Terms of Service
This STUDENT AGREEMENT (“Agreement”) is entered into and becomes effective on the first day of access 2020 between Jin A Lee a/k/a Gina Lee , DBA ELEVATE YOU ACADEMY, ELEVATE YOU STUDIO INC (“Elevate You Studio”), with the principal office located at 1000 Fremont Ave. Suite H, South Pasadena, CA 91103, and email address of [email protected]
- Gina (“aka Jin A Lee”) is the owner of Elevate You Studio and has extensive expertise, education. skill, training, business connections, and experience in the permanent makeup industry.
- Gina has created and owns the rights to trade methods, techniques, and materials for the design and application of permanent makeup to various areas of the body including but not limited to areolas, paramedical tattoo (e.g. scar, stretchmarks, scars).
- Gina and Elevate You Studio offer consulting services focused on improving the physical aesthetics and camouflages of certain portions of the body.
- Student recognizes the good-will, reputation, and track-record of Gina and Elevate You Studio.
- As such, Student desires to engage Elevate You Studio to support Students’ development of Student’s permanent makeup endeavors.
- Elevate You Studio has agreed to provide such services as contemplated in the Agreement, Student has agreed to compensate Elevate You Studio for such services, and the Parties have agreed to do so in accordance with the terms and conditions in the Agreement.
The Parties agree as follows:
ARTICLE I – SCOPE OF SERVICES
- Elevate You Studio shall commence services upon receipt of full payment identified in Paragraphs 2.1 and 2.2.
- Termination. This Agreement may be terminated by Elevate You Studio with same day notice to Student.
- Medical Tattoo Course. Elevate You Studio shall provide Student with Instruction on the application of paramedical tattoo. Such instruction shall take place via video instruction and shall be available to Student for one year from the first date Student accesses the password protected video course. Student will receive a certification of completion for the Training which is for 7-14 credit hours. Student agrees that Student will only access the password protected course materials from one device. Should Student access the password protected course material from a device other than the original, Student’s access to the course materials will be terminated, and Student is not permitted a refund.
- Relationship. This Agreement does not create an employment relationship of any kind, partnership, joint venture, or ownership interest between Student and Elevate You Studio or Gina. Student shall not be considered an employee(s) of Elevate You Studio or Gina for any purpose whatsoever.
ARTICLE II – CONSIDERATION
2.1 Student agrees to pay Elevate You Studio and Elevate You Studio accepts a total listed amount of the selected course on the website which shall be paid in full prior to Student receiving access to the password protected course material.
2.2 Student is permitted to make payment to Elevate You Studio via Venmo, Zelle, CashApp, credit card or other methods as requested by Elevate You Studio.
2.3 Student is not entitled to a refund or chargeback for any reason. All payments made to Elevate You Studio pursuant to this Agreement are final and are not refundable for any reason.
2.4 Student agrees not to request, advise, file a claim, or seek Student’s bank or credit card company for a chargeback for consideration paid under this Agreement, Student agrees to waive any rights Students may have under applicable state and federal truth in defending laws or otherwise (including, but not limited to, under Student’s credit card issuer’s procedures for resolving such disputes. Student agrees that any disputes that Student may have with respect to consideration paid hereunder must be addressed directly between Student and Elevate You Studio. If a chargeback occurs. Students shall have materially breached the Agreement and shall forfeit all remaining services that have not yet been performed under the Agreement. Elevate You Studio shall have no further obligation to Student. Further, the amount of the chargeback shall be subject to a finance charge in the amount of one- and one-half percent (1 ½%) per month until paid in full by the Student. Further, Elevate You Studio shall be entitled to recover from Student all damages, and reasonable and necessary attorneys’ fees, and costs associated with pursuing collection and/or recovery of the amount of the chargeback.
ARTICLE III -PROPERTY RIGHTS, NON-COMPETE, AND CONFIDENTIALITY
3.1 Use of Student’s Likeness. Student agrees, consents and grants Elevate You Studio and/or Gina use of any and all of Student’s likeness, images, voice and testimonials, whether electronic or in writing, including but not limited to videos, photographs, voice recordings, telephone recordings, text messages, social media messages and postings, that Student provides to, derived from an interaction with Elevate You Studio and/or that relates to the services provided by Elevate You Studio.
3.2 Confidentiality: Ownership of Information. Elevate You Studio will provide Student with access to Confidential Information (as defined in Paragraph 3.2.i.b) that is used in the operation of Elevate You Studio’s business as reasonably necessary to allow Elevate You Studio to comply with the terms of the Agreement. Student acknowledges that Elevate You Studio will provide Student with access to Elevate You Studio’s Confidential Information only for the term of the services rendered under the agreement.
- For purposes of this Agreement, “Business” means the design, (which includes but is not limited to the selection of color, location, and measurements) the application of permanent makeup to various areas of the body (including but not limited to areolas, paramedical camouflage (e.g., scar stretchmarks, burns, and bellybuttons), eyebrows (e.g., microblading), eyeliner, lips, and scalp micropigmentation), consulting, strategies, techniques, methods, courses, education, classes, tutorials, instruction to professionals online or in person for the design and application of permanent makeup.
- For purpose of the Agreement, “Confidential Information” means information possessed by Elevate You Studio relating to the Business, and its business activities not generally known which is used or is useful in the conduct of Elevate You Studio’s business, or which confers or tends to confer a competitive advantage, over one who does not possess the information. Confidential Information includes copy rights, trade secrets, know-how, information about existing, new or envisioned products, services and processes and their development and performance, any techniques, methodologies, pricing, technical information, computer software, business and financial information , unpublished list of names, information, documents, videos provided or shared by Elevate You Studio, and information relating to the business and pricing. Confidential Information also included information received by Elevate You Studio from others which Elevate You Studio has an obligation to treat as confidential and information received by Student form other clients of Elevate You Studip.. All information which becomes known to Student during the term of the services rendered under the Agreement, which student would reasonably believe is Confidential Information or which Elevate You Studio takes measures to protect, shall be regarded as Confidential Information.
- No Disclosure. During the term of the services rendered hereunder, and at all times thereafter, Student shall maintain the strictest confidence of Elevate You Studio’s trade secrets and Confidential Information. Student shall never disclose, copy, share, disseminate, transfer, convey, sell, or discuss, directly or indirectly, to any person or entity other that the Parties to the Agreement, Elevate You Studio’s copyright information, trade secrets or other Confidential Information, except by express prior written consent of a duty authorized officer or director of Elevate You Studio. Student will not make copies, videotape, record, photograph, or transfer in any way, in whole or in part, any Confidential Information or marks original copies of Confidential Information, copyright Information, or trade secrets of Elevate You Studio. Further, Student shall use Student’s best efforts and shall take reasonable precautions to prevent the disclosure of Elevate You Studio’s copyright information, trade secrets or other Confidential Information. A breach of this provision included but is not limited to each disclosure, sharing, dissemination, transfer, conveyance, selling, or discussion of any singular piece of Confidential, trade secret, copyright, and/or proprietary information.
- Ownership of Information. All Confidential information is and shall remain the sole and exclusive prosperity information of Elevate You Studio and/or Gina, as the case may be, and is disclosed in confidence by Elevate You Studio in reliance on Student’s agreement to maintain such Confidential Information to any person except the Parties to this Agreement. Student has no ownership, property rights, or other rights of any kind in the Confidential Information, trade secrets, copyrights, property of Elevate You Studio and/or Gina.
- Return of Material. Upon the expiration or earlier termination of this Agreement for any reason or if the Student breaches this Agreement, Student shall within (5) days turn over to Elevate You Studio all passwords, documents, videos, photographs, recreations, copies, or other matiela in Student’s possession or under Student’s control that (i) may contain or be derived from Confidential Information, or (ii) are connected with or derived from Elevate You Studio’s services to Student. Student shall not retain any confidential Information in any form (e.g., electronic or written) upon the expiration or earlier termination of this Agreement. Student shall also return such information within five (5) days of Elevate You Studio request.
3.3 Non-Compete; Working for a Competitor. You recognize that Elevate You Studio is a business that relies significantly on the internet medium and/or internet platforms, including but not limited to social media platforms on the internet. As such, Elevate You Studio’s business models are largely tied to the internet and have no particular geographic boundaries. In consideration of Elevate You Studio providing Confidential Information to Student, Student will not, at any time during the term of this Agreement or at any time for two (2) years subsequent to any termination of this Agreement, whether directly or indirectly, in the continental United States or Canada, or within such other geographic areas as Elevate You Studio is engaged in business at the time of termination of this Agreement, for Student’s own account, individually or through another entity that Student owns or is involved in, or on behalf of any direct competitors of Elevate You Studio, engage in any business or transaction involving the Business, whether as an employee, employer, independent contractor, consultant, agent, principal, partner, stockholder, corporate officer, director or in any other individual or representative capacity, without the prior written consent if Elevate You Studio, which consent may be withheld by Elevate You Studio in Elevate You Studio/s sole and absolute discretion.
3.4 Non-Solicitation. During the term of this Agreement and for a period of two (2) years after the date of termination of this Agreement, Student will not in any way, directly or indirectly (i) induce or attempt to induce any employee, independent contractor, agent, consultant, distributors, student, or customer/client of Elevate You Studio to quit work with Elevate You Studio; (ii) otherwise interfere with or disrupt Elevate You Studio’s relationship with its former or current employees, independent contractors, agents, consultants, distributors, students, and/or customer/clients; (iii) solicit, entice or hire away any former or current employee, independent contractor, agent, consultant, distributors, student, or customer/client of Elevate You Studio; (iv) enter into business with or solicit advertise, or profit through another person or entity that is a current or former student, client/customer, consultant, agent, contractor, distributors, or employee of Elevate You Studio; or (v) hire or engage any former or current employee, independent contractor, agent, consultant, distributors, student, and/or customer/client of Elevate You Studio or whose work or agreement with Elevate You Studio ceased less than two (2) years before the date of such hiring or engagement. Student acknowledges that any attempt on the part of Student to induce others to leave Elevate You Studio, or any effort by Student to interfere with Elevate You Studio’s relationship with its former or current employees, independent contractors, agents, consultants, distributors, students, and/or customer/clients would be harmful and damaging to Elevate You Studio. To be clear, Student is not to contact or solicit the business of Elevate You Studio’s current or former employees, independent contractors, agents, consultants, distributors, students, and/or customers/clients.
3.5 Stipulated Damages. Student agrees that if Student breaches Section 3 of the Agreement, Elevate You Studio and/or Gina will be damaged. Accordingly, in the event that Section 3 of the Agreement is violated by Student, Student agrees to pay stipulated damages to Elevate You Studio and/or Gina in the amount of five thousand dollars and zero cents ($5000.00 USD), per breach. If it is necessary to enforce Section 3 of the Agreement, Student shall pay all reasonable and necessary attorney’s fee, expenses and court costs incurred by Elevate You Studio and/or Gina. Student hereby agrees that if a bond is necessitated in Elevate You Studio and/or Gina seeking injunctive relief against Student that such bond be one hundred dollars and zero cents ($100.00 USD).
ARTICLE IV - INDEMNITY
4.1 Indemnity. STUDENT AGREES TO DEFEND, INDEMNIFY, AND HOLD HARMLESS ELEVATE YOU STUDIO, AND ITS EMPLOYEES, MEMBERS, OFFICERS, AGENTS, REPRESENTATIVES, AND CONTRACTORS, AND GINA FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, COMPLAINTS, DEMANDS, OBLIGATIONS, ACTIONS, LAWSUITS, JUDGMENTS, AWARDS, PENALTIES, VERDICTS, PAYMENTS OR CAUSES OF ACTION OF ANY KIND, INCLUDING BUT NOT LIMITED TO claims for PERSONAL INJURY, DAMAGES TO A BUSINESS, CONTRACT, TORT, contribution and/or indemnity, CLAIMS FOR STATUTORY INDEMNITY, NEGLIGENCE, GROSS NEGLIGENCE, and any other liability of any kind brought by YOU OR ANY THIRD PARTY including all relatives of THE STUDENT OR THIRD PARTIES, anyone bringing derivative claims, and/or anyone bringing claims by, through, or under the STUDENT OR THIRD PARTIES, related in any way OR INCIDENT TO, ARISING OUT OF, ORIN CONNECTION WITH THE AGREEMENT (INCLUDING BUT NOT LIMITED TO SERVICES RENDERED OR INFORMATION OBTAINED IN THE PROGRAM, CONSIDERATION, CONFIDENTIAL, PROPRIETARY, OR COPYRIGHT INFORMATION), ACTS AND/OR OMISSIONS OF ELEVATE YOU STUDIO, AND ITS EMPLOYEES, MEMBERS, OFFICERS, AGENTS, REPRESENTATIVES, AND CONTRACTORS, AND GINA.
ARTICLE V - GENERAL PROVISIONS
5.1 Disclaimer. Elevate You Studio and Gina do not, under any circumstances, warrant or guarantee Student any specified results, amount of income that will be received or earned; or any other particular outcome or result of any kind. Results that Student achieves are in no way, shape, or form, guaranteed by Elevate You Studio, Gina or any of their respective agents, employees, independent contractors, subsidiaries, borrowed servants, or any other third party.
5.2 Assignments. This Agreement is assignable by any part without the prior written consent of Elevate You Studio or Gina Lee. Any assignment without such written consent shall be void.
5.3 Notices. Any notices to be given hereunder by either party to the other hall be in writing either by email, or delivery by mail-certified return receipt requested. Notices shall be addressed to the Parties at the addresses as set forth above, until and unless such party changes the specified address by written notice to the other.
5.4 Jurisdiction and Venue. This Agreement shall be governed in all respects, including its validity, interpretation and effect, construed ny and in accordance with the laws of the State of California, including, without limitation, its limitation of action of action and other procedural laws without giving effect to the principles of conflict of laws of the State of California. THE PARTIES HEREBY STIPULATE AND AGREE THAT IF IT BECOMES NECESSARY FOR ANY OF THE PARTIES TO FILE AN ACTION CONCERNING ANY MATTER RELATING TO OR PROVIDED FOR IN THIS AGREEMENT, THAT SUCH ACTION SHALL BE BROUGHT EXCLUSIVELY IN PASADENA, CALIFORNIA. AND THAT VENUE IS PROPER IN PASADENA, CALIFORNIA.
5.5 Legal Construction. If any portion (word, clause, phrase, sentence, paragraph, or section) of this Agreement or the application thereof to any person, entity or circumstance, shall to any extent be invalid or unenforceable, the remainder of this Agreement, or the application of such portion to persons or entities or circumstances other than those as to which it is invalid or unenforceable, shall not be affected hereby, and such portion shall be considered independent and severable from the Agreement, and this Agreement shall be enforced as if such portion did not exist.
5.6 Attorney Fees. If any action or other legal proceeding is initiated by Elevate You Studio and/or Gina against Student relating to this Agreement orits subject matter, Elevate You Studio and/or Gina shall be entitled to recover, in addition to all damages allowed by law, equity and other relief, all court costs, and all reasonable attorney’s fees incurred by reason thereof. Student agrees that in the event of litigation or other legal action, the right to request discovery of Elevate You Studio and/or Gina’s Confidential Information, copyright, proprietary and/or trade secret information, is hereby waived. Elevate You Studio, Gina, and Student recognize that agreement to such waiver is a condition precedent to access to and use of Elevate You Studio and/or Gina’s Confidential Information, copyright, proprietary and/or trade secret information.
5.7 No Third-Party Beneficiaries. Nothing in this Agreement, express or implied, is intended or shall be construed to confer upon any person, firm, entity, organization, or corporation other than the parties hereto and Gina, any right or claim under or by reason of this Agreement or any term, covenant or condition hereof, as third party beneficiaries or otherwise, and all of the terms, covenants and conditions hereof shall be for the sole exclusive benefit of the Parties.
5.8 Binding Effect. All the terms and provisions of this Agreement, whether so expressed or not, are binding upon, inure to the benefit or, and are enforceable by the Parties.
5.9 Voluntary. Student has been or has had the opportunity to seek the advice and guidance of their own counsel in the reviews, interpretation, negotiation and execution of this Agreement. This Agreement shall be construed as if collaboratively prepared by the Parties and any uncertainty or ambiguity shall not be interpreted against any one party and in favor of the other. Accordingly, it is agreed that no rule of construction shall apply against any party or in favor of any party. Any use of masculine, feminine, or neuter pronouns herein shall be deemed to include each of the masculine, feminine, and neuter.
5.10 Entire Agreement This Agreement represents the entire understanding and agreement between the Parties with respect to the subject matter of this Agreement, and supersedes all other negotiations, understandings, and representations, if any, may by and between the Parties. No representation, inducement, promise or agreement, oral or otherwise, If any, not embodied in this Agreement, or any other agreement related to this Agreement and expressly references herein is of any force and effect. No amendment, modification, or alteration of the terms hereof shall be binding unless the same be in writing, dated subsequent to the date hereof, and duly executed by the Parties.