By purchase/use and or participation in any Kimberly Rinaldi, Lessons in Joyful Living, Into the Light Paranormal, et all - you agree to the following terms.
These services are not intended to replace the professional services of medical doctors, psychologists, psychiatrists, therapists, or any other trained advisor. These services are meant to give added insight into your life and are not a substitute for the advice of the above named doctors/professionals.
By purchasing any services, you agree that your consultation is subject to your own interpretation. Information you receive does not constitute legal, psychological, medical, business or financial advice. Choices and/or actions based on the content of your reading are your responsibility.
To purchase services You MUST be at least 18 years of age or have consent of parent or legal guardian. As required by law the information you receive is provided for educational, informational and/or entertainment purposes only.
Please read this entire disclaimer notice before using this website, making a purchase on this site, or relying on the content published within it or within any of our products. If you make a purchase from Kimberly Rinaldi, Lessons in Joyful Living or Kimberly Rinaldi Coaching we will assume that you have read and understand this disclaimer notice.
The income statements, testimonials, and examples on this website and noted in training materials are exceptional results, and are not intended to represent or guarantee that anyone will achieve the same or similar results. Every effort has been made to accurately represent our products and services and their possible potential. Any claims made of actual earnings or examples of actual results can be verified upon request.
Each individual’s success depends on his or her desire, dedication, marketing background, market place, product, service, effort and motivation to work and follow programs and advice. There is no guarantee you will duplicate any of the results stated here. You recognize any business endeavor has inherent risk for loss of capital.
In fact, as with any product or service, we know that some customers purchase our products or services but never use them, and therefore get no results from their purchase whatsoever. Therefore, the customer stories we are sharing can neither represent nor guarantee the current or future experience of other past, current or future customers.
Any and all forward looking statements here or on any of our sales material are intended to express our opinion of earnings potential. Many factors will be important in determining your actual results and no guarantees are made that you will achieve results similar to ours or anybody else; in fact no guarantees are made that you will achieve any results from our ideas and techniques in our material.
Federal Trade Commission Required Affiliate Notice
From time to time, we will promote, endorse, or suggest products and/or services for sale. These recommendations are always based on a belief that the product and it’s author will provide excellent and valuable information or service based on a review of that product, our relationship with that person, and or previous positive experience with the person or company who’s product we are recommending. In some cases, we will be compensated if you decide to purchase that product based on our recommendation. We may also receive the product for free for review purposes. Always do your own due-diligence before making any purchases and never purchase anything that you cannot afford.
Limitation of Liability
Under no circumstances will we be held responsible or liable, directly or indirectly, for any loss or damage that is caused or alleged to have been caused to you in connection with your use of any advice, goods or services you receive from us, or a guest speaker or author on our website or at one of our events.
We are also not responsible or liable for any loss or damage that is caused or alleged to have been caused to our guest speakers or authors in connection with the display of their photo, name, or biography posted on our websites or in our marketing materials.
Explicit Language & Mature Content
On our Sites we will occasionally discuss mature topics and language relating to personal and professional growth that may use explicit language. Users who are uncomfortable with such topics or language should not use our Sites.
You agree that you will pay for all products you purchase through the Services, and that Kimberly Rinaldi, Lessons in Joyful Living may charge your payment method for any products purchased and for any additional amounts (including any taxes and late fees, as applicable) that may be accrued by or in connection with your Account. You are responsible for the payment of all fees and for providing Kimberly Rinaldi, LIJL with a valid payment method for payment of all fees.
The information, services, products, claims, seminar topics, and materials on this site are provided “as is” and without warranties of any kind, either expressed or implied. We disclaim all warranties, expressed or implied, including but not limited to implied effectiveness of the ideas or success strategies listed on this site as well as those that are provided in our products or to our participants at our events.
The only exception is the guarantees of satisfaction and graduation that are clearly labeled guarantees within our websites. Neither we nor any of our respective licensors or suppliers warrant that any functions contained in the websites will be uninterrupted or error-free, that defects will be corrected, or that the website or the server that makes them available are free of viruses or other harmful components.
Neither we nor any of our respective licensors or suppliers warrant or make any representations regarding the use or the results of the use of the services, products, information or materials in this site in terms of their correctness, accuracy, reliability, or otherwise. Applicable law may not allow the exclusion of implied warranties, so the above exclusion may not apply to you.
All sales are final Kimberly Rinaldi, Lessons in Joyful Living does not offer refunds and may offer at the discretion of management credit under certain circumstances on a case by case basis.
Flexible Interest-Free Payment Plans/Financing Terms and Tax Information
With a commitment to helping you reach your goals; we've created flexible payment plans to make reaching your goals a reality for you.
- You decide how much to put down and how much to pay each month (Minimum may apply.)
- No hassles - just setup the plan and your payments will be deducted automatically with a small monthly administration fee.
- If circumstances change, you can adjust your payment at any time — lower, if needed, or pay off the balance sooner, it's up to you.
- There are no credit checks and no interest payments.
- Your contract does not include a "cooling off period" or rescission clause.
Tax Deductions Available
US Treasury regulation 1.1625 permits an income tax deduction for educational expenses including registration fees, tuition, travel, meals, and lodging for courses taken to improve or maintain skills required in employment or business. Many of our students write off their tuition and travel expenses. Consult with your tax professional.
IRS Tax Credit for Hypnosis
You Can Get 100% Reimbursement for your Weight Loss and/or Smoking Cessation Hypnotherapy Programs with an I.R.S. Tax Credit. Tax laws passed for 2003 onwards mean you can get a tax credit that reimburses you 100% for money paid for smoking programs. You can also be reimbursed 100% for weight loss programs if you were advised by a physician to lose weight. This is a tax credit - not a tax deduction, so that means 100% credit on your taxes!
Stop Smoking Programs - You can include in medical expenses amounts you pay for a program to stop smoking. However, you cannot include in medical expenses amounts you pay for drugs that do not require a prescription, such as nicotine gum or patches that are designed to help stop smoking.
Weight Loss Programs - You can include in medical expenses amounts you pay to lose weight if it is a treatment for a specific disease diagnosed by a physician (such as obesity, hypertension, diabetes or heart disease). This includes fees you pay for membership in a weight reduction group and attendance at periodic meetings. You cannot include membership dues in a gym, health club, or spa as medical expenses, but you can include separate fees charged there for weight loss activities.
How to Report - To claim the credit, complete Form 8885, Health Coverage Tax Credit, and attach it to your Form 1040 or Form 1040NR. Report the credit on Form 1040, line 67, or Form 1040NR, line 62, and check box c. You cannot claim the credit on Form 1040A or Form 1040EZ. You must attach invoices and proof of payment for any amounts you include on line 2 of Form 8885 for which you did not receive an advance payment. If you file your return electronically, attach the invoices and proof of payment to your Form 8453. Proof of payment may include a pay stub if insurance is through a spouse's employment, a bank check, or bank statement for premiums that are automatically deducted from your account. If you claim this credit, you cannot take the same expenses that you use to figure your health coverage tax credit into account in determining your:
- Medical and dental expenses on Schedule A (Form 1040) 9/3/2005
- Self Employed health insurance distributions
- Archer Medical Savings Account (MSA) distributions
[No liability is accepted for this information. You should seek advice from your tax accountant or other professional advisor]
Client acknowledges that s/he has been informed of the following information: Kimberly Rinaldi agrees to provide professional services in accordance with acquired training and experience giving undivided attention during scheduled consultations to facilitate Client's benefits.
Coaching is a process of identifying goals and learning and applying new tools and techniques to facilitate change in behaviors that have blocked success in the past.
Hypnosis is a natural state of mind that can produce extraordinary levels of relaxation of mind, body and emotions. Utilizing interviews, discussion and hypnotic methods dealing with underlying issues whenever appropriate, with the goal of achieving effective and lasting results. Therapeutic goals are to achieve freedom from restrictive thought and belief systems, to assist in solving personal problems, developing motivation and achieving goals.
Reiki is a stress reduction and relaxation technique. Treatments are administered to facilitate self-healing within the belief that the body has the ability to heal itself and to do so complete relaxation is beneficial. Reiki can be administered via hands-on technique or through non-touch methods.
EFT (Emotional Freedom Technique) uses light tapping on a short series of points on the body that correspond to acupuncture points on the energy meridians. Where there is an imbalance, there is a corresponding blockage in the flow of energy through the meridian system.
NLP (Neuro-Lynguistic Programing) is the process of modeling excellence through re-pathing old thought/belief patterns and may include the use of physical touch.
With over 20 years’ experience, Kimberly Rinaldi has acquired the following certifications, education, training and qualifications to perform the services offered to her Clients:
- Certified Clinical Hypnotherapist, CCHt
- Master Hypnotherapy Trainer, MHt Specialty Training in: Smoking Cessation, Weight Management and Past Life Regression
- Reiki I, II & III Practitioner
- Reiki Master/Teacher
- EFT- CC/ADV
- EFT Master Trainer
- NLP Master Practitioner- MP
- NLP Master Trainer
- Certified Success Coach
- Success Coaching Master Trainer
- Coaching Master Trainer
- TIME Techniques Master Trainer
- Intuitive Development Master Trainer
- Master Trainer Psychic Skills
- Master Trainer Mediumship Skills
- Ordained Minister
Services provided do not include the practice of medicine, as Kimberly Rinaldi is not a licensed physician. Hypnotherapists are not licensed by the State of California and are not medical practitioners. The California State Legislature has determined that state licensing may not be conferred upon an occupational group for purposes of status or prestige. The primary purpose of licensing laws for legally defined Healing Arts and Mental Health professionals is to protect public health and safety. Accordingly, Hypnotherapists are not issued licenses by this states governmental agency to engage in their professional services. Treatment with hypnotherapy is complementary to healing art services licensed by the state. The hypnotherapist does not diagnose, cure, or treat in any way, medical conditions, illnesses, or diseases. Hypnotherapy is not the practice of medicine, psychology or psychiatry, and is not in any way intended to be a replacement for diagnosis or treatment of any complaint or ailment. Persons with mental disabilities or mental illnesses should seek psychiatric care.
Private Sessions - I agree to provide all relevant information and not withhold anything that could be relevant to my use of Hypnotherapy/Reiki/EFT/NLP/etc… to resolve the issues and meet the goals I have identified. As I am being taught techniques as well as receiving coaching/training it is my responsibility to complete my program and apply the tools learned to make the changes I desire.
I understand that the appointment time that is made for me is valuable and irreplaceable therefore I agree to be on time and properly prepared for all sessions. If I am more than 15 minutes late for an appointment, I understand that I will be rescheduled and charged for a missed session.
If I need to cancel or reschedule my appointment, I agree to do so in a timely fashion. I understand that I will be responsible for a No Show Fee for sessions canceled with less than 48 hours advance notice.
I understand that during in-person sessions, common techniques may involve the respectful, light touching or tapping by Kimberly with her hand on my hand, arm, or forehead in a non-threatening manner; Reiki, NLP and EFT may also involve some physical touch as well. I understand that Kimberly will seek prior permission to use such techniques and that I can opt not to use that technique if I prefer.
I agree to communicate all my concerns and questions to Kimberly in a timely manner so that I can be fully relaxed and confident during the sessions themselves.
Trainings/Events/Retreats - Once you register, we begin preparing your training materials in anticipation of your attendance. In addition, we reserve space for your use and no longer make your seat available to others. As such, refunds are offered in the form of credit (only) towards our other trainings/events. Purchases of programs are non-transferable.
In order to receive a refund in the form of a credit, we must receive your request to reschedule in writing at least 21 days prior to your designated start date. There is a change fee required for each rescheduling request. If we receive your request to reschedule within 21 days of your designated start date, a higher change fee will apply.
To receive a credit to be applied towards a future program date, your request must be received by us in writing prior to your original start date. Change fees and nonrefundable deposits apply. If you are not present for your first day and no notice has been given to us in writing, no credit applies.
Unused credit must be applied to another training program within 6 months of your original purchase date. Credit may be applied towards another in-person program, as seating is available, or may be applied towards an online training program (as online courses are available).
See change fee rates below.
Change Fee Rates
If you are unable to attend a program that you have purchased, for any reason, you must pay a change fee (see below) to apply your applicable credit towards registration for a program. Note that your credit will be reduced by your nonrefundable deposit of $200 USD for each class you elect to change.
- $100 USD- To reschedule a class at least 21 days prior to class start date
- $300 USD-To reschedule a class within 21 days of your class start date
Right to Refuse Service
We reserve the right to refuse services to anyone. If you are not conducting yourself in a professional or ethical manner and/or other students find your actions offensive, distracting or destructive to the learning environment, you will be excused from the program without refund.
Professionalism and Transformational Healing
Many students report tremendous healing and breakthroughs while attending our programs. While personal healing is a natural part of our programs, If we find that your emotions or physical condition are not conducive to functioning as a student/participant/guest in our programs (i.e., being prepared to practice as a Professional Practitioner with your demo clients), we ask that you consider postponing your program and taking it at a later time.
Confidentiality and Privacy
Under generally accepted rules of ethics, all matters discussed with Kimberly Rinaldi are confidential and will not be revealed to any person at any time, except with client permission, or as required by due process of law.
However, there are certain specific instances when Kimberly Rinaldi is required to notify the authorities of information received; such as any situation where she believes that there may be danger of imminent harm to any person, including the client and/or any instance of child/elder abuse. In such case, she will immediately inform the appropriate authorities.
Why We Collect Personal Information
We collect your personal information because it helps us deliver a superior level of customer service. It enables us to give you convenient access to our products and services and focus on categories of greatest interest to you. In addition, your personal information helps us keep you posted on the latest product announcements, software updates, special offers, and events that you might like to hear about.
What Information We Collect and How We May Use It
There are a number of situations in which your personal information may help us give you better products. For example:
We may ask for your personal information when you’re discussing a service issue on the phone with an associate. When you interact with Kimberly Rinaldi, Lessons in Joyful Living, we may collect personal information relevant to the situation, such as your name, mailing address, phone number, email address, and contact preferences; your credit card information and other information. We also collect information for market research purposes – such as your occupation and where you use your computer – to gain a better understanding of our customers and thus provide more valuable service. We collect information regarding customer activities on our websites. This helps us to determine how best to provide useful information to customers and to understand which parts of our websites, products, and Internet services are of most interest to them.
We may use personal information to provide products that you have requested as well as for auditing, research, and analysis to improve Kimberly Rinaldi, Lessons in Joyful Living’s products.
We collect personal information about users of our websites through activities such as purchase transactions and completion of forms on our websites. Such information is collected when users register or subscribe to accounts or features on our websites, make online purchases, complete surveys, comment on our blogs, opt-in to our email marketing list, submit a comment or question to us using a “contact us” form or similar feature, send us an e-mail, or in any other way submit personal information voluntarily to us through our websites.
If you post blog comments, use a bulletin board, chat room or other similar features on a Kimberly Rinaldi, Lessons in Joyful Living website you should be aware that any information you share is visible to other users. Personally identifiable information you submit to one of these forums can be read, collected, or used by other individuals to send you unsolicited messages. Kimberly Rinaldi, Lessons in Joyful Living is not responsible for the personally identifiable information you choose to submit in these forums. For example, if you choose to make information, which was previously non-public, available by enabling certain user features, Kimberly Rinaldi, Lessons in Joyful Living will collect that information from your interaction and the information will become publicly available.
When We Disclose Your Information
Kimberly Rinaldi, Lessons in Joyful Living takes your privacy very seriously. Kimberly Rinaldi, Lessons in Joyful Living does not sell or rent your contact information to other marketers.
Except as otherwise disclosed to you, we will not sell, rent or disclose your personal information to third parties without notifying you of our intent to share the personal information in advance and giving you an opportunity to prevent your personal information from being shared
Within Kimberly Rinaldi, Lessons in Joyful Living
With Our Service Providers, Vendors, and Strategic Partners
There are times when it may be advantageous for Kimberly Rinaldi, Lessons in Joyful Living to make certain personal information about you available to companies that Kimberly Rinaldi, Lessons in Joyful Living has a strategic relationship with or that perform work for Kimberly Rinaldi, Lessons in Joyful Living to provide products and services to you on our behalf. These companies may help us process information, extend credit, fulfill customer orders, deliver products to you, manage and enhance customer data, provide customer service, assess your interest in our products and services, or conduct customer research or satisfaction surveys. These companies are also obligated to protect your personal information in accordance with Kimberly Rinaldi, Lessons in Joyful Living’s policies, except if we inform you otherwise at the time of collection. Without such information being made available, it would be difficult for you to purchase products, have products delivered to you, receive customer service, provide us feedback to improve our products and services, or access certain services, offers, and content on the Kimberly Rinaldi, Lessons in Joyful Living websites.
We may disclose aggregate statistics regarding user behavior as a measure of interest in, and use of, our website and e-mails to third parties in the form of aggregate data, such as overall patterns or demographic reports that do not describe or identify any individual user.
In addition, we may offer joint promotions or programs that, in order for participation, will require personal information be shared with third parties. In such instances, you will be provided with notice of the sharing prior to your decision to participate.
At times we may be required by law or litigation to disclose your personal information. We may also disclose information about you if we determine that for national security, law enforcement, or other issues of public importance, disclosure is necessary.
We also may disclose user information when we have reason to believe that someone is causing injury to or interference with our rights or property, other users of the website, or anyone else that could be harmed by such activities.
How We Protect Your Personal Information
Kimberly Rinaldi, Lessons in Joyful Living takes precautions – including administrative, technical, and physical measures – to safeguard your personal information against loss, theft, and misuse, as well as unauthorized access, disclosure, alteration, and destruction.
The Kimberly Rinaldi, Lessons in Joyful Living websites use secure encryption, provided by a third party, on some web pages where credit card information is required. To make purchases from any of the Kimberly Rinaldi, Lessons in Joyful Living websites you must use a modern SSL-enabled browser such as Safari, Netscape Navigator 3.0 or later, or Internet Explorer. Doing so protects the confidentiality of your personal and credit card information while it’s transmitted over the internet.
You can help us by also taking precautions to protect your personal data when you are on the Internet. Change your passwords often using a combination of letters and numbers, and make sure you use a secure web browser.
Integrity of Your Personal Information
Kimberly Rinaldi, Lessons in Joyful Living has safeguards in place to keep your personal information accurate, complete, and up to date for the purposes for which it is used. Naturally, you always have the right to access and correct the personal information you have provided. And you can request a copy of your personal information, your product registration history, and your interactions with our sales and support agents by contacting us.
While Kimberly Rinaldi, Lessons in Joyful Living strives to protect the security and integrity of sensitive personal information provided through this website, due to the inherent nature of the internet as an open global communications vehicle, we cannot guarantee 100% that information during transmission through the internet or while stored in our system or otherwise in our care, will be absolutely safe from intrusion by others.
If you contact us by e-mail or a “contact us” form or similar feature on our website, you should be aware that your transmission might not be secure. A third party could view information you send by these methods in transit. Do not send sensitive information (such as payment card information, social security numbers, employer identification numbers, passwords, or pin numbers) to us via e-mail or via a “contact us” form or similar feature on our website. We will have no liability for disclosure of your information due to errors or unauthorized acts of third parties during or after transmission. In the unlikely event that we believe that the security of your personal information in our possession or control may have been compromised, we may seek to notify you of that development. If a notification is appropriate, we would endeavor to do so as promptly as possible under the circumstances, and, to the extent we have your e-mail address, we may notify you by e-mail. You consent to our use of e-mail as a means of such notification.
Cookies and Other Technologies
Information such as your country and language helps us provide a more useful online shopping experience. And your contact information, product serial numbers, and information about your computer helps us register your products, personalize and set up your internet service and provide you with customer service.
If, however, you prefer not to enable cookies you can disable cookies in your browser. Please note that certain features of the Kimberly Rinaldi, Lessons in Joyful Living websites will not be available once cookies are disabled.
As is true of most websites, we gather certain information automatically and store it in log files. This information includes Internet Protocol (IP) addresses, browser type, Internet Service Provider (ISP), referring/exit pages, operating system, date/time stamp, and click-stream data.
We use this information, which does not identify individual users, to analyze trends, to administer the site, to track users’ movements around the site and to gather demographic information about our user base as a whole. Kimberly Rinaldi, Lessons in Joyful Living will not use the information collected to market directly to a specific person.
In some of our email messages we use a click-through URL linked to content on the Kimberly Rinaldi, Lessons in Joyful Living website and other websites not owned or controlled by Kimberly Rinaldi, Lessons in Joyful Living. When customers click one of these URLs, they pass through a web server before arriving at the destination web page. We track this click-through data to help us determine interest in particular topics and measure the effectiveness of our customer communications. If you prefer not to be tracked simply avoid clicking text or graphic links in the email.
In addition we may use pixel tags or other similar technology to tell us what parts of our websites customers have visited or to measure the effectiveness of searches customers perform on our websites.
Pixel tags and other similar technologies also enable us to send email messages in a format customers can read. And they tell us whether emails have been opened to ensure that we’re sending only messages that are of interest to our customers.
Our Company Wide Commitment to Your Privacy
As stated, Kimberly Rinaldi, Lessons in Joyful Living takes protecting your privacy very seriously. To make sure your personal information is secure, we communicate these guidelines to Kimberly Rinaldi, Lessons in Joyful Living employees and strictly enforce privacy safeguards within the company.
Right to Opt-In and Opt-Out
You may have the right to “opt in” and “opt out” of certain uses of your personal information. For example, at the time you are requested to provide personal information on any of our websites, you may have the opportunity to elect to, or not to receive correspondence from us. You may opt out of any email marketing communications with Kimberly Rinaldi, Lessons in Joyful Living by clicking the opt-out link in our messages, or by sending an email to customerservice[at]kimberlyrinaldi.com stating that you would like to be removed from a specific marketing list, or all communications entirely. Please note that you cannot unsubscribe or opt-out from certain correspondence from us, including messages relating to your account transactions. You may be contacted by Kimberly Rinaldi, Lessons in Joyful Living in connection with your relationship to us as a client, or as follow up from an event, class, purchase, or other occasion.
In the event that Kimberly Rinaldi, Lessons in Joyful Living or substantially all of its assets are acquired by one or more third parties as a result of an acquisition, merger, sale, reorganization, consolidation or liquidation, user information may be one of the transferred assets.
Kimberly Rinaldi, Lessons in Joyful Living abides by the safe harbor framework set forth by the U.S. Department of Commerce regarding the collection, use, and retention of personal information collected from the European Union.
Disclaimer Notice Changes
Kimberly Rinaldi, Lessons in Joyful Living reserves the right to change or update this disclaimer notice, or any other of our policies or practices, at any time without notice. Any changes or updates will be effective immediately upon posting to this website. Under certain circumstances, we may also elect to notify you of changes or updates to our disclaimer notice by additional means, such as posting a notice on the front page of our website to sending you an e-mail. We encourage you to review this disclaimer notice often for changes.
This Non-disclosure Agreement (this "Agreement") is made effective as of the date of purchase/use or participation (the "Effective Date"), by and between (the "Owner"), of Kimberly Rinaldi, LiJL, et all and (the "Recipient"), of any program/product or service.
The Owner has requested and the Recipient agrees that the Recipient will protect the confidential material and information which may be disclosed between the Owner and the Recipient. Therefore, the parties agree as follows:
I. CONFIDENTIAL INFORMATION. The term "Confidential Information" means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is not generally known other than by the Owner, and which the Recipient may obtain through any direct or indirect contact with the Owner. Regardless of whether specifically identified as confidential or proprietary, Confidential Information shall include any information provided by the Owner concerning the business, technology and information of the Owner and any third party with which the Owner deals, including, without limitation, business records and plans, trade secrets, technical data, product ideas, contracts, financial information, pricing structure, discounts, computer programs and listings, source code and/or object code, copyrights and intellectual property, inventions, sales leads, strategic alliances, partners, and customer and client lists. The nature of the information and the manner of disclosure are such that a reasonable person would understand it to be confidential.
A. "Confidential Information" does not include:
- - matters of public knowledge that result from disclosure by the Owner;
- - information rightfully received by the Recipient from a third party without a duty of confidentiality;
- - information independently developed by the Recipient;
- - information disclosed by operation of law;
- - information disclosed by the Recipient with the prior written consent of the Owner;
- and any other information that both parties agree in writing is not confidential.
II. PROTECTION OF CONFIDENTIAL INFORMATION. The Recipient understands and acknowledges that the Confidential Information has been developed or obtained by the Owner by the investment of significant time, effort and expense, and that the Confidential Information is a valuable, special and unique asset of the Owner which provides the Owner with a significant competitive advantage, and needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of the Confidential Information, the Recipient agrees as follows:
A. No Disclosure. The Recipient will hold the Confidential Information in confidence and will not disclose the Confidential Information to any person or entity without the prior written consent of the Owner.
B. No Copying/Modifying. The Recipient will not copy or modify any Confidential Information without the prior written consent of the Owner.
C. Unauthorized Use. The Recipient shall promptly advise the Owner if the Recipient becomes aware of any possible unauthorized disclosure or use of the Confidential Information.
D. Application to Employees. The Recipient shall not disclose any Confidential Information to any employees of the Recipient, except those employees who are required to have the Confidential Information in order to perform their job duties in connection with the limited purposes of this Agreement. Each permitted employee to whom Confidential Information is disclosed shall sign a non-disclosure agreement substantially the same as this Agreement at the request of the Owner.
III. UNAUTHORIZED DISCLOSURE OF INFORMATION - INJUNCTION. If it appears that the Recipient has disclosed (or has threatened to disclose) Confidential Information in violation of this Agreement, the Owner shall be entitled to an injunction to restrain the Recipient from disclosing the Confidential Information in whole or in part. The Owner shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages.
IV. NON-CIRCUMVENTION. For a period of five (5) years after the end of the term of this Agreement, the Recipient will not attempt to do business with, or otherwise solicit any business contacts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If such circumvention shall occur the Owner shall be entitled to any commissions due pursuant to this Agreement or relating to such transaction.
V. RETURN OF CONFIDENTIAL INFORMATION. Upon the written request of the Owner, the Recipient shall return to the Owner all written materials containing the Confidential Information. The Recipient shall also deliver to the Owner written statements signed by the Recipient certifying that all materials have been returned within five (5) days of receipt of the request.
VI. RELATIONSHIP OF PARTIES. Neither party has an obligation under this Agreement to purchase any service or item from the other party, or commercially offer any products using or incorporating the Confidential Information. This Agreement does not create any agency, partnership, or joint venture.
VII. NO WARRANTY. The Recipient acknowledges and agrees that the Confidential Information is provided on an "AS IS" basis. THE OWNER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner does not represent or warrant that any product or business plans disclosed to the Recipient will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential Information shall be solely at the risk of the Recipient.
VIII. LIMITED LICENSE TO USE. The Recipient shall not acquire any intellectual property rights under this Agreement except the limited right to use as set forth above. The Recipient acknowledges that, as between the Owner and the Recipient, the Confidential Information and all related copyrights and other intellectual property rights, are (and at all times will be) the property of the Owner, even if suggestions, comments, and/or ideas made by the Recipient are incorporated into the Confidential Information or related materials during the period of this Agreement.
IX. INDEMNITY. Each party agrees to defend, indemnify, and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives, and employees from any and all third party claims, demands, liabilities, costs and expenses, including reasonable attorney's fees, costs and expenses resulting from the indemnifying party's material breach of any duty, representation, or warranty under this Agreement.
X. ATTORNEY'S FEES. In any legal action between the parties concerning this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and costs.
XI. TERM. The obligations of this Agreement shall survive from the Effective Date or until the Owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient must continue to protect the Confidential Information that was received during the term of this Agreement from unauthorized use or disclosure indefinitely.
XII. GENERAL PROVISIONS. This Agreement sets forth the entire understanding of the parties regarding confidentiality. Any amendments must be in writing and signed by both parties. This Agreement shall be construed under the laws of the State of . This Agreement shall not be assignable by either party. Neither party may delegate its duties under this Agreement without the prior written consent of the other party. The confidentiality provisions of this Agreement shall remain in full force and effect at all times in accordance with the term of this Agreement. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the remaining portions of this Agreement shall remain in full force and effect and construed so as to best effectuate the original intent and purpose of this Agreement.
XIII. SIGNATORIES. This Agreement shall be executed by and and delivered in the manner prescribed by law as of the date first written above.