This License Agreement (“Agreement”) is entered into by and between Justice for Sierah, Inc. (“JFS”), 3810 Herr Rd. Sylvania, Ohio, 43560 and the registering party/organization (“School”). The parties to this Agreement shall collectively be referred to as the “Parties.” The Parties agree as follows:
GRANT OF LICENSE. JFS owns certain self-defense educational materials (“JFS Sierah Strong Curriculum”). In accordance with this Agreement and in consideration of allowing the School to use the JFS Sierah Strong Curriculum for its students, JFS grants the School a revocable, non-transferable license to use the JFS Sierah Strong Curriculum for the limited purpose of teaching the self-awareness and self-defense curriculum to its students. At all times, the Parties agree and acknowledge that JFS retains sole ownership of the JFS Sierah Strong Curriculum.
TERM. The term of this agreement shall be one year (365 days), based on current and on-time payment of all applicable membership/subscription fees. Subscription will automatically renew, using the same form of payment as initial registration, unless otherwise specified by the School. No partial refunds will be granted, nor pro-rated fees, unless agreed in writing by both parties.
RIGHTS AND OBLIGATIONS. The School shall be solely responsible for providing all funding, instructors, and training related to the JFS Sierah Strong Curriculum.
MODIFICATIONS. Unless the prior written approval of JFS is obtained, the School may not modify or change the JFS Sierah Strong Curriculum in any manner. The School shall further not use the JFS Sierah Strong Curriculum for any purpose that is unlawful or otherwise prohibited by the Agreement.
ARBITRATION. All disputes under this Agreement that cannot be resolved by the parties shall be submitted to arbitration under the rules and regulations of the American Arbitration Association. Either party may invoke this paragraph after providing 30 days written notice to the other party.
WARRANTIES. JFS does not make any warranties with respect to the JFS Sierah Strong Curriculum. The School accepts the product “AS IS.” In no event shall JFS be liable to the School for direct, indirect, special, incidental, consequential, or any other type of damages that are in any way related to the JFS Sierah Strong Curriculum.
TRANSFER OF RIGHTS. Neither Party shall have the right to assign its interests in this Agreement to any other Party unless the prior written consent of the other Party is obtained.
INDEMNIFICATION. The School shall indemnify, defend, and hold harmless JFS and its officers, directors, board members, employees, contractors, volunteers, and agents from any and all losses, liabilities, deficiencies, judgments, settlements, fines, costs (including but not limited to attorneys’ fees), expenses, claims, damages, awards, penalties, or injuries incurred by the School or related to any third-party claim, suit, action or proceeding, which arise from or are connected in any way to the JFS Sierah Strong Curriculum. This indemnity clause shall survive the termination of this Agreement.
RELATIONSHIP OF PARTIES. The relationship between JFS and the School is that of a licensor/licensee. This Agreement shall not create or be deemed to create any agency, partnership, or joint venture between the Parties, and each Party shall be deemed an independent contractor of the other.
TERMINATION. This Agreement may be terminated by either party by providing seven (7) days written notice to the other party. Upon termination of this Agreement, the School shall cease use, reproduction, advertising, marketing, and distribution of the JFS Sierah Strong Curriculum.
ENTIRE AGREEMENT. This Agreement contains the entire agreement of the Parties. This Agreement supersedes any prior written or oral agreements between the Parties.
AMENDMENT. This Agreement may be modified or amended if the amendment is made in writing and is signed by both Parties.
SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable.
NOTICE. The address of each Party as set forth at the beginning of this Agreement shall be the appropriate address for the mailing of notices if any. Either Party may change their mailing address by written notice to the other.
WAIVER OF CONTRACTUAL RIGHTS. The failure of either Party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that Party’s right to subsequently enforce and compel strict compliance with every provision of this Agreement.
APPLICABLE LAW. This Agreement shall be governed by the laws of the State of Ohio.
COPYRIGHT OWNER:
Justice for Sierah, Inc.
Sierah Strong
IMAGE AND LIKENESS. By registering for the Sierah Strong curriculum, I grant permission to Justice for Sierah, Inc., its affiliates, agents and employees (the “Parties”) the irrevocable and unrestricted right to use my image and likeness within the Sierah Strong Curriculum and Videos (“Curriculum”), for the purpose of publication, promotion, illustration, advertising, brochures, commercials, media material, flyers, invitations, or trade, in any manner or in any medium specific to the Curriculum and Videos. I hereby release Justice for Sierah, Inc., its affiliates, agents and employees and its legal representatives for all claims and liability relating to said image and likeness. I acknowledge that this Image and Likeness Release Form and Disclosure Agreement will be used by the Parties for the purposes of the creation, distribution and marketing of the Curriculum and Videos and that I agree to: (A) I WAIVE, RELEASE, AND DISCHARGE from any and all liability, including but not limited to, liability arising from the use of my image and likeness by the Parties, for any claim to compensation as a result of my image and likeness being used in this Curriculum. It is expected that this Curriculum and Videos will generate revenue and I am aware and agree that I am not entitled to any source of income from the use of my image and likeness. I have provided the use of my image and likeness for my own self-promotion as my consideration to forgo any compensation from my permission to use my image and likeness in this Curriculum and Videos.(B) INDEMNIFY, HOLD HARMLESS, AND PROMISE NOT TO SUE the Parties from any and all liabilities or claims made as a result of the use of my image and likeness in the Curriculum and Videos, whether caused by the negligence of release or otherwise. I agree to give up my right to a trial by a court or a jury. Any dispute or claim between me and the Parties, including those arising out of or related to this Agreement, the interpretation of this Agreement, or any damages, shall be settled by binding arbitration in accordance with the Rules of the American Arbitration Association. The arbitrator’s award shall be final and binding upon the parties, and judgment upon the award may be entered by any court of competent jurisdiction. The place of arbitration shall be the county or jurisdiction where Justice for Sierah, Inc., is located. The Image and Likeness Release Form and Disclosure Agreement shall be construed broadly to provide a release and waiver to the maximum extent permissible under applicable law.
SAFETY. In consideration of my desire to participate in seminars, classes and/or personal training at the venue/with Justice for Sierah/ Sierah Strong Program/ Tara Ice, I, the undersigned, intending to be legally bound do hereby for myself, my heirs, my personal representatives and assigns waive, release and forever discharge any and all rights and claims for damages which I may have or may hereafter occur to me against Justice for Sierah, Sierah Strong Program, Tara Ice, it’s or their officers, agents, representatives, instructors, successors and/or other corporations or individuals associated with Justice for Sierah/ Sierah Strong Program/ Tara Ice), for any and all damages, claims, injuries including negligence or actions sustained or suffered in connection with my association in or arising out of my participation in any of the seminars, classes and/or personal training at/with Justice for Sierah/ Sierah Strong Program/ Tara Ice.
If in doubt as to my physical condition to engage in seminars, classes and/or personal training, I have been advised to seek the advice of a competent physician and to abide by his/her advice. I attest and verify that I have full knowledge of the risk involved in a contact sport and that I am physically fit and sufficiently able to participate in the seminars, classes and/or training involved. I give my consent to Justice for Sierah to keep my name and likeness in the KidPrint database that is only to be used for updating information when a new ID is requested or for law enforcement to use when a child goes missing.
