Terms of service

This is a Training Services Agreement (“Agreement”) by and between you, the customer receiving training services (“Customer”) and Thalita Leite LLC with its principal place of business at 947 Main Street, Weymouth, MA 02189. This Agreement is effective upon Customer’s signature and full payment for the Training Services and Materials, each of which constitutes Customer’s agreement to these terms and conditions.

1.SCOPE

A.Training Services. This Agreement applies to THALITA LEITE LLC CURL TREATMENT training courses, program or training materials offered by Thalita Leite LLC LLC (the “Training Services”) and provided to Customer. The Training Services may include the following:

(i) Classroom training at Thalita Leite LLC LLC’s designated location (“Classroom Training”);

(ii) Onsite training at Customer’s designated location (“Onsite Training”);

(iii) Instructor-led remote training (“Virtual Classroom Training”); and

(iv) On demand live or prerecorded audio/video sessions available over the

Internet (“On Demand Training”).

(v) The training may consist of different levels (such as level 1, level 2, level 3, etc.) and Customer will receive a Certificate of Completion upon successful completion of each level.

(vi) A more detailed course outline is described in Appendix A attached to this Agreement.

B.Incidental to the Training Services, Thalita Leite LLC may also provide slides,

documents, examples, test questions, and other materials (the “Materials”).

For Onsite Training, Thalita Leite LLC agrees to comply with Customer’s reasonable security procedures provided Customer informs Thalita Leite LLC of such procedures in advance. Both parties agree to comport themselves in a professional manner and perform their obligations hereunder in accordance with good business practices.

1. Ordering. Customer will provide Thalita Leite LLC with requests for Training Services via electronic transmission or otherwise, including, if applicable, a requested date and time. Thalita Leite LLC will make reasonable efforts to accommodate such requests but may require a different date and time, depending on the circumstances. All such requests will be governed by this Agreement. Additional or different terms and conditions in any order or communication from customer are void and of no effect. Customer must sign up for a specific date for the Training Services within one (1) month of the invoice date reflecting applicable fees payable to Thalita Leite LLC and must receive the Training Services within three (3) months of such invoice date. If Customer fails to satisfy either of these criteria, Thalita Leite LLC will have no obligation to provide such Training Services to Customer or a refund of any kind. Notwithstanding the foregoing, if Thalita Leite LLC fails to reasonably make course dates available to Customer, the foregoing deadlines will not apply.

1. Access to Training. Upon payment of all sums due under this Agreement by Customer, Thalita Leite LLC will grant Customer (i) a non-exclusive, nontransferable license to access the particular Training Services for which

Customer has paid, and (ii) a non-exclusive, non- transferable license to use a single copy of the Materials. For On Demand Training, Thalita Leite LLC may provide Customer with an access code for each item purchased and/or detailed instructions how to access on demand training.

Customer agrees and acknowledges that this agreement does not grant Customer the right to teach the CURL-HAIR DEFINING method but only practice the method. The training is an individual training not to be shared with anyone.

Customer agrees not to sell, market and/or share any products or information related to the products used during the training.

2.CUSTOMER OBLIGATIONS

1. Appropriate Behavior. Customer must meet Thalita Leite LLC’s standards for appropriate behavior during the Training Services. Thalita Leite LLC reserves the right to dismiss (without refund) Customer from any instance of the Training Services to maintain a productive classroom environment. In particular, Thalita Leite LLC will not permit Customer to harass other students or instructors, or to act inappropriately or disruptively. For all Training Services taking place at a Thalita Leite LLC designated site, Customer agrees that it will leave all facilities in the same condition as initially provided.
2. Customer agrees, upon completion of the training, to set the price of CURL-HAIR DEFINING method to no less than $200, unless a written permission is granted by Thalita Leite LLC.

3.PAYMENT AND PRICING

1. Prices. Prices will be those in effect on the date the Customer orders the Training Services. Prices do not include taxes or any expenses required by Customer to access the Training Services (for example, Internet access Fees, etc.). Thalita Leite LLC reserves the right to increase prices at any time without prior notice. Thalita Leite LLC will not be responsible for any refunds for Training Services except as explicitly described in this Agreement.

Customer agrees to pay the total sum of $ 2,997 for the training.

1. Change Fees. Customer may request a change in the scheduled date of the Training Services, provided it gives Thalita Leite LLC sufficient notice and agrees to pay a change fee, as described below. Customer will not receive a refund if it attempts to cancel the Training Services other than requesting a change as described herein. If Customer does not attend a scheduled session without properly rescheduling, payment for such Training Services is forfeited. The fee paid by Customer for the Training Services are non-refundable.

Customer may not reschedule Training Services more than one (1) time. For On Demand Training, Customer must use the Training Services during the defined period in which the access code is valid. For Classroom Training, Onsite Training, and Virtual Classroom Training, Customer may request a change in the scheduled date of the Training Services at least thirty (30) full business days prior to the scheduled Training Services. To request such a change, Customer must also pay a change fee equal to ten percent (10%) of the initial price of the class, payable immediately.

4.PROPRIETARY RIGHTS

Notwithstanding anything to the contrary, Thalita Leite LLC retains ownership of all copyright, patent and other intellectual property rights in the Training Services and Materials, including any documentation, data, technical information and know-how provided to Customer. Customer agrees that it must obtain Thalita Leite LLC’s prior written consent before it may: (i) copy any of Thalita Leite LLC’s copyrighted material; (ii) use any recording equipment (including, but not limited to, audio recorders, video recorders, and cameras) during the Training Services; or (iii) use Thalita Leite LLC’s trademarks, trade names, or other designations in any promotion or publication.

5.NONDISCLOSURE

1. Confidential Information. “Confidential Information” means information belonging to or in the possession or control of a party (the “Disclosing Party”), its customers or its suppliers which is of a confidential, proprietary, or trade secret nature, including without limitation all business information, technological information, intellectual property, Exam questions, software, and other information related to Disclosing Party’s business, technology, products, customers, personnel or finances, that the other party (the “Receiving Party”) has access to under this Agreement and that are not readily available to the general public (collectively, “Confidential Information”). As between Disclosing Party and Receiving Party, Confidential Information will remain the property of Disclosing Party. Receiving Party will preserve and protect all Disclosing Party Confidential Information and Receiving Party will not disclose the existence, source, or content of Confidential Information. Neither party will copy or reverse-engineer any Confidential

Information.

1. Exceptions. “Confidential Information” will not include information that (a) is already known to Receiving Party, free of any obligation to keep it confidential; (b) is or becomes publicly known through no wrongful act of Receiving Party; (c) is received by Receiving Party from a third party without any restriction or confidentiality; (d) is independently developed by Receiving Party without reference to Disclosing Party’s Confidential Information; or (e) is disclosed to third parties by Disclosing Party without any obligation of confidentiality.

6.ACCEPTANCE

The Training Services will be deemed satisfactory to Customer and accepted by it unless within five (5) calendar days after the Training Services have been performed, Customer gives Thalita Leite LLC written notice of the respects in which the results do not conform to the applicable requirements together with the supporting document. Upon confirmation by Thalita Leite LLC after investigation for the claim of inadequacy of the Training Services, Thalita Leite LLC’s entire liability and Customer’s exclusive remedy will be for THALITA LEITE LLC to use its reasonable efforts to reperform the Training Services within a reasonable period of time; provided that if Thalita Leite LLC is unable to reperform the Training Services, Thalita Leite LLC may elect to refund all payments actually received from Customer for the particular Training Services deemed unacceptable, in full satisfaction of Thalita Leite LLC’s obligations (the net refund will minus other incur operating expenses such as site renting, break refreshment, set lunch meal provided and other related expenses, if package or as customer request to provision together).

7.REPRESENTATIONS.

ALL TRAINING SERVICES, MATERIALS OR OTHER INFORMATION PROVIDED BY THALITA LEITE LLC UNDER THIS AGREEMENT ARE FURNISHED ON AN “AS-IS” BASIS.THALITA LEITE LLC MAKES NO EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ANY IMPLIED WARRANTIES ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. THALITA LEITE LLC MAKES NO WARRANTY AS TO ANY RESULTS TO BE ATTAINED BY RECEIVING THE TRAINING SERVICES, ATTENDING THE CLASSES, RECEIVING CERTIFICATION OR USING THE MATERIALS PROVIDED HEREUNDER

1. LIMITATION OF LIABILITY

IF CUSTOMER SHOULD BECOME ENTITLED TO CLAIM DAMAGES FROM THALITA LEITE LLC (INCLUDING FOR NEGLIGENCE, STRICT LIABILITY, BREACH OF CONTRACT, MISREPRESENTATION AND OTHER CONTRACT OR TORT CLAIMS) THALITA LEITE LLC WILL BE LIABLE ONLY FOR THE AMOUNT OF CUSTOMER’S ACTUAL DIRECT DAMAGES, NOT TO EXCEED (IN THE AGGREGATE FOR ALL CLAIMS) THE FEES PAID TO THALITA LEITE LLC FOR THE SPECIFIC TRAINING SERVICES GIVING RISE TO SUCH LIABILITY THAT ARE THE SUBJECT OF THE CLAIM. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, IN NO EVENT WILL THALITA LEITE LLC BE LIABLE FOR ANY OF THE FOLLOWING: LOST PROFITS, LOST REVENUE, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

1. INDEMNIFICATION

Customer will indemnify, defend and hold harmless Thalita Leite LLC and her officers, agents, contractors and employees against any loss, damages, fines and expenses (including attorneys’ fees and costs) arising out of or relating to any claims based on an act or omission by Customer that constitutes a violation of this Agreement. Customer agrees to follow safety protocols, to exercise all the required safety measures and processes related to the training techniques, process and products. By signing this document below, I (Customer) expressly accept all risks and hazards associated with my participation in this Training program offered by Thalita Leite LLC, regardless of whether those risks or hazards are known or unknown or whether they are listed within this document or not listed herein.

1. TERMINATION

This Agreement will terminate upon completion of the Training Services or upon cancellation in accordance with this Agreement. Thalita Leite LLC may cancel the Training Services if minimum enrollment requirements are not met, the instructors or engineers are unable to attend, there are technical difficulties, or for any other reason. In such case: (i) Thalita Leite LLC will make reasonable efforts to notify Customer prior to the scheduled date of the Training Services; and (ii)Thalita Leite LLC will only be responsible for refunding the fees for the Training Services under this Agreement. In no event will Thalita Leite LLC be responsible for Customer’s travel expenses. Thalita Leite LLC reserves the right to cancel an Customer’s registration if payment has not been received prior to the class start date. The termination of this Agreement will not relieve Customer from complying with any provisions of this Agreement that contemplate performance subsequent to termination (including, but not limited to, Customer’s confidentiality obligations).

11. GENERAL

a. Assignment. THALITA LEITE LLC may assign this Agreement in her discretion. Customer may not assign, subcontract or otherwise delegate its rights or obligations without the prior written consent of THALITA LEITE LLC, and any attempt to do so will be void. This Agreement will be binding upon the parties’ respective successors and permitted assigns.

1. Waiver. No failure or delay by THALITA LEITE LLC in exercising any right, power or remedy will operate as a waiver. No waiver will be effective unless it is in writing and signed by THALITA LEITE LLC. If THALITA LEITE LLC waives any right, power or remedy it has, such waiver will not waive any successive or other right, power or remedy.

1. Choice of Law. This Agreement will be governed by the laws of the State of Massachusetts, without regard to any provision of Massachusetts law that would require or permit the application of the substantive law of any other jurisdiction.

1. Jurisdiction and Venue. The parties submit to the exclusive jurisdiction of the State of Massachusetts, for any question or dispute arising out of or relating to this Agreement. Due to the high costs and time involved in commercial litigation before a jury, the parties waive all right to a jury trial with respect to any and all issues in any action or proceeding arising out of or related to this Agreement.

1. Severability. The provisions of this Agreement will be deemed severable, and the unenforceability of any one or more provisions will not affect the enforceability of any other provisions. In addition, if any provision of this Agreement, for any reason, is declared to be unenforceable, the parties will substitute an enforceable provision that, to the maximum extent possible under applicable law, preserves the original intentions and economic positions of the parties.

1. Injunctive Relief. Customer agrees that if a court of competent jurisdiction determines that Customer has breached, or attempted or threatened to breach any of its obligations under sections 2, 4 or 5, THALITA LEITE LLC will be entitled to obtain appropriate injunctive relief and other measures restraining further, attempted or threatened breaches, of such obligations. Except where specified to the contrary, all remedies provided in this Agreement are cumulative and in addition to all other remedies that may be available.

1. Notices. All notices to be given to a party under this Agreement must be in writing, sent to the address above or to such other addresses as Customer or THALITA LEITE LLC may designate, by certified mail (return receipt requested), overnight courier, personal delivery, or confirmed email or facsimile.

1. Entire Agreement. In addition to this Agreement and any software license agreements covering products used during the Training Services, to the extent the Training Services under this Agreement include usage of THALITA LEITE LLC’s website, the parties are also bound by the terms of the Terms of Service and Privacy Policy located on such website. Other than such terms, if applicable, this Agreement constitutes the entire agreement between the parties, and supersedes all other prior or contemporaneous communications between the parties (whether written or oral) relating to the subject matter of this Agreement. Unless otherwise expressly provided herein, this Agreement may be modified or amended solely in writing where signed by both parties.

1. Force Majeure. Except for obligations to make payments, neither party will be liable for any delay or failure to meet its obligations under this Agreement due to circumstances beyond its reasonable control, including but not limited to war, riot, insurrection, civil commotion, labor strikes or lockouts, shortages, factory or other labor conditions, fire, flood, earthquake or storm.

1. Non-Solicitation. During the term of this Agreement and for a period of two (2) years after its expiration or termination, Customer will not, either directly or indirectly: (i) employ or solicit for employment any person employed by THALITA LEITE LLC or any of her affiliates then or at any time within the preceding twelve (12) months with whom Customer has worked in the course of performance of this Agreement; or (ii) solicit, or assist in any way in the solicitation of business from any of THALITA LEITE LLC’s customers, either for Customer’s own benefit or the benefit of anyone other than THALITA LEITE LLC, unless the business being solicited is not competitive with the services or products provided by THALITA LEITE LLC or her affiliates.

7.REPRESENTATIONS.

ALL TRAINING SERVICES, MATERIALS OR OTHER INFORMATION PROVIDED BY THALITA LEITE LLC UNDER THIS AGREEMENT ARE FURNISHED ON AN “AS-IS” BASIS.THALITA LEITE LLC MAKES NO EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ANY IMPLIED WARRANTIES ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. THALITA LEITE LLC MAKES NO WARRANTY AS TO ANY RESULTS TO BE ATTAINED BY RECEIVING THE TRAINING SERVICES, ATTENDING THE CLASSES, RECEIVING CERTIFICATION OR USING THE MATERIALS PROVIDED HEREUNDER

1. LIMITATION OF LIABILITY

IF CUSTOMER SHOULD BECOME ENTITLED TO CLAIM DAMAGES FROM THALITA LEITE LLC (INCLUDING FOR NEGLIGENCE, STRICT LIABILITY, BREACH OF CONTRACT, MISREPRESENTATION AND OTHER CONTRACT OR TORT CLAIMS) THALITA LEITE LLC WILL BE LIABLE ONLY FOR THE AMOUNT OF CUSTOMER’S ACTUAL DIRECT DAMAGES, NOT TO EXCEED (IN THE AGGREGATE FOR ALL CLAIMS) THE FEES PAID TO THALITA LEITE LLC FOR THE SPECIFIC TRAINING SERVICES GIVING RISE TO SUCH LIABILITY THAT ARE THE SUBJECT OF THE CLAIM. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, IN NO EVENT WILL THALITA LEITE LLC BE LIABLE FOR ANY OF THE FOLLOWING: LOST PROFITS, LOST REVENUE, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

1. INDEMNIFICATION

Customer will indemnify, defend and hold harmless Thalita Leite LLC and her officers, agents, contractors and employees against any loss, damages, fines and expenses (including attorneys’ fees and costs) arising out of or relating to any claims based on an act or omission by Customer that constitutes a violation of this Agreement. Customer agrees to follow safety protocols, to exercise all the required safety measures and processes related to the training techniques, process and products. By signing this document below, I (Customer) expressly accept all risks and hazards associated with my participation in this Training program offered by Thalita Leite LLC, regardless of whether those risks or hazards are known or unknown or whether they are listed within this document or not listed herein.

1. TERMINATION

This Agreement will terminate upon completion of the Training Services or upon cancellation in accordance with this Agreement. Thalita Leite LLC may cancel the Training Services if minimum enrollment requirements are not met, the instructors or engineers are unable to attend, there are technical difficulties, or for any other reason. In such case: (i) Thalita Leite LLC will make reasonable efforts to notify Customer prior to the scheduled date of the Training Services; and (ii)Thalita Leite LLC will only be responsible for refunding the fees for the Training Services under this Agreement. In no event will Thalita Leite LLC be responsible for Customer’s travel expenses. Thalita Leite LLC reserves the right to cancel an Customer’s registration if payment has not been received prior to the class start date. The termination of this Agreement will not relieve Customer from complying with any provisions of this Agreement that contemplate performance subsequent to termination (including, but not limited to, Customer’s confidentiality obligations).

   11. GENERAL

A. Assignment. THALITA LEITE LLC may assign this Agreement in her discretion. Customer may not assign, subcontract or otherwise delegate its rights or obligations without the prior written consent of THALITA LEITE LLC, and any attempt to do so will be void. This Agreement will be binding upon the parties’ respective successors and permitted assigns.

B. Waiver. No failure or delay by THALITA LEITE LLC in exercising any right, power or remedy will operate as a waiver. No waiver will be effective unless it is in writing and signed by THALITA LEITE LLC. If THALITA LEITE LLC waives any right, power or remedy it has, such waiver will not waive any successive or other right, power or remedy.

C. Choice of Law. This Agreement will be governed by the laws of the State of Massachusetts, without regard to any provision of Massachusetts law that would require or permit the application of the substantive law of any other jurisdiction.

D. Jurisdiction and Venue. The parties submit to the exclusive jurisdiction of the State of Massachusetts, for any question or dispute arising out of or relating to this Agreement. Due to the high costs and time involved in commercial litigation before a jury, the parties waive all right to a jury trial with respect to any and all issues in any action or proceeding arising out of or related to this Agreement.

E. Severability. The provisions of this Agreement will be deemed severable, and the unenforceability of any one or more provisions will not affect the enforceability of any other provisions. In addition, if any provision of this Agreement, for any reason, is declared to be unenforceable, the parties will substitute an enforceable provision that, to the maximum extent possible under applicable law, preserves the original intentions and economic positions of the parties.

F. Injunctive Relief. Customer agrees that if a court of competent jurisdiction determines that Customer has breached, or attempted or threatened to breach any of its obligations under sections 2, 4 or 5, THALITA LEITE LLC will be entitled to obtain appropriate injunctive relief and other measures restraining further, attempted or threatened breaches, of such obligations. Except where specified to the contrary, all remedies provided in this Agreement are cumulative and in addition to all other remedies that may be available.

G. Notices. All notices to be given to a party under this Agreement must be in writing, sent to the address above or to such other addresses as Customer or THALITA LEITE LLC may designate, by certified mail (return receipt requested), overnight courier, personal delivery, or confirmed email or facsimileh.

H. Entire Agreement. In addition to this Agreement and any software license agreements covering products used during the Training Services, to the extent the Training Services under this Agreement include usage of THALITA LEITE LLC’s website, the parties are also bound by the terms of the Terms of Service and Privacy Policy located on such website. Other than such terms, if applicable, this Agreement constitutes the entire agreement between the parties, and supersedes all other prior or contemporaneous communications between the parties (whether written or oral) relating to the subject matter of this Agreement. Unless otherwise expressly provided herein, this Agreement may be modified or amended solely in writing where signed by both parties.

I. Force Majeure. Except for obligations to make payments, neither party will be liable for any delay or failure to meet its obligations under this Agreement due to circumstances beyond its reasonable control, including but not limited to war, riot, insurrection, civil commotion, labor strikes or lockouts, shortages, factory or other labor conditions, fire, flood, earthquake or storm.

J. Non-Solicitation. During the term of this Agreement and for a period of two (2) years after its expiration or termination, Customer will not, either directly or indirectly: (i) employ or solicit for employment any person employed by THALITA LEITE LLC or any of her affiliates then or at any time within the preceding twelve (12) months with whom Customer has worked in the course of performance of this Agreement; or (ii) solicit, or assist in any way in the solicitation of business from any of THALITA LEITE LLC’s customers, either for Customer’s own benefit or the benefit of anyone other than THALITA LEITE LLC, unless the business being solicited is not competitive with the services or products provided by THALITA LEITE LLC or her affiliates.