NOTICE TO USER/PURCHASER/MEMBER:  PLEASE READ THIS AGREEMENT CAREFULLY.  BY PURCHASING A MEMBERSHIP AND/OR ATTENDING STRATEGIC EQUITY MGT, LLC EVENT(S), YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT.  YOU AGREE THAT THIS AGREEMENT IS LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU.  THIS AGREEMENT IS ENFORCEABLE AGAINST YOU AND ANY LEGAL ENTITY THAT PURCHASED THE MEMBERSHIP AND ON WHOSE BENEFIT IT IS USED.  IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT PURCHASE A MEMBERSHIP.

Membership

In consideration for the payment of the Membership Fee, Strategic Equity Mgt, LLC (hereinafter referred to as “SEM”, “we” or “us”) grants the purchaser of the membership (“Member”), subject to the terms and conditions of this Membership and License Agreement (“Agreement”), a Student Membership in the ELEVATE Infinite Return Club (the “Program”) and all the benefits adherent to such Membership for the term as indicated herein.

Term of Membership/No Obligation to Continue Membership

Upon the purchase of a Membership, Member is granted membership and access to the Program for 12 months (“Membership Term”). Member may renew such Membership on the terms and conditions provided upon request from Member, however, Member is under no obligation to renew Member’s Membership. Membership is for a full 12-month term and cannot be cancelled prematurely.  SEM reserves the right to remove a member without cause.  If the removal is due to a violation of this agreement, no monies will be refunded to the member.  If the removal is not due to a violation of this agreement, SEM will prorate and return monies to the member.  SEM reserves the right to change the Membership fees at anytime for new members and/or existing members who renew within the program. 

Expiration of Initial Term/Annual Update Fee

At the expiration of the Initial Term, Member may renew the Membership on an annual basis by requesting renewal terms and conditions and paying the renewal fee on the supplied terms and conditions. At the Member’s election, the Member can choose to renew. Upon the payment of the renewal fee, Member’s License, as indicated herein, is extended for the term of the Membership and the Member may continue to participate in the Program and continue to receive access to Program Benefits.  The renewal fee covers any updates, changes, or modifications to the Program and Program Material.

Termination of Membership

After the expiration of the Initial Term, the Membership shall terminate if the Member fails to pay a renewal fee as indicated herein. 

Non-Circumvention

Member understands that all information shared at live events, phone calls, and other discussions with other members is to be kept in strict confidence. Member agrees not to pursue any opportunity or transaction discovered during the Program directly or indirectly to the exclusion of the person who disclosed the information, without the disclosing person’s advance knowledge and consent.

Non-Solicitation

Member agrees not to solicit or recruit any of the other members or other contacts introduced through association with SEM for any product, service, employment opportunity, or business opportunity other than a real estate syndication, without the express written consent of SEM. This provision extends to helping any other person or organization in the solicitation or recruitment of members or other contacts without the express written consent of SEM. This provision shall remain in force for the entire Membership Period and for twenty-four months from the date of termination of such membership.

Non-Disclosure

Any and all information shared by SEM associates, meeting facilitators, other members, guest faculty, and others at live events, phone calls, or other meetings pertaining to personal or business finances, credit ratings, real estate or financial transactions contemplated, in progress or completed; or any other information that is specific or unique to a particular individual or business and not readily available in the public domain shall be considered confidential information. Member agrees to not share such information with any parties that are not a part of the Program, as well as make every good faith effort to protect the privacy and financial well-being of all SEM affiliates, guest faculty, and other members. This provision shall remain in force for the entire Membership Period and for twenty-four months from the date of termination of such membership.

 

Limited Non-Exclusive License

As a Member of the Program, SEM grants the Member, subject to the terms and conditions of this Agreement, a non-exclusive, non-transferable limited license (“License”) and right to use the SEM’s Program Materials, including any curriculum, workbooks, PowerPoint® presentations, mailers, forms, postcards, and any other material containing SEM trademarked or copyrighted material, and any and all future updates or changes to such material (“Program Material”).

Ownership and Limitation of License

Any and all content created or provided by SEM is the sole and exclusive property of SEM and is protected by U.S. laws and international treaties.  Member may not copy, publish or distribute the Program Material in any form or by any means, except as expressly set forth in this Agreement, or as otherwise authorized in writing by SEM. By indicating acceptance of these terms, Member does not become the owner of the Program or the Program Materials, but are entitled to use them as specifically permitted according to the terms of this Agreement and subject to all additional notices or information obtained through the Website.

Publication of Workshops

SEM may, at its election, publish the location and availability of any workshops or seminars for the Program on the Website.  SEM reserves the rights to change any date for a workshop and/or seminar at anytime.

Prohibited Uses

Member may not do any of the following: (a) copy, reproduce, display, share or disclose Program Materials other than as consistent with the terms of this Agreement, (b) sell, share, transfer, license, rent, sublicense, or repurpose the Program or Program Materials or use them in any manner not expressly authorized by this Agreement, (c) remove or alter the copyright notice or other legal disclaimers contained within the Program Materials, (d) assign Member’s rights, duties or obligations under this Agreement without the prior written approval of SEM, or (e) use the Program Materials in a manner contrary to the intended purpose of the Program.

Support

As a benefit of Membership, Member is entitled to reasonable support for the Program and the Program Materials.  Members may email michael@investelevate.com with any questions. 

Use of Professional Judgment

In providing the Program Material, SEM is not engaged in rendering legal advice or other financial or professional services.  The Program Material is made available for Member for educational and informational purposes only and not as a substitute for Member’s analysis or judgment. Member must exercise professional judgment when using any information contained in the Program Material and take sole responsibility for its use.  SEM and the editors and authors of the Program Materials have conscientiously and carefully tried to provide educational information that are relevant and current at the time of publication. While the Program Materials authors use reasonable efforts to see that no inaccurate or misleading data, opinion, or statement appear in Program Materials, SEM does not warrant or guarantee the completeness or accuracy of the Program Materials.  Additionally, standards and practices in buying and selling real estate properties change as new data becomes available and although updates to the Program Materials are issued periodically, SEM does not guaranty the timeliness of any Program Material.

Limited Warranty

SEM provides a thirty (30) day limited warranty that the electronic and physical Program Materials will be free from physical defects. The Program Materials will be replaced if the Member returns the defective Program Materials within 30 days of delivery. Member further understands typographical, spelling or grammar errors do not constitute a defect and no exchanges will be made for these errors.

No Other Warranties

THE PROGRAM MATERIALS ARE PROVIDED “AS IS” WITH NO GUARANTEE OF COMPLETENESS, ACCURACY OR TIMELINESS. SEM DOES NOT WARRANT THAT ACCESS TO OR USE OF THE PROGRAM OR THE PROGRAM MATERIAL WILL BE ERROR FREE, OR THAT MEMBER WILL ACHIEVE ANY EXPECATIONS THAT MEMBER HAS FOR THE PROGRAM OR PROGRAM MATERIAL, INCLUDING SUCCESSFUL DEALS IN BUYING OR SELLING REAL PROPERTIES, APARTMENT BUILDINGS, OR OTHER MULTIFAMILY/COMMERCIAL PROPERTIES.  EXCEPT AS PROVIDED FOR HEREIN, SEM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF AVAILABILITY, PERFORMANCE, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.  SEM SHALL NOT BE LIABLE FOR CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING DIRECTLY OR INDIRECTLY OUT OF MEMBER’S USE OF THE PROGRAM MATERIAL OR FOR ANY RELIANCE ON ANY INFORMATION PROVIDED BY OR IN THE PROGRAM MATERIALS, EVEN IF SEM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SEM’S LIABILITY TO MEMBER FOR ANY CLAIM FOR DAMAGES RELATING TO THE PROGRAM AND/OR THE PROGRAM MATERIALS, REGARDLESS OF THE FORM OF THE ACTION, AND WHETHER BASED IN CONTRACT OR TORT, SHALL BE LIMITED IN THE AGGREGATE TO THE AMOUNT OF THE MEMBERSHIP FEE AND ANY RENEWAL FEES PAID BY MEMBER.

MEMBER RECOGNIZES AND AGREES THAT SEM HAS MADE NO IMPLICATIONS, WARRANTIES, PROMISES, SUGGESTIONS, PROJECTIONS, REPRESENTATIONS, OR GUARANTEES WHATSOEVER TO MEMBER ABOUT FUTURE PROSPECTS OR EARNINGS, OR THAT MEMBER WILL EARN ANY MONEY OR CLOSE DEALS, WITH RESPECT TO THE MEMBERSHIP, INCLUDING, BUT NOT LIMITED TO, THE PROGRAM AND PROGRAM MATERIALS, AND THAT SEM HAS NOT AUTHORIZED ANY SUCH PROJECTION, PROMISE, OR REPRESENTATION BY OTHERS. 

Notices

Any notice required or otherwise given pursuant to this Agreement shall be in writing and mailed certified return receipt requested, postage prepaid, or delivered by overnight delivery service, addressed as follows:

If to Company:

Strategic Equity Mgt, LLC

214 East King Street

Lancaster, PA 17602

Governing Law/Forum Selection Clause

This Agreement is to be construed in accordance with and governed by the laws of the State of Pennsylvania without giving effect to any choice of law rule.  Each party hereby irrevocably consents to the jurisdiction and venue of the state and federal courts located in Lancaster County, PA in connection with any claim, action, suit, or proceeding relating to this Agreement.  However, SEM may seek injunctive, equitable or similar relief from any court of competent jurisdiction.

MANDATORY ARBITRATION

Any claim, dispute, or controversy (“Claim”) arising out of or relating to this Agreement or the relationships among the parties hereto shall be resolved by one arbitrator through binding arbitration administered by the American Arbitration Association (“AAA”), under the AAA Consumer Rules in effect at the time the Claim is filed (“AAA Rules”). Copies of the AAA Rules and forms can be located at www.adr.org, or by calling 1-800-778-7879. The parties will split the cost of the arbitrator and arbitration equally. The arbitrator’s decision shall be final, binding, and non-appealable. Judgment upon the award may be entered and enforced in any court having jurisdiction. This clause is made pursuant to a transaction involving interstate commerce and shall be governed by the Federal Arbitration Act. Neither party shall sue the other party other than as provided herein or for enforcement of this clause or of the arbitrator’s award. Any such suit may be brought only in Federal District Court in the State of Pennsylvania, or if any such court lacks jurisdiction, in any state court that has jurisdiction. The arbitrator, and not any federal, state, or local court, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, unconscionability, arbitrability, enforceability, or formation of this Agreement including any claim that all or any part of the Agreement is void or voidable. However, the preceding sentence shall not apply to the clause entitled “Class Action Waiver.”

CLASS ACTION WAIVER

Any Claim must be brought in the respective party’s individual capacity, and not as a plaintiff or class member in any purported class, collective, representative, multiple plaintiff, or similar proceeding (“Class Action”). The parties expressly waive any ability to maintain any Class Action in any forum. The arbitrator shall not have authority to combine or aggregate similar claims or conduct any Class Action nor make an award to any person or entity not a party to the arbitration. Any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void, or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. THE PARTIES UNDERSTAND THAT THEY WOULD HAVE HAD A RIGHT TO LITIGATE THROUGH A COURT, TO HAVE A JUDGE OR JURY DECIDE THEIR CASE AND TO BE PARTY TO A CLASS OR REPRESENTATIVE ACTION. HOWEVER, THEY UNDERSTAND AND CHOOSE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY, THROUGH ARBITRATION.”

BY REDEEMING OR PURCHASING A MEMBERSHIP AND USE OF THE CURRICULUM, YOU AGREE NOT TO SUE SEM, ITS AFFILIATES, OR ITS SERVICE PROVIDERS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS (COLLECTIVELY, THE “RELEASED PARTIES”) FOR, AND AGREE TO RELEASE AND HOLD HARMLESS THE RELEASED PARTIES FROM AND AGAINST, ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF THE USE OF THE CURRICULUM.

California Privacy Policy

If you are a California resident you have the right to request information from SEM regarding the manner in which SEM shares certain categories of your personal information with third parties, for the third parties direct marketing purposes. California law provides that you have the right to submit a request to SEM at its designated address and receive the following information: (1) The categories of information SEM disclosed to third parties for the third parties’ direct marketing purposes during the preceding calendar year; and (2) The names and addresses of third parties that received such information, or if the nature of their business cannot be determined from the name, then examples of the products or services marketed. You are entitled to receive a copy of this information in a standardized format and the information will not be specific to you individually. You may make such a request by emailing michael@strateticem.com.

Severability

If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.

Entire Agreement; Amendment

This Agreement constitutes the complete understanding and agreement of the parties and supersedes all prior and contemporaneous negotiations, understandings and agreements with respect to the subject matter of this Agreement.  Any modification or amendment of any provision of this Agreement will be effective only if in writing and signed by an authorized representative of both parties.

Benefits of the Program

Membership will grant access to the following benefits:

• 2-3 (two to three) group phone calls per month
• 4 (four) group mentoring sessions per year
• Inclusion into private Facebook group
• Access to resources and materials in membership site
• Free admission to all ELEVATE live events occurring during the Membership Term.

50% (fifty percent) discount for one on one strategy & deal evaluation calls with Michael during the Membership Term.

Membership Fee

Membership Fee shall be either (1) ONE annual payment of $1,997 paid up front, prior to joining the program, or (2) TWELVE monthly payments of $197 each, paid prior to each month of membership.

If joining as a business partnership or married couple (two people), Membership Fee shall be either (1) ONE annual payment of $3,197 paid up front, prior to joining the program, or (2) TWELVE monthly payments of $319 each, paid prior to each month of membership.