Terms & Conditions
TERMS AND CONDITIONS: CERTIFICATION IN EMOTIONAL AGILITY
These Terms & Conditions ("Terms") govern your participation in the Emotional Agility Certification Program ("Certification Program") provided by Evidence Based Psychology LLC
("EBP") and its affiliates, including but not limited to Susan David, Ph.D. ("Provider"). These Terms apply only to the Certification Program. By registering for the Certification Program, you ("you,"
"Participant") agree to be bound by these Terms. If you are registering on behalf of a company, organization, or other third party, you confirm that you have authority to bind that entity and that both you and the entity are bound by these Terms. These Terms incorporate by reference any applicable Order Form and relevant exhibits or statements of work. These Terms are effective as of March 1, 2025 and supersede any prior versions. 1. DEFINITIONS Participant: Any individual enrolled in the Certification Program. Certified Practitioner: A Participant who has successfully completed the Certification Program and remains in good standing under these Terms. Client: A company or organization purchasing Certification Program access for one or more Participants. Order Form: A document issued by EBP and accepted by the Client or Participant that outlines fees, deliverables, and any applicable payment terms for the Certification Program. 2. ACCEPTANCE AND SCOPE You accept these Terms by purchasing, registering for, or accessing the Certification Program. In the event of a conflict between these Terms and an Order Form, the Order Form will prevail with respect to fees, dates, or deliverables. These Terms supersede all prior proposals, statements, or representations related to the Certification Program unless specifically incorporated herein. These Terms apply whether you register and pay via our website checkout, or receive an invoice, proposal, or Order Form from EBP. By completing either process, you agree to be bound by these Terms.
("EBP") and its affiliates, including but not limited to Susan David, Ph.D. ("Provider"). These Terms apply only to the Certification Program. By registering for the Certification Program, you ("you,"
"Participant") agree to be bound by these Terms. If you are registering on behalf of a company, organization, or other third party, you confirm that you have authority to bind that entity and that both you and the entity are bound by these Terms. These Terms incorporate by reference any applicable Order Form and relevant exhibits or statements of work. These Terms are effective as of March 1, 2025 and supersede any prior versions. 1. DEFINITIONS Participant: Any individual enrolled in the Certification Program. Certified Practitioner: A Participant who has successfully completed the Certification Program and remains in good standing under these Terms. Client: A company or organization purchasing Certification Program access for one or more Participants. Order Form: A document issued by EBP and accepted by the Client or Participant that outlines fees, deliverables, and any applicable payment terms for the Certification Program. 2. ACCEPTANCE AND SCOPE You accept these Terms by purchasing, registering for, or accessing the Certification Program. In the event of a conflict between these Terms and an Order Form, the Order Form will prevail with respect to fees, dates, or deliverables. These Terms supersede all prior proposals, statements, or representations related to the Certification Program unless specifically incorporated herein. These Terms apply whether you register and pay via our website checkout, or receive an invoice, proposal, or Order Form from EBP. By completing either process, you agree to be bound by these Terms.
3. ACCOUNTS AND RESPONSIBILITIES You must be at least 18 years old to participate in the Certification Program. If access to a course portal or participant platform is provided, you must maintain the confidentiality of your login credentials and are responsible for all activity under your account. EBP may limit access to digital materials after the conclusion of the program. These Terms do not create an employment, agency, or partnership relationship between you and EBP. 4. CERTIFICATION PROGRAM The Emotional Agility Certification Program trains professionals in Emotional Agility for use with clients or within organizations. Successful completion grants a credential (e.g., “Certified Emotional Agility Practitioner™”), subject to changes in name or branding. Enrollment in the Certification in Emotional Agility includes: (a) access to the Certification Toolkit for limited professional use (as outlined in the IP section), (b) participation in three post-program cohort calls, (c) preferred pricing on access to the Emotional Agility Microskills Library, and (d) priority access to future Susan David learning offerings. These benefits are part of the program purchase but may be modified or updated by EBP as needed for operational reasons. Preferred pricing, early access, and other program-linked benefits depend on the continued availability of the associated offerings. EBP reserves the right to withdraw, discontinue, or replace any product or service (including the Microskills Library or Learning Journeys) at its sole discretion. No refund or compensation will be issued based on such changes. Credential, Branding, and IP
Upon successful completion of the certification program, EBP grants Certified Practitioners a limited, non-exclusive license to use the Certification Toolkit and associated materials in their own professional practice with clients or within their organization. This license permits duplication of toolkit worksheets or exercises only for direct use with the Certified Practitioner’s clients or internal teams. Materials may not be resold, published, shared publicly, or used to create new commercial offerings. All copyright notices must be preserved. Any use outside this scope is a violation of these Terms. The license granted under these Terms applies only to the Certification Toolkit and associated program materials expressly designated by EBP. No license is granted to use any other EBP intellectual property, frameworks, logos, language, courses, or products. All rights not expressly granted herein are reserved by EBP. Certified individuals may refer to themselves using the approved credential. Use of official logos or badges is limited to what EBP provides and only in accordance with brand guidelines. Emotional Agility™ and related marks can only be used per brand guidelines and must cease if certification lapses. Certified Practitioners may refer to their credential in accurate, non-misleading ways (e.g.,
“Certified in Emotional Agility™ by Susan David, Ph.D.”). EBP may issue a digital badge or designation for professional use. You may use this credential in resumes, biographies, and marketing materials, provided it is not presented in a way that implies partnership, employment, or that you are authorized to certify others or grant the use of Emotional Agility-related credentials. Use of EBP or Susan David trademarks beyond credential reference is prohibited without prior written permission.
Upon successful completion of the certification program, EBP grants Certified Practitioners a limited, non-exclusive license to use the Certification Toolkit and associated materials in their own professional practice with clients or within their organization. This license permits duplication of toolkit worksheets or exercises only for direct use with the Certified Practitioner’s clients or internal teams. Materials may not be resold, published, shared publicly, or used to create new commercial offerings. All copyright notices must be preserved. Any use outside this scope is a violation of these Terms. The license granted under these Terms applies only to the Certification Toolkit and associated program materials expressly designated by EBP. No license is granted to use any other EBP intellectual property, frameworks, logos, language, courses, or products. All rights not expressly granted herein are reserved by EBP. Certified individuals may refer to themselves using the approved credential. Use of official logos or badges is limited to what EBP provides and only in accordance with brand guidelines. Emotional Agility™ and related marks can only be used per brand guidelines and must cease if certification lapses. Certified Practitioners may refer to their credential in accurate, non-misleading ways (e.g.,
“Certified in Emotional Agility™ by Susan David, Ph.D.”). EBP may issue a digital badge or designation for professional use. You may use this credential in resumes, biographies, and marketing materials, provided it is not presented in a way that implies partnership, employment, or that you are authorized to certify others or grant the use of Emotional Agility-related credentials. Use of EBP or Susan David trademarks beyond credential reference is prohibited without prior written permission.
If certification is revoked, expires, or is not renewed, the Participant must immediately cease all use of Certification Toolkit materials, branding, and licensed content. The Participant agrees to immediately and permanently delete all EBP-provided digital files, including slides, toolkits, or other Certification materials, upon expiration, non-renewal, or revocation of certification. This includes materials stored on personal, organizational, or third-party systems. EBP may, at its discretion, request written certification of deletion. EBP reserves the right to suspend access to digital materials at any time to prevent misuse or enforce compliance with these Terms. Use Restrictions
Certification does not authorize you to certify others. You must only offer services consistent with your professional qualifications. Certification does not grant legal authority to provide therapy unless you already hold such a license. You must not alter foundational principles, white-label the framework, or misrepresent it. Certified individuals may not remix or deliver Emotional Agility content in ways that omit core principles or combine it with unrelated methodologies without written approval. You may not use “Susan David,” “Emotional Agility,” or EBP branding in a way that implies employment, partnership, or endorsement. Renewal and Revocation
EBP may revise the Emotional Agility curriculum, certification materials, or branding guidelines at any time. Certified Practitioners must adopt any such updates to maintain active certification status. Continued use of outdated or unauthorized versions may result in suspension or revocation of certification. EBP reserves the right to retire the Certification Program or materially change its structure. In such a case, EBP may phase out certification rights over time or establish a new model. Active Certified Practitioners will be notified and may be offered transition options at EBP’s discretion. Certification does not entitle the holder to ongoing or perpetual access. Attendance alone does not guarantee certification. You must complete all assessments. Certification is valid for two (2) years. To maintain certification beyond that term, you must complete the renewal process defined by EBP, which may include updated training, values reaffirmation, and a renewal fee. EBP does not currently require recertification through examination. This renewal process may include payment of a recertification fee, completion of updated training modules, continued engagement with EBP’s standards, and agreement to the most current Terms and brand guidelines. If certification is not renewed, all rights to use the credential, associated materials, and trademarks expire immediately. In addition to the two-year certification term, EBP may require annual reaffirmation of alignment and payment of a licensing or platform access fee to maintain active certification status, including continued rights to use program materials and marks. This fee supports continued access to official certification materials, brand assets, directories, and associated benefits. Certification status may be suspended or revoked if this fee is not paid. EBP may revoke certification for breach of Terms, unethical behavior, credential misrepresentation, or public behavior or commentary that undermines EBP’s mission or integrity. EBP may publicly list Certified Practitioners but does not guarantee endorsement or exclusivity.
Certification does not authorize you to certify others. You must only offer services consistent with your professional qualifications. Certification does not grant legal authority to provide therapy unless you already hold such a license. You must not alter foundational principles, white-label the framework, or misrepresent it. Certified individuals may not remix or deliver Emotional Agility content in ways that omit core principles or combine it with unrelated methodologies without written approval. You may not use “Susan David,” “Emotional Agility,” or EBP branding in a way that implies employment, partnership, or endorsement. Renewal and Revocation
EBP may revise the Emotional Agility curriculum, certification materials, or branding guidelines at any time. Certified Practitioners must adopt any such updates to maintain active certification status. Continued use of outdated or unauthorized versions may result in suspension or revocation of certification. EBP reserves the right to retire the Certification Program or materially change its structure. In such a case, EBP may phase out certification rights over time or establish a new model. Active Certified Practitioners will be notified and may be offered transition options at EBP’s discretion. Certification does not entitle the holder to ongoing or perpetual access. Attendance alone does not guarantee certification. You must complete all assessments. Certification is valid for two (2) years. To maintain certification beyond that term, you must complete the renewal process defined by EBP, which may include updated training, values reaffirmation, and a renewal fee. EBP does not currently require recertification through examination. This renewal process may include payment of a recertification fee, completion of updated training modules, continued engagement with EBP’s standards, and agreement to the most current Terms and brand guidelines. If certification is not renewed, all rights to use the credential, associated materials, and trademarks expire immediately. In addition to the two-year certification term, EBP may require annual reaffirmation of alignment and payment of a licensing or platform access fee to maintain active certification status, including continued rights to use program materials and marks. This fee supports continued access to official certification materials, brand assets, directories, and associated benefits. Certification status may be suspended or revoked if this fee is not paid. EBP may revoke certification for breach of Terms, unethical behavior, credential misrepresentation, or public behavior or commentary that undermines EBP’s mission or integrity. EBP may publicly list Certified Practitioners but does not guarantee endorsement or exclusivity.
Values Alignment and Conduct
You agree to uphold EBP’s evidence-based, human-centered values. You must treat others with dignity and respect and avoid behavior that could undermine the credibility of EBP. Offer critical feedback directly to EBP, not via public forums. Confidentiality & Community Protections
By participating in the Certification Program, you grant EBP the right to capture video, audio, and photographic recordings of sessions, including your participation and contributions, for lawful purposes including training, marketing, archival, research, and future commercial distribution (e.g., incorporation into future digital course versions). You also grant EBP permission to use your name, likeness, voice, and any written or recorded testimonials provided by you in connection with the Certification Program. If you do not consent to being recorded or featured, you must notify EBP in writing in advance. You must maintain the confidentiality of other participants’ personal stories, disclosures, and contributions. You may not record, distribute, or share content from live or group sessions unless you receive explicit permission from EBP in writing. You may not use program-derived information to disparage or misrepresent others. Changes
The Certification in Emotional Agility is an immersive, in-person experience. While EBP will make reasonable efforts to deliver the program as advertised, including the venue and activities, EBP reserves the right to adjust program format, location, or features as necessary due to operational or unforeseen circumstances. These changes do not entitle participants to a refund. Disclaimers & Liability
The program is educational and not a substitute for clinical advice. Participation is voluntary and at your own risk. EBP’s liability is limited to the amount paid for the program. No liability for indirect, incidental, or consequential damages. The specific program details, FAQs, and purchase terms listed on the product page at the time of purchase are hereby incorporated into these Terms by reference. In the event of any conflict, those product-specific terms will govern participation in the Certification Program. Some in-person program elements may involve light physical activity or interaction with animals or natural environments. By participating, you acknowledge and voluntarily assume all risks associated with these activities. You agree to follow all safety guidance provided by EBP or the venue. To the fullest extent permitted by law, you release EBP from liability for any personal injury or property damage incurred during such activities, except where caused by EBP’s gross negligence or willful misconduct. Certified Practitioners may, at EBP’s discretion, be granted access to directories, online community platforms, and program updates. These resources are made available as a courtesy for active Certified Practitioners in good standing. EBP may modify, suspend, or discontinue any of these benefits at any time without notice or compensation.
You agree to uphold EBP’s evidence-based, human-centered values. You must treat others with dignity and respect and avoid behavior that could undermine the credibility of EBP. Offer critical feedback directly to EBP, not via public forums. Confidentiality & Community Protections
By participating in the Certification Program, you grant EBP the right to capture video, audio, and photographic recordings of sessions, including your participation and contributions, for lawful purposes including training, marketing, archival, research, and future commercial distribution (e.g., incorporation into future digital course versions). You also grant EBP permission to use your name, likeness, voice, and any written or recorded testimonials provided by you in connection with the Certification Program. If you do not consent to being recorded or featured, you must notify EBP in writing in advance. You must maintain the confidentiality of other participants’ personal stories, disclosures, and contributions. You may not record, distribute, or share content from live or group sessions unless you receive explicit permission from EBP in writing. You may not use program-derived information to disparage or misrepresent others. Changes
The Certification in Emotional Agility is an immersive, in-person experience. While EBP will make reasonable efforts to deliver the program as advertised, including the venue and activities, EBP reserves the right to adjust program format, location, or features as necessary due to operational or unforeseen circumstances. These changes do not entitle participants to a refund. Disclaimers & Liability
The program is educational and not a substitute for clinical advice. Participation is voluntary and at your own risk. EBP’s liability is limited to the amount paid for the program. No liability for indirect, incidental, or consequential damages. The specific program details, FAQs, and purchase terms listed on the product page at the time of purchase are hereby incorporated into these Terms by reference. In the event of any conflict, those product-specific terms will govern participation in the Certification Program. Some in-person program elements may involve light physical activity or interaction with animals or natural environments. By participating, you acknowledge and voluntarily assume all risks associated with these activities. You agree to follow all safety guidance provided by EBP or the venue. To the fullest extent permitted by law, you release EBP from liability for any personal injury or property damage incurred during such activities, except where caused by EBP’s gross negligence or willful misconduct. Certified Practitioners may, at EBP’s discretion, be granted access to directories, online community platforms, and program updates. These resources are made available as a courtesy for active Certified Practitioners in good standing. EBP may modify, suspend, or discontinue any of these benefits at any time without notice or compensation.
5. PAYMENT, INVOICING, REFUNDS, AND TAXES 5.1 Refund & Cancellation Policy All sales are final. No refunds for any reason, including partial or non-attendance. No refunds will be issued for dissatisfaction with the program experience, failure to attend, or changes in the participant’s personal or professional circumstances. Your seat is reserved and may not be carried over to a future session. If EBP cancels the Certification Program for any reason not covered by Force Majeure, EBP will issue a full refund of the registration fee. If the program is rescheduled, the participant’s registration will be honored for the new dates; if the participant is unable to attend the new dates, they may request a refund. EBP is not responsible for any other costs incurred by the participant, including travel or accommodation expenses. EBP reserves the right to deny refunds or transfers if it reasonably suspects abuse of refund policies or misconduct in relation to its Products and Services. Personal circumstances, including participant illness, scheduling conflicts, or travel disruptions, do not entitle the participant to cancel or receive a refund. Participants are encouraged to obtain travel insurance for protection against unexpected changes. Notwithstanding any other provision in these Terms, Certification Program registrations are transferable to another qualified participant by request no later than fifteen (15) days before the program start date, subject to EBP approval. Transfers are permitted on a one-time basis only, and the substitute participant must agree to these Terms. Deposits, where applicable, reflect commitment to the program; the full balance remains payable as agreed with EBP. 5.2 Travel & Insurance Participants are solely responsible for arranging and paying for their own travel and accommodation. Any information provided by EBP about third-party lodging or transportation is for informational purposes only. EBP is not liable for the quality, availability, refundability, or safety of any third-party travel or lodging provider, even if mentioned on EBP platforms. Participants are strongly advised to obtain travel insurance for protection against unexpected changes. EBP will not refund or reimburse travel or accommodation expenses under any circumstance. 5.3 Payment Terms Payment is due in full at checkout unless otherwise agreed in writing with EBP. Where EBP has agreed to alternate payment terms, such as a deposit and a scheduled balance, payment obligations are binding once enrollment is confirmed. Invoiced registrations must be paid within thirty (30) days of the invoice date unless other terms are specified in the Order Form. Overdue balances may accrue interest at 1.5% per month (or the maximum allowed by law). EBP reserves the right to suspend or revoke enrollment for non-payment.
5.4 Taxes The Client or Participant is responsible for all applicable taxes, duties, or assessments. If EBP is required to collect any taxes, the payer agrees to reimburse those amounts unless a valid tax exemption certificate is provided. 6. CONFIDENTIALITY “Confidential Information” refers to any non-public information disclosed by one party to the other, which is either marked confidential or would reasonably be understood to be confidential. Confidential Information does not include information that: (a) is or becomes publicly known without breach, (b) was lawfully known to the receiving party without obligation, (c) is independently developed, or (d) is lawfully received from another source. Each party agrees to protect the other’s Confidential Information using the same degree of care it uses for its own similar information, and no less than reasonable care. Disclosure is permitted only to affiliates or subcontractors who need access to perform services and who are bound by comparable confidentiality obligations. If disclosure is legally compelled, the disclosing party must provide prompt notice (unless prohibited by law) and allow the other party to seek a protective order. Suggestions and feedback provided by users may be used by EBP without restriction. EBP may also use deidentified data and non-privileged communications for product improvement, research, or illustrative examples. If you submit or upload any content, comments, feedback, or materials, you grant EBP a worldwide, irrevocable, royalty-free license to use, reproduce, adapt, publish, or distribute such content for lawful purposes. Do not submit confidential or proprietary materials unless you wish them to become non-confidential. 7. PUBLICITY AND REFERENCES Unless otherwise agreed in writing, the Client grants EBP the right to reference the Client’s name and logo in marketing materials, case studies, and on EBP’s website. This permission can be revoked in writing and will apply to future use only. The Client may also be listed as a reference contact, which may be withdrawn at any time by written request. 8. RIGHT TO MODIFY OR WITHDRAW OFFERINGS EBP reserves the right to modify, discontinue, or withdraw any product, service, promotion, or bonus feature at any time, without liability. This includes but is not limited to pricing tiers, access bonuses, or discount structures.
EBP also reserves the right to refuse or cancel an order if the program has reached capacity or due to a technical, pricing, or eligibility error. 9. ASSIGNMENT, TRANSFER, AND IP SALE EBP may assign or transfer any of its rights, obligations, or intellectual property under these Terms, including the full or partial sale or licensing of the Emotional Agility Certification, Toolkit, branding, content, digital assets, and participant records to a third party. In such cases, the assignee will assume responsibility for performance of all participant-facing obligations. Assignment does not constitute grounds for refund or cancellation. EBP makes no guarantee that the program format, instructor access, branding, or benefits will remain unchanged after such assignment. 10. FORCE MAJEURE EBP shall not be liable for delays or failure to perform obligations under these Terms due to causes beyond their reasonable control, including but not limited to natural disasters, war, strikes, illness, travel bans, or venue closures. In the event of instructor unavailability, EBP may substitute qualified facilitators without obligation to issue a refund. In such cases, EBP will make good faith efforts to reschedule services or provide alternative access but does not guarantee refunds. If EBP cancels the event in its entirety due to a Force Majeure event, a full refund of the registration fee will be provided as the participant’s sole remedy. EBP is not liable for any other costs, including travel or accommodation expenses. 11. TERM AND TERMINATION Termination under this section does not override the refund policies outlined in Section 5.1. Unless expressly stated otherwise, termination by the participant does not entitle them to a refund for any Certification Program. These Terms remain in effect unless and until terminated by either party or as defined in the applicable Order Form. Termination of one service does not terminate other services unless expressly stated. Either party may terminate services for material breach if the breach is not cured within thirty (30) days of written notice. Upon termination: The Client must pay for all services rendered through the termination date; The Client must cease use and delete all content, providing written certification if requested. 12. INTELLECTUAL PROPERTY All content, design, frameworks, code, trademarks, and other intellectual property associated with the Certification Program are the sole and exclusive property of EBP. By participating in a Certification Program you receive only a limited, non-exclusive, non-sublicensable license to use the provided materials under the terms described herein.
You may not create derivative works, reverse-engineer, sub-license, republish, or otherwise exploit EBP’s materials without express written permission. EBP, its affiliates, and licensors retain all rights, title, and interest in and to the Certification Program, including but not limited to the curriculum, Toolkit, slide decks, frameworks, visuals, branding, and any digital content, code, or supporting materials. These materials are protected under copyright, trademark, and other intellectual property laws. No ownership rights are transferred to the Participant or Client. The limited license to use Certification Toolkit materials is governed strictly by the Terms set forth in Section 4. Upon termination, expiration, or non-renewal of certification, all rights to use these materials immediately cease. All rights not expressly granted are reserved. “Emotional Agility™” and related marks are protected trademarks. You may not use these marks in ways that create confusion or imply unauthorized affiliation or endorsement. 13. DISCLAIMERS This Certification is educational only does not replace medical, psychological, or other professional advice. EBP does not promise specific outcomes. All offerings are provided “as is” and “as available” without warranties of any kind (express or implied). Participation in any Product or Service does not guarantee any credential recognition, job placement, business outcome, or skill level. Outcomes depend on each participant’s effort, context, and the discretion of third-party organizations. No representation is made that completion of any program will result in continuing education credits, endorsements, or professional advancement. EBP may seek third-party accreditation or continuing education unit (CEU) approval from organizations such as ICF, SHRM, or similar professional bodies. However, EBP makes no warranty or guarantee that such approval will be granted. No refunds or compensation will be provided based on the availability or unavailability of CEUs or other third-party endorsements. 14. LIMITATION OF LIABILITY To the fullest extent permitted by law, EBP’s liability for any claim arising out of or relating to these Terms is limited to the amount paid by the Participant or Client for the Product or Service giving rise to the claim in the preceding twelve (12) months. EBP shall not be liable for any indirect, incidental, consequential, special, or exemplary damages, including but not limited to lost profits, business interruption, or data loss, even if advised of the possibility of such damages. This limitation does not apply to liability for gross negligence, willful misconduct, or where prohibited by law.
15. INDEMNIFICATION By EBP:
EBP will defend and indemnify the Client or Participant against third-party claims that the authorized use of the Certification Toolkit, as provided by EBP under these Terms, infringes any U.S. intellectual property right, provided that the Participant promptly notifies EBP of the claim, provides reasonable cooperation, and allows EBP to control the defense and settlement. This indemnity does not apply to modifications made by the Participant or to use outside the scope of the Certification Program license. By the Client:
The Client agrees to indemnify EBP for misuse of Certification Program materials or breach of these Terms. 16. DISPUTE RESOLUTION AND ARBITRATION You agree to resolve disputes with EBP solely on an individual basis and waive the right to participate in any class, consolidated, or representative action. You may opt out of binding arbitration by sending written notice to info@susandavid.com within forty-five (45) days of your first purchase or access. If you opt out, disputes shall be resolved in the state or federal courts of Middlesex County, Massachusetts. These Terms are governed by the laws of the Commonwealth of Massachusetts, excluding its conflict of laws principles. In the event of any dispute, the parties agree to first attempt resolution through non-binding mediation administered by the American Arbitration Association (AAA). If the dispute is not resolved through mediation, it shall be submitted to binding arbitration under the AAA Commercial Arbitration Rules. The arbitration shall be conducted in Boston, Massachusetts, unless otherwise agreed. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The prevailing party in any arbitration or legal proceeding shall be entitled to recover reasonable attorney’s fees and costs. Nothing in this section prevents EBP from seeking injunctive or equitable relief for unauthorized use or disclosure of confidential or proprietary information. 17. SEVERABILITY If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. Any waiver must be in writing and signed by the waiving party. No waiver of any breach or default shall be deemed a waiver of any subsequent breach or default.
EBP will defend and indemnify the Client or Participant against third-party claims that the authorized use of the Certification Toolkit, as provided by EBP under these Terms, infringes any U.S. intellectual property right, provided that the Participant promptly notifies EBP of the claim, provides reasonable cooperation, and allows EBP to control the defense and settlement. This indemnity does not apply to modifications made by the Participant or to use outside the scope of the Certification Program license. By the Client:
The Client agrees to indemnify EBP for misuse of Certification Program materials or breach of these Terms. 16. DISPUTE RESOLUTION AND ARBITRATION You agree to resolve disputes with EBP solely on an individual basis and waive the right to participate in any class, consolidated, or representative action. You may opt out of binding arbitration by sending written notice to info@susandavid.com within forty-five (45) days of your first purchase or access. If you opt out, disputes shall be resolved in the state or federal courts of Middlesex County, Massachusetts. These Terms are governed by the laws of the Commonwealth of Massachusetts, excluding its conflict of laws principles. In the event of any dispute, the parties agree to first attempt resolution through non-binding mediation administered by the American Arbitration Association (AAA). If the dispute is not resolved through mediation, it shall be submitted to binding arbitration under the AAA Commercial Arbitration Rules. The arbitration shall be conducted in Boston, Massachusetts, unless otherwise agreed. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The prevailing party in any arbitration or legal proceeding shall be entitled to recover reasonable attorney’s fees and costs. Nothing in this section prevents EBP from seeking injunctive or equitable relief for unauthorized use or disclosure of confidential or proprietary information. 17. SEVERABILITY If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. Any waiver must be in writing and signed by the waiving party. No waiver of any breach or default shall be deemed a waiver of any subsequent breach or default.
18. ENTIRE AGREEMENT & UPDATES These Terms, together with any applicable Order Forms or additional written agreements, represent the entire agreement between you and EBP regarding the Certification Program. They supersede any prior oral or written understandings. EBP reserves the right to modify these Terms at any time. You will be notified of material changes, and your continued use of the Products and Services following any update constitutes your acceptance of the revised Terms. 19. FINAL ACKNOWLEDGMENT By registering for Emotional Agility Certification, you acknowledge that you have read, understood, and agree to be bound by these Terms.