You, herein referred to as “Instructor” have been asked to provide content in video, audio, written or other form (“Content”) as Brave Healer Productions, LLC, herein referred to as “BHP”, may request, to be included on the Brave Healer Transformation School online platform (“School“).

If Instructor is accepted to provide Content for the School, by clicking below you accept all the terms and conditions contained herein.

Instructor will provide the Content as directed by BHP and under the terms and conditions of this agreement. BHP will manage the School, including webpage creation, design,
sales, marketing, promotion, and content guidelines and parameters.

As to Instructor. Instructor shall:

Produce content in a timely manner as directed by BHP and agrees to meet all
deadlines for the project. Deadlines for content will be agreed upon by BHP and
Instructor. market, promote and share their course on their platforms (social, email and otherwise),
in addition to BHPs efforts, at least monthly.

As to BHP. BHP shall:

Design, upload, publish, sell, and promote the Content in its sole and absolute discretion.

1. To modify, adjust, or delete content if it is deemed unsafe, inappropriate, or not in alignment with the mission and goals of BHP.
   
2. Handle all email communications, Facebook group communications, coaching of instructors, course content, launch, and on-going marketing, and Instructor support.

Content Ownership. BHP agrees that the Content shall remain the sole and exclusive property of Instructor, subject to the terms of this Agreement.

License. Instructor grants BHP and its sublicensees an exclusive, royalty-free, freely sublicensable, worldwide, perpetual license to modify, combine with other content, copy, record, transmit, distribute, publicly display, publicly perform, and otherwise use or exploit (including for-profit) the Content and all intellectual property and moral rights therein for the purpose of providing, marketing, and otherwise distributing the Content through the School. Notwithstanding the foregoing, the Instructor may use the Content for other courses, scholarly writing, articles, or other educational material, provided that it does not include more than 50% of the Content in one additional work and uses a different title.

Publicity. Instructor grants BHP and its sublicensees the right, but not the obligation, to use Instructor’s name, likeness, voice, sobriquet, biographical information and photograph (“Instructor Materials”) in connection with any use of Content, to advertise and promote BHP, the School, and any other products and services, and for any other commercial
purpose.

Release.  Instructor hereby releases BHP from, and agree not to assert against BHP, any claim, action, suit, or demand of any kind, whether known or hereafter known based upon or related to the exercise by BHP of any of the rights referred to or granted herein including, without limitation, as follows: (i) for libel or slander, (ii) for invasion or wrongful use of privacy, property, publicity, or personality, or (iii) for any other matter, claim, or cause of action.

Warranty and Representation. By submitting Content to the BHP, Instructor warrants and represents that (i) Instructor is the sole and exclusive owner of the rights herein granted throughout the world and that no part of the Content has in any way been encumbered, conveyed, granted or otherwise disposed of and the same are free of any
liens or claims whatsoever and that there are no claims or litigation pending, outstanding, or threatened which might in any way prejudice, interrupt or interfere with BHP’s use of the Content; (ii) Instructor has the full right and authority to enter into this Agreement and to grant BHP the rights granted to it herein; (iii) the Content is wholly original to Instructor and not generated by artificial intelligence, and no use of the Content by BHP will violate or infringe upon any copyright belonging to any person, firm or corporation nor will it constitute an infringement or violation of any other right(s) of any person, firm or corporation; (iv) if the Content includes content obtained from third parties, they have
obtained valid written consent to use such content and has notified the third party or third parties of the rights assigned to the BHP under this agreement; and (v) Instructor has disclosed any relationship they may have with the firm, company or person producing any product or providing any service referred to in the Content to allow BHP to determine whether a real or apparent conflict of interest exists and whether disclosure should be made in publishing the Content.

Instructor will receive 70% of all gross fees, exclusive of any sales or use taxes collected, received by BHP for the Content (“Instructor Fees”). BHP reserves the right to refund students and other customers any fees prepaid for any courses or other services and not include such refunds in the calculation of Instructor Fees. BHP shall pay Instructor each quarter, provided that the amount due is at least $50. In the event the amount due is less than $50, BHP shall roll such payment to the next quarter until paid.

The Instructor shall pay BHP an annual maintenance fee of $57 (“Maintenance Fee”), which shall be due prior to the anniversary of the Effective Date. BHP may deduct such Maintenance Fee from the Instructors Fees.

Taxes. BHP shall not be responsible for federal, state and local taxes derived from Instructor's net income or for the withholding and/or payment of any federal, state and local income and other payroll taxes, workers’ compensation, disability benefits or other legal requirements applicable to Instructor. Instructor shall be responsible for, and shall indemnify BHP against, all such taxes or contributions, including penalties and interest.

Expenses. BHP shall not pay for any of Instructor’s expenses.

Term. This Agreement shall be effective as of the date of completion of this online form (“Effective Date”), and shall continue in full force and effect until terminated by BHP according to the provisions contained herein.

Termination. BHP may terminate this Agreement at any time upon written notice to the Instructor.

The terms, covenants, and provisions of this agreement shall inure to the benefit of BHP, its successors, assigns, and/or other legal representatives, and shall be binding upon the Instructor, their respective heirs, legal representatives, and assigns. Instructor agrees that this Agreement constitutes the complete agreement between the Instructor and BHP and supersedes any prior oral or written agreement or understanding between the parties with respect to the Content. No modification, renewal, extension, and/or waiver of this agreement or any of its provisions shall be binding upon the party against whom enforcement of such modification, renewal, extension, or waiver is sought, unless made in writing and signed on behalf of such party by one in authority to do so. The parties agree that this Agreement may be executed and delivered in counterparts and by electronic signatures and that electronic signatures are the same as handwritten signatures for the purposes of validity, enforceability, and admissibility. This Agreement shall be governed by the laws of Maryland. Any Action or proceeding of any kind arising out of this Agreement or with respect to it shall be instituted and tried in the courts within Montgomery County, State of Maryland.