I. INTRODUCTION 

Inspired Media Corp. (“we,” “us,” “our, “Company”) offers You-Coded Content® Minimind Membership, an online program (“Program”) for purchase. Your purchase of and access to Program is governed by these Terms of Use (“Agreement”). By purchasing Program, you understand and agree you are bound by the terms in this Agreement.

II. REGISTRATION AND YOUR ACCOUNT

In order to access Program, you may be required to register for an account. You may be asked to input your email address, select a password, and provide other personal information. By purchasing Program and registering for an account, you agree:

a. You are of legal age to consent to a binding contract

b. You will provide truthful, accurate, complete and current information upon registration

c. You will update your registration as needed

d. You will not share your registration information or allow anyone else to access your account

e. You are responsible for maintaining the security of your registration information

f. You will notify us as soon as you become aware of any unauthorized use of your account

g. You are solely responsible for procuring any necessary hardware, software, and or network connections necessary to access our Program

h. You indemnify us against all losses, damages, claims, costs and/or expenses and release us from any liability that arises from any unauthorized use of your account

i. If you are permitted to post, comment, or otherwise engage with others while participating in Program, you agree you will not post or otherwise submit any material that is obscene, profane, unlawful, pornographic, defamatory, libelous, harassing, violent, or otherwise harassing

j. If you are permitted to post, comment, or otherwise engage with others while participating in Program, you agree not to post material that is trademarked, copyright protected or otherwise infringes on the intellectual property rights of another

k. If you are permitted to post, comment, or otherwise engage with others while participating in Program, you agree not to post advertisements, engage in self-promotion, or promote or otherwise solicit business on behalf of yourself or others

l. We have the right to terminate your account at any time, at our discretion, without notice to you, if any terms of Agreement are violated. If we in our sole discretion decide to terminate your account because of breach of Agreement terms, you will not be refunded any payments made up to the point of termination.

III. PROGRAM DELIVERY 

Program primarily consists of self-paced pre-recorded educational content, trainings, resources, and selected replay materials made available through Company’s online portal (“Program Materials”).

You may also receive access to periodic educational Q+A calls, touchpoint trainings, replay content, or similar supplemental materials selected by Company in its sole discretion. Live calls and touchpoint trainings will be available for six (6) months from your date of enrollment in Program. Such supplemental content may be delivered live, pre-recorded, by Company, by Company team members, or through other educational formats determined by Company.

Company will provide notice of scheduled calls, trainings, or supplemental content through email, the Program portal, or other communication channels selected by Company. You are responsible for monitoring such communications and for attending any live sessions at the scheduled time, if applicable.

Live calls, supplemental trainings, replay availability, frequency of calls, instructors, and educational formats may vary and are subject to change, rescheduling, substitution, limitation, or discontinuation at Company’s discretion. Company does not guarantee that all live sessions will be recorded or that replay access will remain available indefinitely.

You understand and agree that:

(i) Program does not include individualized coaching or support;

(ii) Program does not include access to the live You-Coded Content® Minimind group program rounds;

(iii) Program does not include Telegram access, VIP support, or direct messaging access to Company; and

(iv) Company is not obligated to provide individualized feedback, strategy review, consulting, or ongoing communication.

Company reserves the right to modify, replace, rotate, archive, remove, or discontinue any Program Materials, replay content, supplemental trainings, educational calls, or portal content at any time in Company’s discretion.

IV. ACCESS AND AVAILABILITY

Generally, access to Program is automatic upon completion of purchase. You may access Program at the completion of purchase. However, our service providing Program to you is automated and as such, we cannot guarantee that our system will always be functional. There may be a delay in availability of Program for access. In the event our systems are down or otherwise delayed, we will make every effort to notify you of delays and remedy the problem immediately; however, you agree we are not liable for any damages caused by or related to any delays you may experience in accessing Program.

You will have access to Program for so long as Program remains active and available through Company. Company reserves the right to modify, discontinue, archive, replace, or remove portions of Program, including replay content and recordings, at any time in Company’s discretion. If Company is switching platforms, changing log-in information, credentials or requirements, or discontinuing Program, you will be notified in writing at the email address you used to purchase Program.

V. ERRORS, OMISSIONS, MODIFICATIONS, AND DISCONTINUATIONS

We do not guarantee the accuracy or completeness of our listed Program or any information accompanying the description of our listed course. We reserve the right to change or modify any Program-related details at any time, without notice to you. We reserve the right to correct any errors in pricing at any time, without notice to you. In addition, we reserve the right to cancel any orders received for Program if we become aware of an error in the listed price for that Program, regardless of whether you have completed your purchase. If your purchase has already been completed when we become aware of a pricing error, we will notify you, cancel your order, and issue a refund. We reserve the right to discontinue Program, at any time, without notice to you.

You agree that we may modify, replace, upgrade, or otherwise change Program at any time, and convert you to the new format, to the extent such change is not detrimental to your use of Program and with reasonable notice from us to you regarding impending changes. We reserve the right to make any changes that are not material to functionality without notice.

VI. PAYMENT

The cost of Program is $2,597. Financial transactions are conducted through secure third-party payment systems subject to their own terms of use. These terms of use are available on each payment processor’s website.

For non-subscription purchases, payment is charged at the time you place your order. By initiating a purchase of Program, you warrant that you have the authority and rights to use your payment method, you have provided accurate information so we can complete your purchase and contact you as needed, you authorize us to charge your chosen method of payment, and you agree to pay all charges listed. You will not be given access to Program until full satisfactory payment is received. We reserve the right to refuse or cancel your order of Program without notice to you if we suspect the purchase is unauthorized or fraudulent.

You agree that you shall not initiate any chargebacks via your payment provider. Any payments that are not refundable as outlined in these Terms and Conditions are final and may not be charged back. You are responsible for any fees associated with recouping payment and any associated collection fees.

2 Month Payment Plan

If Client elects to pay via a 2 Month Payment Plan, total fees are $2,598 paid in two installments of $1,299 per installment. The first installment is due at the time of enrollment to the program. The following installment payments will be automatically charged via Company's payment provider one month subsequent to the first installment payment, and so on until the total installment payments are paid during the Term.

3 Month Payment Plan

If Client elects to pay via a 3 Month Payment Plan, total fees are $2,787 paid in three installments of $929 per installment. The first installment is due at the time of enrollment to the program. The following installment payments will be automatically charged via Company's payment provider one month subsequent to the first installment payment, and so on until the total installment payments are paid during the Term.

4 Month Payment Plan

If Client elects to pay via a 4 Month Payment Plan, total fees are $2,916 paid in four installments of $729 per installment. The first installment is due at the time of enrollment to the program. The following installment payments will be automatically charged via Company's payment provider one month subsequent to the first installment payment, and so on until the total installment payments are paid during the Term.

5 Month Payment Plan

If Client elects to pay via a 5 Month Payment Plan, total fees are $2,995 paid in five installments of $599 per installment. The first installment is due at the time of enrollment to the program. The following installment payments will be automatically charged via Company's payment provider one month subsequent to the first installment payment, and so on until the total installment payments are paid during the Term.

Installment Payments

If your payment method is declined in any way, We will notify you and you have forty-eight (48) hours to pay with an alternate method to pay the full amount owed. If you have not paid the full amount owed within seven (7) days, your access to Program will be terminated without prior notice to you. No payments made by you will be refunded. If your access is terminated, you are still liable to us for all outstanding balances. Company reserves the right to pursue any outstanding balances owed to the fullest extent of the law, including, but not limited to, authorizing a debt collection agency to collect amounts owed on Company's behalf.

VII. NO REFUNDS

Program is digital and therefore not returnable. No refunds will be issued for any reason. By purchasing Program, you agree that all payments made by you are final and may not be charged back.

VIII. DISCOUNTS AND PROMOTIONS

We may offer discounts or promotions as applied to your original purchase, subsequent purchases, or in conjunction with a subscription. These discounts and promotions are not transferable. These discounts and promotions cannot be redeemed for cash, combined with any other offer, or transferred to another purchaser.

IX. YOUR PRIVACY

By purchasing Program, you agree that we may process your personal information for the purpose of completing the transaction. Service providers who assist us with storage, payment processing, analysis and/or other services may have access to your personal information only to the extent necessary to fulfill their obligations to us. Please see Our website’s Privacy Policy for more information on the personal information.

X. THIRD PARTY CONTENT

Program may contain links to or content from third parties. This third party content is not owned by us. Third party websites are governed by their own Terms and Conditions and Privacy Policy and protected by their own intellectual property rights. By purchasing Program, no intellectual property rights in any third party content is transferred to you. Our inclusion of third party links and/or third party content in Program is not an endorsement of this content. If you access any third party websites or third party content through Program, you agree we have no control over third party websites and their content, which are subject to their own terms. We make no representations regarding any third party websites or third party content.

XI. INTELLECTUAL PROPERTY

By purchasing Program, we are granting you a single use, non-exclusive, non-transferable, revocable license to access Program and any associated Program resources available to you. Program and all Program resources are owned by Company and protected by all applicable copyright and trademark laws. You understand and agree that you do not acquire any ownership rights in Program or Program resources through your purchase, nor do we grant you any licenses to our intellectual property except for where expressly authorized by us.

If Program includes Program resources for download, you will be permitted to download the resources and print if appropriate for your personal, non-commercial use. No other portion of Program is downloadable without our express permission.

You understand and agree you are not permitted to modify, duplicate, reproduce, record, transcribe, snapshot, photograph, sublicense, share, reassemble, upload, broadcast, publish, adapt, lend, change, post, transmit, transfer, distribute, sell, license, display, republish, reverse engineer, create derivative works of, frame without authorization, or in any way alter Program or any Program resources.

XII. DISCLAIMER OF WARRANTIES

You understand and agree that Program is provided on an “as is” basis for educational and informational purposes only and should be used at your own risk. Program is not business, financial, legal, tax, medical, health, or other professional advice and is not a substitute for consultation with an appropriate professional familiar with your individual circumstances.

Company provides educational content, trainings, guidance, and informational materials related to social media strategy, branding, content creation, marketing, visibility, and online business growth. Company does not guarantee any specific outcome or result from your participation in Program, including but not limited to income growth, audience growth, engagement metrics, sales, brand growth, client acquisition, visibility, business success, or other financial or business-related results.

You understand and agree that you are solely responsible for your own decisions, actions, implementation, business practices, and results arising from your participation in Program and use of Program Materials. Company is not responsible or liable for any decisions made or actions taken by you based upon Program or any information provided through Program.

Company makes no representations or warranties of any kind, express or implied, regarding Program or Program Materials, including but not limited to warranties of merchantability or fitness for a particular purpose. Company does not assume responsibility for the accuracy, completeness, or applicability of information provided through Program and disclaims all warranties to the fullest extent permitted by law.

You understand and agree that all businesses, brands, audiences, industries, and results are different. Company cannot and does not guarantee that any strategies, recommendations, examples, techniques, or suggestions discussed in Program will produce any particular result for you.

Any testimonials, examples, case studies, or results presented by Company on Company’s website, social media platforms, marketing materials, Program, or any other forum are examples only and are not intended to represent or guarantee that current or future participants will achieve similar results.

XIII. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT ALLOWED BY LAW, WE ARE NOT LIABLE NOR DO WE ACCEPT ANY RESPONSIBILITY FOR ANY LOSSES OR DAMAGES CAUSED BY OR RESULTING FROM YOUR PURCHASE OR USE OF PROGRAM. BY PURCHASING AND USING PROGRAM, YOU UNDERSTAND AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ANY RESULTS DERIVED FROM THAT USE. YOU AGREE THAT WE ARE NOT LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, ARISING OUT OF YOUR USE OF PROGRAM AND ANY PROGRAM RELATED MATERIALS. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US FOR PROGRAM WE PROVIDE PRIOR TO THE EVENT GIVING RISE TO LIABILITY.

XIV. INDEMNIFICATION

You agree to indemnify, defend and hold harmless Company and any Company agents or third parties from and against any and all claims, damages, settlements, losses, liabilities, costs, charges, and expenses, including reasonable attorney’s fees, relating to or arising out of any breach by you of any of these Terms of Use, or any use of Program or Program resources or materials or inability to use Program or Program resources or materials, or your violation of any applicable laws or regulations. You shall not settle any third-party claim or waive any defense without our prior written consent. We reserve the right to assume exclusive control and defense of any matter otherwise subject to indemnification by you, and if exercise this right, you agree you will fully cooperate with us.

XV. TERMINATION

You may discontinue your participation in Program at any time by ceasing use of Program and any associated Program Materials. However, due to the digital nature of Program, the immediate access provided to Program Materials, and the reservation of space and resources associated with Program participation, all sales are final and no refunds will be issued.

If you enroll in a payment plan, you remain responsible for completing all remaining payments regardless of whether you continue participating in Program, utilize Program Materials, attend live calls, or access supplemental content.

We reserve the right, without limiting any other provision of this Agreement, in our sole discretion, to suspend, restrict, or terminate your access to Program, Program Materials, replay content, educational calls, community spaces, or any associated resources, with or without notice, for any of the following reasons: (i) violation of this Agreement; (ii) failure to make required payments; (iii) chargebacks or payment disputes; (iv) applicable law violations; or (v) conduct that we determine is disruptive, abusive, harmful, inappropriate, or inconsistent with the intended Program environment.

If your access to Program is suspended or terminated due to breach of this Agreement or nonpayment, you will not be entitled to any refund, credit, or continued access to Program or any associated materials. Termination of access or participation does not cancel your remaining payment obligations.

XVI. INTERNATIONAL USERS

Our company is owned and operated in California, in the United States and this Agreement is controlled by applicable laws in this jurisdiction. We do not represent or warrant that Program is available or appropriate outside of the United States. If you use Program from a location outside of the United States, you agree to abide by your country’s applicable laws as they relate to accessing Program.

XVII. GOVERNING LAW/DISPUTE RESOLUTION

Any dispute arising out of or relating to Program or these Terms of Use shall first be attempted to be resolved informally between the parties. If the dispute cannot be resolved informally, the dispute shall be resolved exclusively through final and binding arbitration in Orange County, California. These Terms of Use shall be governed by the laws of the State of California, without regard to conflict of law principles. To the fullest extent permitted by law, you agree to waive any right to participate in a class or representative action.

XVIII. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between you and us regarding your purchase of Program.

XIX. SEVERABILITY

If any portion of this Agreement is deemed to be void or unenforceable, that portion is severable from the Agreement and does not impact the enforceability of the remainder of this Agreement.

COMPANY

Inspired Media Corp

Alyssa Chan-Evangelista

[email protected]