Terms & Conditions

A legal disclaimer

HOLD HARMLESS AGREEMENT AND WAIVER OF LIABILITY
FOR REAL ESTATE EDUCATIONAL CONTENT
I. TITLE AND DOCUMENT IDENTIFICATION
This Hold Harmless Agreement and Waiver of Liability (hereinafter referred to as the
“Agreement”) is made and entered into as of the date of electronic acceptance or physical
signature, whichever occurs first, in accordance with the laws of the State of Nevada.
II. PARTIES IDENTIFICATION AND CONTACT INFORMATION
PROVIDER:
Vinson Consulting INC, a Nevada corporation
1154 Claire Rose Ave
Las Vegas, NV 89183
(Hereinafter referred to as the “Provider,” “Company,” or “Vinson Consulting”)
INSTRUCTOR:
Scott Vinson II
(Hereinafter referred to as the “Instructor”)
PURCHASER:
The individual or entity purchasing or accessing the educational content
(Hereinafter referred to as the “Purchaser,” “Participant,” or “You”)
III. RECITALS AND BACKGROUND
WHEREAS, Provider is engaged in the business of providing real estate and business
educational content, training, coaching, and related services;
WHEREAS, Provider offers educational programs known as “Agent OS & All Business
Education provided by Vinson Consulting INC” (hereinafter referred to as the “Educational
Content”);
WHEREAS, the Educational Content includes, but is not limited to, real estate and business sales
techniques, skills, scripts, and process expertise;
WHEREAS, Purchaser desires to purchase, access, and utilize the Educational Content for
professional development purposes;

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WHEREAS, Purchaser may hold a real estate license in one or more jurisdictions and is subject
to the laws, regulations, and professional standards governing real estate professionals in those
jurisdictions;
WHEREAS, Provider’s Educational Content is designed for informational and educational
purposes only and is not intended to substitute for professional legal, financial, or brokerage
advice;
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained
herein, and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties agree as follows:
IV. SCOPE OF COVERAGE AND EDUCATIONAL SERVICES
4.1 Educational Content Covered. This Agreement covers the Purchaser’s access to, use of,
and participation in:
(a) The “Agent OS & All Business Education” program;
(b) All supplemental materials, updates, and modifications to the Educational Content;
(c) Any future courses, webinars, coaching services, or educational programs offered by
Provider to Purchaser;
(d) Any one-on-one or group coaching sessions;
(e) Any digital, print, audio, or video materials provided as part of the Educational Content;
(f) Any online forums, communities, or discussion groups associated with the Educational
Content; and
(g) Any other educational services or materials provided by Provider to Purchaser.
4.2 Subject Matter. The Educational Content covers real estate and business sales techniques,
skills, scripts, process expertise, and related topics, including but not limited to:
(a) Lead generation and prospecting strategies;
(b) Client acquisition and retention methods;
(c) Sales scripts and communication techniques;
(d) Business development and growth strategies;
(e) Marketing and promotional tactics;
(f) Transaction management processes; and
(g) Other real estate and business-related educational content.
4.3 Delivery Methods. The Educational Content may be delivered through various methods,
including but not limited to:

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(a) Digital video recordings;
(b) Live or recorded webinars;
(c) Written materials and documents;
(d) Online learning platforms;
(e) In-person or virtual coaching sessions;
(f) Mobile applications; and
(g) Other delivery methods as determined by Provider.
4.4 Term of Access. Purchaser’s access to the Educational Content shall be in accordance with
the specific terms of purchase, which may include:
(a) One-time access;
(b) Subscription-based access;
(c) Limited-time access; or
(d) Perpetual access to specific content.
V. EDUCATIONAL DISCLAIMER AND NATURE OF CONTENT
5.1 Educational Purpose Only. The Educational Content is provided for general informational
and educational purposes only. It is not intended to provide, and should not be relied upon for,
legal, financial, tax, investment, or professional advice specific to Purchaser’s individual
circumstances.
5.2 Not Professional Advice. PURCHASER EXPRESSLY ACKNOWLEDGES AND
AGREES THAT THE EDUCATIONAL CONTENT:
(a) Is not personalized legal, financial, tax, or professional advice;
(b) Does not create an attorney-client, financial advisor-client, or other professional
relationship;
(c) Is not a substitute for professional advice from qualified professionals in the relevant fields;
(d) May not be applicable or appropriate for Purchaser’s specific circumstances; and
(e) May require adaptation to comply with local, state, and federal laws and regulations.
5.3 No Guarantees of Results. Provider makes no representations, warranties, or guarantees
regarding:
(a) The results or outcomes that may be achieved by implementing the strategies, techniques, or
methods presented in the Educational Content;
(b) The accuracy, completeness, or timeliness of the Educational Content;

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(c) The financial or business success that may result from applying the Educational Content; or
(d) The applicability of the Educational Content to Purchaser’s specific circumstances.
5.4 Independent Verification Required. Purchaser acknowledges and agrees that:
(a) Purchaser is solely responsible for independently verifying the legality, applicability, and
appropriateness of any strategies, techniques, or methods presented in the Educational
Content before implementation;
(b) Real estate laws, regulations, and practices vary significantly by jurisdiction and are subject
to change; and
(c) Purchaser must exercise independent professional judgment when applying any information
obtained from the Educational Content.
5.5 Truth in Advertising Compliance. Provider strives to comply with the Federal Trade
Commission Act, 15 U.S.C. § 45, regarding truth in advertising. Any testimonials or examples of
results in the Educational Content represent exceptional outcomes and are not intended to
guarantee, promise, or imply that Purchaser will achieve similar results.
VI. PROFESSIONAL RESPONSIBILITY AND LICENSE ACKNOWLEDGMENT
6.1 License Status Acknowledgment. Purchaser acknowledges that if Purchaser holds a real
estate license in any jurisdiction:
(a) Purchaser remains bound by all laws, regulations, and ethical standards governing real
estate professionals in each jurisdiction where Purchaser is licensed;
(b) Purchaser’s use of the Educational Content must comply with all applicable real estate
licensing laws and regulations;
(c) Purchaser’s implementation of any strategies or techniques must be in accordance with
professional standards and ethical obligations; and
(d) Purchaser’s primary obligation is to comply with all legal and ethical requirements
applicable to licensed real estate professionals.
6.2 Supervising Broker Consultation. Purchaser expressly agrees that prior to implementing
any strategies, techniques, or methods presented in the Educational Content, Purchaser will:
(a) Consult with Purchaser’s supervising broker or managing broker regarding the
appropriateness and compliance of such strategies with brokerage policies;
(b) Obtain any necessary approvals from Purchaser’s supervising broker or managing broker;
(c) Ensure that any implementation complies with brokerage policies and procedures; and
(d) Refrain from implementing any strategies that are not approved by Purchaser’s supervising
broker or that conflict with brokerage policies.

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6.3 Legal Compliance Advisory. Purchaser is strongly advised to:
(a) Consult with qualified legal counsel regarding the legality and compliance of any strategies
or techniques before implementation;
(b) Remain informed about changes in real estate laws and regulations in all jurisdictions where
Purchaser conducts business;
(c) Participate in continuing education and professional development beyond the Educational
Content; and
(d) Exercise professional judgment and due diligence in all real estate activities.
6.4 Professional Standards Commitment. Purchaser agrees to maintain the highest standards
of professional conduct and ethics when implementing any strategies or techniques learned from
the Educational Content, including:
(a) Honesty and transparency in all client communications;
(b) Full disclosure of material facts as required by law;
(c) Avoidance of deceptive or misleading practices; and
(d) Prioritization of client interests in accordance with fiduciary duties where applicable.
VII. HOLD HARMLESS PROVISION
7.1 Hold Harmless Agreement. To the fullest extent permitted by law, Purchaser hereby agrees
to forever release, discharge, hold harmless, and covenant not to sue Provider, Instructor, their
affiliates, subsidiaries, parent companies, successors, assigns, officers, directors, employees,
agents, representatives, contractors, and licensors (collectively, the “Released Parties”) from and
against any and all claims, demands, causes of action, suits, damages, liabilities, losses,
expenses, and costs (including, without limitation, reasonable attorneys’ fees) related to, arising
out of, or in any way connected with:
(a) Purchaser’s purchase of, access to, or use of the Educational Content;
(b) Purchaser’s implementation or application of any strategies, techniques, or methods
presented in the Educational Content;
(c) Any business or financial decisions made by Purchaser based on the Educational Content;
(d) Any transactions, agreements, or relationships entered into by Purchaser using strategies or
techniques from the Educational Content;
(e) Any alleged violations of real estate laws or regulations resulting from Purchaser’s
implementation of strategies or techniques from the Educational Content;
(f) Any claims by Purchaser’s clients, customers, or other third parties arising from Purchaser’s
use of the Educational Content; and

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(g) Any other matters related to Purchaser’s use of or reliance upon the Educational Content.
7.2 Scope of Release. This release and hold harmless provision applies to all claims, demands,
and causes of action of every nature and kind whatsoever, whether known or unknown,
suspected or unsuspected, disclosed or undisclosed, that may arise from or relate to the
Educational Content.
7.3 Consumer Protection Limitations. Notwithstanding the foregoing, nothing in this
Agreement shall be construed to waive any rights or protections afforded to Purchaser under
Nevada consumer protection laws, including NRS Chapter 97B, that cannot be waived by
contract. This hold harmless provision shall be interpreted and enforced to the maximum extent
permitted by law.
7.4 Survival. The obligations under this Section VII shall survive the termination of this
Agreement and Purchaser’s access to the Educational Content.
VIII. INDEMNIFICATION CLAUSE
8.1 Indemnification Obligation. Purchaser agrees to defend, indemnify, and hold harmless the
Released Parties from and against any and all third-party claims, actions, suits, proceedings,
damages, liabilities, costs, and expenses (including, without limitation, reasonable attorneys’ fees
and legal costs) arising from or related to:
(a) Purchaser’s use or misuse of the Educational Content;
(b) Purchaser’s violation of any laws, regulations, or professional standards in connection with
the Educational Content;
(c) Purchaser’s breach of any representations, warranties, or covenants contained in this
Agreement;
(d) Any business activities or transactions undertaken by Purchaser using strategies or
techniques from the Educational Content;
(e) Any claims by Purchaser’s clients, customers, or other third parties arising from Purchaser’s
implementation of strategies or techniques from the Educational Content; and
(f) Any negligent acts, omissions, or willful misconduct by Purchaser.
8.2 Defense Costs and Cooperation. Purchaser’s indemnification obligation includes the
payment of all reasonable attorneys’ fees and costs incurred by the Released Parties in defending
any claims covered by this indemnification provision. Purchaser agrees to cooperate fully with
the Released Parties in the defense of any such claims.
8.3 Notice of Claims. Provider shall provide Purchaser with prompt written notice of any claim
subject to indemnification; provided, however, that any failure or delay in providing such notice
shall not relieve Purchaser of its obligations except to the extent that Purchaser is materially
prejudiced by such failure or delay.
8.4 Control of Defense. Provider shall have the right, but not the obligation, to participate in the
defense of any claim through counsel of its own choosing at its own expense. Provider shall have

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the right to approve any settlement that imposes any obligation, or contains any admission, on
the part of Provider.
8.5 Limitations. Notwithstanding the foregoing, Purchaser’s indemnification obligations shall
not extend to claims arising solely from Provider’s own negligent acts or omissions or willful
misconduct, consistent with Nevada public policy as reflected in NRS 706.298 and NRS 40.693.
IX. RISK ASSUMPTION AND LIMITATION OF LIABILITY
9.1 Assumption of Risk. Purchaser expressly assumes all risks associated with the purchase,
access, and use of the Educational Content, including but not limited to:
(a) Business and financial risks associated with implementing strategies or techniques
presented in the Educational Content;
(b) Risk of financial loss or failure to achieve desired business results;
(c) Risk of regulatory non-compliance if strategies are implemented without proper legal
review and adaptation;
(d) Risk of client or customer dissatisfaction with services provided using strategies from the
Educational Content; and
(e) Risk of market changes that may affect the viability or effectiveness of strategies presented
in the Educational Content.
9.2 Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE
LAW, IN NO EVENT SHALL THE RELEASED PARTIES BE LIABLE FOR ANY
INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE
DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS,
GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR
RELATING TO PURCHASER’S USE OF OR INABILITY TO USE THE EDUCATIONAL
CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING
NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF THE RELEASED PARTIES
HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.3 Cap on Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,
THE TOTAL LIABILITY OF THE RELEASED PARTIES TO PURCHASER FOR ALL
CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT OR THE
EDUCATIONAL CONTENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE,
SHALL NOT EXCEED THE AMOUNT PAID BY PURCHASER TO PROVIDER FOR THE
EDUCATIONAL CONTENT AND CONSULTING EXPENSES.
9.4 Essential Basis of the Bargain. Purchaser acknowledges and agrees that the limitations of
liability set forth in this Section IX are fundamental elements of the basis of the bargain between
Provider and Purchaser and that they have been taken into account in determining the
consideration exchanged between the parties.

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9.5 Enforceability. If any portion of this Section IX is found to be unenforceable or contrary to
applicable law, it shall be modified to the minimum extent necessary to make it enforceable, and
the remaining portions of this Section IX shall remain in full effect.
X. INTELLECTUAL PROPERTY PROTECTION
10.1 Trademark Protection. Purchaser acknowledges that the name “Scott Vinson” is a
protected trademark owned by Provider or its affiliates. Purchaser shall not use, reproduce,
distribute, or create derivative works based on this trademark without prior written permission
from Provider.
10.2 Copyright Protection. Purchaser acknowledges that “Agent OS” and all Educational
Content provided by Vinson Consulting INC are protected by copyright laws and are owned by
Provider or its licensors. All rights not expressly granted to Purchaser are reserved by Provider
and its licensors.

10.3 License to Use. Provider grants Purchaser a limited, non-exclusive, non-transferable, non-
sublicensable license to access and use the Educational Content for Purchaser’s personal or

internal business purposes only. This license does not include the right to:
(a) Copy, reproduce, distribute, publicly display, or publicly perform the Educational Content;
(b) Modify, adapt, translate, or create derivative works based on the Educational Content;
(c) Reverse engineer, decompile, or disassemble the Educational Content;
(d) Remove, alter, or obscure any copyright, trademark, or other proprietary notices;
(e) Use the Educational Content to create competing products or services;
(f) Sell, rent, lease, lend, or sublicense the Educational Content; or
(g) Use the Educational Content in any manner that infringes the intellectual property rights of
Provider or any third party.
10.4 Unauthorized Use. Any unauthorized use of Provider’s intellectual property, including but
not limited to the “Scott Vinson” trademark and “Agent OS” copyrighted materials, may result in
legal action, including claims for damages, injunctive relief, and attorneys’ fees.
10.5 Feedback. If Purchaser provides Provider with any feedback, suggestions, or ideas
regarding the Educational Content, Purchaser hereby grants Provider a perpetual, irrevocable,
worldwide, royalty-free license to use such feedback for any purpose without compensation or
attribution to Purchaser.
XI. NOTICE REQUIREMENTS AND CLAIMS PROCEDURE
11.1 Notice of Claims. Purchaser agrees to provide written notice to Provider within thirty (30)
days of becoming aware of any potential claim, dispute, or issue arising from or related to the
Educational Content or this Agreement. Such notice shall include:
(a) A detailed description of the claim, dispute, or issue;

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(b) The date when Purchaser became aware of the claim, dispute, or issue;
(c) Any supporting documentation or evidence; and
(d) The specific relief or resolution sought by Purchaser.
11.2 Delivery of Notice. All notices required under this Agreement shall be in writing and
delivered to:
Vinson Consulting INC
Attn: Scott Vinson II
1154 Claire Rose Ave
Las Vegas, NV 89183
11.3 Failure to Provide Notice. Failure to provide timely notice as required by this Section XI
may, to the extent permitted by law, result in the waiver of Purchaser’s right to pursue any
claims related to the matter that should have been noticed.
11.4 Opportunity to Cure. Upon receipt of notice of any claim, dispute, or issue, Provider shall
have thirty (30) days to investigate and respond to Purchaser. The parties agree to work in good
faith to resolve any claims, disputes, or issues before pursuing formal legal proceedings.
11.5 Statute of Limitations. Notwithstanding any provision to the contrary, any legal action
arising from or related to this Agreement or the Educational Content must be commenced within
the shorter of: (a) the applicable statute of limitations under Nevada law; or (b) one (1) year after
the cause of action accrues.
XII. GOVERNING LAW AND DISPUTE RESOLUTION
12.1 Governing Law. This Agreement shall be governed by and construed in accordance with
the laws of the State of Nevada, without giving effect to any choice of law or conflict of law
provisions.
12.2 Jurisdiction. The parties consent to the exclusive jurisdiction and venue of the state and
federal courts located in Clark County, Nevada for any litigation arising out of or relating to this
Agreement.
12.3 Binding Arbitration. Any dispute, claim, or controversy arising out of or relating to this
Agreement or the Educational Content, including the determination of the scope or applicability
of this agreement to arbitrate, shall be determined by binding arbitration in Las Vegas, Nevada
before a single arbitrator. The arbitration shall be administered by JAMS pursuant to its
Comprehensive Arbitration Rules and Procedures. Judgment on the award may be entered in any
court having jurisdiction.
12.4 Class Action Waiver. The parties agree that any arbitration or legal proceeding shall be
conducted on an individual basis and not as a class, consolidated, representative, or collective
action. The parties expressly waive any right to participate in a class, consolidated,
representative, or collective proceeding.

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12.5 Injunctive Relief. Notwithstanding the foregoing, either party may seek injunctive or other
equitable relief in any court of competent jurisdiction to protect its intellectual property rights or
confidential information pending the resolution of arbitration proceedings.
12.6 Attorneys’ Fees and Costs. In any dispute arising out of or relating to this Agreement, the
prevailing party shall be entitled to recover its reasonable attorneys’ fees, costs, and expenses
incurred in addition to any other relief to which such party may be entitled.
XIII. TERM DURATION AND MODIFICATION
13.1 Term. This Agreement shall commence upon Purchaser’s purchase of or access to the
Educational Content and shall continue in perpetuity, unless terminated as provided herein.
13.2 Survival. The provisions of Sections VII (Hold Harmless Provision), VIII (Indemnification
Clause), IX (Risk Assumption and Limitation of Liability), X (Intellectual Property Protection),
XI (Notice Requirements and Claims Procedure), XII (Governing Law and Dispute Resolution),
and any other provisions that by their nature should survive termination shall survive the
termination of this Agreement.
13.3 Modification of Agreement. Provider reserves the right to modify this Agreement at any
time by providing notice to Purchaser or by posting the modified Agreement on Provider’s
website. Purchaser’s continued use of the Educational Content after such modifications shall
constitute Purchaser’s acceptance of the modified Agreement.
13.4 Modification of Educational Content. Provider reserves the right to update, modify, or
discontinue any aspect of the Educational Content at any time without notice. This Agreement
shall apply to all updates, modifications, and supplemental materials provided as part of the
Educational Content.
13.5 Assignment. Purchaser may not assign or transfer this Agreement or any rights or
obligations hereunder without the prior written consent of Provider. Provider may assign this
Agreement to any successor in interest, affiliate, or in connection with a merger, acquisition,
corporate reorganization, or sale of all or substantially all of its assets.
XIV. SEVERABILITY AND ENFORCEABILITY
14.1 Severability. If any provision of this Agreement, or any portion thereof, is held to be
invalid, illegal, void, or unenforceable by any court or tribunal of competent jurisdiction, the
remainder of this Agreement shall remain in full force and effect to the maximum extent
permitted by law. The parties agree that any such invalid, illegal, void, or unenforceable
provision shall be modified and limited in its effect to the extent necessary to cause it to be
enforceable, or if such modification is not possible, shall be deemed severed from this
Agreement. In such event, the parties shall negotiate in good faith to replace any invalid, illegal,
void, or unenforceable provision with a valid, legal, and enforceable provision that corresponds
as closely as possible to the parties’ original intent and economic expectations.
14.2 No Waiver. The failure of either party to enforce any right or provision of this Agreement
shall not constitute a waiver of such right or provision. Any waiver of any provision of this
Agreement must be in writing and signed by the party waiving its rights.

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14.3 Interpretation. This Agreement shall be construed without regard to any presumption or
rule requiring construction or interpretation against the party drafting an instrument. The
headings in this Agreement are for convenience only and shall not affect its interpretation.
14.4 Unconscionability. The parties acknowledge that they have had the opportunity to review
this Agreement with legal counsel of their choice and that they are entering into this Agreement
knowingly and voluntarily. The parties agree that this Agreement is not unconscionable under
NRS 116.1112 or any other applicable law.
14.5 Force Majeure. Neither party shall be liable for any failure or delay in performance due to
causes beyond its reasonable control, including but not limited to acts of God, natural disasters,
pandemic, epidemic, war, terrorism, riots, civil unrest, government action, strikes, labor disputes,
or Internet service interruptions.
XV. ENTIRE AGREEMENT AND ACKNOWLEDGMENT
15.1 Entire Agreement. This Agreement constitutes the entire agreement between the parties
with respect to the subject matter hereof and supersedes all prior or contemporaneous
communications, representations, or agreements, whether oral or written.
15.2 Electronic Signatures. The parties agree that electronic signatures, whether digital or
encrypted, are intended to authenticate this Agreement and shall have the same force and effect
as manual signatures. Electronic acceptance through clicking “I Agree,” “I Accept,” or similar
buttons or checkboxes shall constitute valid execution of this Agreement.
15.3 Acknowledgment. BY PURCHASING, ACCESSING, OR USING THE EDUCATIONAL
CONTENT, PURCHASER ACKNOWLEDGES THAT PURCHASER HAS READ,
UNDERSTOOD, AND AGREES TO BE BOUND BY THE TERMS AND CONDITIONS OF
THIS AGREEMENT. IF PURCHASER DOES NOT AGREE TO THESE TERMS,
PURCHASER MUST NOT PURCHASE, ACCESS, OR USE THE EDUCATIONAL
CONTENT.
15.4 Contact Information. If Purchaser has any questions about this Agreement, Purchaser may
contact Provider at the address provided in Section II or through Provider’s website.