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. 

JANE DO MAKES NO REPRESENTATION THAT THE OPERATION OF JANE DO’S WEBSITE(S) AND/OR THE ONLINE PORTAL WILL BE UNINTERRUPTED OR ERROR-FREE. 

JANE DO SHALL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS, ALTHOUGH JANE DO WILL MAKE COMMERCIALLY REASONABLE EFFORTS TO CORRECT ERRORS OR INTERRUPTIONS. 

UNDER NO CIRCUMSTANCES OR LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, WILL JANE DO OR THE JANE DO RELATED PARTIES BE LIABLE TO TRAINER OR ANY OTHER PERSON FOR ANY AND ALL ACTIONS, JUDGMENTS, SETTLEMENTS, CLAIMS, LIABILITIES, LOSSES, DAMAGES, EXPENSES, AND COSTS (INCLUDING COURT COSTS AND ATTORNEY’S FEES), INCLUDING, WITHOUT LIMITATION, FOR ANY PROPERTY DAMAGE, PERSONAL INJURY, DEATH OR ANY OTHER ACTION, CLAIM, LIABILITY, LOSS, DAMAGE OR EXPENSE AGAINST JANE DO OR THE JANE DO RELATED PARTIES ARISING OUT OF TRAINER’S OFFERING OF A CLASS.

 IN NO EVENT WILL JANE DO BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE FEES PAID BY TRAINER DURING THE TERM IMMEDIATELY PRECEDING THE DATE ON WHICH A CLAIM ARISES.

17. Indemnification. Trainer agrees to indemnify, defend and hold harmless Jane DO and the Jane DO Related Parties from any and all losses, liabilities, damages and expenses (including attorneys’ fees and costs) arising from any claims, demands, actions or other proceedings made or instituted by a third party which arise out of any (i) criminal and/or negligent acts of Trainer; (ii) any breach by Trainer of this Agreement; (iii) any Class offered by Trainer, including but not limited to any personal injury or property damage occurring, or (iv) any violation by Trainer of any third-party rights, including, but not limited to, copyrights or the rights of privacy or publicity, or (iv) any other act or omission of Trainer.

18. Nature of the Course. The Course may not be safe or appropriate for everyone. Any information Jane DO may provide to Trainer through the Training Materials, the Online Portal, or on Jane DO’s website(s) regarding health and fitness are intended solely as educational aids and are not substitutes for medical advice. Trainer is encouraged to seek medical advice before taking the Course or if Trainer experiences any medical condition affecting their ability to take the Course or provide Authorized Classes. Jane DO and the Jane DO Related Parties shall not be liable and shall have no responsibility in any way for any consequence relating directly or indirectly from any action or inaction of Trainer based on the information, services, or other material provided by Jane DO. While Jane DO strives to provide complete, up-to-date and accurate information in the Training Materials and Online Portal, Jane DO and the Jane DO Related Parties do not guarantee, and will not be responsible or liable for, any damage or loss related to the accuracy, completeness, or timeliness of such information. Trainer releases from liability, and holds harmless Jane DO and the Jane DO Related Parties for any accident, injury, illness, death, loss, damage to person or property, or other consequences suffered by Trainer while taking a Course or any person arising or resulting from Trainer’s provision of any Classes. If Trainer is injured while providing a Class, Trainer assumes all financial obligations for any medical costs Trainer may incur. Jane DO assumes no responsibility for any medical expenses, injury, or damages suffered by Trainer, or Trainer’s students, in connection with the provision of the Course or Classes.

19. Notices. Subject to Section 13, all other notices, requests, demands or communications given hereunder may be given to a Party at the addresses set forth below. Any notice or request hereunder must also be given by e-mail.

If to Jane Do: Training@janedo.com 

If to Trainer: [to the address provided to Jane DO by Trainer]

20. Severability. If any term, condition, or provision in this Agreement is found to be invalid, unlawful, or unenforceable to any extent, the Parties will endeavor in good faith to agree to amendments that will preserve, as far as possible, the intentions expressed in this Agreement. If the Parties fail to agree on an amendment, the invalid term, condition, or provision will be severed from the remaining terms, conditions, and provisions of this Agreement, which will continue to be valid and enforceable to the fullest extent permitted by law.

21. No Waiver & Reservation of Rights. Jane DO’s failure to enforce a provision of this Agreement will not constitute a waiver of its right to subsequently enforce such provision or other provisions hereof. Jane DO reserves all rights not granted herein.

22. Headings. Use of Section headers in this Agreement is for convenience only and will not have any impact on the interpretation of any provision. 

To submit questions regarding this Agreement please email Training@janedo.com.