MINDFIT MENTORSHIP PROGRAM AGREEMENT

This Agreement, by and between RealFit, Inc d/b/a MindFit Mentorship (“MFM”) located at P.O. Box 103, Buler, NJ 07405 and [_______________________ ] (the “Client”) is made on the date indicated below.

1. DESCRIPTION OF SERVICES. MFM SHALL PROVIDE CLIENT WITH THE FOLLOWING COACHING SERVICES (“SERVICES”):
(A) ACCESS TO THE MINDFIT MENTORSHIP MEMBERSHIP WEBSITE (INCLUDES TWELVE (12) MONTH ACCESS TO COMPANION VIDEO CATEGORY);

(B) LIFETIME ACCESS TO THE REALFIT MINDSET COURSE;
(C) TWELVE (12) MONTH ACCESS TO REALFIT.TV WORKOUT VIDEO LIBRARY;

(D) TWELVE (12) MONTH ACCESS TO THE MINDFIT MENTORSHIP FACEBOOK GROUP;

(E) TWELVE (12) MONTH ACCESS TO WEEKLY GROUP CALLS WITH DANA LEE CHAPMAN IN ADDITION TO OTHER MEMBERS OF THE MFM COACHING TEAM AND GUEST SPEAKERS.

(F) ONE (1) PRIVATE COACHING CALL WITH DANA LEE CHAPMAN FOR CLIENT TO REDEEM AT CLIENT'S DISCRETION DURING THE DURATION OF THE PROGRAM.

2. TERM. THIS AGREEMENT IS VALID AS OF THE DATE LISTED BELOW AND WILL BE IN EFFECT FOR TWELVE (12) CONSECUTIVE MONTHS THEREAFTER (THE “INITIAL TERM”) AND SHALL NOT AUTOMATICALLY RENEW.

3. SCHEDULE AND FEES. THE APPLICABLE FEE UNDER THE INITIAL TERM AND UNDER THIS AGREEMENT IS $1,597 PER TWELVE (12) MONTH PERIOD (THE “PROGRAM FEE”). PAYMENT MUST BE MADE IN FULL AT THE BEGINNING OF THE INITIAL TERM OR, UPON APPROVAL AND AGREEMENT BY MFM, ON A MONTHLY BASIS IN THE AMOUNT OF $147 PER MONTH FOR 12 MONTHS. MONTHLY PAYMENTS NOT RECEIVED BY MFM WITHIN FIVE (5) DAYS OF THEIR INVOICE SHALL BE SUBJECT TO A 15% LATE FEE. CONCURRENT WITH THE INITIAL PAYMENT OF THE PROGRAM FEE, MFM WILL PROVIDE THE CLIENT WITH INSTANT ACCESS TO BOTH THE MINDFIT MENTORSHIP MEMBERSHIP SITE AND FACEBOOK GROUP. CONTINUED ACCESS TO THESE MINDFIT MENTORSHIP SITES IS CONTINGENT UPON PAYMENT. CLIENT AUTHORIZES MFM TO AUTOMATICALLY CHARGE THE CREDIT CARD ON FILE FOR ANY AND ALL PROGRAM FEE BALANCES OWED AND AGREES TO KEEP THIS INFORMATION CURRENT WITH MFM. IN THE EVENT THAT CLIENT IS UNABLE TO MEET THEIR PAYMENT OBLIGATION UNDER THIS AGREEMENT, MFM IN ITS SOLE DISCRETION, MAY OFFER CLIENT AN ALTERNATIVE PROGRAM IN MFM's PORTFOLIO. NO REFUNDS WILL BE ISSUED.

4. TERMINATION DURING AGREEMENTS’ TERM. CLIENT ACKNOWLEDGES AND AGREES THAT IF CLIENT BREACHES OR TERMINATES THIS AGREEMENT DURING ANY APPLICABLE TERM, CLIENT SHALL BE IMMEDIATELY RESPONSIBLE FOR PAYMENT IN FULL OF THE APPLICABLE PROGRAM FEES FOR THE REMAINDER OF THE TERM.

5. WARRANTY; DISCLAIMER. EXCEPT AS SPECIFICALLY SET FORTH OR REFERENCED IN THIS AGREEMENT, THERE ARE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF EITHER PARTY EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, REGARDING ANY MATTER, INCLUDING ANY IMPLIED WARRANTIES OR CONDITIONS OF QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE CLIENT ACKNOWLEDGES THAT ITS ENGAGEMENT OF THE SERVICES IS BASED ON ITS OWN ASSESSMENT OF THE SERVICES AND NOT ON ANY RELIANCE ON ANTICIPATED OR PROJECTED RESULTS, AND THAT SUCH ENGAGEMENT MAY NOT RESULT IN THE DELIVERY OF SUCCESS. CLIENT ACKNOWLEDGES THAT MFM’S SERVICES DO NOT CONSTITUTE COUNSELING SERVICES AND ARE NOT A SUBSTITUTE FOR PROFESSIONAL COUNSELING OR THERAPY AND ARE NOT A GUARANTEE OF PERSONAL SUCCESS. CLIENT UNDERSTANDS AND ACKNOWLEDGES THAT THE COACHING PROCESS IS DEPENDENT UPON CLIENT’S OWN ABILITY TO IMPLEMENT THEIR OWN CHOICES AND THOSE CHOICES ARE EXCLUSIVELY CLIENT’S RESPONSIBILITY. IT IS EXPRESSLY UNDERSTOOD BY CLIENT THAT THIS AGREEMENT DOES NOT ESTABLISH AN EMPLOYEE/EMPLOYER OR INDEPENDENT CONTRACTOR OR ANY OTHER FORM OF AGENCY/AGENT RELATIONSHIP BETWEEN THE PARTIES.

6. LIMITATION OF LIABILITY. IN NO EVENT SHALL MFM BE LIABLE TO CLIENT OR TO ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT FBA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL MFM'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE TO FBA PURSUANT TO THIS AGREEMENT.

7. WAIVER. THE FAILURE OF MFM TO ENFORCE ANY PROVISION OF THIS AGREEMENT SHALL NOT BE CONSTRUED AS A WAIVER OR LIMITATION OF MFM’S RIGHT TO SUBSEQUENTLY ENFORCE AND COMPEL STRICT COMPLIANCE WITH EVERY PROVISION OF THIS AGREEMENT.

8. APPLICABLE LAW. THIS AGREEMENT SHALL BE GOVERNED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW JERSEY, WITHOUT GIVING EFFECT TO ANY CONFLICTS OF LAW PROVISIONS.

9. BINDING EFFECT. THIS AGREEMENT SHALL BE BINDING UPON THE PARTIES HERETO AND THEIR RESPECTIVE SUCCESSORS. NO ASSIGNMENT OF THIS AGREEMENT, IN WHOLE OR IN PART, MAY BE MADE BY CLIENT WITHOUT THE EXPRESS WRITTEN CONSENT OF MFM.

10 . SEVERABILITY AND SURVIVAL. SHOULD ANY PART OF THIS AGREEMENT BE HELD INVALID OR UNENFORCEABLE, THAT PORTION WILL BE CONSTRUED CONSISTENT WITH APPLICABLE LAW AND THE REMAINING PORTIONS WILL REMAIN IN FULL FORCE AND EFFECT. MFM’S RIGHTS UNDER THIS AGREEMENT WILL SURVIVE THE TERMINATION OF THIS AGREEMENT.

11. ENFORCEABILITY. THE PROVISIONS OF THIS AGREEMENT SHALL BE ENFORCEABLE NOTWITHSTANDING THE EXISTENCE OF ANY CLAIM OR CAUSE OF ACTION AGAINST MFM BY CLIENT WHETHER BASED ON THIS AGREEMENT OR OTHERWISE.

12. ACCEPTABLE BEHAVIOR. ALL MEMBERS OF MINDFIT MENTORSHIP ARE EXPECTED TO BEHAVE IN A PROFESSIONAL MANNER. UNACCEPTABLE BEHAVIOR WILL NOT BE TOLERATED. UNACCEPTABLE BEHAVIOR INCLUDES (BUT IS NOT LIMITED TO) SOLICITING SALES FROM OTHER MEMBERS, BEING RUDE OR UNPROFESSIONAL TO OTHER MEMBERS OF THE PROGRAM AND/OR TEAM MEMBERS OF MINDFIT MENTORSHIP. UNACCEPTABLE BEHAVIOR WILL RESULT IN REMOVAL FROM THE PROGRAM AT MFM’S SOLE DISCRETION AND NO REFUNDS WILL BE GIVEN. THE PROGRAM MAY ONLY BE ACCESSED BY THE CLIENT - THE INDIVIDUAL WHO IS THE CUSTOMER ON RECORD WITH MFM. THE PROGRAM, INCLUDING ANY USERNAMES, PASSWORDS, DISCOUNT CODES, CONTENT, MATERIALS, OTHER RESOURCES MAY ONLY BE USED BY CLIENT AS PERMITTED HEREIN AND MAY NOT BE SOLD OR DISTRIBUTED WITHOUT MFM’S EXPRESS WRITTEN CONSENT.

13. INTELLECTUAL PROPERTY. ALL INTELLECTUAL PROPERTY RIGHTS IN AND TO THE PROGRAM, THE PROGRAM CONTENT, AND ALL MATERIALS DISTRIBUTED AT OR IN CONNECTION WITH THE PROGRAM ARE OWNED BY MFM OR THE MFM PARTNERS PRESENTING DURING THE COURSE OF THE PROGRAM. CLIENT WILL NOT USE OR REPRODUCE OR ALLOW ANYONE TO USE OR REPRODUCE SUCH CONTENT OR MATERIALS DISPLAYED, DISTRIBUTED OR PROVIDED IN CONNECTION WITH THE PROGRAM FOR ANY REASON WITHOUT THE PRIOR WRITTEN PERMISSION OF MFM. CLIENT WILL NOT USE ANY OF THE PROGRAM CONTENT OR MATERIALS TO TEACH ANY THIRD PARTY, OR OTHERWISE DISCLOSE OR DISCUSS INFORMATION REVEALED IN ANY PORTION OF THE PROGRAM FOR ANY PURPOSE OTHER THAN EXERCISING RIGHTS EXPRESSLY GRANTED TO CLIENT BY THIS AGREEMENT.

DUTY TO READ
I accept that under this agreement, I have a duty to read this terms of participation policy, and have done so. Furthermore, I understand and accept that I am precluded from using lack of reading as a defense against all remedies contained herein.

THIS AGREEMENT IS EFFECTIVE AS OF THIS ______________.

CLIENT

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BY:

RealFit, Inc. d/b/a
The MindFit Mentorship

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Dana Lee Chapman,