SCHEDULE A

CLIENT AGREEMENT  

This is a Client Agreement (the “Agreement”) dated May 9th, 2025, (the  “Effective Date”) by and between Jess Glazer LLC (“Company”) and  (“Client”), each a “Party” and together the “Parties.” The  Parties agree to the following terms.  

1. THE COMPANY’S RESPONSIBILITIES. Company will perform the following services for Client:  

• Lifetime access to the Empower course curriculum (for the lifetime of the course)
• Empower Course Workbook (PDF) and Empower Resource Guide
• Access for 12 weeks to the private Empower community hosted on Facebook
• Timely responses to your questions, daily accountability, and support from Empower’s  team of expert coaches 
• 1-2 (depending on class size) live coaching calls per week with “hot seat” opportunities  (all coaching calls will be recorded) 
• Access to Guest coaching calls from industry experts (as we see fit)
• Access to our Alumni network, digital directory, and community workshops for the life  of these programs 

2. THE CLIENT’S RESPONSIBILITIES. Client agrees not to engage in the following behavior. Client shall not:  

• Share their username and password with any third-parties
• Restrict or inhibit any other user from using and enjoying the program  
• Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity  
• Interfere with or disrupt any servers or networks used to provide the www.jessglazer.com or www.jessicaderose.com (the “Site”) or its features, or disobey any requirements, procedures, policies or regulations  of the networks we use to provide the Site  
• Use the Site to instigate or encourage others to commit illegal activities or cause injury or property damage to any person 
• Gain unauthorized access to the Site, or any account, computer system, or network connected to this Site, by means such as hacking, password mining or  other illicit means.
• Obtain or attempt to obtain any materials or information through any means not intentionally made available through this Site
• Use the Site to post or transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, profane or indecent information of any kind, including without limitation any transmissions  constituting or encouraging conduct that would constitute a criminal  offense, give rise to civil liability or otherwise violate any local, state,  national or international law
• Use the Site to post or transmit any information, software or other material that violates or infringes upon the rights of others, including material that is an invasion of privacy or publicity rights or that is  protected by copyright, trademark or other proprietary right, or derivative  works with respect thereto, without first obtaining permission from the  owner or rights holder
• Use the Site to post or transmit any information, software or other material that contains a virus or other harmful component
• Use the Site to post, transmit or in any way exploit any information, software or other material for commercial purposes, or that contains advertising
• Use the Site to advertise or solicit to anyone to buy or sell products or services, or to make donations of any kind, without our express written approval
• Gather for marketing purposes any email addresses or other personal information that has been posted by other users of the Site 

3. THE MESSAGE BOARDS AND OTHER SOCIAL MEDIA WEBSITES.  

• Company may host Facebook groups, message boards, chats and other public forums. Any user failing to comply with the terms and conditions of this Agreement may be expelled from and refused continued access to,  the message boards, chats or other public forums in the future. Company or its designated agents may remove or alter any user- created content at  any time for any reason.  
• Groups, chats and other public forums are intended to serve as discussion centers for users and subscribers. Information and content posted within these public forums may be provided by Company staff, Company’s  outside contributors, or by users not connected with Company, some of  whom may employ anonymous user names. Company expressly  disclaims all responsibility and endorsement and makes no representation  as to the validity of any opinion, advice, information or statements made  or displayed in these forums by third parties, nor are we responsible for  any errors or omissions in such postings, or for hyperlinks embedded in  any messages. Under no circumstances will we, our affiliates, suppliers  or agents be liable for any loss or damage caused by your reliance on  information obtained through these forums. The opinions expressed in  these forums are solely the opinions of the participants, and do not reflect  the opinions of Company or any of its subsidiaries or affiliates.  
• Company may monitor content posted on Facebook groups, message boards, chats and other public forums, but has no duty to do so.  
• Using a third-party social media platform, message board, or forum will subject Client to the terms and conditions of that third-party website. Client is encouraged to read those terms and conditions before using the  third-party’s website.  

4. TERMINATION.  

• Company may terminate this agreement if:  
  • Client becomes disruptive or difficult to work with;
  • Client fails to follow the terms of this agreement; or
  • Any other reasons Company sees fit.
• Client may terminate this agreement at anytime for any reason it sees fit.
• Upon termination of this Agreement, Company will immediately revoke Client’s right to use the Program and block all access to its account, and may anonymize or delete all data and information associated with  Client’s account thirty (30) days after such termination. Upon  termination of this relationship, Client will remain obligated to pay any  accrued charges and amounts which become due for payment prior to or  following termination.  

5. PAYMENT.  

• 48 weekly payments of $135.00, totaling $6,480.00.

6. REFUND POLICY. All sales are final and no refunds will be afforded and you waive any rights to charge-back your purchase with your credit card processor. Subscriptions will not be prorated if cancellation occurs  during a billing cycle. Client is not entitled to a refund if either Party  terminates this Agreement under Section 4.  

7. CONFIDENTIALITY.  

• “Confidential Information” means any information that is treated as confidential by a party, including but not limited to all non public information about its business affairs, products or services, Intellectual Property Rights, trade secrets, third-party confidential  information, and other sensitive or proprietary information,  whether disclosed orally or in written, electronic, or other form or  media, and whether or not marked, designated, or otherwise  identified as “confidential.” Confidential Information shall not  include information that: (a) is already known to the Receiving  Party without restriction on use or disclosure prior to receipt of  such information from the Disclosing Party; (b) is or becomes  generally known by the public other than by breach of this  Agreement by, or other wrongful act of, the Receiving Party; (c) is  developed by the Receiving Party independently of, and without  reference to, any Confidential Information of the Disclosing Party;  or (d) is received by the Receiving Party from a third party who is  not under any obligation to the Disclosing Party to maintain the  confidentiality of such information.  
• The Receiving Party agrees:  
  • Not to disclose or otherwise make available Confidential Information of the Disclosing Party to any third party without the prior written consent of the Disclosing Party; provided, however, that the Receiving Party may disclose the  Confidential Information of the Disclosing Party to its [and its Affiliates, and their] officers, employees, consultants, and  legal advisors who have a “need to know”, who have been apprised of this restriction, and who are themselves bound  by nondisclosure obligations at least as restrictive as those set forth in this Section.  
  • To use the Confidential Information of the Disclosing Party only for the purposes of performing its obligations under the Agreement or, in the case of Customer, to make use of the  Services and Deliverables; and  
  • To immediately notify the Disclosing Party in the event it  becomes aware of any loss or disclosure of any of the  Confidential Information of Disclosing Party.  

• If the Receiving Party becomes legally compelled to disclose any Confidential Information, the Receiving Party shall provide:
  • Prompt written notice of such requirement so that the Disclosing Party may seek, at its sole cost and expense, a protective order or other remedy; and  
  • Reasonable assistance, at the Disclosing Party’s sole cost and expense, in opposing such disclosure or seeking a protective order or other limitations on disclosure.  
• Survival: This section shall survive the termination of this Agreement until the Confidential Information becomes well known industry practice or disclosed at large by the Disclosing Party.  Whether or the Confidential Information has been disclosed at  large is at the discretion of the Disclosing Party.  
• Return of Confidential Information: Upon termination of this agreement the Receiving Party must immediately return all Confidential Information, copies thereof, or anything related to  Confidential Information to the Disclosing Party. 

8. INTELLECTUAL PROPERTY  

• Client agrees that all intellectual property related to the Program is the sole property of the Company. Client agrees not to infringe on the Company’s intellectual property rights or use Company’s intellectual  property in a manner that exceeds the scope of this Agreement.  

9. LICENSE.  

• Client agrees to use its best efforts in the use of the Program Materials in a way to protect the good name and goodwill associated with the Program Material  and Company
• Client agrees not to attack the title of Company in and to the Program Material nor attack the validity of the license granted hereunder;  
• Client agrees not to harm, misuse or bring into disrepute the Program Material and Company, but to the contrary, will maintain the value and reputation thereof to the best of the Client’s ability.  
• Client shall have no right to assign or transfer this limited license  
• The license granted herein does not grant Client any right, title or interest, at law or in equity, in or to any of Company’s trademarks, service marks,  copyrights, copyrighted material, or any derivative uses thereof or, the name or images of Jess Glazer, LLC, including Jessica Glazer trade secrets or other rights or intellectual property of any kind,  except as provided by said license. Further, such license applies only  to those Program Material designated herein. You shall not represent  to others or conduct yourself in any manner that might indicate to  others that you possess any other legal or equitable rights in our  Program Material, Trademarks, copyrighted materials, trade secrets  or other rights or intellectual property of any kind other than by  virtue of the license granted hereunder. 
• Company shall have and hereby reserves all rights and remedies which it has, or which are granted to it by operation of law, to enjoin the unlawful or unauthorized use of the Program Material (any of  which injunctive relief may be sought in the courts, and also may be  sought prior to or in lieu of termination), and to be compensated for  damages for breach of this Agreement.  

10. REPRESENTATION AND WARRANTIES  

• Each party represents and warrants to the other party that:  
  • It is duly organized, validly existing, and in good standing as a corporation or other entity under the Laws of the jurisdiction of its incorporation or other organization;  
  • It has the full right, power, and authority to enter into, and to perform its obligations and grant the rights and licenses it grants or is required to grant under this Agreement;  
  • The execution of this Agreement by its representative whose signature is  set forth at the end of this Agreement has been duly authorized by all  necessary corporate or organizational action of such party; and  
  • When executed and delivered by both parties, this Agreement will constitute the legal, valid, and binding obligation of such party, enforceable against such party in accordance with its terms.  
  • Developer represents, warrants, and covenants to Customer that Developer will perform the Services using personnel of required skill,  experience, and qualifications and in a professional and workmanlike  manner in accordance with generally recognized industry standards for  similar services and will devote adequate resources to meet its  obligations under this Agreement. 
• DISCLAIMER OF WARRANTIES. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN SECTION MUTUAL REPRESENTATION SECTION , ALL THE SERVICES/PRODUCT ARE PROVIDED “AS IS”  AND COMPANY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND COMPANY  SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF  MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE,  AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM  COURSE OF DEALING, USAGE, OR TRADE PRACTICE.  

11. LIMITATION ON LIABILITY. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL COMPANY, OUR SUBSIDIARY AND PARENT COMPANIES OR  AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT,  INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT  RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE  SITE, INCLUDING OUR MESSAGING, BLOGS, COMMENTS OF  OTHERS, BOOKS, EMAILS, PRODUCTS, OR SERVICES, OR  THIRD-PARTY MATERIALS, PRODUCTS, OR SERVICES MADE  AVAILABLE THROUGH THE SITE OR BY US IN ANY WAY, EVEN  IF WE ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF  SUCH DAMAGES. (BECAUSE SOME STATES DO NOT ALLOW  THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF  DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.  IN SUCH STATES, OUR LIABILITY AND THE LIABILITY OF OUR  SUBSIDIARY AND PARENT COMPANIES OR AFFILIATES IS  LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH  STATE LAW.) CLIENT SPECIFICALLY ACKNOWLEDGES AND  AGREE THAT THE COMPANY IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY  USER. IF CLIENT IS DISSATISFIED WITH THE SITE, ANY  MATERIALS, PRODUCTS, OR SERVICES ON THE SITE, OR WITH  ANY OF THE SITE’S TERMS AND CONDITIONS, CLIENT”S SOLE  AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE  SITE AND THE PRODUCTS, SERVICES AND/OR MATERIALS. 

12. DISPUTE RESOLUTION. If a dispute arises under this Agreement, the parties agree to first try to resolve the dispute with the help of a mutually agreed-upon mediator in the city of Box Elder, South Dakota. Any costs  and fees other than attorney fees associated with the mediation shall be  shared equally by the parties. If it proves impossible to arrive at a  mutually satisfactory solution through mediation, the parties agree to  submit the dispute to a mutually agreed-upon arbitrator in the city of Box  Elder, South Dakota. Judgment upon the award rendered by the arbitrator  may be entered in any court having jurisdiction to do so. Costs of  arbitration, including attorney fees, will be allocated by the arbitrator.  

13. CHOICE OF LAW. This Agreement and the interpretation of its terms shall be governed by the state of South Dakota and construed in accordance with the laws of the state of South Dakota and subject to the  exclusive jurisdiction of the federal and state courts located in the state of  South Dakota.  

14. ASSIGNMENT AND DELEGATION. The Parties may not assign or subcontract any rights or delegate any of its duties under this Agreement without Contractor’s prior written approval. Further Assurances. On a  party’s reasonable request, the other party shall, at such other party’s sole  cost and expense, execute and deliver all such documents and  instruments, and take all such further actions, necessary to give full effect  to this Agreement.  

15. RELATIONSHIP OF THE PARTIES. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the parties, and neither party shall have authority to  contract for or bind the other party in any manner whatsoever.  

16. MODIFICATION. This Agreement may be amended, modified, or supplemented only by an agreement in writing signed by each party hereto. No waiver by any party of any of the provisions hereof shall be  effective unless explicitly set forth in writing and signed by the party so  waiving. 

17. ENFORCEABILITY. If any of the provisions of this Agreement are found to be unenforceable, the remainder shall be enforced as fully as possible and the unenforceable provision(s) shall be deemed modified to the limited extent required to permit enforcement of the Agreement as a whole.  

18. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement of the parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings and agreements, whether written or oral, with respect to such subject matter.