This Agreement is entered by and between Ivy League Potential LLC with its principal address at 2504 Bar Harbour Court, Naperville, Illinois 60564, (“Ivy League Potential” or “ILP”), and Student (“Student” by and through his/her “Parent/Guardian” or “Party”) (ILP and Student collectively referred to herein as “Parties”).
WHEREAS, Ivy League Potential LLC is in the business of providing college preparatory, tutoring and other related services (“Services”); and Student desires to contract with Ivy League Potential LLC for Services as detailed in this Agreement. NOW THEREFORE, in consideration of the covenants, agreements and stipulations set forth herein, the Parties agree as follows:
Student agrees to hold in strict confidence and not to sell, convey, distribute or otherwise utilize, except as specified herein, ILP’s me-thodologies, advice, strategies, protocols, forms, checklists, staffing models, pricing and other confidential or proprietary information not generally known to the public (“Confidential Information”) during or after the Term(s) of this Agreement. Student understands and agrees that there are no guarantees of school placement, either implied or expressed, and that all final decisions as to selection are determined by the Student and his/her parent(s) or guardian(s). In addition, Student understands and agrees that educational counseling and the admissions processing procedure requires appropriate timely action by the student, parents, teachers, and school advisor(s) in the submission of application(s), recommendations, official testing agency reports, transcript(s) and any other supporting documentation. ILP does not guarantee that a student’s academic performance will improve, or that any assigned tutor’s knowledge in the subject area is completely free of errors. The Student acknowledges that this agreement is being made between the Student and ILP. The Student therefore agrees that he/she shall not, either during the Term of this Agreement or for a period of three (3) years thereafter, directly or indirectly, formally or informally, in any manner whatsoever, arrange for tutoring (or similar) services, independ-ent of this agreement with any ILP tutor, who has already been assigned to Student or who has otherwise been referred to Student for consideration for tutoring services. Student shall indemnify, defend, and hold harmless ILP and ILP’s respective employees, directors, officers, subcontractors, agents or other members of its workforce from and against all actual and direct losses, liabilities, fines, penalties, costs or expenses (including reasonable attorneys’ fees) which may arise out of ILP’s acts or omissions under this Agreement for which ILP may be liable for direct or proximate cause of damage to Student’s property or personal injury to Student or third-parties. In no event will ILP be liable to the other for any direct, special, indirect, or consequential damages including without limitation loss of opportunity, profit or other advantage arising out of any performance of this Agreement or in furtherance of the provisions or objectives of this Agreement. The Parties further agree that ILP shall not be liable for acts arising out of or in connection with its performance under this agreement or in furtherance of the agreement’s provisions or objectives.
Student agrees to purchase and utilize ILP Services. Student may purchase additional services at any time upon approval by ILP pro-vided Student is current in all payments. The term of this Agreement shall begin from the Effective Date and continue for so long as Student requires services from ILP. All purchases under this Agreement or any subsequent addendum hereto, are non-refundable. Student shall pay ILP the total amount specified, and payment is due prior to ILP’s provision of services. All payments must be remitted to: IVY LEAGUE POTENTIAL LLC, 2504 Bar Harbour Court, Naperville, IL 60564 via check or credit card.