Anora: Using the “Sea Change” to Supercharge Structure

By registering for the course, you are agreeing to the following terms, which form a legal contract between you and Jacob Krueger Studio, LLC (“Company”) and govern your attendance at and/or participation in Company’s course (the “Course”). 

1. Course Participation.
   1. Admittance.  Your registration entitles you to admittance to the Course.  Any and all other costs associated with your attendance (including, without limitation, any travel or accommodation expenses) shall be borne solely by you and Company shall not be liable for any such costs.
   2. Media.  For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, you grant Company the right to record, film, photograph or capture your likeness in connection with the Course, in any media now available and hereafter developed (“Course Footage”).  You further grant to Company in perpetuity the rights to use, license, edit, copy, distribute, publicly display and make derivative works of the Course Footage, including exploitation for marketing, advertising or merchandising related to the Course, throughout the universe.  You hereby waive any and all approval rights you may have over Company’s use of the Course Footage and acknowledge these rights are granted without any payment, including royalties or residuals, to you.
   3. Conduct.  You acknowledge that Company reserves the right to request your removal from the Course if Company, in its sole discretion, considers your presence or behavior to create a disruption or to hinder the Course or the enjoyment of the Course by other attendees or speakers.
2. Fee(s).
   • Payment.  The payment of the applicable fee(s) for the Course is due upon registration or per your payment plan.  If such payment is insufficient or declined for any reason, you acknowledge that Company has the right and sole discretion to refuse your admission to the Course.
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   • Taxes. The fee(s) may be subject sales tax, value added tax, or any other taxes and duties which, if applicable, will be charged to you in addition to the fee(s).
3. Intellectual Property. All intellectual property rights, including trademarks, copyrights, trade secrets and patents, in and to the Course, the Course content and all materials distributed at or in connection with the Course (the “Course Materials”) are owned by Company. You may not use, license, copy, display, or make derivative works of the Course Materials without the prior written permission of Company.  For the avoidance of doubt, nothing in this agreement shall be deemed to vest in you any legal or beneficial right in or to any trademarks or other intellectual property rights owned or used under license by Company or grant to you any right or license to any other intellectual property rights of Company, all of which shall at all times remain the exclusive property of Company.
4. Warranties; Limitation of Liability.
   • Other than to the extent required as a matter of law: (i) neither Company nor its employees, agents or affiliates (“Company Parties”) shall be liable for any direct, indirect, special, incidental, or consequential costs, damages or losses arising directly or indirectly from the Course or other aspect related thereto or in connection with this agreement.  The maximum aggregate liability of Company Parties for any claim in any way connected with therewith or this agreement whether in contract, tort or otherwise (including any negligent act or omission) shall be limited to the amount paid by you to Company under this agreement to attend the Course.
   • You represent and warrant that you have the full right and authority to grant Company the rights provided in this agreement and that you have made no commitments which conflict with this agreement or the rights granted herein.  You agree that your participation in the Course is entirely at your own risk and accept full responsibility for your decision to participate in the Course.  In no event shall you have the right to enjoin the development, production, exploitation or use of the Course and/or your Contributions to it. 
5. Governing Law and Venue.  This agreement shall be governed by the laws of the State of New York without regard to its conflict of laws provisions.  The parties hereto agree to submit to personal and subject matter jurisdiction in the federal or state courts located in the City and State of New York, United States of America.
6. Dispute Resolution.  All claims and disputes arising under or relating to this agreement are to be settled by binding arbitration in the state of New York or another location mutually agreeable to the parties.  The arbitration shall be conducted on a confidential basis pursuant to the Commercial Arbitration Rules of the American Arbitration Association.  Any decision or award as a result of any such arbitration proceeding shall be in writing and shall provide an explanation for all conclusions of law and fact and shall include the assessment of costs, expenses, and reasonable attorneys’ fees by the winner against the loser.  Any such arbitration shall include a written record of the arbitration hearing.  An award of arbitration may be confirmed in a court of competent jurisdiction.
7. Miscellaneous.  Company may transfer and assign this agreement or all or any of its rights or privileges hereunder to any entity or individual without restriction.  This agreement shall be binding on all of your successors-in-interest, heirs and assigns.  This agreement sets forth the entire agreement between you and the Company in relation to the Course, and you acknowledge that in entering into it, you are not relying upon any promises or statements made by anyone about the nature of the Course or your Contributions or the identity of any other participants or persons involved with the Course.  This agreement may not be altered or amended except in writing signed by both parties.

8. Prevention of “Zoom-Bomber” Disruptions; Unauthorized Publication of Class Videos. Company will record each class session, including your participation in the session, entitled “The Videos”. To prevent disruptions by “zoom-bombers” and provide Company and

   participants the legal standing to remove unauthorized content from platforms such as YouTube and social media sites, you agree that

   (1) you are prohibited from recording any portion of the Course;

   (2) in exchange for the opportunity to participate in the Course, you assign to Company your verbal contributions to the session discussions.

   To be clear, you assign to Company only your oral statements during recorded Course sessions. You retain all copyright to any and all written materials you submit to the class and the right to use them in any way you choose without permission from or compensation to the Company.