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Be Well-Stay Well™ Guest Contributor Agreement

2213 Harbor Bay Parkway, Alameda, CA 94502

www.probalance.tv & www.bewellstaywell.net

Please carefully review this document before applying as a Be Well-Stay Well™ Guest Contributor. Fully completing and submitting the application indicates that you agree to the terms of our relationship as a Guest Contributor. 

GUEST CONTRIBUTOR AGREEMENT
PROBALANCE, INC.

PARTIES

This writing constitutes (the “AGREEMENT”) between ProBalance, Inc, a California s-corporation (the “COMPANY”) and You (the “GUEST CONTRIBUTOR”); collectively known as (the “PARTIES”). 

This AGREEMENT is intended by the PARTIES to govern and control the contributed materials (the “MATERIALS”) by the GUEST CONTRIBUTOR to the COMPANY’s Be Well-Stay Well™ Membership (the “PROGRAM”).

The PARTIES agree that the following is an accurate description of the MATERIALS provided by the GUEST CONTRIBUTOR: 

These may include any one or combination of the following:

  •  Live and/or recorded Pilates/Movement/fitness classes
  • Live and/or recorded Q&A or interview sessions
  • Live and/or recorded workshops or series
  • Possible supplemental materials or handouts as pertinent to the subject matter of any of the live and/or recorded sessions or classes above
  • Other content that has been agreed upon in advance of the class/session.

ACCEPTING THESE TERMS

The GUEST CONTRIBUTOR understands and agrees to enter into this AGREEMENT. 

When the GUEST CONTRIBUTOR does any of the following, that action is considered agreeing to the terms contained in this AGREEMENT: 

  • Click “I agree” or “yes”
  • Email a statement of agreement,
  • Agree verbally, or otherwise

With this acceptance, the PARTIES agree that any individual, associate, and or assign are bound by the terms of this AGREEMENT. A facsimile, electronic, or emailed executed copy of this acceptance of this AGREEMENT is legally binding with either a written or electronic signature and has the same result as an originally signed copy.

CONTRIBUTION TERMS

The GUEST CONTRIBUTOR agrees to allow the COMPANY to publish his or her MATERIALS as part of the COMPANY’S PROGRAM. 

The GUEST CONTRIBUTOR agrees that he or she is the copyright owner of the MATERIALS, and has the full legal rights to contribute the MATERIALS to the COMPANY’S PROGRAM. If at any time the legal ownership of the MATERIALS is at question, the COMPANY may take any and all reasonable actions to remove the MATERIALS from its PROGRAM until the issue is resolved.

The GUEST CONTRIBUTOR grants the COMPANY the limited non-exclusive, worldwide right to publish on COMPANY’S website(s), syndicate, and distribute all or a portion of your MATERIALS worldwide as part of the PROGRAM.

The GUEST CONTRIBUTOR gives the COMPANY the right to use their name, likeness, information about them, and the logo, if applicable; in connection with the marketing and running of the COMPANY’S PROGRAM. 

PAYMENT

The GUEST CONTRIBUTOR is providing the MATERIALS to the COMPANY at no charge.

The COMPANY intends to use the MATERIALS within its business and as such, the GUEST CONTRIBUTOR does not have the right now, or at any time in the future, to demand payment and or financial compensation from the COMPANY. 

INTELLECTUAL PROPERTY

Except for the rights granted to the COMPANY, the GUEST CONTRIBUTOR retains all intellectual property rights, including patent, trade secrets, trademark, and copyright, in the contributed materials. At no time will the COMPANY attempt to register or legally protect the intellectual property of the GUEST CONTRIBUTOR.

Once the PARTIES sign this AGREEMENT, the GUEST CONTRIBUTOR gives his or her permission to use any of its MATERIALS in the marketing and running of the PROGRAM. 

REPRESENTATIONS

The GUEST CONTRIBUTOR represents and warrants that he or she has the legal and ownership right to grant these rights to the COMPANY; that the MATERIALS:

  • Are original,
  • Do not knowingly contain any untrue statements,
  • Do not invade any right of privacy,
  • Do not infringe on any statutory (written laws) or common law (judge-made laws) copyright laws,
  • Do not violate the legal or ownership rights of any third parties, 
  • And the statements contained within that are asserted as factual are true and or based upon a reasonable search for accuracy. 

CONFIDENTIALITY

The term “CONFIDENTIAL INFORMATION” means INFORMATION WHICH IS NOT GENERALLY KNOWN TO THE PUBLIC RELATING TO THE PARTIES BUSINESS OR PERSONAL AFFAIRS.

COMPANY agrees not to disclose, reveal, or make use of any CONFIDENTIAL INFORMATION learned of through its transactions with the GUEST CONTRIBUTOR. 

CONTROLLING AGREEMENT

In the event of any conflict between the provisions contained in this AGREEMENT, any marketing materials used by COMPANY, its representatives, or employees, the provisions in this AGREEMENT control.

ENTIRE AGREEMENT

This AGREEMENT is the entire understanding between the PARTIES relating to the subject matter and supersedes all prior and contemporaneous agreements, negotiations, and understandings, oral or written. Modification to this agreement is by a written instrument executed by both PARTIES. 

CHOICE OF LAW

This AGREEMENT is governed and interpreted in accordance with the laws of Alameda, CA without giving effect to any principles of conflicts of law.

The PARTIES agree to submit any dispute or controversy arising out of, or relating to this AGREEMENT to arbitration in the State of California, USA, according to the rules of the American Arbitration Association. 

The arbitration decision is final and legally binding on the PARTIES and their successors in interest. The prevailing party may collect all reasonable legal fees from the non-prevailing party in order to enforce the provisions of this AGREEMENT.