I (“Participant”) agrees to the terms and conditions below regarding the Art2Life (“A2L”) Color Tips Mini-Course ("Course").   

PARTICIPATION.  Participant understands that Participant’s results are not guaranteed by A2L and that, further, Participant’s results are reliant on Participant’s own efforts and implementation of the suggestions and teachings of A2L.  Participant agrees not to share login information and passwords with anyone who has not paid for the Course. A2L reserves the right to release any Participant from the Course who is not following the terms and conditions herewith-in.

WORK PRODUCT OWNERSHIP. Any copyrightable works, ideas, discoveries, inventions, patents, products, or other information (collectively the "Work Product") shared by A2L in connection with this Course are the exclusive property of A2L.  Artwork created by the Participant during this Agreement shall be the exclusive property of the Participant.  

INTELLECTUAL PROPERTY PROVISIONS. Participant agrees that he or she shall not use, commercialize or disclose the Proprietary Information taught in the Course with any other person or entity.  Participant shall not develop or acquire new courses incorporating the Proprietary Information taught as part of this Course.  The parties acknowledge and agree that any and all new variations of this Course shall be considered included within the definition of "Proprietary Information" for purposes of this entire Agreement. Notwithstanding the foregoing, any new courses or systems that are not derivations of, variations upon, or confusingly similar to, the Proprietary Information that are developed by Participant shall be the sole property of Participant.  

ASSIGNMENT. Except as otherwise expressly stated, neither this Agreement nor any of the rights, interests or obligations hereunder may be assigned, transferred, conveyed or delegated by either A2L or the Participant in any manner without the prior written consent of the other party.  

INDEMNIFICATION. The Participant agrees to indemnify and hold harmless A2L from claims and suits including court costs, attorney's fees, arising out of or resulting from any use, reuse, or modification of the A2L’s Services and proprietary methods.  

CHOICE OF LAW, FORUM. This Agreement shall be governed by the laws of the State of California, without reference to or use of any conflicts of laws provisions. The parties hereto agree that with respect to any disputes, actions, suits or proceedings arising in connection with this Agreement, venue will be in the State of California if the action is brought by participant against A2L.  In the event an action is brought by A2L against the Participant, a suit may be filed in the State of California.  A2L retains and reserves all rights to enforce this agreement internationally, without borders.  

SURVIVAL. All provisions shall survive expiration or termination of this Agreement for any reason and shall remain in full force and effect in accordance with their respective terms, without modification, limitation or impairment of any kind.  

STATUS OF THE PARTIES.  This Agreement does not create, is not intended to create, and shall not be interpreted or construed as creating a partnership, joint venture, agency or employment between Participant and A2L.   

NOTICES.  All notices and other communications under this Agreement must be in writing and will be deemed given (a) when delivered personally, (b) on the fifth day after being mailed by certified mail, return receipt requested, or (c) the next day after delivery to a recognized overnight courier.  

ATTORNEYS' FEES AND COSTS. Each party agrees to bear their own attorneys' fees or other costs in the event such costs are incurred to secure performance of any obligations, or to establish damages for the breach or to obtain any other appropriate relief.  The parties further agree to mediate this matter prior to litigation utilizing a certified mediator.  

SEVERABILITY. If any part of this contract is declared invalid or unenforceable, the remainder of this contract shall not be affected and shall remain in full force and effect.  

BINDING EFFECT. This Agreement will be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.  

These Terms and Conditions contain the entire agreement and understanding of the parties hereto. Any representation, condition or promise not contained expressly herein shall not be binding upon either party. Any amendment or modification of this Agreement must be in writing and signed by an authorized representative of each party.