Terms & Conditions

Please read these Terms of Use carefully before purchasing, accessing or using any of our Programs.

THE FOLLOWING TERMS AND CONDITIONS GOVERN THE AGREEMENT ("Agreement") BETWEEN YOU (the purchaser of GEARUP DIGITAL AGENCY (the "Offer")) AND PRIME MOVER LLC, AND ITS AFFILIATES, SUB-CONTRACTORS, EMPLOYEES, AGENTS, OWNERS, OR ASSIGNS ("NEXT MILLIONAIRE CHALLENGE"), HERETO AND ENTERED INTO EFFECTS AS OF THE DATE OF YOUR SIGNATURE ON THE AGREEMENT ("Effective Date"). YOU AND GEARUP DIGITAL AGENCY ARE EACH REFERRED TO AS A "PARTY" AND COLLECTIVE AS THE "PARTIES."

1. Payment Terms

You authorize GearUp Digital Agency to immediately process the credit card information you have provided to GearUp Digital Agency, in the amount that you have indicated on the Offer. You acknowledge and agree that the Offer purchase does not include any other service, product, travel, admission, or expense, other than as set forth on the order form to which these Terms and Conditions are linked. GearUp Digital Agency reserves the right to cancel your access to Selling Online at any time for any reason. All sales of the 'Ask a Question' VIP option are final. No refunds will be issued if you fail to attend after purchasing this option. No refunds will be provided once you have participated in the post-challenge strategy session purchased as an upsell to the 24K Sovereign offer. Participation in this live session constitutes fulfillment of services, after which all sales become final.

2. No Income Claims

You agree that neither GearUp Digital Agency, nor its representatives, has made any promise, guarantee, or other representation with respect to Your future income or gains resulting from the provision of the Offer, and that You have not been induced to enter the Agreement as a result of any income claims.

3. Term

The Agreement shall remain in effect indefinitely from the Effective Date, and You understand and agree that You shall have no right to receive any services following expiration of the Agreement. Any extension or expansion of the Offer may require you to make additional payments.

4. Intellectual Property

GearUp Digital Agency retains all right, title and interest in any and all intellectual property related to or associated with the Offer and its services, including without limitation: (a) trademarks and copyrights; and (b) any other proprietary right arising under the laws of the United States. You understand and agree that neither the Agreement nor the services under the Offer by GearUp Digital Agency shall constitute a transfer, assignment, or license of any intellectual property rights from or by GearUp Digital Agency. You acknowledge that the content of the Offer services, including without limitation the materials and information provided to you as education, is confidential and proprietary to GearUp Digital Agency; accordingly, You agree that You shall not communicate the teachings, materials, or information acquired or learned from GearUp Digital Agency to any other person.

5. Contacts

By signing the Agreement and providing your credit card information, You agree that GearUp Digital Agency may call and text You regarding Your account information and regarding other offers, products, and services, including through the use of automated dialing equipment and pre-recorded messages, and that this consent is not a condition of purchase.

6. Indemnity

You agree to protect, defend, indemnify and hold harmless GearUp Digital Agency, its officers, directors, employees or their invitees, from and against all claims, demands, and causes of action of every kind and character without limit arising out of Your receipt of services or actions taken in response thereto. Your indemnity obligation includes, but is not limited to, any claim for personal injury sustained while traveling to or attending any seminar or other in-person training provided by GearUp Digital Agency to You.

7. Limitation of Liability

YOU AGREE THAT IN NO EVENT SHALL GEARUP DIGITAL AGENCY'S LIABILITY TO YOU FOR ANY CLAIM OF ANY KIND OR DESCRIPTION EXCEED THE AMOUNT PAID BY YOU TO GEARUP DIGITAL AGENCY IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO ANY CLAIM BY YOU. YOU WAIVE ANY RIGHT TO SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND OR DESCRIPTION.

8. Force Majeure

Except for the duty to make payments hereunder when due, and the indemnification provisions under this Agreement, neither Party shall be responsible to the other for any delay, damage, or failure caused by or occasioned by any act of God, act of nature or the elements, terrorism, insurrection, or any other causes (except financial) beyond the control of either Party.

9. Your Representations

You represent and warrant that: (a) You operate a business in good standing, and are purchasing the Offer for Your existing business; (b) there are no prior or pending government investigations or prosecutions against You, nor any prior or pending lawsuits against You; and (c) You agree to notify GearUp Digital Agency immediately if any investigation or lawsuit is threatened or filed against You, whereupon shall have the right to terminate the Agreement and these Terms and Conditions without liability.

10. Modifications to the Offer Services

GearUp Digital Agency reserves the right to change, cancel, or terminate the Selling Online offer at any point in time, without notice to You. GearUp Digital Agency is hereby expressly permitted to make videos and other educational content unavailable at any time without notice to You. Furthermore, GearUp Digital Agency may revoke Your access to Selling Online for any breach of this Agreement, any breach of the Prime Mover Terms of Service or End User License Agreement (which can be accessed on www.primemover.com), or for such other reason as Prime Mover determines in its absolute and sole discretion.

11. No Agency

You are not permitted to hold yourself out to any person or entity as a representative, agent, employee, partner, or otherwise of GearUp Digital Agency (or Next Millionaire Challenge).

12. Arbitration

Any claim or grievance of any kind, nature or description that You have against GearUp Digital Agency shall be resolved exclusively in final and binding arbitration before a single arbitrator selected by GearUp Digital Agency within a reasonable time of You giving notice of arbitration to GearUp Digital Agency. Arbitration shall be held in King County, Seattle Washington. You agree not to file suit in any court against GearUp Digital Agency, any of its affiliates, subsidiaries, officers, directors, or employees. The arbitration will be subject to the rules of the American Arbitration Association and the Federal Arbitration Act, 9 U.S.C. §§ 1-16 ("FAA"). The arbitrator shall have the exclusive and sole authority to determine whether any dispute is arbitrable. The decision of the Arbitrator will be final and binding on the Parties, subject to appeal only under the FAA, and may be reduced to a judgment in any court of competent jurisdiction. You agree that each Party shall bear its own costs and attorneys' fees in any arbitration or litigation, regardless of which Party, if either of them, is deemed the prevailing party. Any claim must be brought in arbitration within one (1) year of the claim arising or forever be barred. This agreement to arbitrate survives any termination or expiration of the Agreement as well as bankruptcy or insolvency of either Party. Nothing in these Terms and Conditions prevents GearUp Digital Agency from applying to and obtaining from any court having jurisdiction a temporary injunction, preliminary injunction, permanent injunction, or other relief available to protect GearUp Digital Agency's interest prior to, during, or following the filing of any arbitration or other proceeding.

13. Waiver of Class Action

You understand and agree that You will not have the right to participate in a representative capacity or as a member of any class of claimants pertaining to any claims that may arise under, or be in any way related to, this Agreement, or GearUp Digital Agency. Claims brought against GearUp Digital Agency may not be joined or consolidated with claims brought by anyone else.

14. Governing Law

This Agreement shall be governed, construed, and interpreted in accordance with the laws of the state of Idaho without regard to any choice of law provisions.

15. Severance

In the event any provision of the Agreement or these Terms and Conditions is inconsistent with or contrary to any applicable law, rule, or regulation, the provision shall be deemed to be modified to the extent required to comply with the law, rule, or regulation, and this Agreement and these Terms and Conditions, as so modified, shall continue in full force and effect.

16. No Assignment

The Agreement cannot be assigned by You to another party without the express written consent of GearUp Digital Agency. Prime Mover may freely assign this Agreement.

17. Other Terms

This Agreement includes the terms and conditions set forth on www.nextmillionairechallenge.com. In the event of conflicting terms, this Agreement shall govern.