Transformers Institute’s Mastermind Groups bring together shop owners and key employees nationwide to tackle operational issues and explore ways to take their businesses to new heights. The concept is simple: together, we can achieve more. By strategically admitting members from noncompeting markets nationwide, our Mastermind Groups create a strong, diverse, collaborative environment where all members are collectively supported. Congratulations on joining our elite group; we look forward to having you as a valued community member!

This agreement outlines the Mastermind Group benefits and costs (a.k.a. the legal stuff). This agreement is between us, Transformers Institute LLC, and you, the member. Both of us are fully identified in the signature blocks below. Additionally, this agreement is effective as of the date you sign this agreement (“Effective Date”).

Fee Adjustments: Transformers Institute LLC reserves the right to adjust the fees for services at the time of renewal. Any fee changes will be communicated to you at least 60 days before the renewal date. Continued use of the services after the renewal date constitutes acceptance of the adjusted fees.

Termination: Transformers Institute LLC may terminate this agreement at any time, with or without cause, upon providing written notice to you. Upon termination, no further automatic renewals will occur, and any unused portion of the fees will be refunded on a prorated basis.

1. Mastermind Group We offer multiple Mastermind Group membership levels: Platinum, Gold, Gold Plus, COO, Shop Foreman, Virtual, and Key Leader. Each group has different membership benefits and commitment requirements. Your Mastermind Group membership-level benefits and commitment requirements are outlined on the Transformers Institute website..
2. Membership Term. All Mastermind Group memberships are active for 12 months and automatically renew annually unless you otherwise inform us in writing at least 30 days before your renewal date. Your membership effective date is stated above, and your renewal date is 364 days from that. You may cancel your membership at any time with 30 days written notice to us, but certain restrictions and penalties may apply as outlined in the next section: Payment Terms. Your membership is not contractually terminated until you have met all your payment obligations as outlined in this agreement. At our sole discretion, we may cancel your membership with written notice. If we cancel your membership, no additional membership fees will be incurred.

• Membership Dues. Your membership dues are based on an annual or 12-month membership term but are billed in advance monthly, except for the first month’s payment, due before you attend your first meeting or participate in your first training program. All monthly payments and subscription fees are due on your Monthly Payment and Subscription Fees Due Date, as noted above. Suppose you want to cancel your membership before the expiration of your current membership term. In that case, we, in our sole discretion, will determine if the value of the benefits you have received through the date of the cancellation notice has been covered by all previously received monthly payments.
• If we, in our sole discretion, determine that the value of the benefits you received is more than the dues received, you agree that to cancel your membership prematurely; you must first pay us the delta between the value of the benefits received and the money spent. All payments received are
• Additional Programs and Resources Costs. All fees associated with extra programs and resources are due in full before participating in or accessing any programs or resources unless the program or resource is subscription-based. All monthly, subscription-based programs and resources are billed in advance on your Monthly Payment and Subscription Fees Due Date and are in addition to your monthly Membership Dues.

4. Intellectual Property. We have spent significant time and resources developing our proprietary approach to networking, training, and business and personal development. This is our Intellectual Property. Our Intellectual Property is a trade secret and includes, but is not limited to, our Marks, Works, Work Products, Developments, and Proprietary Information, as defined below.
   • Marks. Marks mean our trademarks, service marks, trade names, trade dress, designs, logos, and any and all variations or modifications thereto from time to time.
   • Works. Works mean all our Work Products are protected under 17 U.S.C. Section 101, et al., of the 1976 Copyright Act, as amended.
   • Work Products. Work Products mean all drawings, designs, layouts, photographs, architectural works, graphic works, literary works, sculptural works, pictorial works, materials prepared for use on the Internet and Intranet, and all other works which are fixed in a tangible medium, and created by us, our employees, or agents in the course of or otherwise resulting from offering and providing Mastermind Group services.
   • Developments. Developments mean any idea, invention, discovery, procedure, process, system, method of operation, concept, modification, or improvement conceived by us, our employees, or agents in connection with or otherwise resulting from offering and providing Mastermind Group
   • Proprietary Information. Proprietary Information means all information related to our business operations, including, but not limited to, its Intellectual Property, data, specifications, know-how, production processes, marketing techniques, marketing plans, quoting procedures, sales plans, cost/pricing/marketing information, financial information, printed materials, lists, names of customers, and other information, in any form, which is designated as confidential, or not generally known, which we develop or which you may obtain knowledge of, including without limitation, through your Mastermind Group membership. Proprietary Information is a trade secret as contemplated in C.R.S. § 8-2-113. However, Proprietary Information shall not include any information that: (i) is or becomes a part of the public domain through no act or omission of a Party or otherwise available to the public other than by breach of this agreement; (ii) was in your lawful possession before the disclosure and had not been obtained by you, either directly or indirectly, from us; (iii) is lawfully disclosed to you by a third party without restriction on disclosure; or (iv) is independently developed by you without access to the Proprietary Information.
5. Confidentiality. During your Mastermind Group membership term and indefinitely thereafter, you expressly agree that you (i) will not use our Proprietary Information for the purposes of any person or entity; and (ii) will not disclose our Proprietary Information to your employees unless such employees are included in your Mastermind Group membership. You further agree to take all reasonable precautions to prevent inadvertent disclosure or use of our Proprietary Information. In addition, we agree to keep all your confidential information (information not generally known to the public relating to your business or personal affairs) confidential. We agree not to disclose, reveal, or use your confidential information without your written permission or unless required by law.
6. Limited License. We grant you a limited, nonexclusive license to use the Proprietary Information you obtain from us through your Mastermind Group membership for your own personal- and business-growth use as long as you are a Mastermind Group member.
7.  Photo/Video Release By using our services, you grant Transformers Institute, its affiliates, licensees, and assignees, the irrevocable and unrestricted right to use, reproduce, edit, and publish any photographs, video recordings, or digital images of you captured during your participation in our services. These materials may be used for promotional, advertising, or other business purposes in any media now known or hereafter developed, without any compensation to you.

You waive any rights of privacy, publicity, or inspection of the materials and understand that Transformers Institute is not obligated to use any of the materials captured.

If you do not consent to this photo/video release, you must notify Transformers Institute in writing prior to the use of our services.

• Entire Agreement. You agree that this agreement constitutes the entire agreement and understanding between us with respect to the subject matter hereof and supersedes all previous communications, proposals, representations, and agreements, whether oral or written, relating to the Mastermind Group.
• Binding Effect. You acknowledge and agree that this agreement will be binding upon your heirs, executors, administrators, and other legal representatives.
• Assignment. You agree that neither this agreement, nor any rights or duties arising under it, may be assigned, delegated, or subcontracted by you to another without our prior written consent.
• Severability. You agree that should any provisions of this agreement be determined by a court of competent jurisdiction to violate or contravene any applicable law or policy, such provision will be severed and modified to the extent necessary to comply with the applicable law or policy, and such modified provision and the remainder of the provisions hereof will continue in full force and effect.
• Captions. You agree that the captions and headings used throughout this agreement are for ease of reference only and do not expand, limit or affect the meaning or interpretation of any provision.
• Waiver. You agree that any delay or omission on our part to exercise any right under this agreement will not operate as a waiver of such right or any other right; and that a waiver of any right hereunder on one occasion will not be construed as a bar to or waiver of any right on any future occasion.
• Amendment. You agree that this agreement may be amended in whole or in part only through a written instrument setting forth such changes signed by both of us.
• Governing Law, Jurisdiction, and Venue. You agree that this agreement shall be governed by and construed in accordance with the laws of the State of Colorado without regard to its conflict of law provisions. You further agree to be subject to the personal and subject matter jurisdiction and venue of the federal and state courts for the State of Colorado, El Paso County.
• Multiple Counterparts. You agree that this agreement may be executed in several counterparts, all of which, taken together, shall constitute one single agreement. You agree that execution of this agreement by facsimile signatures shall be valid and binding and considered the same as original