Terms and Conditions for Grandmas Jars Pty Ltd

The following Terms and Conditions govern the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT between ("you") , with mailing address of ___________________________________(“Client”) and Grandma’s Jars PTY LTD, and its affiliates, subcontractors, or assigns, with a mailing address of PO Box 4002, Hawker, ACT Australia attached hereto and entered into effective as of the date of Client’s signature on the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT(“Effective Date”), Client and Grandma's Jars Pty Ltd are each referred to as a “Party” and collectively as the “Parties”.

ENGAGEMENT. Client has engaged Grandma's Jars Pty Ltd to provide the consulting services (hereinafter, “Services”) identified in the attached “FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT".

PAYMENT TERMS. Client shall pay the amount (the “Fee”) agreed to in the attached FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT within three days of the Effective Date, or this FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT shall be deemed null and void and Grandma's Jars Pty Ltd shall have no obligation to provide any Services to Client.

CANCELLATION. Client shall have three (3) days after the Effective Date to cancel the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT without cost. Should Client exercise its right to cancel within three (3) days of the Effective Date, Client shall be entitled to a return of all amounts paid to Grandma's Jars Pty Ltd except that Grandma's Jars Pty Ltd shall be entitled to retain (or recover if Client has made no payment) a five hundred United States dollars and 00/100 ($500.00) administrative fee.

Client understands and agrees that Client shall have no right to cancel the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT or Receive any refund for any reason or at any time after (3) three days following the effective date. Client further understands and agrees that if Client should fail or reduce to avail itself of any Services it shall not be entitled to a refund of any portion of the Fee. If after the initial Strategy Call Phil McGilvray decides that Client is not suitable for the program, the Client will be returned the course fee less $500 USD.

NO INCOME CLAIMS. Client agrees that Grandma's Jars Pty Ltd has not made any promise guarantee or other representation with respect to Client’s future income or gains resulting from the provision of Services, and that Client has not been induced to enter the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT as a result of any income claims.

TERM. The FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT shall expire three (3) months from the Effective Date, and Client understands that they shall have no right to receive any Services following expiration of the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM AGREEMENT.

CANCELLATION AND CHANGES TO MEETING TIMES POLICY. Due to unforeseen circumstances some meetings may be delayed or postponed. Phil McGilvray will try to give as much notice as possible so as not to inconvenience you. (Phil McGilvray) will not let this happen more than 3 times. If there is a delay beyond that, it may be considered a breach of contract. The exception to this is changes made due to Daylight savings changes. These are unavoidable but changes will be communicated as clearly as possible.

RETURN / REFUND POLICY. Any Fee paid to the Company under this Agreement is final and non-refundable. To avoid any confusion, Company shall not issue a refund of any Fee for any reason, including, but not limit to, termination of this Agreement, with or without cause, by either Party, discontinuation of the Program or Services, acts of God or force majeure events, impossibility of performance, or frustration of the Agreement's purpose. Client understands that Company offers the Project and Services conditionally upon Client's recognition of and acceptance that Company shall issue no refunds for any Fees paid pursuant to this Agreement.

INTELLECTUAL PROPERTY. Grandma's Jars Pty Ltd retains all right, title and interest in any and all intellectual property related to or associated with the Services, including without limitations: (a) patent rights (including patents and patent applications, whether registered or unregistered), trade secrets, trademarks, and trademark applications (whether registered or unregistered), copyrights and copyrights applications (whether registered or unregistered), mask works, and any other confidential information pertaining to such intellectual property rights; (b) any right to use or exploit any of the foregoing, and (c) any other proprietary right arising under that laws of Australia, Client understands and agrees that neither the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM nor the provisions of Services by Grandma's Jars Pty Ltd shall constitute a transfer, assignment or licence of any intellectual property right from or by Grandma's Jars Pty Ltd. Client acknowledges that the content of the Services, including without limitation the materials and information provided to Client as education, is confidential and proprietary to Grandma's Jars Pty Ltd; accordingly, Client agrees that it shall not communicate the teachings, materials, or information acquired or learned from Grandma's Jars Pty Ltd to any other person. Client acknowledges that communicating the content of any Services to another person would work substantial and irreparable injury to Grandma's Jars Pty Ltd, notwithstanding any other provision of these Terms and Conditions, Grandma's Jars Pty Ltd is entitled to obtain a temporary, preliminary or permanent injunction from any court of competent jurisdiction, as necessary to prevent any injury.

INDEMNITY. Client agrees to protect, defend, indemnify and hold harmless Grandma's Jars Pty Ltd, its officers, directors, employees or their invitees, from and against all claims, demands, and causes of action of every kind and character without limit arising out of Client’s receipt of Services or actions taken in response thereto. Client’s indemnity under this Section shall be without regard to and without any right to contribution from any insurance maintained by Grandma's Jars Pty Ltd. Client’s agreement to defend and indemnify Grandma's Jars Pty Ltd includes, but is not limited to, any third party claim against Grandma's Jars Pty Ltd that arises due to a claim that any Services provided by Client to Grandma's Jars Pty Ltd, and subsequently used or published by Client infringes any valid copyright, trademark, patent or involves the misappropriation of a trade secret. Client’s indemnity obligation also includes, but not limited to any claim for personal injury, sustained while travelling to or attending any seminar or other in-person training provided by Grandma's Jars Pty Ltd to Client.

NO WARRANTY. Grandma's Jars Pty Ltd disclaims all warranties, express or implied, including without limitation the warranty of fitness for a particular purpose, in connection with the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM or the Services, Client agrees that the Services are provided without warranty of any kind or description. LIMITATION OF LIABILITY. CLIENT AGREES THAT IN NO EVENT SHALL Grandma's Jars Pty Ltd’S LIABILITY TO CLIENT FOR ANY CLAIM OF ANY KIND OR DESCRIPTION EXCEED THE AMOUNT PAID BY CLIENT TO Grandma's Jars Pty Ltd IN THE THREE (3) MONTHS PRECEDING THE FACTS GIVING RISE TO ANY CLAIM BY CLIENT. CLIENT WAIVES ANY RIGHT TO SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND OR DESCRIPTION.

FORCE MAJEURE. Except for the duty to make payments hereunder when due, and the indemnification provisions under this Agreement, neither Grandma's Jars Pty Ltd nor Client shall be responsible to the other for any delay, damage, or failure caused by or occasioned by a Force Majeure Event. As used in this Agreement, “Force Majeure Event” shall mean: Any act of God, act of nature or the elements, Terrorism, insurrection, revolution or civil strife, piracy, civil war or hostile action, labour strikes, acts of public enemies, federal or state laws, rules and regulations of any governmental authorities having jurisdiction over the premises, inability to procure material, equipment or necessary labour in the open market, acute and unusual labour, material or equipment shortages, or any other causes (except financial) beyond the control of either Party. Delays due to any of the above causes shall not be deemed to be a breach or failure to perform under this Agreement. Neither Grandma's Jars Pty Ltd nor Client shall be required against its will to adjust any labour or other similar disputes except in accordance with applicable law.

CONFIDENTIALITY. The Parties shall hold the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM and these Terms and Conditions confidential, and shall only disclose the same as required by law.

INDEPENDENT CONTRACTOR. Grandma's Jars Pty Ltd shall be deemed an independent contractor with respect to any and all Services. It is the express understanding and intention of the Parties that no relationship of master and servant and insertion of the Parties that no relation of master and servant or principal and agent shall exist between Grandma's Jars Pty Ltd and the employees, agents or representatives of Client or between Client and the employees, agents or representatives of Grandma's Jars Pty Ltd, by virtue of this Agreement.

NON SOLICITATION. For a period of one (1) year from the date of the termination or cancellation of the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM, Client will not in any way solicit, induce or encourage, or cause any other party to solicit, include or encourage any employees of Grandma's Jars Pty Ltd to terminate their employment with Grandma's Jars Pty Ltd. Clients will not hire, employ or otherwise retain any person formerly employed by Grandma's Jars Pty Ltd unless that person had ceased to be an employee of Grandma's Jars Pty Ltd for at least six (6) months.

ARBITRATION. Any claim or grievance of any kind, nature or description that Client has against Grandma's Jars Pty Ltd, including, but not limited to, economic losses, personal injury or property damage, shall be resolved exclusively in final and binding arbitration in Canberra, Australia. Client agrees not to file suit against Grandma's Jars Pty Ltd, any of its affiliates, subsidiaries, officers, directors, or employees. The arbitration will take place before a single arbitrator (hereafter, “Arbitrator”) agreed upon by Client and Grandma's Jars Pty Ltd. In the event that Client and Grandma's Jars Pty Ltd are unable to reach an agreement on an Arbitrator, Client and Grandma's Jars Pty Ltd will each select an arbitrator, and the two of them will select an arbitrator residing in Canberra, Australia, who will arbitrate the dispute. The arbitrators selected by Client and Grandma's Jars Pty Ltd will have no further involvement in the arbitration. The Party initiating arbitration shall communicate with the other Party. The receiving Party must respond within 14 days by providing the claimant a list of proposed arbitrators. Within seven (7) days thereafter, Client and Grandma's Jars Pty Ltd must either agree upon an Arbitrator or the dispute will be subject to rules of arbitration as determined by the arbitrator. The prevailing party in any arbitration proceeding shall be entitled to receive from the losing party all reasonable costs and expenses of arbitration, including legal and filing fees, as determined by the arbitrator and subject to the arbitrator’s discretion. The decision of the Arbitrator will be final and binding on the Parties and may be reduced to an agreement in any court of competent jurisdiction. This agreement to arbitrate survives any termination or expiration of the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM. Nothing in these Terms and Conditions prevents Grandma's Jars Pty Ltd from applying to and obtaining from any court having jurisdiction a writ of attachment, a temporary injunction, preliminary injunction, permanent injunction or other relief available to protect Grandma's Jars Pty Ltd’s interest prior to, during, or following the filing of any arbitration or other proceeding. Any claim must be brought in arbitration within one (1) year from when the claim arises. By accepting this Agreement, you agree that no other limitations period applies.

GOVERNING LAW. This Agreement shall be governed, construed and interpreted in accordance with the laws of Australia without regard to any choice of law provisions.

ENTIRE AGREEMENT. FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM and these Terms and Conditions represent the entire agreement between the Parties and supersede any other written and oral agreement between the Parties. In the event that the terms of this FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAMconflict with or are contrary to the term of any other agreement between the Parties the terms of this FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM shall control.

BINDING AGREEMENT. Client acknowledges that the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM and these Terms and Conditions are binding on the Parties and the signatory hereto is authorised to bind Client to the obligations set forth herein. Client acknowledges it has been provided an opportunity to consult with counsel of Client’s choice concerning these Terms and Conditions.

AMENDMENTS. The FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM and these Terms and Conditions shall not be amended except in writing signed by both parties.

NO WAIVER. No waiver by either Party of any of the Terms and Conditions or provisions of the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM shall be effective unless the waiver is in writing and signed by an authorised representative of both Parties.

NOTICE. Any notice required under this FINANCIALLY FIT ENTREPRENEUR - FINANCIAL COACHING to be given to Grandma's Jars Pty Ltd shall be in writing address as follows:

Grandma's Jars Pty Ltd.

PO Box 4002, Hawker ACT, 2614 Australia

Email: support@philmcgilvray.com

SEVERANCE. In the event any provision of the FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM of these Terms and Conditions is inconsistent with or contrary to any applicable law, rules or regulation, the provision shall be deemed to be modified to the extent required to comply with the law, rules, or regulations and this FINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM and these Terms and Conditions are so modified, shall continue in full force and effect.

NO ASSIGNMENT. TheFINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM cannot be assigned by Client to another Party without express written consent of Grandma's Jars Pty Ltd.

CONDUCT. Client agrees to conduct themselves in a professional and respectful manner towards employees and contractors of Grandma's Jars Pty Ltd, other members ofFINANCIALLY FIT ENTREPRENEUR - THRIVE PROTOCOL COACHING PROGRAM.

Sign Below:

CLIENT

Name:

Title:

Signature:

Grandma’s Jars Pty Ltd

Name: Phil McGilvray

Title: Director

Signature: