Continuity Program Agreement

THIS AGREEMENT (“Agreement”), made and entered into the day of purchase of Dave Dinkel’s Continuity Mentoring Program is considered the effective date, unless otherwise designated elsewhere, by and between Student (whether individually or jointly, the “Student”) whose principal address is shown on the credit card authorization to Heritage Realty Services, Inc., a Florida corporation (“HRS”), its successors or assigns, having an address of P.O. Box 4806, Hollywood, FL 33081-4806. Student and HRS and/or Dave Dinkel are sometimes collectively referred to herein as “Parties” and singularly as “Party”.

R E C I T A L S:

HRS and/or Dave Dinkel provide Dave Dinkel’s Continuity Mentoring Program materials and/or consulting on a monthly basis and Student desires to enter into a continuing services agreement (“CSA”) for the monthly service. The Parties desire to document their ongoing relationship upon the terms and conditions hereinafter set forth.

BECAUSE of these premises and the mutual covenants and agreements herein contained, and other good and valuable consideration, the receipt and sufficiency hereby acknowledged, the Parties hereto agree as follows:

  1. Recitals.

The foregoing recitals are true and correct and are incorporated herein by reference.

  1. Continuing Services.

This CSA begins with the effective date of this agreement. The per-month rate for the CSA is currently $197.00 (one hundred ninety-seven dollars and 0.00 cents) and will remain the same while the Student has kept his CSA effectively.  Student must provide payment of $197.00 to make this agreement effective. The due date in subsequent months shall be the same day of the month as is the effective date of this agreement. Student understands that he will be charged monthly until such time as he gives five (5) days’ notice to HRS and/or Dave Dinkel at that you wish to stop the Continuity Mentoring Program. If the first month’s payment of $197.00 is not received within 5 days of the effective date of this agreement, or within 5 days of the due date in any subsequent month, the CSA shall automatically terminate and the Student will not receive further materials and/or consulting. No portion of any monthly CSA payment may be refunded.

  1. Renewal and Termination.

The CSA shall renew automatically each month unless either party notifies the other 5 (five) days prior to the monthly payment due date. After such termination, Student will not receive or be entitled to receive any additional materials and/or consulting services and materials already received may not be viewed again. See paragraph 12 for Notice provision.

  1. Mentor Materials, Consultation and Monthly Delivery.

Upon payment of the monthly CSA amount, HRS shall provide Student with usual and customary materials and/or consulting for the Continuity Mentoring Program delivered in a manner HRS deems appropriate. Materials and/or consulting is delivered in a continuous and sequential manner to Student according to a schedule commencing with the Student’s effective date. HRS reserves the right to amend or alter the materials and/or consulting based updates to the Continuity Mentoring Program. The sequential delivery of materials and/or consulting is dependent on payment of the monthly subscription amount. Student shall not receive materials and/or consulting in advance of those scheduled unless agreed to by both Parties. Student may download materials received for his/own use but further distribution of copyrighted materials is strictly prohibited.

  1. Expenses.

Student shall be solely responsible for all advertising and marketing expenses.

  1. Indemnification.

With respect to any real estate transaction in which the Student agrees to enter into, the Student acknowledges that Student is solely responsible for all of the obligations contained within such real estate contract. Student agrees to indemnify and hold harmless HRS, its employees, consultants, vendors, affiliates and affiliated entities for all losses, including, but not limited to, reasonable attorney fees and expenses, arising from any real estate transaction in which the Student chooses to participate. Student is not required to participate in any real estate transaction.

  1. Termination.

HRS shall not be liable or responsible for Student’s misdeeds, inappropriate behavior within the real estate community, or illegal activities. Should HRS find Student’s activities to be so offensive to the sensibilities of HRS, or if HRS and the Student can no longer maintain a meaningful business relationship so as to assist the Student in real estate transactions in its sole reasonable opinion, HRS shall have the right to terminate this Agreement without refund of any portion of the then current subscription payment.  HRS and/or Dave Dinkel reserve the right to terminate the Student’s account with or without cause at any time.

  1. Confidentiality.

Student acknowledges that a great deal of time, money and effort has been spent in assembling the materials to be distributed through the Continuity Mentoring Program.  As such, Student shall have the right to use such materials only for Student’s own use. Student shall not disclose the terms of this Agreement or copy such materials and/or distribute such materials other than in the ordinary course of business related to a transaction.

  1. Disclaimer.
  2. a) Educational Purposes.

All information Student derives from HRS shall be construed as for educational purposes only and not as legal, accounting or financial advice.  Student is urged to consult a licensed real estate attorney or financial professional prior to usage of any materials received for the Mentoring or during the Additional Consulting Services Agreement.

  1. b) Substantial Risk.

Real estate investing involves substantial risk, including, but not limited to, leverage, market conditions, and other factors and is not appropriate for all investors. Investors should understand these and additional risks before implementing the ideas presented in the Continuity Mentoring Program and during the subscription period of Additional Consulting Services. The Continuity Mentoring Program materials and/or consulting utilize certain assumptions for illustrative purposes only, and the examples presented may not correspond to your current particular situation. They are not intended to portray a specific recommendation or a course of action. HRS makes no recommendations and does not provide financial, tax or legal advice and the Student should retain appropriate financial, tax or legal representation.

  1. Grant of Image and Vocal Rights.

Student grants HRS and/or Dave Dinkel the right to use Student’s image, both in the form of still photographs and video, together with audio clips of Student’s voice for promotional purposes and advertising.

  1. Notice.

Notice regarding any portion of this agreement, including but not limited to cancellation of the CSA, shall be delivered to the respective parties as described in second paragraph shown as “2. “Continuing Services.”  on page 1 of this agreement.

  1. Miscellaneous Provisions.

(a) Further Assurances.

All Parties shall execute and deliver such other instruments and do such other acts as may be necessary to carry out the intent and purposes of this Agreement.

(b) Gender.

Whenever the context may require, any pronouns used herein shall include the corresponding masculine, feminine or neuter forms, and the singular form of nouns and pronouns shall include the plural and vice versa.

(c) Counterparts.

This Agreement may be executed in any number of counterparts. All executed counterparts shall constitute one agreement, notwithstanding that all signatories are not signatories to the original or the same counterpart.

(d) Captions.

The captions contained in this Agreement are inserted only as a matter of convenience and in no way define, limit, extend or prescribe the scope of this Agreement or the intent of any provision hereof.

(e) Completeness and Modification.

This Agreement constitutes the entire understanding among the Parties concerning the subject matter hereof and it supersedes all prior or contemporaneous agreements or understandings. No waiver or modification of the terms hereof shall be valid unless in writing signed by the Party or Parties to be charged and only to the extent therein set forth. No covenant, representation or condition not expressed in this Agreement shall offset or be effective to interpret, change or restrict the express provisions of this Agreement.

(f) Severability.

The invalidity in whole or in part of any covenant, promise or undertaking, or any section, subsection, paragraph, sentence, clause, phrase or work,   or of any provision of this Agreement shall not affect the validity of the remaining portions thereof.

(g) Governing Law and Venue.

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida.

The Parties hereto agree that all actions and proceedings relating directly or indirectly hereto shall be litigated in any state court located in Broward County, Florida, and the Parties hereby expressly consent to the jurisdiction of any such courts and to venue therein and consent to service of process in any such action or proceeding by certified or registered mailing of the summons and complaint therein directed to the Parties at their respective addresses set forth in this Agreement.

(h) Construction.

Each Party has reviewed this Agreement and the rule of construction that ambiguities are to be resolved against the Party drafting this Agreement shall not apply.

(i) Binding Effect. This Agreement shall be binding upon the heirs,

personal representatives, guardians, legal representatives, administrators, assigns and successors of the Parties hereto.

(j) Attorney’s Fees.

In the event of any litigation arising out of this Agreement, the prevailing Party shall be entitled to court costs and reasonable attorney’s fees at the trial and at the appellate levels and post judgment proceedings.

IN WITNESS WHEREOF, the Parties hereto have electronically executed this Agreement by submission and acceptance of the credit card purchase of the HRS/Dave Dinkel’s Continuity Mentoring Program online starting on the same day and date as the credit card is processed.

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