RTR Terms of Purchase and Coaching Agreement 

Welcome! Please read the following agreement carefully before proceeding. 

By clicking “Yes, I agree”, you acknowledge that you have read, understood, and agreed to the terms outlined in this RTR Purchase Agreement (the “Agreement”), effective as of the date you click to accept. 

This Agreement is entered into by and between LERN Inc. DBA “RTR” (“RTR”), the Coach providing services under this program, and you (“You”, “Your”). Together, the Coach and You are referred to as the “Parties.” 

By accepting, you are purchasing the CALM SALES SYSTEM and THRIVE COMMUNITY SUBSCRIPTION (the “Program”) created by RTR and agreeing to receive the related Coaching Services provided by the Coach as described herein. 

If you do not agree to the terms of this Agreement, please do not proceed with the purchase.  

1. Terms of Purchase.  
   By signing where indicated below, You agree to pay the Coach the amount, and in the manner, as is set forth in Schedule A (the “Program Tuition”), representing the amount that You and the Coach have agreed upon for Your purchase of the Program and Coaching Services, as applicable. By signing where indicated below, you agree to be bound by the terms and conditions set forth in this Agreement. Within two (2) business days of the Coach’s satisfactory receipt from You of the Program Tuition, the Coach shall provide You with log-in details to the website maintained by RTR, at www.RTROfficial.com (the “Website”) whereinafter You will have access to the Program. 
2. Coaching Services.  
   The nature and frequency of all Coaching Services to be provided to You is set forth in Schedule A, which may be amended upon the mutual agreement of You and the Coach from time to time. 
3. Program Participation at Your Own Risk.  
   THE COACH DOES NOT GUARANTEE THAT YOU WILL ACHIEVE ANY SPECIFIC PERSONAL, PROFESSIONAL OR FINANCIAL RESULTS BY YOUR PARTICIPATION IN THE PROGRAM. THE COACH DOES NOT GUARANTEE THAT YOU WILL EARN ANY SPECIFIC AMOUNT OF INCOME AS A RESULT OF YOUR PARTICIPATION IN THE PROGRAM. THE COACH MAKES NO PROMISES, REPRESENTATIONS OR WARRANTIES CONCERNING THE VIABILITY OF ANY GOALS, ASPIRATIONS OR ENDEAVOURS YOU MAY IDENTIFY OR CHOOSE TO PURSUE DURING OR AS A RESULT OF YOUR PARTICIPATION IN THE PROGRAM OR YOUR RECEIPT OF COACHING SERVICES. YOU AGREE TO PARTICIPATE IN THE PROGRAM AT YOUR OWN RISK. PROGRAM INFORMATION AND COACHING SERVICES ARE USED AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DECISIONS AND ACTIONS THAT RESULT FROM YOUR USE OF PROGRAM INFORMATION AND COACHING SERVICES. THE COACH DOES NOT PROVIDE PSYCHOLOGICAL, INVESTMENT OR FINANCIAL ADVICE. 
4. Term; Termination. 
   • Term.
     This Agreement shall commence as of the Effective Date and shall continue thereafter until the completion of the Coaching Services, unless sooner terminated pursuant to this Section 4 (the “Term”).  
   • Termination.
     Either Party may terminate this Agreement at any time by giving the other Party written notice of termination. Unless otherwise mutually agreed to by the Parties, termination will not release either Party from any obligations that arose prior to the date written notice of termination was given. In addition to any remedies that may be provided in this Agreement, the Coach may immediately terminate this Agreement, upon notice to You if You: (i) fail to pay any amount when due under this Agreement; and/or, (ii) are in material breach of this Agreement and either the breach cannot be cured or, if the breach can be cured, it is not cured within ten (10) days following Your receipt of notice of such breach from the Coach.
   • Survival.
     Any provision or covenant in this Agreement which expressly or by its nature imposes obligations beyond the expiration or termination of this Agreement (regardless of cause for termination), will survive such expiration or termination, including but not limited to Sections 3 through to and including 13. 
5. Refund Policy. 
   The Program Tuition, or any part paid thereof, shall be non-refundable following Your execution of this Agreement, provided that the Coach may, in their sole and absolute discretion, elect to issue a full or partial refund to You where exceptional, unusual and/or extraordinary circumstances exist. All funds paid by You to the Coach are deemed earned upon receipt.
6. Ownership Rights and Proprietary Information.
   RTR owns all rights, title and interest (including all intellectual property rights throughout the world) relating to any and all works of authorship, designs, know how, ideas, Sales models and Templates, course materials, products, services and information related to the Program. You agree that all materials provided to You as part of the Program, which are confidential and proprietary in nature, will be held in confidence and not disclosed by You to anyone without the Coach’s written consent.
7. Intellectual Property.
   • General: All trademarks, service marks, trade names, logos, patents and copyrighted materials associated with the Program (the “RTR IP”) are the property of RTR. You agree not to interfere or infringe upon the RTR IP by, among other things, the following: (1) duplicating or creating works (including any derivative works) that are the same or substantially similar to the RTR IP; (2) registration, creation or use of trademarks, service marks or domain names that are the same or substantially similar to the RTR IP; (3) use, manufacture, import, or sale of any product or service that infringes upon the RTR IP; and (4) any action that would pass off or create the appearance of an association with or endorsement by RTR. You may not advertise, promote, post or otherwise hold Yourself out as having completed the Program if You have not done so.
   • Intellectual Property – Opportunity Genie©
     The Buyer acknowledges and agrees that all rights, title, and interest in and to the proprietary sales enablement tool known as the Opportunity Genie©, including but not limited to its content, structure, design, questions, logic, methodology, and associated materials (collectively, the “Opportunity Genie© IP”), are and shall remain the sole and exclusive intellectual property of [RTR], and are protected under applicable copyright, trademark, and trade secret laws.
     
     No part of the Opportunity Genie© IP may be copied, reproduced, modified, distributed, licensed, sold, reverse-engineered, added to AI software tool or the like, or otherwise exploited by the Buyer or any third party without the prior written consent of [RTR]. Use of the Opportunity Genie© IP is limited strictly to the purposes explicitly agreed to in this Purchase Agreement. Unauthorized use will constitute a material breach and may result in immediate legal action, including injunctive relief and claims for damages.
   • Intellectual Property – Confidentiality and Community Privacy 
     By enrolling in and participating in the Thrive community©, the Buyer agrees to uphold the privacy and confidentiality of all fellow participants. This includes, but is not limited to, any comments, stories, discussions, personal experiences, strategies, or business information shared within community spaces, whether in written form (e.g., forums, chats, comments) or during live calls, coaching sessions, or group discussions.
     
     The Buyer acknowledges and agrees that all communications within the Thrive community are to be treated as private and confidential, and may not be recorded, reproduced, shared, quoted, or disclosed outside of the Thrive community in any manner, without the express written consent of the individual(s) who originally shared the information.
     
     This obligation of confidentiality applies indefinitely and survives termination of participation in the Thrive community. Any breach of this clause will be considered a material violation of this Agreement and may result in immediate removal from the program, forfeiture of access, and potential legal remedies.
8. Consent to Use Likeness.
   By utilizing the Program, You expressly grant the Coach the right to capture, record, replicate, reproduce, publish and otherwise disseminate Your name and likeness, in video, audio, digital or other format, derived from Your utilization of the Program or in events associated with Your utilization of the Program for use by the Coach in any and all promotional, educational or marketing material.
9. Indemnification.
   You agree to indemnify, hold harmless and defend the Coach against any and all claims, expenses, costs, causes of action and damages (including those for personal injury, property damage and reasonable legal fees) relating to Your utilization of the Program and/or Coaching Services or relating to Your material breach of this Agreement.
10. Limitation of Liability.
    THE COACH SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY NATURE (INCLUDING BUT NOT LIMITED TO CLAIMS FOR PERSONAL INJURY, PROPERTY DAMAGE, LOSS OF REVENUE OR PROFITS) RELATED TO YOUR UTILIZATION OF THE PROGRAM AND/OR COACHING SERVICES. UNDER NO CIRCUMSTANCES SHALL THE COACH’S LIABILITY, IF ANY, EXCEED THE PROGRAM TUITION. 
11. Modification.
    You acknowledge and agree that RTR may modify or amend the Program, in its sole and absolute discretion. If any such amendment/modification is unacceptable to You, your only recourse is to terminate this Agreement. Your continued utilization of the Program following the posting of a change notice on the Website will constitute Your binding acceptance to any such modifications or amendments.
12. Dispute Resolution.
    Any dispute or claim arising out of or related to this Agreement, its performance, breach, or interpretation (including issues about its validity or enforceability), shall be resolved by binding arbitration before the Canadian Arbitration Association (the “CAA”) with the appointment of a single arbitrator. The CAA rules and procedures governing civil proceedings shall apply to the proceedings. Either Party may seek judicial relief to compel the other Party to comply with the provisions of this Section 12 or otherwise seek applicable injunctive or equitable relief. The arbitration shall be held in Toronto, Ontario. Both Parties hereby irrevocably consent to CAA arbitration in Toronto, Ontario, as well as the jurisdiction of the courts located in Toronto, Ontario for injunctive, equitable relief and enforcement purposes. Any arbitration award shall be final, binding and non-appealable. All awards may be filed with one or more courts, provincial, federal or foreign, having jurisdiction over the Party against whom such award is rendered or such Party’s property.
13. General.
    This Agreement is binding on the Parties. It is not assignable or transferable, by operation of law or otherwise, by You without the prior written consent of the Company, RTR. This Agreement shall be interpreted according to the laws of the Province of Ontario. If either Party fails to enforce this Agreement on one occasion, it will not be prohibited from enforcing this Agreement on another occasion. No Party shall be liable or deemed to be in default for any delay or failure to perform under this Agreement or for interruption of its obligations under this Agreement, except for payment obligations, resulting directly or indirectly from any cause beyond such Party’s reasonable control. This Agreement, and its schedules and referenced policies of the Company, set forth the entire understanding of the Parties, and supersedes all prior agreements and undertakings, both written and oral, between the Parties, with respect to the subject matter hereof. If any provision of this Agreement is deemed illegal, invalid or unenforceable, then such provision shall be considered separate and severable from this Agreement and the remainder of this Agreement shall not be affected by the severance but shall fully remain in force and binding upon the Parties and enforceable of the law.  

This Agreement may be executed by the Parties in separate counterparts, electronically or otherwise, each of which when so executed and delivered will be treated as binding as if originals, and which, if taken together, shall constitute one and the same instrument. 

SCHEDULE “A” 

Calm sales Approach Training Program Pay in full price $2500 USD 

Thrive Community $197 USD per month 

 Calm and Thrive Bundle $2500 USD (Limited time) 

Some discounts have been granted on a case-by-case basis.