This Agreement states the terms and conditions that govern the contractual agreement between Learn2Prevent, LLC having its principal place of business at P.O. Box 903, Clarksburg, Maryland, 20871 (the “Company”), and the purchaser (the “Client”) who agrees to be bound by this Agreement.

WHEREAS, the Company offers training services in the field of Dental Compliance; and

WHEREAS, the Client desires to retain the services of the Company to render training services with regard to compliance training and consulting according to the terms and conditions herein.

NOW, THEREFORE, In consideration of the mutual covenants and promises made by the parties hereto, the Company and the Client (individually, each a “Party” and collectively, the “Parties”) covenant and agree as follows:

1. Consulting/Training Services

The Company agrees that it shall provide its expertise to the Client for all things pertaining to dental practice compliance (the “Consulting/Training Services”).

2. Compensation

In consideration for the Consulting/Training Services, the Client shall pay the Company at the rate listed on the attached invoice. The Company shall invoice the Client once and such invoice shall be due and payable 2 weeks prior to the training date. 

3. Intellectual Property Rights in Work Product

The Parties acknowledge and agree that the Company will retain ownership of all intellectual property rights to the training material. The Client agrees not to claim any such ownership of the training material or its intellectual property at any time prior to or after the completion and delivery of such work product to the Client by the Company.

4. Confidentiality

The Company shall not disclose to any third party any details regarding the Client’s business, including, without limitation any information regarding any of the Client’s customer information, business plans, or price points (the “Confidential Information”), (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Client, or (iii) use Confidential Information other than solely for the benefit of the Client.

The Client shall not disclose to any third party any details regarding the Company's business, including, without limitation any information regarding any of the Company's customer information, business plans, or price points (the “Confidential Information”), (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Company, or (iii) use Confidential Information other than solely for the benefit of the Company.

5. Disclaimer of Gurantee

Client accepts and agrees that she/he is 100% responsible for her/his progress and results from training. Client accepts and agrees that she/he is the one vitalelement to the SMS™ Program success and that the Company cannot control the Client. The Company makes no representations or guarantees verbally or in writing regarding performance of this Agreement other than those specifically enumerated herein. The Company and its affiliatesdisclaim the implied warranties of titles, merchantability, and fitness for a particular purpose. The Company makes no guarantee or warranty that the SMS™ Program will meet Client’s requirements or that all clients will achieve the same results. The Company makes no guarantee the Client will not receive any violations and/or fines from a legal agency/entity, the State Dental Board, the State Health Department, or the Federal Government. The Client accepts and agrees that he/she is 100% responsible to implement mandated compliance according to State and Federal laws.

Updated on June 15, 2022