Please READ carefully. This is a legal contract.

IMPACTING MILLIONS, LLC

BEST-KEPT SECRET CHALLENGE

ATTENDEE AGREEMENT

Please READ carefully. This is a legal contract.

This Attendee Agreement (“Agreement”) is between You (“participant” or “You”) and Impacting Millions, LLC (the “Company”). Your participation is subject to the terms and conditions in this Agreement. If You do not agree to these terms, You may not attend the virtual Best-Kept Secret Challenge event (“Event”).

If You do not agree to the terms of this Agreement, You may not attend the Event.

As used in this Agreement, the term “Releasees” is defined to include the following: (i) Impacting Millions, LLC, its subsidiaries, affiliated companies, owners, members, managers, directors, officers, past and present employees, agents, coaches, representatives, successors and assigns (collectively “the Company”); (ii) any Company volunteers; and (iii) Selena Soo.

1. The Event

The three (3) day virtual Event is scheduled for March 14, 2022 – March 16, 2022 (the “Term”).

You may only access the Services (detailed below) and Content (detailed below) during and throughout the Term. Access to all Services will immediately and permanently terminate on March 16, 2022, unless otherwise stated within this Agreement or throughout the course of the Event, and You will not have access to any of the Content detailed within the Intellectual Property Rights section of this Agreement below.

The Company reserves the right to offer additional Event elements from time to time, for any subgroup of participants. These additional Event elements are a bonus, not a part of the services included in the base version of the Event. The selection of the participants who may participate in any additional event elements is at the sole discretion of the Company.

2. Participants

This Event is intended and only suitable for individuals aged 18 and above. Some of the content in this Event may not be appropriate for children. Company hereby disclaims all liability for use by individuals under the age of 18.

3. Tickets and Payment

The Event services (“Services”) You receive will be based on the Event ticket (“Ticket”) You select and purchase.

Participants may purchase the following Tickets:

a. General Admissions Ticket for free. Ticket Services include:

Access to Company’s private Facebook group from March 8, 2022 to March 25, 2022 only.

b. VIP Ticket for $97. Ticket Services include:

Pre-Event Launch Party (scheduled for Thursday, March 10, 2022 at 1pm-2pm ET);
Access to Company’s private Facebook group from March 8, 2022 to March 25, 2022;
Access to a private link to a Zoom group call that includes hot seats, live coaching, and prizes;
Lifetime access (for the lifetime that Company’s website is made available) to slides and replays of live coaching;
VIP only “Call to Action” (“CTA”) training with Selena and Lynya for VIP ticket holders

You may upgrade General Admissions Ticket to VIP Tickets (if available) no later than March. 13, 2022, by emailing support@selenasoo.com to receive further instruction or by following the details mentioned on Company’s web page.

By completing and submitting an electronic order form, You are making an offer to purchase a ticket which, if accepted by Company, will result in a binding contract guaranteeing You a seat at Company’s Event. When placing an order to purchase a ticket, You agree that any and all information You give us is accurate and complete.

You give the Company permission to automatically charge Your credit or debit card for all fees and charges due and payable to the Company, without any additional authorization, for which You will receive an electronic receipt. Your payment card will be debited for Your order at the time the order is placed. You also agree that the Company is authorized to share any payment information and instructions required to complete the payment transactions with its third-party payment service providers (e.g., credit card transaction processing, merchant settlement, and related services).

All orders are subject to acceptance and the order will not be considered complete, nor will You have entered into a binding contract with Company, until Company has authorization from Your payment card issuer. Company will not be liable if there is a delay in us receiving Your payment, and Company will not accept Your order if payment is not authorized.

The Company may offer a variety of payment methods to pay for purchases such as a credit and debit card. Prices throughout the website are quoted in United States Dollars (USD), and Company only accept payments in USD. Cash payments and payments in other currencies will not be accepted. The Company reserves the right to change prices at any time. In the event there is a change in price of a product or service after Your purchase, the newly revised price will not be reflected in Your agreed total payment.

After You have placed Your order, You will receive a confirmation email to acknowledge Your order. It will confirm the tickets You have ordered, and will guarantee Your seat at the Event.

Company does not have to accept Your order, and for example, Company will not accept Your order if: (1) Company does not have the tickets in stock, (2) Your payment is not authorized, or (3) there is an error on Company’s website regarding the price or other details for the Event.

4. Refunds; Transfer

Your satisfaction with the Event is important to us. However, Company reserves the right, in our sole discretion, to refuse Your order. In the event Company receives Your payment for an order, but Company then refuses Your order, Company will issue You a refund of the total amount that You’ve paid. Upon determining that You are entitled to a refund pursuant to this policy, the Company will promptly issue an instruction to its payment processor to issue the refund. The Company does not control its payment processor and will not be able to expedite any refunds.

In all other cases, because of the extensive time, effort, preparation, and care that goes into creating and providing the Event, the Company has a no refund policy. By purchasing tickets to our Event, You understand and agree that, except for the limited refund condition described above, all sales are final and no refunds will be provided.

No Tickets may be transferred.

Company reserves the right, in its sole discretion, to determine how to discipline a participant who violates this Agreement. Therefore, if a participant disagrees with how the Company disciplines another participant and requests a refund, the Company will deny such request.

Furthermore, if a participant violates this Agreement, the Company reserves the right, in its sole discretion, to offer the participant another opportunity to abide by the terms of this Agreement. If a participant disagrees with the Company offering another participant a second opportunity to follow the terms of this Agreement, no grounds for a participant to receive a refund would be created, and any request for a refund on this basis shall be denied.

If, in the Company’s sole right and discretion, You persist with behaviors or actions that violate this Agreement, the Company may terminate Your access and participation in the Event without notice and without refund.

Since we have a clear and explicit Refund Policy in this Agreement that You have agreed to prior to completing the purchase of Your Ticket(s) for the Event, Company does not tolerate or accept any type of chargeback threat or actual chargeback from Your credit card company or payment processor. If a chargeback is placed on a purchase or Company receives a chargeback threat during or after Your purchase, Company reserves the right to report the incident to all three credit reporting agencies or to any other entity for inclusion in any chargeback database or for listing as a delinquent account, which could have a negative impact on Your credit report score. The information reported will include Your name, email address, order date, order amount, and billing address. Chargeback abusers wishing to be removed from the database shall make the payment for the amount of the chargeback.

5. Intellectual Property Rights

a. Ownership of the Content

The words, videos, voice and sound recordings, training materials, design, layout, graphics, photos, images, information, materials, documents, data, databases and all other information and intellectual property accessible on or through the Company website, any third-party website the Company may use to distribute or host the Event, and contained in e-mails sent to You by the Company, as well as the look and feel of all of the foregoing (the “Content”) is property of the Company and/or our affiliates or licensors, unless otherwise noted, and it is protected by copyright, trademark, and other intellectual property laws.

b. The Company’s Limited License to You

If You view, purchase, or access any Event or any of the Content, You will be considered our Licensee. For the avoidance of doubt, You are granted a revocable, non-transferable license for personal, non-commercial use only, limited to You only.

This means You may view, download, print, email, and use one copy of individual pages of the Event and Content for Your own personal purposes or Your own business only.

You are granted lifetime access to only the specific Event Services and Content specifically listed in paragraph 3 of this Agreement, for the lifetime of Company’s website which makes the Services and Content available. Company will provide you with a username and password to access the lifetime Services and Content, subject to the terms in paragraph 7 of this Agreement.

You will have access to specific Event Services and Content, provided your account is in good standing, for as long as the Company continues to host and provide access to the Services and Content made available as part of your purchase of your Ticket.

You may not republish, reproduce, duplicate, copy, sell, display, disclose, distribute to friends, family, or any other third party, or otherwise use any material or Content from the Event for commercial purposes or in any way that earns You or any third party money (other than by applying them generally in Your own business). By downloading, printing, or otherwise using the Event or Content for personal use You in no way assume any ownership rights of the Content – it is still Company property. Any unauthorized use of any materials found in the Event or Content shall constitute infringement.

You must receive our written permission before using any of the Event or Content for Your own commercial use or before sharing with others.

The trademarks and logos displayed on the Event or Content are trademarks belonging to the Company, unless otherwise indicated. Any use including framing, metatags or other text utilizing these trademarks, or other trademarks displayed, is strictly prohibited without our written permission.

All rights not expressly granted in these terms or any express written license, are reserved by us.

c. Unauthorized Use

Your use of any materials found in the Event or Content other than that expressly authorized in this agreement or by a separate written assignment, is not permitted (“Unauthorized Use”). You agree to pay liquidated damages of five (5) times the total fees paid for the Event in the event of Your Unauthorized Use, or a minimum of $5,000, whichever is greater, in addition to any legal or equitable remedies the Company may be entitled to pursue. This is not a penalty but an agreed liquidated damages charge for the Unauthorized Use.

You agree that any violation or threatened violation of the Intellectual Property Rights terms in this Agreement would cause irreparable injury to the Company that may not be adequately compensated by damages, entitling the Company to obtain injunctive relief, without bond, in addition to all legal remedies.

d. Your License to the Company; Use in Testimonials and Marketing.

By posting or submitting any material during the Event such as comments, posts, photos, designs, graphics, images or videos or other contributions, You are representing to us that You are the owner of all such materials and You are at least 18 years old. You are also granting us, and anyone authorized by us, an unlimited, royalty-free, perpetual, irrevocable, non-exclusive, unrestricted, worldwide license to use, copy, modify, transmit, sell, exploit, create derivative works from, distribute, and/or publicly perform or display Your contributions, in whole or in part, in any manner or medium, now known or developed in the future, for any purpose, and granting us the right to make it part of the Company’s current or future Event and Content. This right includes granting us proprietary rights or intellectual property rights under any relevant jurisdiction without any further permission from You or compensation by us to You.

You also consent to photographs, videos, and/or audio recordings, including teleconference calls, webinars, or other communications, that may be made by the Company during the Event that may contain You, Your voice and/or Your likeness. In the Company’s sole discretion, we reserve the right to use these photographs, videos, and or/audio recordings and/or any other materials submitted by You to the Company or created by the Company in connection with Your participation in any Event, without compensation to You at any time, now or at any time in the future.

You also grant us, and anyone authorized by us, the right to use Your likeness and identify You as the author and individual depicted in any comments, posts, photos, images, videos or other contributions created by You or the Company, or by name, email address, or screen name, for any purposes, including commercial purposes and advertising. You acknowledge that we have the right but not the obligation to use any contributions from You and that we may elect to cease the use of any such contributions in the Event or in our Content at any time for any reason.

This means You give the Company permission to use anything You submit or post in the Event or any third-party forum or website operated by the Company, or anything captured by the Company during Your participation in the Event, including images in which Your face is visible and recognizable.

e. Request for Permission to Use the Content

If You wish to use any of the Content, or any other intellectual property or property belonging to the Company, You should request permission in writing BEFORE You use the Content by sending an e-mail to support@selenasoo.com.

If You are granted permission by the Company, You agree to use the specific Content that the Company allows and only in the ways for which the Company has given You its written permission. If You choose to use the Content in ways that the Company does not specifically give You written permission, You agree now that You will be treated as if You had copied, duplicated and/or stolen such Content from us, and You consent to immediately stop using such Content and to take whatever actions as we may request and by the methods and in the time frame that we prescribe to protect our intellectual property and ownership rights in the Event and Content.

f. Your Conduct

The Event is a “pitch free zone.” You agree You will not pitch, promote, market, or sell any other products, groups, programs, or events to Event participants on any Company website or third-party forums operated by the Company, whether or not officially sanctioned, owned, or operated by the Company. This means You agree not to form, or ask Event participants to join, “shadow” groups on social media or any other platform, or in-person meetups, based on interests or locality. You agree You will not invite Event participants to participate in events, such as a meetup, seminar, or program, without first receiving approval from the Company. You agree not to market, promote, or sell products or services such as public relations or marketing coaching services, or other products or services to Event participants, unless You are authorized or requested to do so by the Company.

Please choose carefully the materials that You upload to, submit to, or embed on any website operated by the Company and any third-party forums operated by the Company. Any material You post on the Company’s website or in any third-party forums operated by the Company may become public.

You are responsible for Your material and for any liability that may result from the material You post. You participate, comment, and post material at Your own risk. Any communication by You on the Company’s website and any third-party forums operated by the Company, whether by leaving a comment, participating in a chat, public or private forum, or other interactive service, must be respectful. You may not communicate or submit any content or material that is abusive, vulgar, threatening, harassing, knowingly false, defamatory or obscene or otherwise in violation of any law or the rights of others. You agree to post comments or other material only one time.

You are strictly forbidden from the following:

Harassing, fighting with, or being disrespectful to other participants

Causing damage to any Company website or third-party forums operated by the Company

Using any Company website or third-party forums operated by the Company for any unlawful, illegal, fraudulent, or harmful purpose or activity

Using any Company website or third-party forums operated by the Company to copy, store, host, transmit, send, use, publish or distribute any spyware, virus, worm, Trojan horse, keystroke logger or other malicious software

Using any Company website or third-party forums operated by the Company to transmit, send, or deliver unsolicited communications or for other marketing or advertising purposes

Systematically or automatically collecting data from any Company website or third-party forums operated by the Company

Sharing private and proprietary information from other participants with anyone else
Discriminatory speech, hate speech, comments, or actions against another participant based on their sex, gender, age, ethnicity, race, socio-economic status, disability, or other labels

The Company does its best to create a safe and welcoming space for all participants, however, Company cannot guarantee that all participants will follow these guidelines. Company, in its sole discretion, may remove any participant’s comments, posts, content or materials, however, Company does not have a duty to review all comments, posts, content and material shared within any online private forums or groups or on any group call. The Company neither endorses nor makes any representations as to the truthfulness or validity of any third-party posts, comments, or material on the Company website or any third-party forums operated by the Company. Therefore, Company shall not be held liable for any loss or damage caused by participant’s comments, actions, posts, content or materials that result in another participant’s trauma or discomfort.

We may also post separate rules regarding Your behavior in any online community or forum, whether hosted on the Company’s website or a third-party website, which may be updated from time to time. You agree that You are bound by those rules and they are expressly incorporated into this Agreement.

If, in the Company’s sole discretion, Your conduct violates this Agreement in any way, You agree that the Company may immediately and permanently terminate Your participation in the Event and Your access to the Content without refund.

6. Confidentiality

Company is not legally bound to keep Your information confidential. Nevertheless, the Company agrees to keep all information about Your participation in the Event confidential except when disclosure is required by law, for example if a court issues a subpoena for the file or information, or if You threaten to harm Yourself or others. You acknowledge that Your communications with Your coach are not covered by any doctor-patient privilege or other privilege.

Confidential information does not include information that:

(a) was in the Company’s possession prior to Your participation in the Event;

(b) is generally known to the public or in Your circle of friends and family and co-workers; or

You agree that the Company shall not be liable for the disclosure of any of Your information by another Event participant. You agree to keep all information You learn about other Event participants, their businesses, or clients (as applicable), strictly confidential except in very rare circumstances where disclosure is required by law.

The Company may record the Event and share them with Event participants, on the Company’s website, on third-party forums operated by the Company, or in relation to other promotional or business activities.

You agree You will not share the recorded Event or third-party forum postings outside the private member areas of the Company’s website, or any third-party forums operated by the Company. If the Company discovers You have done so, this will be grounds for immediate termination of Your access to the Event recording and Content.

Username and Password

To access certain features of the Event, you may need a username and password. You agree to keep your username and password confidential. You agree that the information you provided in connection with any Ticket purchase or transfer is true, accurate, current and complete. If the Company has reasonable grounds to suspect that you have provided false information, shared your username and password with anyone else, or forwarded any non-public material from the Event to any other person, the Company has the right to suspend or terminate your access to the Event and Content, in whole or part, without refund. Any personally identifiable information you provide as part of the registration process is governed by the terms of the Company’s website Privacy Policy.

Termination

The Company reserves the right in its sole discretion to refuse or terminate Your access to the Event and Content, in full or in part, at any time without notice. The Company may terminate Your participation in the Event at any time, without refund, if You breach any part of this Agreement. In the event of cancellation or termination, You are no longer authorized to access the part of the Event or Content affected by such cancellation or termination. The restrictions imposed on You in this Agreement with respect to the Event and its Content will still apply now and in the future, even after termination by You or the Company.

9. Personal Responsibility, Assumption of Risk, Release, Disclaimers

a. You are voluntarily participating in the Event and assume all risk of injury, illness, damage, or loss to You or Your property that might result, whether arising out of the negligence of Releasees or otherwise.

b. The Event and Content provide information and education only, and do not provide any financial, legal, medical, or psychological services or advice. None of the Event or Content prevents, cures, or treats any mental or medical condition. The Event and Content is not intended to be a substitute for professional advice that can be provided by Your own accountant, lawyer, financial advisor, or medical professional. You are responsible for Your own financial, legal, physical, mental and emotional well-being, decisions, choices, actions and results. You should consult with a professional if You have specific questions about Your own unique situation. The Company disclaims any liability for Your reliance on any opinions or advice contained in the Event.

c. You agree that You will not use any information from the Event as a way of diagnosing or treating mental disorders as defined by the American Psychiatric Association. If You are in therapy or under the care of a mental health professional, You will notify and consult with the mental health care provider regarding Your decision whether to work with a coach.

d. You acknowledge that, by engaging with the Company for the Event, You voluntarily assume an element of inherent risk, and knowingly and freely assume all risk and responsibility for injuries to any persons or damages to any property, and release, covenant not to sue, and hold Releasees harmless for any and all liability to You, Your personal representatives, assigns, heirs and next of kin, for any and all claims, causes of action, obligations, lawsuits, charges, complaints, controversies, damages, costs or expenses of whatsoever kind, nature, or description, whether direct or indirect, in law or in equity, in contract or in tort, or otherwise, whether known or unknown, arising out of or connected with Your participation in the Event, whether or not caused by the active or passive negligence of the Releasees. This release is not intended as an attempted release of claims of gross negligence or intentional acts by Releasees.

In the event that the release and hold harmless provision is held unenforceable for any reason, You agree to limit any damages claimed to the total paid to the Company for the Event.

e. Earnings and Results Disclaimer: You agree that Company has not made and does not make any representations about the earnings or results You may receive as a result of Your participation in the Event. The Company cannot and does not guarantee that You will achieve any particular result or earnings from Your use of the Event, and You understand that results and earnings differ for each individual.

f. Any links to third-party products, services, or sites are subject to separate terms and conditions. The Company is not responsible for or liable for any content on or actions taken by such third-party company or website. Although the Company may recommend third-party sites, products or services, it is Your responsibility to fully research such third parties before entering into any transaction or relationship with them.

g. The Company tries to ensure that the availability and delivery of the Event and Content is uninterrupted and error-free. However, the Company cannot guarantee that Your access will not be suspended or restricted from time to time, including to allow for repairs, maintenance, or updates, although, of course, we will try to limit the frequency and duration of suspension or restriction

h. Information provided about the Event or Content is subject to change. The Company makes no representation or warranty that the information provided, regardless of its source, is accurate, complete, reliable, current or error-free. The Company disclaims all liability for any inaccuracy, error or incompleteness in the Content or information relating to the Event.

i. THE INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE EVENT AND CONTENT ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY DOES NOT WARRANT THAT THE EVENT OR ANY OF ITS FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THE COMPANY’S WEBSITE, INCLUDING MEMBERSHIP PAGES, OR THE SERVERS THAT MAKE IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

j. THE COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE EVENT, INCLUDING ITS MATERIALS, PRODUCTS OR SERVICES, OR THIRD-PARTY MATERIALS, PRODUCTS OR SERVICES MADE AVAILABLE THROUGH THE EVENT.

10. Security

You acknowledge that there is an inherent risk in all forms of electronic communication, and communications between You and the Company may be unlawfully intercepted by third parties not under our control. The Company does not guarantee the security of any information transmitted via the Internet, telephone, video conference, or other electronic media. Any efforts You undertake to communicate with Company are done at Your own risk.

Legal Disputes

This Agreement shall be governed by and construed in accordance with the laws of the State of New York without giving effect to its conflict of laws principles. The state and federal court nearest to New York, New York shall have exclusive jurisdiction over any case or controversy arising from or relating to the Event or Content, including but not limited to the Company’s Privacy Policy or this Agreement. By using and participating in the Event or Content, You hereby submit to the exclusive jurisdiction and venue of these courts and consent irrevocably to personal jurisdiction in such courts and waive any defense of forum non conveniens. The prevailing party in any dispute between the parties arising out of or related to this Agreement, whether resolved by negotiation, mediation, or litigation, shall be entitled to recover its attorneys’ fees and costs from the other party.

Users Outside United States

The Company controls and operates the Event from offices in the United States and its commonwealths. The Company does not represent that Content and materials from the Event are appropriate or available for use in other locations. People who choose to access the Event from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

Indemnification

You agree to defend, indemnify, release, and hold harmless the Company and any directors, officers, agents, contractors, partners, assigns, successors-in-interest and its and their employees from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including but not limited to attorney’s fees) arising from or in connection with: (i) Your use of the Event or Content in violation of this Agreement, (ii) any breach by You of this Agreement or any representation and warranty made by You herein, (iii) any comment, post, or material You submit to the Company’s website or any third-party forum or website operated by the Company, (iv) Your use of materials or features available in the Event or Content (except to the extent a claim is based upon infringement of a third-party right by materials created by the Company) or (v) a violation by You of applicable law or any agreement or terms with a third party to which You are subject.

Force Majeure

The Company shall not be deemed in breach of this Agreement if the Company is unable to complete or perform all of the Event or any portion thereof by reason of fire, earthquake, labor dispute, act of God or public enemy, epidemic, pandemic, death, illness or incapacity of the Company or any local, state, federal, national or international law, governmental order or regulation or any other event beyond Company’s control (collectively, “Force Majeure Event”). Upon occurrence of any Force Majeure Event, the Company shall give notice to participant of its inability to perform or of delay in completing the Event and shall propose revisions to the schedule for completion of the Event or other accommodations, or may terminate this Agreement.

General Provisions.

This Agreement may only be modified by the Company. If any provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement will remain in full force and the invalid or unenforceable provision will be replaced by a valid or enforceable provision.

This is the entire Agreement of the parties, and reflects a complete understanding of the parties with respect to the subject matter. This Agreement supersedes all prior written and oral representations.

By clicking on the box when signing up for the Event, You are providing the electronic equivalent of Your signature and assert that You have read, understood and agreed to this entire document. If You do not agree with this Agreement, do not purchase or use the Event or Content.

Revised 2.22