TMIC MEMBERSHIP AGREEMENT

The Most Important Conversations Foundation
A Florida Non-Profit Corporation

This Membership Agreement (“Agreement”) is entered into between The Most Important Conversations Foundation, a Florida non-profit corporation (“TMIC”), and the individual signing or electronically acknowledging this Agreement (“Member”). By signing, clicking “I Agree,” or otherwise indicating acceptance, Member agrees to be bound by all terms set forth herein.

1. TMIC’S OBLIGATIONS

1.1. Programs and Curriculum

TMIC provides various membership levels offering a wide array of educational personal development and business education programs (“RePrograms”), and supporting products. Each ReProgram includes a proprietary curriculum designed to impart important skills, which may be updated or changed at any time at TMIC’s sole discretion. Members are responsible for complying with all TMIC policies and guidelines, attending RePrograms as scheduled, and making timely payment of all applicable fees. TMIC reserves the right to restrict aspiring members or remove existing members for unacceptable conduct, failure to pay required and agreed-upon fees, or an individual’s non-alignment with the mission, vision, and values of the community.

1.2. Trainers and Experts

TMIC develops its own trainers and experts, and may also contract with third-party trainers and experts to facilitate or instruct any or all programs.

1.3. No Guarantees or Warranties

TMIC makes no guarantees or warranties, implied or explicit, regarding TMIC personnel, training, activities, events, or outcomes from its RePrograms, Lean-In’s, DesignSummits, DesignLabs, or any other TMIC or TMIC Mycelium Network programs, workshops, and courses; nor any supporting printed or digital content provided in connection therewith. Member acknowledges that results occur over time through continuous participation and that TMIC is not responsible for what Member creates in their life or whether Member’s intended outcomes are achieved.

1.4. No Advice

TMIC does not provide financial, medical, legal, or any other form of professional advice of any kind. TMIC provides only a container, context, and ontological methodology to support Member’s personal creative process.

1.5. Rescheduling

TMIC reserves the right to reschedule any ReProgram, Lean-In, DesignSummit, or Mycelium Network event due to any personal or market circumstance, including but not limited to illness, personal matters, war, terrorism, natural disasters, acts of God, government actions, or venue issues. Notice of rescheduling may be provided via email and/or social media at any time prior to the scheduled event.

1.6. Cancellation Policy

If a Member cancels for any reason, the fee will be converted to a TMIC credit applicable toward any future TMIC ReProgram, Lean-In, or DesignSummit. Refunds are available only within the first seventy-two (72) hours after the initial payment is made. Members who fail to attend a ReProgram, Lean-In, DesignSummit, or DesignLab without prior written notice of cancellation (no-show) will forfeit fees paid and may be subject to suspension or termination of membership.

1.7. Event Fees and Attendance

Event fees do not include transportation, travel, or lodging accommodations. TMIC will only reserve space for the Member whose name appears on the registration. All event fees are payable in US Dollars. Event fees are non-refundable after the 72-hour cancellation window described in Section 1.6.

1.8. Non-Transferability

Membership rights are personal and non-transferable. They cannot be assigned, sold, or otherwise transferred to any third party. Membership is granted exclusively to the individual named on the registration and does not extend to any other persons or entities.

1.9. Account Credentials

Members will be provided with unique login credentials for accessing member-only areas of the TMIC platform. Members are solely responsible for keeping their credentials secure and confidential and for all activity occurring under their account.

1.10. Prohibition of Illegal Drugs

Members agree not to use or permit the use of illegal drugs at any TMIC Lean-In, DesignSummit, or TMIC Mycelium Network event.

2. VIRTUAL EVENTS

2.1. No Guarantees or Warranties

TMIC makes no guarantees or warranties, implied or explicit, regarding training, activities, events, programs, courses, or any printed or digital content provided in connection with virtual programming.

2.2. Subscription Fees

All subscription fees are payable in US Dollars and are non-refundable once paid. Members agree not to void, chargeback, or cancel credit card transactions with any sponsoring financial institution.

2.3. Cancellation Policy

Members may cancel their subscription at any time. No refunds will be issued on previously paid fees or monthly subscription charges.

3. RELEASE OF MEDIA RIGHTS

3.1. Grant of Rights

Member grants TMIC a perpetual, irrevocable, royalty-free, and unconditional license and release to use Member’s name, likeness, voice, video, audio, photographs, and images for promotional, commercial, broadcast, educational, or other lawful purposes, without further fee, consent, or recourse.

4. SPAM POLICY

4.1. No Unsolicited Outreach

Members agree not to send unsolicited emails or mailings, or make unsolicited sales calls, to other members of the TMIC community. Spamming the TMIC network is strictly prohibited and may result in immediate termination of membership without refund.

5. TERMINATION

5.1. TMIC’s Right to Terminate

TMIC reserves the right to terminate or suspend any membership at any time, at its sole discretion, including rejecting membership participation without cause.

5.2. Member Obligations upon Termination

Upon termination, Member agrees to immediately leave any TMIC in-person or virtual event upon request by an authorized TMIC representative, event security, or law enforcement. Termination will result in forfeiture of all prepaid fees.

6. REFUND AND LIMITED MONEY-BACK GUARANTEE

6.1. Membership and Event Fees

Monthly memberships may be canceled at any time; no partial-month refunds will be issued. Event fees are non-refundable after seventy-two (72) hours from the time of payment. Refund requests made within that 72-hour window will be honored. No other refund requests will be considered.

6.2. No Warranty on Satisfaction

No claim or warranty is made regarding satisfaction with TMIC educational products or services beyond the limited refund window described herein.

7. NON-DISCLOSURE AGREEMENT

7.1. Confidential Information

Members agree not to disclose any confidential information learned from other members to non-members without the prior written consent of the disclosing member.

7.2. Use of Confidential Information

Members agree not to use confidential information learned from other members for any purpose outside of participation in TMIC programs, without the prior written consent of the disclosing member.

7.3. Third-Party Beneficiaries

This Agreement is entered into for the benefit of all members and signatories, each of whom has the right to enforce the confidentiality obligations set forth herein.

7.4. Exclusions

Confidentiality obligations do not apply to information: (a) expressly designated as non-confidential by the disclosing party; (b) that becomes publicly known through no fault of the receiving party; or (c) lawfully obtained by the receiving party from a third party without restriction.

8. PRODUCT AFFILIATE PROGRAM

This Section governs participation in the TMIC Product Affiliate Program (“Affiliate Program”). Affiliate status is separate from and in addition to general Membership. These terms are legally binding upon any individual who elects to participate as an Affiliate.

8.1. Eligibility

The Affiliate Program is open to both current TMIC Members and non-members. Participation requires agreement to all terms set forth in this Section 8. TMIC reserves the right to approve or deny Affiliate participation at its sole discretion.

8.2. Affiliate Referrals and Commission

Affiliates may earn commission by referring individuals who subsequently purchase qualifying TMIC memberships or event registrations using the Affiliate’s unique referral link or code. Commission rates, qualifying purchases, and payout structures will be established by TMIC and communicated to Affiliates in a separate Commission Schedule, which TMIC may update from time to time in its sole discretion. The then-current Commission Schedule is incorporated into this Agreement by reference.

Commission Schedule:

  • Commission rate: 20%
  • Qualifying products and events: 5% – 20%

8.3. Payment Timeline

Commissions will be paid to Affiliates thirty (30) days after the referred Member’s payment has cleared and any applicable refund or chargeback window has expired without dispute. TMIC will not pay commission on any transaction that is subsequently refunded, charged back, or otherwise reversed.

8.4. Approved Marketing Materials

Affiliates must use only TMIC-approved promotional materials when marketing TMIC programs, memberships, or events. Approved materials will be provided through the TMIC Affiliate portal or by written communication from TMIC. Affiliates may not create or distribute their own TMIC-branded content, modify approved materials, or use the TMIC name, logo, or trademarks in any unauthorized manner.

8.5. Prohibited Representations

Affiliates may not, under any circumstances:

  • Make income claims, earnings guarantees, or outcome promises on behalf of TMIC or regarding TMIC programs;
  • Represent that participation in TMIC will result in any specific financial, personal, or professional outcome;
  • Make any representation, warranty, or guarantee on TMIC’s behalf;
  • Use deceptive, misleading, or high-pressure sales tactics in connection with TMIC;
  • Market TMIC programs through spam, unsolicited outreach, or any means prohibited by applicable law, including the CAN-SPAM Act.

Any violation of this Section 8.5 may result in immediate revocation of Affiliate status and forfeiture of any unpaid commissions.

8.6. Revocation of Affiliate Status

TMIC may revoke an individual’s Affiliate status at any time, with or without cause, upon written or electronic notice. Upon revocation, the Affiliate’s referral link will be deactivated, and commissions will be paid only for qualifying referrals completed prior to the revocation date, subject to the terms of Section 8.3.

8.7. Independent Status

Affiliates are independent parties and not employees, agents, independent contractors, or partners of TMIC. Affiliates have no authority to bind TMIC contractually or otherwise. Affiliates are solely responsible for any applicable taxes on commissions earned through the Affiliate Program.

8.8. Compliance with Law

Affiliates agree to comply with all applicable federal, state, and local laws and regulations in connection with their participation in the Affiliate Program, including applicable FTC disclosure requirements for material connections.

9. MISCELLANEOUS

9.1. Mutual Indemnification

Each party (“Indemnifying Party”) agrees to indemnify, defend, and hold harmless the other party and its affiliates, officers, directors, employees, agents, and representatives from and against any and all claims, losses, liabilities, damages, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (i) any breach of this Agreement by the Indemnifying Party; or (ii) any negligent act, omission, or willful misconduct by the Indemnifying Party or its personnel.

9.2. Member-to-Member Agreements

TMIC is held harmless from all direct or indirect Member-to-Member agreements, investments, or dealings of any kind.

9.3. Insurance

Each party shall maintain, at its own expense, adequate insurance coverage to support its indemnification obligations under this Agreement.

9.4. Tax Responsibility

All applicable state and federal taxes, sales taxes, or fees arising from a Member’s participation or compensation under this Agreement are the sole responsibility of the Member. TMIC is held harmless from any such obligations.

9.5. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without reference to conflict of laws principles.

9.6. Arbitration

All claims and disputes arising out of or relating to this Agreement shall be resolved by binding arbitration in the State of Florida, in accordance with the Commercial Arbitration Rules of the American Arbitration Association and the Federal Arbitration Act. The arbitration award shall be kept confidential. The parties consent to the exclusive jurisdiction of the state and federal courts in Florida for any action to enforce an arbitration award or to obtain interim equitable relief. This agreement to arbitrate shall survive termination or expiration of this Agreement.

9.7. Legal Costs

Each party shall bear its own legal costs, except in cases involving a breach of the indemnification provisions of this Agreement, in which event the breaching party shall be responsible for all reasonable attorneys’ fees and related expenses of the non-breaching party.

9.8. Injunctive Relief

Member acknowledges that a breach of this Agreement may cause irreparable harm to TMIC for which monetary damages would be inadequate, and agrees that TMIC shall be entitled to seek injunctive or other equitable relief without the requirement of posting a bond. Member further agrees to pay all litigation and related expenses TMIC must incur to obtain such relief.

9.9. Severability

If any provision of this Agreement is deemed invalid or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

9.10. Amendment

This Agreement may be amended only by a written document duly executed by all parties. No modification, amendment, or waiver of any provision shall be effective unless in writing and signed by the party to be charged. No written modification shall be construed to waive any rights or obligations of any party unless specifically stated therein.

9.11. Superseding Clause

This Agreement supersedes all prior oral or written understandings between the parties relating to the subject matter herein.

9.12. Acceptance of Terms

By signing this Agreement or electronically acknowledging “I Agree,” Member accepts all terms and conditions set forth herein.

9.13. Survival

The indemnification, confidentiality, media rights, arbitration, and Affiliate obligations set forth in this Agreement shall survive the termination or expiration of this Agreement.