UNITED STATES of AMERICA
Policies & Procedures
These Policies & Procedures, are effective as of the date first displayed above and govern the way a Student conducts business with TryDayTrading.com and/or its subsidiaries (the “Company”). They replace and succeed all previous versions. The governing definitions are capitalized and found in Appendix A. The term “Company” refers to TryDayTrading.com and its subsidiaries, successors and assigns. The term “Student” refers to a Person currently licensed by TryDayTrading.com to access TryDayTrading.com tools and education, any interpretation, clarification, exclusion, or exception to these Policies and Procedures, in order to be effective, must be in writing and signed by an authorized officer of TryDayTrading.com. TryDayTrading.com endeavors to enforce the Policies and Procedures on a uniform and nondiscriminatory basis. However, any failure to enforce any of the provisions of the Policies and Procedures with one Student does not waive TryDayTrading.com’s right to enforce any such provision(s) with that same Student or any other Student. These Policies and Procedures, the Statement of Beneficial Interest (if any), and any country or situation specific addendum in their present forms and as amended from time to time at the sole discretion of TryDayTrading.com, are by this reference incorporated into, and form an integral part of, the Student Agreement. Collectively, said documents are referred to as the “Contract”. Each Student has the responsibility to read, understand, adhere to the Contract and ensure that he or she is aware of and operating under the most current version of the Contract. By signing a Student Agreement a Student demonstrates that he or she has read and understands and consents to abide and be bound by the Contract. TryDayTrading.com may amend the Contract from time to time as laws and business circumstances change; however, notice of any amendment will be published by TryDayTrading.com on its website at least thirty (30) days before the change is made effective. It is the responsibility of all Students to regularly review the most recently published Contract, located at on the TryDayTrading.com websites. TryDayTrading.com will also provide a copy of its most current Contract upon the Student’s request.
SECTION 1 – Becoming a Student
- Age of Majority. In order to become a student, all Applicants must have reached the age of majority, usually eighteen (18) years of age, in the jurisdiction in which they reside. A legal parent or guardian may provide written authorization for an individual under the age of 18 to become a student.
- Application. An Applicant receives access and the ability to participate in online educations and training courses and to use company tools to trade simulation (paper) accounts. He or she must (i) purchases a Student kit and ii) returns to the Company a completed and signed original or electronic (faxed or scanned) Student Agreement or signs through the Company’s on-line application process (in those countries where it is available), and (iii) The Company accepts the Agreement. (The Student Agreement and other necessary forms are available on the Company’s website.)
- In order to be accepted by the Company, a Student Agreement for the country in which the Applicant resides and any other required document of the Contract must be complete and correct in every respect and submitted by the Student.
- Failure of the Student to submit a complete and correct Agreement or to provide appropriate documentation, when requested, may result in the Student Agreement being rejected by the Company. The right to accept or renew any Student Agreement remains solely with the Company.
- A Student may be required to provide the Company with proof of residency, work authorizations, and ability to legally conduct business in the country stated on the Student Agreement.
- Levels of Purchase. The Company offers several levels of purchase to ensure that many different types of people may have access to the Company and its products. Each requirement in the different levels must be completed before a student can use the company’s products. Specific requirements are enforced to use the company tools to trade real money (non-simulated) in any market or exchange. Please refer to the Non-Disclosure and Confidentiality Agreement and Procedures for a full list of requirements to use the company tools to trade real money (non-simulated) in any market or exchange. All student levels of purchase require 6 weeks of paper trading (simulated) using the company tools, digital records of these 6 weeks trading history, and a live review with Company before using the company tools to trade real money in any market or exchange.
- Trader Lite Student cost is $449. Trader Lite student is required to maintain the basic indicator subscription during initial 6 week training. To use the company tools to trade real money in any market one must upgrade to the Trader Premium, Trader Pro Student, the Trader Pro Funding Student, or the Trader Executive Student. Trader Lite agrees to not trade real money while using this program. Any violation will result in a $10,000 a day fee.
- Trader Premium Student. Cost is $2,995. Trader Premium Student is required to maintain the basic indicator subscription during initial 6 week training. To use company tools to trade real money in any market or exchange the fee must be paid and the basic indicator subscription current. Any student wishing to move to this level may receive credit up to fees paid for Trader Lite Student (up to $449) and must pay the difference to upgrade.
- Trader Pro Student. Cost is $3,995. Trader Pro Student is required to maintain the basic indicator subscription during initial 6 week training. To use company tools to trade real money in any market or exchange the fee must be paid and the basic indicator subscription current. Any student wishing to move to this level may receive credit up to fees paid for Trader Lite Student (up to $449) and must pay the difference to upgrade. Trader Pro Student will be assigned a mentor for the period of 6 weeks. Trader Pro Student must complete a minimum of two training sessions with Mentor each week. Trader Pro Student will practice trade while in session for 6 weeks.
- Trader Pro Funding Student. Cost is $6,995. Trader Pro Funding Student is required to maintain the basic indicator subscription during initial 12 week training. To use company tools to trade real money in any market or exchange the fee must be paid and the basic indicator subscription current. Any student wishing to move to this level may receive credit up to fees paid for Trader Lite Student (up to $449) and must pay the difference to upgrade. Trader Pro Funding Student will be assigned a mentor for the period of 12 weeks. Trader Pro Funding Student must complete a minimum of two training sessions with Mentor each week. Trader Pro Funding Student will trade a minimum of two simulation accounts during the initial 12 weeks, one for the initial 6 weeks of training and a second for the final 6 weeks of training. If Trader Pro Funding Student shows profitable trading during the final 6 weeks of training and is approved by Mentor and Company, Trader Pro Funding Student will receive access to a corporate funds to be traded by Trader Pro Funding Student. Indicators and monthly membership fees must be kept current in order to trade corporate funds.
- Trader Executive Student. Cost is $15,395. Trader Executive Student receives first 12 months of fees included in costs. To use company tools to trade real money in any market or exchange the fee must be paid and the basic indicator subscription current following the first 12 months. Any student wishing to move to this level may receive credit up to fees paid for in the Trader Lite Student (up to $449) and must pay the difference to upgrade. Student may also move to this level from the Trader Pro Funding Student by paying an additional ($8,800) or ($6,400) with out indicators. Trader Executive Student will be assigned a mentor for the period of 12 weeks. Trader Executive Student must complete a minimum of two training sessions with Mentor each week. Trader Executive Student will trade a minimum of two simulation accounts during the initial 12 weeks, one for the initial 6 weeks of training and a second for the final 6 weeks of training. If the Trader Executive Student shows profitable trading during the final 6 weeks of training and is approved by Mentor and Company, the Trader Executive Student will receive access to a corporate funds to be traded by the Trader Executive Student. Indicators and monthly membership fees must be kept current in order to trade corporate funds.
- Sales Rep. Cost is $35 per month. Sales Rep can also be a student. Sales rep is required to keep payment current, default will result in loss of commission as well as termination. Sales Rep can reactivate but will not be retroactively paid on past commission. Any commission disputes must be brought to the attention of the company within 30 days of commission payment. Any dispute not reported within 30 days will be null and void.
- Required Purchase. Unless otherwise prohibited by law, the only purchases required to become and remain a Student is the initial fee and the student access fee. Service, Education and/or Product purchases are optional. Students initial and access fees are earned in full and put to use immediately following sign up date. No prorates or refunds will be issued.
- Phoned Applications. A temporary Student can be created for those Student Agreements processed via the telephone until such time as the Company has received the completed Contract. This temporary Student is subject to all the terms and conditions of the Company for as long as they act as a student even if a final Student Agreement is never provided. While the original documentation is being received and processed, the Applicant is allowed to act as a student for thirty (30) days. If the Applicant fails to provide the Company with an original, signed Student Agreement or electronic copy of the same within the thirty (30) days, the temporary Student may be terminated.
- Business Entities. If the Applicant is a Business Entity, the original signature on the Student Agreement must be of a person authorized to bind the Business Entity. The Applicant must also submit with the Student Agreement: (i) An Identification Number for the Business Entity, and (ii) a Statement of Beneficial Interest, which must include the signature and Identification Number or other personal identification number of every Person having a Beneficial Interest in the Business Entity. To verify the form of the Business Entity, Beneficial Interest holders, and authorized signatories, the Company may require, at any time, the Applicant to submit a copy of its articles of organization, articles of incorporation or other charter documentation.
- Identification Number. For tax reporting (where required) and identification purposes (where permitted by law), the Company requires Applicants to provide the Identification Number or other personal identification number. Failure to provide this number may result in rejection of the Application or cancellation of the Student.
- Inaccurate Information. If the Company determines that the Student Agreement or the Statement of Beneficial Interest contains inaccurate or false information, it may immediately terminate a Student or declare the Student Agreement null and void from its beginning. Further, it is the obligation of the Student to report to the Company on an ongoing basis any changes which affect the accuracy of the Contract.
- Term. The Contract is valid from the Date of Sign-up until cancelled by either party.
- The student expressly authorizes the Company to collect monthly student access charges for access to the educational material, webinars, and back office materials. The Company will notify you 30 days prior to any student access fee increase, beyond the fee at the time of signing, via email.
- A Student will forfeit the Student Agreement and any Student Access should monthly fees not be paid. If fees are unpaid and the student is in danger of forfeiting the Student Agreement and Student Access the student will be notified via email and have 15 days to reconcile the fees owed.
- Effects of Marriage, Divorce, and Death on the Student Agreement
- Marriage. A spouse is not deemed to have a Beneficial Interest in a Student Agreement. If two Students marry, they may keep their Student Agreements separate. Each individual, whether married or not, is required to have their own Student Agreement. No transfer of Student Agreements will be allowed in any circumstance.
- Divorce. As mentioned above each individual must have their own Student Agreement. If a married couple are both students and divorce each individual Student Agreement is still active and will not be transferred to the spouse. No transfer of Student Agreements will be allowed in any circumstance.
- Death and Inheritance. In the case of a Student’s death, the Contract will be terminated as of that date. No transfer of Student Agreements will be allowed in any circumstance.
SECTION 2 – Obligations of a Student and Managing a Studentship
- Compliance. A Student shall comply at all times with each of the terms and conditions of the Contract.
- Independent Contractor. A Student is an independent contractor and is responsible for his or her own business expenses, decisions, and actions.
- A Student shall not represent himself or herself as an employee, partner, or joint venture with the Company. A Student shall not make purchases or enter into any transactions in the Company’s name.
- A Student’s work hours, business expenditures, and business plans are not dictated by the Company. A Student shall make no printed or verbal representations which state or imply otherwise.
A Student is fully responsible for all of his or her verbal and/or written statements made regarding the Service and/or Product which are not expressly contained in official Company materials and the Student agrees to indemnify the Company against any claims, damages, or other expenses, including attorneys’ fees, arising from any representations or actions made by the Student that are outside the scope of the Contract.
The provisions of this section survive the termination of the Contract.
- C. Income Claims. A Student may not make statements regarding actual income figures (whether past or present) and may not disclose to potential and existing Students actual, copied, or representative earnings checks. A Student may not make income guarantees of any kind and may not make unrepresentative, unreasonable, or misleading earnings claims.
- Compliance with Laws. A Student must comply with all applicable national and local laws, regulations, and ordinances.
- Offerings. A Student may not offer or promote any non-Company Services and/or Product, incentives, or opportunities in conjunction with the promotion of Company Services and/or Products.
- Negative Statements. A Student will make no disparaging, misleading, inaccurate, or unfair statements, representations, claims, or comparisons with regard to:
- The Company, its Services and/or Products, its commercial activities, or its Students; or
- Other Company , including competitors, their Services, Products, or commercial activities.
- No Claims of Unique Relationship. A Student may not allege or imply that he or she has a unique relationship with, advantage with, or access to the Company executives or employees that other Students do not have.
- Detrimental Conduct. If any conduct by A Student or any participant in the Company by Student is determined by the Company to be injurious, disruptive, or harmful to the Company or to other Students, the Company may take appropriate action against a Student as set forth in Section 8.
- No Reliance. A Student may not rely on the Company to provide legal, financial, or other professional advice, nor may it rely on any such advice if given.
- Confidentiality. Upon signing a Student Agreement, the Student agrees to maintain confidentiality regarding Confidential Information and any other trade secrets and proprietary information. This confidentiality obligation is irrevocable, remains after termination of the Contract, and is subject to legal enforcement by injunction and award of costs and fees necessarily incurred. All Confidential Information is transmitted to Students in strictest confidence on a need-to-know basis for use solely in the Student Education. Students must use their best efforts to keep such information confidential and must not disclose any such information to any third party, directly or indirectly. Students must not use the Confidential Information to compete with Company or for any purpose other than for promoting the Company’s program and its Services and/or Products. The Student maintains no ownership interest in any Confidential Information.
- Non-Competition Agreement. By signing this agreement the Student agrees that he/she/they/ or company and Affiliates will not engage in competition with Company in any similar business for a period of at least 2 years. This includes and is not limited to, day trading seminars, day trading indicators, day trading software, any security sales business, automated trading software or program, trading education, or any other business dealing with securities, stocks, bonds, options, and futures. The Student also agrees to never perform such business within the country. Additionally, the Student may not operate any similar business performed in any similar manner within the country unless authorized in writing by Company.
- Privacy of Student Information. All information provided by an Applicant on a Student Agreement will be used solely for the purposes of evaluating the Student Agreement and for related activities of the Student. Student information may be required to be shared by law, however a written student release must be signed or subpoena served in order for Company to release Student information.
- Use of Confidential Information. The Student may acquire Confidential Information during the term hereof.
- The Confidential Information is for the exclusive and limited use of the Student to facilitate the training, support and servicing of the Student and for furtherance of the Student only;
- He or she will not disclose the Confidential Information to a third party directly or indirectly (including other Students) and that doing so constitutes misuse, misappropriation, and a violation of the Contract;
- The information is of such character as to render it unique and that disclosure of it will cause irreparable damage to the Company; the Company is therefore entitled to injunctive relief to prevent violation of this policy;
- He or She will not use the information to compete with the Company directly or indirectly and improper use will result in termination of the Contract;
- He or she may be required to sign a non-disclosure agreement before receiving Confidential Information from the Company, or prior to engaging in activities that would allow the Student to acquire Confidential Information; and
- Upon expiration, or termination of the Contract, he or she will discontinue the use of such Confidential Information and destroy or promptly return to the Company all Confidential Information under the control of or in his or her possession.
- Notification of Adverse Action. A Student shall immediately notify the Company in writing of any potential or actual legal claims from third parties against the Student arising from, or associated with, the Student that may adversely affect the Company. After notifying the Student, the Company may take any action necessary to protect it, including controlling any litigation or settlement of the legal claims. If the Company takes action in the matter, the Student shall not interfere or participate in the matter without the Company’s consent, which shall not be unreasonably withheld.
- Release for use of Photo, Audio, or Video Image, and/or testimonial Endorsement. The Company may take photos, audio or video recordings, or written or verbal statements of a Student at Company events or may request the same directly from a Student. The Student agrees to and hereby grants the Company the absolute and irrevocable right and permission, to use, re-use, broadcast, rebroadcast, publish, or republish any such photo, audio, video, or endorsement, in all or in part, individually or in conjunction with any other photograph or video, or any other endorsement, in any current or future medium and for any purpose whatsoever, including (but not by way of limitation) marketing, advertising, promotion, and/or publicity; and to copyright such photograph and/or video, in the original or as republished, in the name of the Company, or in any other name. Regardless of any other agreements or contracts the Student may have with any other entity, the Student agrees that any use by the Company as set forth in this section shall be royalty free, is a work made for hire, and is not subject to any other claim. The Student agrees to defend and indemnify the Company against any claims by any other party arising out of the Company’s use of the rights granted herein. The Student confirms that the information he or she may give as a testimonial endorsement, or as represented in a photograph, video or audio is true and accurate to the best of his or her knowledge. The Student waives any right he or she may have to inspect or approve the finished or unfinished Service and/or Product, the advertising copy, printed, recorded, photographic or video matter which may be used in connection with it or any use that may be made of it.
- Student agrees not to make any statements, written or verbal, or cause or encourage others to make any statements, written or verbal, that defame, disparage or in any way criticize the personal or business reputation, practices, products, or conduct of the Company, its employees, directors, and officers, and further agrees to work in good faith with Company to resolve any disputes. Student agrees to communicate any complaint or dispute related to the service or product directly to Company or Agent appointed including but not limited to any complaint or dispute related to the product or services offered. Student and Company agree to keep the circumstances and details of any dispute to any third party or entity prior to attending and participating in good faith mediation. This prohibition proscribes the publishing or posting of any complaint or dispute on any blog, website, internet forum, chat room, or social media website account or platform (including but not limited to Facebook, Instagram, Twitter, Snapchat… etc) Student and Company agree that a breach of this provision shall be considered a material breach of the Policies and Procedures.
SECTION 3 – Sales, Transfers, Change of Country
- Selling or Transferring a Student Agreement. Company will allow no sale of Student Agreements under any circumstance.
- Change of Residence: If a Student changes his or her country of residence, the Student must submit to the Company: (i) a Student Agreement for the new country of residence (with the “AMENDED” box at the top checked); (ii) a signed and dated notification request (iii) authoritative documentation as proof of the new residence (e.g., a copy of the driver’s license, passport, etc.); and (iv) a one hundred dollar ($100USD or local currency equivalent) processing fee. The Student will be responsible for complying with all terms and conditions of the Contract, including those specific to the new country of residence.
SECTION 4 – Breach of Contract Procedures
- Conditional Obligations. The Company’s obligations to a Student are conditioned upon the Student’s faithful performance of the terms and conditions of the Contract. The Company, in its sole discretion, will determine if a Student is in breach of the Contract and may elect any or all-available remedies.
- Remedies. In the event of breach, Company may elect to take no action or to exercise some or all-contractual remedies and remedies at law, including, but not limited to:
- Notify the Student either in writing or verbally of the breach and providing a notice to cure the breach;
- Require from the Student additional assurances of future compliance;
- Suspend the Student Rights temporarily or permanently;
- Seek injunctive relief; and
- Terminate the Contract.
- Reporting Contract Breaches. If a Student observes or is aware of another Student’s violation of any term or condition of the Contract, the observing Student shall submit a written complaint to the Company’s Student Education & Conduct Department.
SECTION 5 – Termination
- A Student may terminate the Contract by submitting to the Company in writing a request to terminate.
- The Company may terminate the Contract if the Student violates the terms of the Contract and any amendments thereto.
- Return of Confidential Information. A Student must return all Confidential Information over which he or she has direct or indirect control to the Company upon termination or upon demand of the Company. If any such Confidential Information cannot be returned because it is in electronic format, the Student shall permanently delete and erase the Confidential Information upon termination or upon demand.
- Effects of Termination for Breach of Contract.
- A Student whose Contract is terminated by the Company must wait one (1) year before applying for a new Student Agreement.
- Upon termination, a Student’s access and the ability to participate in online education and training courses and to use company tools to trade simulation (paper) accounts are terminated.
- Effects of Voluntary Termination by the Student.
- The Contract can be voluntarily terminated by a Student who is not in breach of the Contract for any reason, at any time, by providing written notice to the Company signed by all Person(s) listed on the Student Agreement. The termination is effective on the date the Company receives the written notice. No prorated refunds are offered and all Student tools purchased will remain active until the end of the purchased period.
- Upon termination, a Student’s access and the ability to participate in online education and training courses and to use company tools to trade simulation (paper) accounts are terminated.
- A Student may not terminate voluntarily if the Student is not in good standing with the Company. Contract will not be terminated if there are fees due to Company.
SECTION 6 – Miscellaneous
- Entire Agreement. The Contract contains the entire understanding concerning the subject matter hereof between the Company and the Student, and is intended as a final, complete, and exclusive expression of the terms of the parties. This Contract supersedes and replaces all prior negotiations and proposed, but unexecuted agreements, either written or oral. Any prior agreements, promises, negotiations, or representations, either written or oral, relating to the subject matter of this Contract, are of no force or effect. If there is any discrepancy between verbal representations made to the Student by any employee or Student of the Company and the terms of the Contract, the express written terms and requirements of the Contract will prevail.
- Modifications by the Company. The Company reserves the right to make any modifications to the Contract, provided that the modifications are communicated by the Company to the Student at least thirty (30) days prior to taking effect. The Company may communicate these modifications by posting any portion of the modified Contract on the Company’s website, or by any other method of communication. The Student is deemed to have accepted the modification to the Contract if the Student engages in any Student Education after the thirty (30) day period is ended.
- Warranties. The Company extends no Service and/or Product warranties, either expressed or implied, beyond those specifically articulated in the Contract. The Company disclaims and excludes all warranties regarding possible infringement of any United States or foreign patent, trademark, trade name, copyright, or trade secret arising from the Student’s operations
- Waiver. Any waiver by the Company of a Student’s breach of a Contract provision must be in writing and will not be construed as a waiver of any subsequent or additional breach by the Student. The failure by the Company to exercise any right or privilege under the Contract will not constitute a waiver of that right or privilege.
- Severance. If any term or condition of this Contract is judicially invalidated, prohibited, or otherwise rendered unenforceable in any jurisdiction, it is unenforceable only to the extent of the invalid, prohibited or unenforceable provision in that jurisdiction only, and it will not render unenforceable or invalidate any other provision of the Contract, nor will the Contract be rendered unenforceable or invalidated in another jurisdiction.
- Force Majeure. Student acknowledges that the Company is not liable for any damages or losses caused by the delay or inability to use its Service and/or Product due to accidents, fire, flood, acts of civil authority, acts of God, acts of terrorists, or from any other causes that are beyond the control of the Company.
- Governing Law. The State of Nevada is the place of the origin of this Contract and is where the Company accepted the offer of the Applicant to become a Student and where the Student entered into the Contract with the Company. The Contract is therefore to be construed in accordance with the laws of the State of Nevada as to contracts made and to be wholly performed within the State.
- Attorneys Fees. If any suit, action, or proceeding is brought to enforce any term or provision of this Contract, the prevailing party shall be entitled to recover reasonable attorneys’ fees, costs, and expenses incurred, in addition to any other relief to which such party may be legally entitled. Unless otherwise required by any arbitration clause herein, any legal action concerning the Contract shall be brought in the state and federal courts located in Carson City, Nevada. In the event any court of competent jurisdiction shall declare any portion of the Contract to be invalid, the remainder of the Contract shall not be invalidated thereby, but shall remain in full force and effect.
- Successors and Assigns. The Contract will be legal and binding upon and inure to the benefit of the parties and their respective successors and assigns.
- Limitation of Liability. To the extent permitted by law, the Company, its directors, officers, members, managers, shareholders, employees, assigns and Students (collectively referred to as “Responsible Parties”) shall not be liable for, and the Student releases Company and its Responsible Parties from and waive all claims, for any loss of profits, indirect, direct, special or consequential damages, and for any other losses incurred or suffered by Students as a result of: (a) Student’s breach of the Contract; (b) Student’s incorrect or wrong data or information provided to the Company or its Responsible Parties; or (c) the Student’s failure to provide any information or data necessary for the Company to operate its business. EACH STUDENT AGREES THAT THE ENTIRE LIABILITY OF THE COMPANY AND ITS RESPONSIBLE PARTIES FOR ANY CLAIM WHATSOEVER RELATED TO THE CONTRACT, BUT NOT LIMITED TO, ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT, OR EQUITY, SHALL NOT EXCEED, AND SHALL BE LIMITED TO, THE AMOUNT THAT THE INDIVIDUAL STUDENT HAS INVESTED IN CURRENCY IN THE COMPANY.
The following defined terms apply throughout the Contract and are capitalized where used:
Applicant – A Person who has submitted a Student Agreement.
Authorized Country – A country that the Company has officially sanctioned to be available to all Students for submitting Student Agreements.
Beneficial Interest – No Beneficial Interest is available in any Student Agreement other than that held by the individual that completed the Student Agreement. In the instance of a Business Entity submitting a Student Agreement the person completing the agreement holds the only Beneficial Interest.
Business Entity – Any type of business association authorized under the laws of the jurisdiction in which it was organized. This includes, but is not limited to, legally formed: corporations, partnerships, trusts, and limited-liability companies.
Confidential Information – Information disclosed in connection with the Student Rights. Confidential Information may take the form of documentation, drawings, specifications, software, technical or engineering data, or other forms, and may be disclosed orally, in writing, by electronic or magnetic media, by visual observation, or by other means.
Contract – The documents describing the specific relationship between a student and the Company, comprising the Student Agreement, the Statement of Beneficial Interest, the Policies and Procedures and any country or situation-specific addendum(s) thereto, and any other written agreement between the Student and the Company, which documents are incorporated herein by reference.
Date of Sign-up – The date the Company receives and accepts an Applicant’s Student Agreement bearing an original signature or electronic copy of an original signature.
Student – A Person currently licensed by the Company to operate as a student.
Student Agreement – The agreement submitted by an Applicant to become a student. In signing the Student Agreement, an Applicant certifies that he or she has read and will abide by the terms and conditions of the Contract.
Student Rights – The rights in the Contract licensed to a student.
Student – An individual participating in the products and/or services of Company.
Electronic Funds Transfer (EFT) – An optional program that authorizes the Company to electronically debit a student’s bank account for the amount of subscription fees.
Identification Number – The number issued specifically to an individual or company by the government. Examples include: social security number (US individuals), social insurance number (Canadian individuals), employment identification number (US companies)
Person – An individual, a Business Entity, or any other entity with a distinct separate existence
Policies and Procedures – The policies and procedures of the Company contained herein, including attachments and addenda, which are incorporated herein by this reference, as the same may be amended from time to time by the Company.
Product – Any good or service that is offered by the Company.
Rank – The Rank of a student, which will affect the Student’s educational abilities and access to additional products and/or services.
Statement of Beneficial Interest – A document required as part of the Contract if an Applicant is applying as a Business Entity. The Statement of Beneficial Interest must list all persons who are partners, shareholders, principals, students, managers, officers, directors, trustees, beneficiaries, or who otherwise have any direct or indirect Beneficial Interest in or control over the Business Entity.
A-1. Governing Law and Arbitration
- The State of Nevada is the place of origin of this Contract, and is where the Company accepted the offer of an Applicant to become a student and where the Student entered into the Contract with the Company. The Contract is therefore governed by and to be construed in accordance with the laws of the State of Nevada without reference to the conflict of laws principles thereof, and the arbitration provisions herein are governed by the Nevada Uniform Arbitration Act, Nevada Code NRS Sections 38-206-360, et seq. (the “Act”), except as such requirements may be specifically varied and modified by the terms set forth herein.
- Any controversy or claim arising between Company and the Student, including any controversy or claim arising out of or relating to the Contract or the breach thereof, or any controversy or claim relating to the business arising between Students, shall be resolved by mandatory, binding arbitration in Carson City, NV, in the United States of America, to be conducted in the English language. Student hereby submits to the arbitral jurisdiction set forth herein, and, with respect to any matters not determined by or subject to arbitration, to the personal jurisdiction of the state and federal courts within Carson City, NV. The arbitration shall be initiated by service of written demand for arbitration on the responding party. Student hereby consents to service of such demand by mail to the address for such Student on file with the Company and waives all rights and defenses as to insufficiency of service of process as may be applicable under the laws of the United States or any other country.
- There shall be one arbitrator, who shall be impartial, independent, and mutually agreed upon by the parties to the arbitration within 30 days following receipt of the written demand for arbitration. If the parties do not reach agreement on a single arbitrator within such period, the parties shall obtain a judicial appointment of an arbitrator pursuant to Nevada State Law
- The arbitration and all pre-hearing matters, including discovery, shall be governed by and conducted in accordance with the Nevada Rules of Civil Procedure and the Nevada Rules of Evidence. The arbitration and all proceedings associated therewith are private proceedings and not subject to any public right of access. The arbitrator shall have the authority to enter appropriate protective orders to preserve the confidentiality of the proceedings and information exchanged in discovery. The arbitrator shall have the authority, power, and jurisdiction to grant both legal and equitable relief, including temporary, preliminary, and permanent injunctive relief, and the parties hereto hereby submit to the jurisdiction of the arbitrator for all such relief. The arbitrator shall also have the sole and exclusive authority to determine whether any particular issue is subject to arbitration under this Agreement.
- The arbitration award shall be a reasoned award, given in writing, and shall be final and binding on the parties hereto and not subject to any appeal, except as specifically provided in the appeal provision below. Judgment upon the award rendered may be entered in any court having jurisdiction, or, application may be made to such court for a judicial recognition of the award or an order of enforcement thereof, as the case may be. Execution upon any such judgment shall be governed by the laws of the State of Nevada, and the parties hereto agree unconditionally to recognize an arbitration award rendered in connection with this Agreement as binding and compulsory and subject to execution pursuant to any applicable laws.
- Should the Arbitrator enter an award against any party for a sum in excess of fifty-thousand dollars ($50,000), or enter an award constituting permanent injunctive relief against any party, the party against whom such an award has been entered may appeal the award to a private arbitration panel of three impartial and independent arbitrators mutually agreed upon by the parties (the “Appeal Panel”). Any such appeal must be taken by written notice served no later than thirty (30) days after the party has received the written award. If the parties do not agree on three arbitrators within 30 days of the date of the arbitration award, the Appeal Panel shall be judicially appointed in accordance with Nevada State Law. The appeal shall be conducted in Carson City, NV, in the United States of America, in the English language. Upon briefing of relevant issues by the parties, and oral argument if requested by the parties, the Appeal Panel shall review and correct the award for (1) any error of law, (2) a failure of substantial evidence to support all or any element of the award, and (3) an error of a mixed question of fact and law. The arbitration panel shall issue a reasoned decision, given in writing, which shall be final and binding on the parties and not subject to any appeal.
- The parties shall equally share the assessed costs associated with the arbitration, including all arbitrator fees; provided, however, that the prevailing party in any appeal to the Appeal Panel shall be entitled to recover its share of the costs of such appeal from the non-prevailing party. The parties shall each bear their own attorneys fees in connection with the arbitration and any appeal, irrespective of which party prevails and any demand or request made for such fees.