Terms OF SERVICE

 

IMPORTANT NOTICE. THIS IS A BINDING LEGAL DOCUMENT CONTAINING AN AGREEMENT TO ARBITRATE DISPUTES.  PLEASE READ CAREFULLY BEFORE USING THIS WEBSITE, OUR PRODUCTS, OR OUR SERVICES, OR OTHERWISE SUBMITTING INFORMATION TO US.  YOU AGREE TO THESE TERMS, INCLUDING THE AGREEMENT TO ARBITRATE DISPUTES, BY USING OUR WEBSITE, PRODUCTS, OR SERVICES OR OTHERWISE ACCESSING STRIVE ACADEMY CONTENT.

 

TABLE OF CONTENTS:

 

Scope

Your Information

User Accounts

Subscription Services and Products

Payments, Cancellations and Refunds 

Communications

Feedback

Reverse Engineering and Non-interference

Linking, Crawling and Framing

Intellectual Property and Infringement Notification

Warranty Disclaimer

Limitation of Liability, Indemnification and Release

Survival

Notices

Dispute Resolution and Agreement to Arbitrate Disputes

Class Action Waiver

Governing Law

General Provisions

Contact Us

 

Effective Date:  June 20, 2020

 

  1. Scope

    1. Strive Academy, LLC (“Strive Academy,” “we” or “us” or “our”) owns and operates this website, www.striveacademy.org. These Terms of Service (“Terms”) constitute a legally binding agreement made by and between Strive Academy and you as the user of our website, including the products or services provided through our website (collectively our “Products and Services”), both personally and, if applicable, on behalf of the third party for whom you are using the Products and Services (collectively, “you”).

    2. By accessing or using any part of the Products and Services, including use of any part of our website, the use of products offered through our website, or the use of our services offered through our website, you agree that you have read, understood, and agreed to be bound by these Terms.  By agreeing to these Terms, you are also agreeing to our Privacy Policy (the “Privacy Policy”). These Terms and the Privacy Policy, as they may be amended from time to time by us in our sole discretion, are collectively known as the “Agreement.”  

    3. The Agreement applies to all uses of our Products and Services.  You understand and agree that this Agreement is enforceable against you.  You hereby represent and warrant that you have CAREFULLY read and understood these Terms and the Privacy Policy, that you are of legal age under the laws of the United States, and that you accept this Agreement freely, voluntarily, and with full knowledge and understanding of its terms and conditions. If you do not accept these Terms and the Privacy Policy, you may not use our Products and Services or access any of our website’s content other than non-downloadable content on the home page.  

    4. Our website is accessible worldwide; however, our Products and Services are not offered to all persons or in all geographic locations. The website and our services are not intended to be used by persons in the European Union.  It is intended to comply with U.S. privacy laws only and may not comply with the General Data Protection Regulation or related data protection laws of other countries.

    5. You warrant and represent that you are legally permitted to use our Products and Services.   Other than pages that anticipate child interaction and require parental consent before use (e.g., the Digital Breakout page), our website, including our Products and Services, are intended for use only by teachers, counselors, adults, and parents of children, to ultimately benefit children.  If you are not over the age of 13, you may not use our Products or Services or the website without parental consent (which can be obtained through the completion of this form by a parent or guardian).  We reserve the right to terminate your access or otherwise deny you the ability or right to use our Products and Services or the website at any time for any reason or no reason, including, without limitation: in the event that we determine, in our sole discretion, that you are in violation of any these Terms, are outside the United States of America, 13 years old or younger without written parental consent, or that your use of our Products and Services is not consistent with these Terms and the Privacy Policy or any usage guidelines or policies available on or through our website, as such may be amended from time to time.

    6. We may modify these Terms from time to time.  You are responsible for periodically reviewing these Terms for any changes.  Whether or not these Terms have changed will be apparent from the effective date at the top of this document.  If you do not agree to any changes in these Terms, your sole remedy is to cease using our website and its content.  Strive Academy may, but is not required to, separately notify you that changes to these Terms or the Privacy Policy have occurred. 

  2. Your Information 

    1. You warrant and represent that all information provided to Strive Academy through our website or otherwise will be truthful, accurate, and complete, and will be submitted only for lawful purposes.  If you provide any information that is untrue, inaccurate, or incomplete, or if we have any reason to believe that the information you provided is untrue, inaccurate, or incomplete, or was submitted in connection with any unlawful purpose, we may, without any liability to you:  (a) suspend or terminate our services; (b) if permitted by applicable law, use electronic self-help means to terminate your ability to access our website or our services; (c) terminate this Agreement; (d) remove, delete or otherwise dispose of information previously provided, uploaded or used by, for, or on behalf of you; (e) report your activities to law enforcement agencies; (f) notify others or our affiliates or partners of our suspicions; and/or (g) pursue any other legal or equitable remedies that may be available. 

    2. By sharing, submitting or uploading any text, photographs, artwork, ideas, questions, reviews, comments, messages, communications with us or others, suggestions or other content that you submit, post to or disseminate using the website or otherwise provide to us (“User Content”), you grant us a nonexclusive, royalty-free, worldwide, unlimited, perpetual, irrevocable, transferable and fully sublicensable right and license to copy, distribute, publish, perform, create derivatives from, and otherwise use any and all User Content, subject to the restrictions set forth in the Privacy Policy.

    3. In the event we determine that any information you provide to us is incorrect, we reserve the right to cancel or suspend our Services and access to content from our website at any time with, or without, notice to you.  We will have no liability to you whatsoever in event we exercise our right to remove or suspend access to such Service or content.

  3. User Accounts  

    1. If you create an account, you must provide us with complete and accurate information. Your user account is for your personal use only. You may not authorize others to use your account, and you may not assign or otherwise transfer your account to any other person or entity, except if previously agreed to by us. You must promptly update such information to keep it complete and accurate. You are entirely responsible for maintaining the confidentiality of your password and account.

    2. You agree to notify Strive Academy immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss, damages, liability, expenses or costs (including but not limited to legal fees) that you may incur as a result of someone else using your password or account, either with or without your knowledge.

    3. Strive Academy is not required to retain a record of your account or any data or information that you may have stored for your convenience by means of your account or the Products and Services.   

  4. Subscription Services and Products  

Certain of our Services require a subscription (“Subscription Service”).  As a user of any of the Subscription Services (a “Subscription Member”), you agree to the following:

  1. To become a Subscription Member, you will be required to pay a subscription fee. All prices listed by us on the Subscription Service are offered in the displayed currency and exclude applicable taxes and duties. Strive Academy currently offers 1, 3, and 6- month Subscription Services that automatically renew for consecutive month terms (or other term lengths, as agreed-upon by you during the purchase process), unless cancelled as set forth in the next Section below.
  2. YOU ACKNOWLEDGE AND AGREE THAT THE SUBSCRIPTION MEMBERSHIP AUTOMATICALLY RENEWS, AND YOU WILL CONTINUE TO BE CHARGED UNLESS AND UNTIL YOU CANCEL YOUR MEMBERSHIP, OR WE SUSPEND OR TERMINATE IT, IN ACCORDANCE WITH THESE TERMS.

  3. Strive Academy reserves the right to change the prices and available Products and Services at any time. Quantities of some Products may be limited and stock cannot always be guaranteed. Products offered for sale on the website are available for shipment only to the United States, and all prices are quoted in U.S. dollars. Prices do not include any shipping and handling fees, transaction fees, or any applicable taxes. Any shipping and handling fees and taxes charged or collected by Strive Academy will be added to your order and will appear as a separate charge on your order receipt/confirmation. We have the right to refuse or limit any orders, limit quantities, and Services. We will not be liable if a Product is unavailable or if shipment is delayed.

  4. Products are for your personal use only. You agree not sell or resell any Products you purchase or otherwise receive from us. Except where prohibited by law, we may limit the quantity of Products available for purchase. We reserve the right, with or without notice, to cancel or reduce the quantity of any order to be filled or Products to be provided to you that may result in a violation of these Terms, as we determine in our sole discretion.

5. Payments, Cancellations and Refunds  

  1. When purchasing our Products and Services, including Subscription Services, you will be asked to supply certain payment information through our third party payment service provider, PayPal. You authorize us (through our payment service provider) to charge your payment card for all purchases you make, including regularly for Subscription Services, which automatically renew. You agree that all information that you provide to us, including third parties acting on our behalf, will be accurate, complete and current. You agree to pay all valid charges incurred by you or any other user of your account (including all installment payments and/or fees, if applicable) and/or any fees for the use of a credit or debit card or other payment mechanism, including any applicable taxes and processing charges, if any, relating to your purchase. If any problems arise with the payment information associated with your purchase (for example, PayPal cannot process your payment) that cannot be resolved by contacting PayPal or any related card issuer, we will notify you via email using the email address associated with your account requesting that you resolve the problem, and we may suspend or terminate your Product or Servcie. You may select to purchase a Product or Service in one upfront payment or in installments, if applicable. You agree and authorize us to charge you applicable sales or other related taxes to which your Product or Service may be subject and which may vary from time to time. Attempting to make a payment by fraudulent means, or attempting to prevent Strive Academy from receiving the funds from a payment made by or for you will be a material breach of these terms.

  2. Subscription Services may be cancelled any time.  In order to cancel your Subscription Service, you must email us at info@striveacademy.org, indicate that you wish to cancel and follow the instructions that we send you in response. There are no cancellation fees. Canceling your Subscription Service does not provide you a refund for Subscription Service payments already processed, nor does it stop a pending charge. We must receive your cancellation request at least 24 hours before the start of your next Subscription Service term in order to ensure that your cancellation goes into effect before the next billing cycle. 

  3. Except as otherwise expressly stated herein, all amounts paid to Strive Academy are non-refundable. We do not allow returns or substitutions of Products. All sales are final. To the extent we determine, in our sole discretion, to refund any amount paid to Strive Academy in connection with our Products and Services, such refund will be paid within sixty (60) days of Strive Academy’s decision to pay such refund.

6. Communications.  By agreeing to these terms, you expressly consent to and authorize Strive Academy and its affiliates, agents, and its third-party

representatives to use written, electronic or verbal means to contact you for reasons related to the Agreement or our Products and Services now or in the future, including marketing messages. This consent to communicate with you includes contacting you by telephone or SMS text message if you voluntarily provide us with your telephone number in order to communicate with you regarding the Products and Services, regardless whether you may incur charges as a result. If you do not want to receive such communications (including at any wireless number you may have voluntarily provided us), you may opt-out of promotional messages by following the unsubscribe instructions in the promotional message itself. Otherwise, please refer to our Privacy Policy for opt out options. 

7. Feedback.  From time to time, Strive Academy or a third party engaged by us may request feedback and other information from you about our

Products and Services (“feedback”).  Providing feedback is optional.  By providing feedback, however, you will grant, and hereby do grant, Strive Academy a nonexclusive, royalty-free, worldwide, perpetual, irrevocable, transferable and fully sublicensable right and license to use the feedback for any lawful purpose, including, without limitation, the right to reproduce, adapt, publish, translate, distribute, and display all or parts of the Feedback in any medium whatsoever along with your (or your company’s or employer’s) name, in Strive Academy’s sole discretion.  Strive Academy may also use the feedback in anonymous and aggregate reviews.  

8. Reverse Engineering and Non-interference.  In addition to any Strive Academy information or documents containing information that constitute

a “trade secret” as that term is defined in the Uniform Trade Secrets Act as of September 16, 2015, the following will be deemed trade secrets of Strive Academy and you will treat the following as our trade secrets to the extent they have not been made public by us:  (i) all source code, data and configuration files within or comprising our website or used to receive content from, or deliver content to the website, and all documentation relating thereto, (ii) all financial information relating to Strive Academy or its affiliates, (iii) all product or service development plans of Strive Academy or its affiliates, and (iv) all security vulnerabilities and information relating to actual or alleged security vulnerabilities or breaches of the Strive Academy.  By agreeing to these Terms, You acknowledge and agree that such information has independent economic value due to it not being generally known or available to others, and that Strive Academy takes reasonable measures to protect the confidentiality and secrecy of such information.  You agree not to, and warrant and represent that you will not, engage in any activity, assist any third party in engaging in any activity, or attempt in any way, or assist any third party in attempting in any way, to (v) discover or use any trade secrets of Strive Academy without Strive Academy’s prior written consent, (vi) reverse engineer or otherwise discover any source code utilized by our website or any client or other software provided by us, (vii) breach, discover, circumvent, disable or otherwise compromise any security, encryption, password protection, or other feature or mechanism used by us or our website to protect the website or any data, hardware, software or server used in connection with it, (viii) use our website to provide unsolicited electronic communications (i.e. spam) or distribute any infringing or illegal content, (ix) use our Products and Services or our website or any client or software provided by us for any illegal, immoral, or improper purpose, (x) prevent or inhibit access to (or use of) the website by any person, or (xi) publish, reproduce, or use for any purpose other than as expressly contemplated under this Agreement, any content on or available through our website.  You further warrant and represent that you will not use our website or any client or software provided by us to implement, develop, refine, enhance, use, or promote any website, software or service that competes with our website.

9. Linking, Crawling, and Framing.  You agree not to, and warrant and represent that you will not assist any third party in engaging in any activity or

attempting in any way, to reproduce, in whole or in part, any content provided by the website through any method (including without limitation, through copying, caching or framing), unless such access is expressly permitted in a written agreement executed by us.  

10. Intellectual Property and Infringement Notification  

  1. All content on the website, or otherwise made available via the website, including the text, notes, graphics, photos, sounds, music, videos, interactivities and the like (“Content”), the trademarks, service marks and logos contained therein (“Marks”), the design of the websites and/or Products and Services (“Site Design”), and all software and other technology used to provide the website and/or Products and Services (“Technology”), are owned by or licensed to Strive Academy. Content is provided to you for your information and personal use only and may not be used, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever. We reserve all rights not expressly granted in and to the Sites, Content, Marks, Site Design and Technology. Using the Sites and/or Services does not give you any ownership of or right in or to any Content, Marks, Site Design or Technology. 

  2. If you are a copyright owner or agent thereof and believe that Content posted on our website infringes upon your copyright, please submit notice, pursuant to the Digital Millennium Copyright Act (17 U.S.C. § 512(c)) to us with the following information:  (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright; (b) a description of the copyrighted work that you claim has been infringed; (c) the URL of the location on our website containing the material that you claim is infringing; (d) your address, telephone number, and email address; (e) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. For such submissions, we can be reached by email at info@striveacademy.org, or by mail at: 

 

    DMCA Designated Agent

    7819 Strawberry Hill Ln.

    Maineville, OH 45039

 

Please use this same contact information to report to us any other complaint you may have regarding our website, including without limitation, any complaint that such Content infringes a trademark right or other intellectual property right, or defames any person or is otherwise illegal or improper, by providing (g) a signed certification that the complaint is being made in good faith by one authorized to do so, (h) an email address or physical address where you may be contacted, (i) the URL of the location where the objectionable content can be found; and (j) a reasonable description of the rights you believe are violated by the objectionable content. 

11. Warranty Disclaimer.  As between you and us, our Products and Services, including this website and all information we or third parties provide on

the website, is provided to you “as is” and you use all of the foregoing entirely at your own risk.  We make no representations, warranties or guarantees of any kind whatsoever regarding its availability or the correctness of any content thereon, or that it will provide any feature or capability, or be suitable for any particular purpose.  To the maximum extent permitted by law, we hereby disclaim, and you hereby waive, all warranties of any kind, either express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title or non-infringement, or any warranty that may arise by usage of trade, course of dealing or course of performance of this agreement.  Without limiting the foregoing, you acknowledge and agree that no software, online platform or website can be entirely secure or free of risk of security breaches or attacks by third parties, and that we make no warranty or representation that our online platform or website will be secure or free from data breaches or cyber-attacks.

12. Limitation of Liability, Indemnification, and Release

  1. To the extent permitted by law, you and we each agree to limit claims for damages or other monetary relief against each other to direct and actual damages or statutory damages, regardless of the theory of liability. This means that neither of us will seek any indirect, special, consequential, treble, or punitive damages from the other, nor will either of us be entitled to recover such damages. This limitation and waiver also applies to any claims you may bring against any other party to the extent that we would be required to indemnify that party for such claim. You agree we are not liable for problems caused by you or a third party, or by any act of God, nature, or pandemic. Applicable law may not allow the limitation of liability, implied warranties or the exclusion or limitation of certain damages set forth above, so this limitation of liability may not apply to you. If any part of this limitation on liability is found to be invalid or unenforceable for any reason, then the aggregate liability of Strive Academy under such circumstances shall be limited to the total amount which you have paid to Strive Academy, in exchange for our Products and Services or otherwise, during the six month period prior to the date of the event giving rise to your claim(s) against Strive Academy. 

  2. You shall indemnify, defend (including by paying reasonable attorneys’ fees and costs), and hold harmless Strive Academy and its affiliates, and each of their officers, directors, shareholders, agents, representatives, licensees and employees (each, an “Indemnified Party”), from and against any and all claims, losses, liabilities, damages, actions, lawsuits and other proceedings, judgments and awards, and costs and expenses (including, without limitation, court costs and reasonable attorneys’ and consultancy fees), arising directly or indirectly, in whole or in part, resulting from your use of a Strive Academy Product or Service, whether based in contract or tort (including strict liability) and regardless of the form of action.  An Indemnified Party may participate in the defense by counsel of its own choosing, at its own cost and expense.  You shall not settle any claim that adversely affects an Indemnified Party or imposes any obligation or liability on an Indemnified Party without the Indemnified Party’s prior written consent.

  3. To the maximum extent permitted by law, you hereby release each Indemnified Party from all damages (whether direct, indirect, incidental, consequential, or otherwise), losses, liabilities, costs and expenses of every kind and nature, known and unknown, arising out of or in connection with disputes between you and third parties concerning the website or this Agreement.  In connection with the foregoing release, you hereby waive (to the maximum extent permitted by law) California Civil Code 1542 (and any other applicable law or statute) which substantially states:

 

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE WHICH, IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.

 

13. Survival.  All terms and conditions that, by their nature, should survive termination of this Agreement (regardless of the reason for termination) will

survive including, without limitation, all licenses granted by you, all warranties and representations by you, all limitations of liability and disclaimers, and all terms relating to notice, choice of law, choice of venue or dispute resolution.  Strive Academy’s remedies under this Agreement are cumulative and not exclusive and are in addition to all remedies available at law or in equity.  

14.Notices

  1. Any notice to Strive Academy that is required or permitted by this Agreement shall be deemed given:  (a) if sent by email to info@striveacademy.org, upon our receipt of electronic confirmation thereof; or (b) if sent in writing by next day delivery service to 7819 Strawberry Hill Ln. Maineville, OH 45039, upon such delivery.  

  2. Any notice to you that is required by this Agreement shall be in writing and shall be deemed given:  (a) if sent by email to the email address that we have in our records for you, upon the earlier of your receipt of the email, or two (2) business days after we sent the email (provided that we did not receive a message indicating that the delivery of the email was unsuccessful); (b) if sent by mail to mailing address that we have in our records for you, five (5) business days after deposit in the mail, postage prepaid; or (c) if sent by next day delivery service to the address we have in our records for you, upon such delivery.  

15. Dispute Resolution and Agreement to Arbitrate Disputes  

  1. Many customer concerns can be resolved quickly and to the customer’s satisfaction by contacting Strive Academy at info@striveacademy.org. Before taking any formal action, you agree to first contact us and provide a description of your dispute, all relevant documents, and your proposed resolution. If we are unable to resolve your dispute within 30 days of your notice to us, you agree to submit your dispute to binding arbitration or small claims court as set forth in this provision. Please forward your dispute to: Strive Academy 7819 Strawberry Hill Ln. Maineville, OH 45039.

  2. Agreement to Arbitrate Disputes.  This section of the Agreement shall be referred to as the “Agreement to Arbitrate Disputes.”  This Agreement to Arbitrate Disputes shall be deemed a contract entered into under the laws of the State of Ohio and will be governed by the laws of the State of Ohio together with the Federal Arbitration Act. The Effective Date of the Agreement To Arbitrate Disputes is June 20, 2020. This Agreement to Arbitrate Disputes may change from time to time, and each change will reflect a new effective date.  The operative version of the Agreement to Arbitrate Disputes is the version that applied or applies at the time you accepted the Agreement to Arbitrate Disputes as defined in this Section below.  

  3. Time of Acceptance of Agreement to Arbitrate Disputes.  Your agreement with Strive Academy to arbitrate disputes starts when you accept the Strive Academy Terms. You accept the Strive Academy Terms by taking the earliest of any of the following actions (i) receiving the Terms from Strive Academy in connection with a transaction, or otherwise receiving the Terms from Strive Academy: (ii) giving Strive Academy a written or electronic signature or indication accepting the Terms; or (iii) telling Strive Academy orally that you accept the Terms.

  4. Effect of Acceptance. Once accepted, this Agreement to Arbitrate Disputes applies to all disputes involving you and Strive Academy regardless of when the circumstances giving rise to the dispute occurred, including after the termination of your use of any Strive Academy Product or Service. The Agreement to Arbitrate Disputes remains effective even if you stop purchasing or using our Products or Services. If you have any questions, contact us as indicated at the start of this Section to have your questions answered.

  5. Binding Arbitration.  Please read this section carefully as it affects rights that you may otherwise have.  This Agreement requires the use of individual arbitration rather than jury trials or class actions to resolve disputes and claims (including ones that already are the subject of litigation).  Arbitration is more informal than litigation because it uses a neutral arbitrator instead of a judge or jury and allows for less discovery and less appellate review than a proceeding in a court of law. This arbitration clause shall survive termination of the Strive Academy Terms or termination of your use of the Products and Services. You agree that you are aware that there is no judge or jury in arbitration but that an arbitrator may award you the same damages and relief that you may be able to recover in a court of law subject to the limitation of liability section of this Agreement. You and Strive Academy further agree that the arbitrator must honor the terms of this Agreement. Notwithstanding the foregoing, provided that such action is within the governing jurisdictional limitations, either party may bring a claim on an individual basis only in small claims court or the small claims division of a court of appropriate jurisdiction.

  6. Claims Covered by Agreement to Arbitrate Disputes.  This Agreement to Arbitrate Disputes governs all claims or disputes between you and Strive Academy with no exceptions.  References to you and Strive Academy include our respective suppliers, vendors, service providers, service companies, or their respective subsidiaries, officers, agents, partners, employees or consultants, predecessors in interest, successors, and assigns. This Agreement to Arbitrate Disputes includes but is not limited to any and all claims for relief and theories of liability, between you and Strive Academy, whether based in contract, tort, fraud, negligence, regulation or ordinance; claims for relief under any state or federal statutes, including but not limited to the federal and any state analogs of the Americans with Disabilities Act, the Telephone Consumer Protection Act, the Fair Credit Reporting Act, the Fair and Accurate Credit Transactions Act, privacy and data protection laws, and other statutes; claims for common law fraud, misrepresentation, or any other legal or equitable theory arising out of your relationship with Strive Academy, any interactions between you and Strive Academy, and/or claims arising from or related to your contract with Strive Academy.  If there is a final judicial determination that applicable law precludes enforcement of this paragraph's limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in a court of law, in which case you agree that the venue for litigating such claim shall be either Hamilton County, Ohio, or your county of residence but only to the extent that you reside in Ohio.  

  7. Severance.  If any term of this Agreement to Arbitrate Disputes is to any extent invalid, illegal, or incapable of being enforced, such term shall be excluded to the extent of such invalidity, illegality, or unenforceability; all other terms herein shall remain in full force and effect.

  8. Delegation Provision. You and Strive Academy agree that the Arbitrator shall have the power to rule on his or her own jurisdiction, the existence, scope, validity and arbitrability of this Agreement.  This Delegation Provision shall be deemed a contract entered into under the laws of the State of Ohio and will be governed by the laws of the State of Ohio together with the Federal Arbitration Act. Your agreement with Strive Academy to be bound by this Delegation Provision starts when you accept the Strive Academy Terms.

  9. Single Arbitrator.  Claims shall be heard by a single arbitrator.

  10. No Class Action In Arbitration. You and Strive Academy agree that any arbitration will be conducted on an individual basis and not on a consolidated, class wide, or representative basis. Further, you and Strive Academy agree that the arbitrator may not consolidate proceedings or consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. Each party waives the right to litigate in court or arbitrate any claim or dispute as a class action, either as a member of a class or as a representative, or to act as a private attorney general. If there is a final judicial determination that applicable law precludes enforcement of this paragraph's limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court.

  11. AAA Rules. The arbitration of any dispute or claim shall be conducted in accordance with the American Arbitration Association (“AAA”) Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Agreement. The AAA Rules are available online at www.adr.org, or by calling the AAA at 1-800-778-7879.

  12. Interpretation of Agreement to Arbitrate Disputes. You and Strive Academy agree that use of Strive Academy’s Products and Services evidences a transaction in interstate commerce and this arbitration provision will be interpreted and enforced in accordance with the laws of the State of Ohio, the Federal Arbitration Act and federal arbitration law.

  13.   Payment of Fees in Arbitration.  (i) For claims that you bring against Strive Academy: Absent a finding that your demand is frivolous, brought for an improper purpose, or malicious as set forth by the standards of Federal Rule of Civil Procedure 11(b), if you initiate an arbitration in which you seek no more than $30,000 in damages, Strive Academy will pay the filing, administration, and arbitrator fees of an arbitration initiated in accordance with this Agreement to Arbitrate Disputes, with the exception that you are responsible for the first $50 in filing fees of an arbitration initiated in accordance with this Agreement to Arbitrate Disputes.  If you prevail at arbitration, you will receive your $50 share of the filing costs from Strive Academy.  If, however, the arbitrator does deem that your demand was frivolous, was brought for an improper purpose, or was malicious, payment of all fees will be determined in accordance with AAA Rules. Additionally, Strive Academy hereby waives any right to seek its attorneys’ fees from you in the event that it prevails in the arbitration, except where your demand is deemed frivolous, brought for an improper purpose, or malicious under the standard set out above. If you initiate an arbitration in which you seek more than $30,000 in damages, the payment of fees will be governed by the AAA rules. (ii) For claims that Strive Academy brings against you, the payment of fees will be governed by the AAA rules.

  14. Location of Arbitration.  Unless you and Strive Academy agree otherwise and in an effort to reduce the burden of arbitration on you, the location of any arbitration shall be in the Ohio county of your residence.  In the event that you are not a resident of Ohio at the time you commence arbitration, the location of the arbitration shall be Hamilton County, Ohio, unless you and Strive Academy agree otherwise.  Either or both parties may participate in the proceedings by telephone.

  15. Governing Law in Arbitration Proceeding.  The arbitrator shall apply the laws of the State of Ohio to the substantive issues at issue in the dispute. Notwithstanding anything to the contrary, the arbitrator shall apply the laws of the State of Ohio and the Federal Arbitration Act to interpret and enforce this Agreement to Arbitrate Disputes and each of its provisions, including with regard to any issues over acceptance of the terms of the  Agreement to Arbitrate Disputes. Judgment on the award rendered may be entered by any court of competent jurisdiction.

  16. Disclosure With Consent of Both Parties.  Except as may be required by law, such as through a petition to confirm or a petition to vacate an arbitration award, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties.

  17. Opting Out of Arbitration. You have the right to opt out of this Agreement to Arbitrate Disputes within the earlier of (i) 14 days of your acceptance of the Agreement to Arbitrate Disputes as defined in this Section of the Agreement; or (ii) 14 days after the first of any actions that are deemed to constitute acceptance under this Section of the Agreement. This means that unless we make any changes to the Agreement to Arbitrate Disputes, you will have only one opportunity to opt out of arbitration of any claim between you and Strive Academy. If we make changes to this Agreement to Arbitrate Disputes, you will then have the right to opt out within 14 days of those changes.  You may exercise this right to opt out of this Agreement to Arbitrate Disputes by writing to us at info@striveacademy.org]. Your letter to us must indicate your name, provide your contact information, and state that you are opting out of the Agreement to Arbitrate Disputes.  Any opt out received after the opt-out deadline (or, in the case of those mailed, postmarked after the opt-out deadline) will be invalid, and you must pursue any claims or dispute against Strive Academy (as defined in this Section of the Agreement) in arbitration.  

16. Class Action Waiver.  If for any reason the Agreement to Arbitrate Disputes is deemed inapplicable or invalid, or to the extent the Agreement to

Arbitrate Disputes allows for litigation of disputes in court, or if any claims between you and Strive Academy are litigated in court for any reason, you and Strive Academy waive to the fullest extent permitted by law: (i) any right to pursue any claims on a class or consolidated basis, and (ii) your right to serve in a representative capacity in any class or consolidated basis. If this Class Action Waiver is deemed to any extent invalid, illegal, or incapable of being enforced, it shall be excluded to the extent of such invalidity, illegality, or unenforceability; all other terms of this Agreement hereof remain in full force and effect.

17. Governing Law

  1. Except for the Agreement to Arbitrate Disputes contained in this Agreement, which will be governed by the Federal Arbitration Act and the laws of the State of Ohio, this Agreement shall be construed by the laws of the State of Ohio, without regard to the state’s choice of law rules. The application to this Agreement of the United Nations Convention of Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act is expressly excluded. 

18. General Provisions

  1. Our failure or delay in the performance of any obligation under this Agreement shall be excused to the extent and for the duration that such failure or delay is occasioned by a force majeure event which shall include, without limitation, acts of God, acts of war, earthquakes, fires, floods, terrorism, riots, civil disorders, rebellions, labor disputes, pandemics, or any circumstances beyond our reasonable control.  You are responsible for providing and maintaining your own internet connection and we will have no liability whatsoever resulting from your inability to access the internet or any connection issue that prevents connections with our servers or data centers.

  2. In the event of invalidity of any provision of this Agreement, the parties agree that such invalidity shall not affect the validity of the remaining portions of this Agreement, which shall remain in full force and effect.    

  3. This Agreement, the Privacy Policy, and any other written agreement signed by both parties and expressly referencing these Terms, set forth the entire understanding between you and us relating to your use of our Products and Services, including our website, and supersede all prior or contemporaneous negotiations, understandings, agreements, proposals and representations, written or oral, between you and us related to your use of our website.  We reserve the right to change this these Terms at any time by posting notice of the changes on the website.  You will be deemed to have been made aware of, and will be subject to, the changes to this Agreement after any use of the website after such notice has been posted.  Your continued use of the Products and Services, including the website or any materials or services accessible through the website, shall constitute your acceptance of the changes.  Unless otherwise expressly stated in these Terms, if you do not agree to the changes, your sole remedy shall be to discontinue use of our Products and Services.  No delay or failure by us in exercising or enforcing any rights or remedies under this Agreement, in whole or in part, and no course of dealing or performance, shall constitute a waiver by Strive Academy of any provision of this Agreement.  

  4. This Agreement is personal to you.  You shall not assign your rights or delegate your obligations under this Agreement, in whole or in part, without the prior written consent of Strive Academy.  Any attempted assignment or delegation by you shall be voidable ab initio by Strive Academy.  This Agreement shall be binding on and inure to the benefit of the parties and their respective successors and permitted assigns.

  5. This Agreement shall not be construed as creating any agency, partnership, or joint venture between us and you.  

  6. The headings contained in this Agreement are intended solely for convenience of reference and are not intended to be part of or affect the meaning or interpretation of this Agreement.  The words “shall,” “agree,” and “will” are mandatory, the word “may” is permissive, the word “or” is not exclusive, and the singular includes the plural and vice versa.

  7. If any part of these Terms is unlawful, void or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of any remaining provisions. 

19. Contact Us.  If you have any questions about these Terms, please contact us by email at info@striveacademy.org. If you believe that any of our

website contain materials that infringe a copyright or other proprietary right, please notify us immediately

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