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STRETCH TO WIN INSTITUTE, LLC PARTICIPATION AGREEMENT

FASCIA STRETCH THERAPY™ LEVEL 1 (CFST-I) COURSE

PLEASE READ THIS AGREEMENT CAREFULLY

This Participation Agreement (this “Agreement”) is entered into by and between Stretch to Win Institute, LLC, an Arizona limited liability company (“Institute”), with its mailing address at 580 N. 54th St, Ste 1, Chandler, Arizona 85226, and the individual or entity agreeing to these terms and conditions by clicking or checking the “Accept” icon pertaining to this Agreement (“Participant”) on the Institute Registration Portal (as defined below).

1. Acceptance of Terms. This Agreement is effective as of the date Participant clicks or checks such “Accept” icon (the “Effective Date”) on the Institute’s web-based registration portal that is accessible at www.stretchtowin.com or Institute’s then-current website (the “Institute Registration Portal”) (collectively, “Website”), which access may be subject to Institute’s access-related terms and conditions published on such website, as may be amended from time to time. Participant shall keep a copy of the electronic confirmation of Participant’s acceptance. Participant shall also electronically sign a copy of the agreement through Docusign or other method which STW shall make available.

Participant represents and warrants that: (a) Participant is recognized as being able to form legally binding contracts under applicable law and authorized to use the credit card or other payment methods used to register, participate and attend the Course (as defined below); and (b) Participant has read and understands this Agreement. Participant acknowledges Participant is taking this Course solely to learn how to apply the technique to a client or patient (if Participant is otherwise qualified to have patients), and Participant represents and warrants that Participant is not taking the Course to learn how to run a business for teaching or instructing any person, including without limitation Participant’s staff, employees, or independent contractors, on stretching techniques. Institute has the right to immediately terminate any and all rights of Participant’s under this Agreement, with no refund of any payments whatsoever, should Participant violate this paragraph.

Participant acknowledges that only an individual, and not an entity, may enter this Agreement. Participant represents and warrants that the individual completing and signing this Agreement is the individual who will be taking the Course (as defined below). To avoid confusion, and as described more fully below, no person other than Participant, and no entity of any kind (including without limitation any entity for which Participant works as an employee, independent contractor, or otherwise) has any rights of any kind whatsoever under this Agreement, and the parties acknowledge that they intend this Agreement to have no third-party beneficiaries.

1. Overview. This Agreement defines the Participant’s participation in the “Fascia Stretch Therapy™ Level 1 (CFST-1) Course” (the “Course”), including (a) the terms governing the Participant’s registration and participation in the Course, and (b) a license for use of certain Institute intellectual property following Participant’s successful completion of the Course.
2. Scope of Training. The Course provides instruction and training in the concepts of Stretch to Win® Fascia Stretch Therapy™ techniques (also known as “FST™”) as described in more detail on the Institute Registration Portal, which is incorporated herein by this reference. Upon Participant's successful completion of the Course, the Institute will issue to Participant a Course completion certificate. Fascia Stretch Therapy Level 1 Participants, following this training, are not to provide medical advice unless they are practicing, licensed medical professionals. The Course is not a license to provide professional medical advice, diagnosis or treatment. Within this training and after graduating the Course, we/you are not diagnosing, treating, curing, mitigating, or preventing any type of disease or medical condition. Participant must refer clients with medical conditions outside of Participant's scope of practice, to qualified, licensed medical professionals; and recommend keeping clear and dated records of such referrals and communications.
3. Course Fees. Participants will pay to the Institute the Course registration fees at the rates and on the applicable dates as set forth and agreed to by the Participant during the registration process on the Institute Registration Portal. Institute reserves the right to cancel your registration and remove the Participant from a workshop if the Participant fails to pay the tuition and any other registration fees in full by the due date set forth in the Institute Registration Portal. Any tuition or registration fees that have been collected by Institute will not be refunded.
4. Course Cancellation. Institute reserves the right to cancel the Course thirty (30) days prior to the first class due to insufficient participant registration or other similar business or financial reasons, as determined by Institute in its sole discretion. In this case, all Course fees paid by Participant will be refunded approximately 3-4 weeks following the Course or sooner at the discretion of the Institute. By entering into this Agreement, Participant agrees that Institute is not responsible for any travel or other expenses incurred by Participant should it be necessary for Institute to cancel the Course.

If a course is postponed by the Institute for circumstances beyond its control (see item 12. Force Majeure for details), the Institute reserves the right to reschedule any course as close as possible to the time frame that the original course was scheduled. The price of the newly scheduled course will be the same as the original and all payments made toward the original course will be transferred over to the new course as soon as the student is registered.

1. Participant Cancellation/Transfer. Participant's cancellation must be received in writing by Institute at least thirty (30) days prior to the Course start date (the “Cut-Off Date”) by emailing to [email protected] or Institutes mailing address (by certified mail) set forth above in order to be valid.
   The Institute reserves the right to cancel you from the Course and retain funds if you've not contacted us at least (30) days prior to the Course start date (the “Cut-Off Date”), and unable to make it to the Course that was transferred for the third (3rd) time.

If Participant cancels more than thirty (30) days from the Course start date, Participant will receive a refund of course fees paid minus a $50 administrative fee, which will be credited back to the initial credit card used at registration.

Please see our Cancellation Policy , which is incorporated in this Agreement by reference

DUE TO THE LIMITED ATTENDANCE PERMITTED AT THE COURSE, AND BECAUSE OF INSUFFICIENT TIME TO REGISTER OTHER ATTENDEES, NO REFUNDS OR CREDITS WILL BE ISSUED FOR CANCELLATIONS AFTER THE CUT-OFF DATE.

After the Course begins, no refunds are issued or credits allowed. If Participant has Course credit on file with Institute and the price of that Course has increased since Participant purchased it, Participant will be responsible for the difference in price in order to attend the Course. In the event of any Person-paid registration, the Person has the right to cancel in accordance with this Section 6.

1. Participant’s Duties.

(a) Participant shall ensure all Course fees are paid and current and acknowledge that Institute retains the discretion to set all fees.

(b) Participant shall observe and obey all posted rules and warnings, and further agrees to follow any oral instructions or directions given by the Institute, or the Institute’s employees, representatives, or agents.

(c) Participant has provided full, complete, and accurate information to the Institute that Participant possesses the necessary prerequisites for Course participation.

(d) In order to receive the Course completion certificate, the Participant must successfully complete the course with a passing grade on all practical examinations as determined at the sole discretion of the Course facilitators.

(e) Participant will not diagnose or treat any disease or any other medical condition unless otherwise licensed to do so.

(f) Participant agrees that, upon attending and completing the Course, Participant will have been trained by the Institute to administer FST™ methods and techniques of stretching by hands-on or manual means directly to individuals, which is also known as assisted stretching in the industry of health, wellness, and fitness, and at that time can promote to others that Participant is FST-Level 1 Certified as set forth in Section 8(b) of this Agreement. Participant acknowledges that, before taking the Course, Participant has not been trained in the FST™ methods and techniques taught during the Course. To the extent Participant believes Participant has any potentially relevant prior knowledge teaching others or otherwise training in any stretching technique or method, Participant shall complete the “Schedule—Prior Knowledge” form electronically, which is made available to Participant during the registration process, BEFORE Participant signs this Agreement. If there are any updates to Participant’s prior knowledge before Participant takes the Course, it is Participant’s sole obligation to notify Institute of any such changes. If Participant does not provide any such listing before taking the Course, Participant acknowledges Participant has no prior experience or knowledge for teaching or training others in any stretching methods or techniques of any kind.

(g) Participant agrees that Participant has NOT been taught how to teach to others the FST™ brand techniques, methods, or materials, and therefore, Participant has NOT been certified by the Institute as a teacher. Participant also acknowledges and agrees that the FST™ methods and techniques, and in particular the teaching and instructional methods, techniques, and Presentations, and other materials, are the valuable proprietary and intellectual property of the Institute and its affiliates and that such FST™ methods, techniques, and materials are only being provided to Participant under the conditions of this Section 7(g) and other restrictions and obligations under this Agreement. Thus, Participant recognizes that, by entering into this Agreement, Participant is prohibited from teaching the FST™ system of assisted stretching to any person, group, company, or institution, and in such event, Institute reserves the right to institute civil proceedings against Participant to resolve the violation. This prohibition includes and extends to any teaching of FST™ brand techniques and methods, including without limitation modifications, adaptations, progressions, regressions and variations of the techniques and methods. Participant acknowledges that “teaching the FST™ system of assisted stretching” includes, without limitation, posting, to any forum or medium whatsoever, including social media, any videos, images, or any visual representation of the FST™ system that is longer than 60 seconds, regardless of frame rate or speed; Participant acknowledges that explaining or describing the FST™ system of assisted stretching in any duration and in any manner that enables another to learn some aspect of the FST™ system violates this prohibition against “teaching.” For further clarity and admonition, Participant is also prohibited from mentoring or coaching the FST™ brand techniques and methods (including without limitation modifications, adaptations, progressions, regressions and variations) to any person, group, company or institution. In the event that Participant teaches, mentors or coaches the FST™ brand system, methods, or techniques of assisted stretching (including without limitation modifications, adaptations, progressions, regressions and variations) to any person, group, company, or institution, Participant is immediately in breach of this Agreement, and any privileges and licenses granted under this Agreement are immediately terminated. From time to time, Institute may provide Participant with approved presentations, such as PowerPoint materials, videos, or other media (“Presentations”), with which Participant may demonstrate FST™ methods and techniques and explain the FST™ system to employers and colleagues, or to market the course to prospective students. For the avoidance of doubt, as set forth in Section 8(f)(2), the Participant is not authorized to use the Presentations to teach FST™ brand system, methods, or techniques of assisted stretching to any person, group, company, or institution.

(h) Participant acknowledges and agrees that Institute reserves the right to deny participation to any Participant who, in the opinion of Institute, (i) violates any Institute policy or procedure, (ii) engages in conduct that is detrimental to the Institute, its teaching staff, other Participants or the health care profession, or (iii) otherwise violates any term or condition of this Agreement. Institute may exercise this right at any time before, during, and after enrollment by the Participant in the Course, and in the event that Participant has already been granted the limited license rights in Section 8(b), Institute may revoke Participant’s limited license rights, including without limitation the certifications in Section 8(b), as well as any other license rights that the Institute may grant the Participant from time to time. If Institute denies Participant’s participation or revokes Participant’s limited license rights, at any time, including during a Course, no refunds or credits of any kind will be provided to Participant.

(i) Participant shall assist Institute in any document requests, and the Participant shall provide requested information in the designated time frame.

(j) Participant acknowledges and agrees that in the event of a breach by Participant of Section 7(g), monetary damages shall not constitute a sufficient remedy. Consequently, in the event of any such breach and notwithstanding anything to the contrary contained herein, Institute and/or its successors or assigns may, in addition to other rights and remedies existing in their favor, apply to any court of law or equity of competent jurisdiction for injunctive or other relief in order to enforce or prevent any violations of the provisions hereof, in each case without the requirement of posting a bond or proving actual damages.

1. Intellectual Property License and Use. 

(a) Ownership of Intellectual Property. All rights, title and interest in any intellectual property and other similar proprietary rights in (i) any trademarks, service marks, trade names, brand names, logos, trade dress and other proprietary indicia of goods and services, whether registered or unregistered, and all goodwill connected with the use of and symbolized by any of the foregoing, including without limitation the trademarks STRETCH TO WIN®, STRETCH FOR LIFE®, STRETCH TO WIN INSTITUTE™, FST™, FASCIAL STRETCH THERAPY™, FASCIA STRETCH THERAPY™, FREDERICK STRETCH THERAPY®, LIFESTRETCH®, FASCIANETICS™, CERTIFIED FREDERICK STRETCH THERAPY PRACTITIONER™, CERTIFIED FASCIA STRETCH THERAPY PRACTITIONER™ and related logo designs, including all the word marks and logos in Attachments I and II (collectively, the “Marks”); (ii) internet domain names, whether or not trademarks, or any brand names, user names or other identifiers for social media or networking websites; (iii) original works of authorship in any medium of expression, whether or not published, including the Presentations and all other educational training materials, books, software, audio/video content, illustrations and photographs, advertising and promotional content, website content, and all other copyrights (whether registered or unregistered); and (iv) confidential information, know-how, methods, processes, trade secrets, and other proprietary information, including without limitation, the FST™ teaching and instructional methods, techniques, videos, and materials, shall at all times remain with Institute and its affiliates, and shall not be used by Participant except as expressly set forth in this Agreement. As a condition to Institute permitting Participant to enter this Agreement and permitting Participant to access and learn aspects of Institute’s intellectual property, Participant agrees not to contest, and shall not contest, the validity of or Institute’s ownership of any of the foregoing intellectual property.

(b) Grant of License. If and when Participant successfully completes the Course and receives a Course completion certificate, Participant will be granted a personal, non-exclusive, non-transferrable, non-sublicensable, limited license for a period of two (2) years to (i) use the following phrases and logos that contain the Marks (which uses are restricted to use of the whole and not partial term or phrase) solely as set forth in and subject to the conditions in the “Licensed Property Usage Guidelines” in Attachment I, which may be updated from time to time: “Certified in FST Fascia Stretch Therapy®”, the logo “FST Fascia Stretch Therapy Certified” (set forth in Attachment I), and “Certified in FST™” (the “Licensed Uses”); and (ii) to use selected Course materials solely under the “Licensed Property Usage Guidelines” set forth in Attachment I (the selected Course materials, collectively, with the Licensed Uses, are the “Licensed Property”; the license granted in this Section 8(b) to the Licensed Property is the “Property License”), which shall solely be used with the qualifying designation and representation that Participant is a “Certified Fascia Stretch Therapy Practitioner™ – Level 1” or “CFST-I” or that Participant is “certified in Fascia Stretch Therapy™” or “certified in FST™” or with any other qualifying designation and representation that Institute authorizes in writing from time to time for Participant to use. For the avoidance of doubt, Licensed Uses shall exclude those marks set forth in Attachment II, Section 1, which may be updated from time to time (“Excluded Marks”). Participant shall not copy, distribute, sell or otherwise use the Course Materials, or use the Marks in any manner, except as permitted under the Licensed Property Usage Guidelines. Participant shall not permit any person or entity, for which Participant works as an employee, independent contractor, or otherwise, to use the Licensed Property in any manner whatsoever, and Participant indemnifies Institute for any cost, damage, or other loss arising from participant’s breach of this Section 8(b). Participant acknowledges that Participant has no right or license in or to the Marks except for in connection with the limited Licensed Uses set forth in this Agreement. Participant understands and agrees that Institute may update Attachment I and Attachment II from time to time, and Participant agrees to comply with the restrictions and conditions in Attachment I and Attachment II as Institute updates them.

(c) Renewal of Property License. After expiration of the initial Property License in two (2) years, Participant may, at Institute’s sole discretion, renew the Property License and certification described herein by successfully completing an online CFST-1 re-certification course (as described in more detail on the Institute Registration Portal), completing an in-person CFST-1 re-certification course (if available), or by completing an in-person Certified Fascia Stretch Therapy™ – Level 2 (CFST-2) Course, and in each case receiving an applicable completion certificate. This license renewal is necessary for Participant to demonstrate to Institute that Participant continues to correctly administer FST™ methods and techniques of stretching by hands-on or manual means directly to individuals and satisfies all of the requirements and conditions set forth in this Agreement. Institute in its sole discretion, and for any or no reason, may deny any renewal request.

(d) Expiration of Property License. After expiration of the initial Property License in two (2) years, or expiration of any subsequent renewal of the Property License pursuant to Section 8(c), Participant’s certification will also expire. Upon expiration of Participant’s limited Property License and certification, Participant may continue to utilize the therapy techniques and methods provided in the Course for Participant’s own use, including use on Participant’s clients. Participant shall not teach, instruct, or otherwise communicate the substance of the teaching or instructional techniques in the Licensed Property or the teaching or instructional techniques utilized by the Institute during the Course, consistent with Section 7(g) above. Participant shall not publish or make available Institute’s instructional techniques, in whole or in part, in any paper, written, electronic, or digital form whatsoever, whether on Participant’s social media site or elsewhere, and whether through videos, images, or other media; for the avoidance of doubt, immediately upon expiration of the Property License, Participant must remove any of the foregoing from prior social media or other electronic sites. Further, Participant may no longer continue to use the qualifying designations and representations set forth in Section 8(b), above, including referring to Participant as a “Certified Fascia Stretch Therapy Practitioner™ – Level 1” or “CFST-I” or that Participant is “certified in Fascia Stretch Therapy™” or “certified in FST™” or with any other qualifying designation and representation; provided, however, Participant may simply state that Participant was formerly certified, e.g., by utilizing the term “formerly” immediately prior to any of the qualifying designations and representations set forth above. However, in no instance may a Participant with an expired limited Property License and certification state or imply in any manner that Participant is currently certified, including without limitation by utilizing the qualifying designations and representations or utilize any of the Excluded Marks attached hereto as Attachment II.

(e) Use Parameters. If and when Participant successfully completes the Course and receives a Course completion certificate, and Participant is granted the limited license rights in Section 8(b), Participant agrees to use the Licensed Property in strict compliance with the Licensed Property Usage Guidelines attached hereto as Attachment I. Participant agrees that it shall not use, or permit any person to use, the Marks or the Excluded Marks without the prior written consent of Institute. Further, Participant may not use any Marks in any manner other than expressly provided in the Licensed Uses set forth in this Agreement, including without limitation in any manner which implies that the Institute, as opposed to the Participant, is the seller or provider of the Participant’s services. As a condition to using the Licensed Property, Participant shall establish and maintain, and shall cause its agents, employees, consultants, and related Persons to establish and maintain a high standard of ethical business practices in connection with Participant’s sale of products or services. Participant, its agents, employees, consultants, and related Persons shall not engage in any deceptive, unethical, improper, or illegal business practice, promotion, or advertising that could reasonably be expected to be injurious to Institute's business, reputation, or goodwill. Participant’s use of the Licensed Property does not confer upon the Participant any ownership rights in the Licensed Property, and any and all rights and goodwill inuring from such use shall inure to the benefit of Institute.

(f) Expiration or Termination of Property License. Upon expiration of the Property License, in addition to the requirements of Section 8(d) above, the requirements of this Section 8(f) also apply. The requirements of this Section 8(f) also apply to, any violation of this Agreement by Participant or any deficiency in the quality of the services offered by Participant (as determined by Institute in its sole discretion); upon any such violation or deficiency, Institute shall have the right, but not the obligation, to immediately terminate the Property License, including but not limited to any right or license (if any has been granted at the time of termination) to the Marks and/or Licensed Property and/or the Excluded Marks.

(1) Effect of Expiration or Termination. Upon termination of the licenses granted in Section 8(b), Participant must remove all references to the Licensed Property, and all reference of any kind to Institute, the Marks, or any designation that at any time has identified Institute as the source of its goods or services, including, without limitation, FST™, Fascia Stretch Therapy™, Fascial Stretch Therapy™, Frederick Stretch Therapy®, and “Stretch to Win® Fascia Stretch Therapy™”, from Participant’s website and any promotional or marketing materials; Participant must immediately cease to use the Licensed Property, including the designation or any representation that Participant is a “Certified Fascia Stretch Therapy Practitioner – Level 1” or “CFST-I;” and Participant must immediately cease offering any materials included in or related to the Licensed Property. Thereafter, Participant may simply state that Participant was formerly certified, e.g., by utilizing the term “formerly” immediately prior to “Certified in Fascia Stretch Therapy.”. However, in no instance may a Participant with a terminated limited Property License and certification state or imply in any manner that Participant is currently certified, including without limitation by utilizing the qualifying designations and representations or utilize any of the Marks or Licensed Property, including without limitation the Excluded Marks attached hereto as Attachment II. For the avoidance of doubt no use of the Marks, including without limitation the Excluded Marks and the Licensed Uses, are permitted following termination, except for the limited use specified in this Section 8(f)(1).

(2) Automatic Termination Upon Unauthorized Teaching. The Property License granted in Section 8(b) shall immediately terminate and Participant shall be in immediate breach of this Agreement in the event that Participant teaches, mentors, or coaches, or provides instruction in the FST™ system, methods or techniques of assisted stretching, to any person, group, company, or institution without separate, explicit, prior written authorization by the Institute. “Teaching” in this Agreement includes instructing, training, consulting, or otherwise posting, publishing, or making available, to any person not authorized to receive it, any aspect of the FST system, methods or techniques of assisted stretching, whether through video, text, audio, or any medium, in a manner that shows or demonstrates any portion of the FST system, methods or techniques of assisted stretching.

1. Indemnification; Release of Liability; Limitation of Liability.

(a) Participant agrees to defend, indemnify and hold harmless Institute, and its landlord of any and all leased spaces where Institute training is conducted, and their parents, subsidiaries, related entities, directors, officers, shareholders, employees, agents, and representatives (collectively, the “Institute Parties”), against any and all liability, loss, costs, damages, attorneys’ fees, and expenses of whatever kind or nature, which such Institute party may sustain or incur by reason of any claim arising in relation to Participant’s participation in the Course, presence upon the Institutes property and/or facilities, breach of this Agreement, violation of law, Participant’s products or services, or from any acts or omissions of or by the Participant. For the avoidance of doubt, Participant is fully responsible for any liability arising out of activities that breach this Agreement, such as unauthorized teaching of the FST system, methods or techniques of assisted stretching to any person, group, company, or institution without separate, explicit, written authorization by the Institute, and Participant shall defend, indemnify and hold harmless the Institute Parties against any and all third-party claims, liability, loss, costs, damages, attorneys’ fees, and expenses of whatever kind or nature that may arise in connection with Participant’s unauthorized teaching or any other breach of this Agreement.

(b) Participant recognizes that there are certain inherent risks associated with participation in the Course, which may involve the demonstration of FST methods and techniques of stretching on Participant, and hereby assumes all risk, costs, and expenses in connection with participation in the Course. In consideration of being permitted to participate in the Course, Participant hereby agrees to release, waive, discharge, and covenant not to sue any Institute Party, as well as any equipment manufacturers and distributors involved with the Institute and its facilities, from all liability from any and all loss or damage Participant may have and any claims or demands Participant may have on account of bodily injury to my person and property or the person and property of others, whether caused by the negligence of any Institute Party, equipment manufacturers or distributors, or otherwise.

(c) Institute does not make, and Participant shall not state that Institute makes, any express or implied warranties, representations, endorsements, or conditions whatsoever with regard to the Participant’s products and/or services. Participant shall not make any statement, warranty, or guarantee regarding the Institute, the Course, or the FST methods and techniques without the prior written consent of the Institute.

(d) NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, INSTITUTE PROVIDES ALL PRODUCTS AND SERVICES PERFORMED HEREUNDER “AS IS.” INSTITUTE HEREBY EXPRESSLY DISCLAIMS ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES REGARDING INSTITUTE’S PRODUCTS OR SERVICES OR ANY PORTION THEREOF, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. EACH PARTY ACKNOWLEDGES THAT IT HAS NOT ENTERED INTO THIS AGREEMENT IN RELIANCE UPON ANY WARRANTY OR REPRESENTATION EXCEPT THOSE SPECIFICALLY SET FORTH HEREIN. NEITHER PARTY WILL BE LIABLE FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR LOST PROFITS (HOWEVER ARISING, INCLUDING NEGLIGENCE), EXEMPLARY OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY, INSTITUTE’S AGGREGATE MAXIMUM LIABILITY TO PARTICIPANT FOR DAMAGES IN CONNECTION WITH ALL LIABILITY-CAUSING EVENTS IN RELATION TO THIS AGREEMENT SHALL BE LIMITED TO THE TOTAL AMOUNT PAID BY PARTICIPANT TO INSTITUTE DURING THE 3-MONTH PERIOD PRIOR TO WHEN THE LIABILITY-CAUSING EVENT(S) OCCURRED, AND SUCH LIMITATION IS CUMULATIVE AND NOT PER EVENT OR INCIDENT. BOTH PARTIES UNDERSTAND AND AGREE THAT THE LIMITATIONS OF LIABILITIES SET FORTH IN THIS AGREEMENT FOR EITHER PARTY ARE REASONABLE AND THAT THEY WOULD NOT HAVE ENTERED INTO THIS AGREEMENT WITHOUT SUCH LIMITATIONS.

(e) The provisions of this Section 9 shall survive any termination of this Agreement.

1. Governing Law; Jurisdiction Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona without reference to its conflict of law rules. Each party irrevocably submits to the exclusive jurisdiction of the federal and state courts located in Phoenix, Arizona for the purposes of any action or proceeding arising out of or relating to this Agreement. Each party irrevocably consents to such personal jurisdiction and agrees that venue shall lie in the state or federals courts in Phoenix, Arizona with respect to any claim or cause of action arising under or relating to this Agreement. Each party waives any objection based on forum non-conveniens and waives any objection to the venue of any action instituted hereunder.
2. Entire Agreement; Amendments; Headings. This Agreement constitutes the entire understanding and agreement between the parties and supersedes all previous understandings, agreements, communications, and representations, whether written or oral, concerning the subject matters to which this Agreement relates. The Participant hereby agrees to the terms, conditions, and stipulations of this Agreement on behalf of Participant’s person and/or organization or business. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless the same shall be in writing and signed by each of the parties hereto. Section headings in this Agreement are for convenience of reference only and do not define, limit, or fully describe the scope or intent of the provisions of this Agreement.
3. Force Majeure. Except for the obligation to make timely payments, the obligations of each party under this Agreement shall be suspended during the period and to the extent that such party is prevented or hindered from complying with them by any cause beyond its reasonable control, including, without limitation, events such as but not limited to: strikes; lock-outs; labor disputes; acts of God; war; riot; civil commotion; malicious damage; compliance with any law; accident; loss of electrical power; loss of telephone/internet/wide area network and similar infrastructure; fire; flood; storm; or unavailability of goods or raw materials. If either party is so hindered or prevented, the party concerned shall give notice of suspension as soon as reasonably possible to the other party stating the date and extent of the suspension. Any party whose obligations have been suspended as aforesaid shall resume the performance of those obligations as soon as reasonably possible after the removal of the cause and shall so notify the other party.
4. No Waiver; Remedies. No failure on the part of the Institute to exercise, and no delay in exercising, any right, power, or privilege hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right. The remedies herein provided are cumulative and not exclusive of any remedies provided by law.
5. No-Third Party Beneficiaries; Assignment; Severability. Except as specifically provided herein, this Agreement is not intended to and does not create any claims, rights, remedies, or benefits exercisable by any third party. Participant shall have no right to assign this Agreement, nor any of its rights, obligations, or privileges (by operation of law or otherwise) hereunder without the prior written consent of Institute, which Institute may withhold in its absolute discretion. Institute may, without having to obtain Participant’s consent, assign this Agreement, and its rights, obligations, and privileges hereunder to any affiliate or to any successor by merger, or any purchaser of substantially all of the assets or stock of Institute, without the consent of Participant. Any attempted assignment, delegation, or assumption not in accordance with this Section shall be null and void and of no force or effect whatsoever. The terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective successors and permitted assigns of the parties. Any provision of this Agreement which is prohibited, unenforceable, or not authorized in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition, unenforceability, or non-authorization without invalidating the remaining provisions hereof or affecting the validity, enforceability, or legality of such provision in any other jurisdiction.
6. Legal Fees; Survival. The prevailing party in any proceedings instituted by either Party regarding a dispute concerning this Agreement shall be entitled to recover its reasonable attorney's fees, costs, and expenses. The following sections of this Agreement survive any termination or expiration of this Agreement: Sections 7(f), 7(g), 7(j), 8(a), 8(d), 8(f), 9, 10, 11, 12, 13, 14, and 15.
7. Authority. Each party represents and warrants that it possesses the full power and authority to enter into this Agreement and that it has taken all actions required by its procedures, by-laws, or law to exercise that authority, and to lawfully authorize its personnel to execute this Agreement and to bind it to this Agreement. For the avoidance of doubt, Participant’s representations and warranties under Section 1 (Acceptance of Terms) are a part of this Agreement.
8. Electronic Signatures Effective. This Agreement is an electronic contract that sets out the legally binding terms of Participant’s participation in the Course. Participant indicates its acceptance of the Agreement by clicking or checking the “Accept” icon in connection with Participant’s registration for the Course. This action creates an electronic signature that has the same legal force and effect as a handwritten signature. By clicking or checking the “Accept” icon, the Participant agrees to the terms and conditions contained or referenced in this Agreement. When Participant clicks or checks the “Accept” icon, Participant also consents to have the Agreement provided to Participant in electronic form. Please print a copy of this Agreement for the Participant’s records.
9. Prior Agreements. Participant acknowledges that, if Participant has signed prior agreements with Institute governing other courses Participant has taken, then Participant continues to be bound by certain provisions in those prior agreements. By signing this Agreement, all surviving obligations from any prior agreements remain in force; provided, however, that if there is any conflict between this Agreement and any prior agreement between Participant and Institute, this Agreement controls.

Attachment I – Licensed Property Usage Guidelines 

The capitalized terms in this Attachment I have the meanings set forth in the Agreement

1. Licensed Property, including Licensed Uses and Course materials, are the sole property of the Institute and may be used only in accordance with these Guidelines, including the format, color, and other aspects for the Licensed Uses set forth in Paragraph 14 below.
2. Licensed Uses may be used only in publications, advertising, and other communications issued by the Participant related to services provided directly by the Participant for which Participant is otherwise certified to do.
3. Licensed Uses may be used only in connection with services provided by the Participants under his/her own name and/or “doing business name,” as identified in the Participant’s application for participation in the Course. The Course materials may only be used for internal purposes, and shall not be copied, disseminated or transferred to any other individuals or Persons.
4. Licensed Uses may not be preceded or followed by a qualifier that indicates a degree of certification or acceptability, such as “exceeds” “first,” or “only.”
5. No Mark, Licensed Use, or aspect thereof, may be incorporated as part of a Participant’s name, or domain name.
6. Participants may not market any independent products or services under the Course name, including any reference to “Fascial Stretch Therapy™”, “Frederick Stretch Therapy®”, "Fascia Stretch Therapy™" or to Institute or any other Marks, except in connection with a Licensed Use for the purposes of promotion and advertising in accordance with guidelines 2 and 3 above.
7. Participant may not assert or suggest that the Institute “assures” the quality or character of Participant’s services.
8. Institute actively monitors proper use of the Licensed Uses. The following explains the general course of action for addressing mark violations:

(a) Anyone who uses any Mark or misuses any Licensed Property or any Licensed Use will be contacted;

(b) A reasonable amount of time will be given to correct the error(s) per institute discretion. The time frame will be dependent upon the medium in which the violation appeared and the severity of the violation.

(c) Follow-up will be conducted to ensure that the error(s) has been corrected.

(d) Failure to make the required changes may result in termination of participation in the Course and/or legal action.

(e) For actions that Institute, in its sole discretion and determination, finds are egregious, severe, or likely to cause significant harm to Institute or its students, Institute reserves the right, and Participant acknowledges Institute’s right, to immediately terminate any or all of Participants rights under the Agreement, including without limitation by immediately terminating the Property License.

1. Institute may change, update, or revise these Licensed Property Usage Guidelines from time to time, as reflected on the Institute’s website or Registration Portal. Participant agrees to cooperate with the Institute if contacted by the Institute regarding changes, updates, or revisions to Participant’s use of Licensed Uses and Course materials or other activities under these Guidelines.
2. Participant shall not post, comment, or otherwise publish, in any medium or form whatsoever, anything that Institute, in its sole discretion and determination, finds is sexually suggestive or otherwise detrimental to Institute or its students.
3. Participant shall not post, to any forum or medium whatsoever, including without limitation social media, any videos, images, or any visual representation of FST™ that are longer than 60 seconds, regardless of frame rate or speed.
4. Participant shall not make any claims about the efficacy of FST™ or the Licensed Property whatsoever, but Participant may provide information about FST™ that Institute explicitly allows by making the information available to its members in the student members area of Institute’s Website. Participant may use the word Mark “FST™” (without any logo or graphical or other design feature) but only if it is preceded by the phrase “certified in” (i.e., Participant is “certified in FST™”). In a written description of Participant’s qualifications in a resume or curriculum vitae, Participant may refer to FST Fascia  Stretch Therapy in shorthand as “FST™” (word Mark only, without any logo or graphical or other design feature) but only if “Fascia Stretch Therapy” first appears in full within 100 characters of the shorthand “FST™”. Under no circumstance shall Participant use any graphical (logo, drawing, etc.) representation of “FST™”; the permission to use “FST™” in this paragraph is limited solely to textual use of “FST™” that complies with this paragraph and the remainder of the Agreement.
5. The form of the Marks are provided here, or as updated from time to time as reflected on Institute’s website

Attachment II – Excluded Marks Usage Guidelines

1. Excluded Marks

The Excluded Marks are the sole property of Institute. Except as may be provided under a separate explicit written agreement, Participant is expressly forbidden from using the Excluded Marks.

The Excluded Marks are noted here.

FST™ (except as expressly permitted in paragraph 13 of Attachment I to the Agreement)

Institute may change, update, or revise these Excluded Marks Usage Guidelines from time to time, as reflected on the Institute Registration Portal. Participant agrees to cooperate with the Institute if contacted by the Institute regarding changes, updates, or revisions to these Guidelines and Participant’s use, if any, of Excluded Marks or other activities under these Guidelines.

Non-Discrimination Policy

Stretch to Win Institute does not discriminate on the basis of race, color, national origin, religion, sex, disability, military status, sexual orientation or age. Stretch to Win Institute is committed to accessibility and non-discrimination in all aspects of its continuing education activities. However, the following physical qualifications are required in order to participate in our live workshop trainings or else the participant may be at serious risk of injuring themselves and other participants: be physically fit, pain-free, injury-free, have sufficient eye-hand coordination, strength and flexibility. Participant should have no problem or issue to assist in manually stretching a variety of different people, while  simultaneously walking around a massage table for a total of five full days. Participants who have special needs are encouraged to contact program organizers so that all reasonable efforts to accommodate these needs can be made.

Privacy Policy 

By signing this agreement, I attest that:

I am not experiencing any symptoms of illness such as cough, shortness of breath or difficulty breathing, fever, chills, muscle pain, headache, sore throat, nausea or vomiting, diarrhea, or new loss of taste or smell; and that if I do experience such illness within 14 days prior to my scheduled workshop start date, that I will inform the Institute immediately and they reserve the right to disallow my entrance into the scheduled workshop and transfer my registration to a future workshop.

I hereby release and agree to hold the Institute harmless from and waive on behalf of myself, my heirs, and any personal representatives any and all causes of action, claims, demands, damages, costs, expenses, and compensation for damage or loss to myself and/or property that may be caused by any act, or failure to act of the Institute, or that may otherwise arise in any way in connection with any services received from the Institute.

I understand that by signing this agreement, it discharges the Institute from any liability or claim that I, my heirs, or any personal representatives may have against the Institute with respect to any bodily injury, illness, death, medical treatment, or property damage that may arise from, or in connection to, any services received from the Institute. This liability waiver and signed agreement extends to the Institute together with all owners, partners, and employees.

Photo / Video Release

I hereby grant permission to the Institute to use photographs and/or video that I took, or that was taken of me, at my scheduled workshop in publications, news releases, online, and in other communications related to the mission of the Stretch to Win Institute.

Special Accommodation / Service Animals

I will contact the Institute prior to attending scheduled workshop if I have any type of disability that will require special accommodation or if I have a registered ADA service animal. The Institute reserves the right to disallow entrance of service animals if a conflict arises with another student attending the same, scheduled workshop.

Questions, concerns, or complaints: Please contact us at [email protected]

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