1. RELATIONSHIP: DD offers, as a paid service, workshops to individuals to help them improve their leadership skills through the lens of design. By accepting the terms of this Agreement, Participant is committing to participate in one of DD’s workshops; the details of the specific workshop Participant wishes to participate in is to be based on the registration form completed separately, and incorporated herein by this reference, by the Participant. 

Translation: By accepting these terms, you’re committing to coming to one of our workshops. Hooray! 

2. OWNERSHIP: DD and Participant shall each retain ownership of, and all right, title and interest in and to, their respective, pre-existing Intellectual Property ("Intellectual Property" shall mean illustrations, trademarks, works of authorship, trade secrets, techniques, know-how, ideas, concepts, designs, and other content or media utilized or created by either Party, and no license therein, whether express or implied, is granted by this Agreement or as a result of the Workshop offered by DD and attended by Participant, with the exception of the Intellectual Property owner’s permission for the receiving Party to use such Intellectual Property for the purposes of Workshop facilitation.  

DD grants to Participant a royalty-free, paid up, worldwide, perpetual, revocable, non-exclusive, non-transferable license to use the curriculum, worksheets, or any other materials (“Content”) delivered by DD through the Workshop, solely for Participant’s personal use of that Content. Participant may not sell, transfer, or otherwise publicly share any of the Content without prior written permission of DD. DD shall retain ownership of and unrestricted right to use any Content. All rights not expressly granted above are reserved to DD. 

Translation: We each maintain ownership over our respective pre-existing intellectual property. We allow you to use our workshop materials (you know, so you can participate), but please don’t give these materials to anyone else, for any reason. 

3. COLLECTING CONTACT INFORMATION: In order to provide the Workshop to Participant remotely, DD will need to collect certain contact information from Participant, including Participant’s full name and mailing address, so that DD is able to mail the Content to Participant for use during the Workshop. DD will not seek to collect this information from DD’s employer. Participant understands and agrees that by registering for a Workshop, they will be required to share their contact information with DD. DD agrees not to share the contact information collected with any third party or to use the contact information for any other purpose other than to mail the Content to Participant, unless authorized in writing by the Participant. 

Translation: What’s the point of participating in a Workshop if you don’t have the materials at your fingertips? We’ll need your contact information so we can send you the Content, but we promise not to use your contact information for any other reason without your permission. 

4. PROMOTIONAL LICENSE: DD grants to Participant a non-exclusive, revocable license permitting Participant to display or otherwise publicly use DD’s name, logo, and/or trademarks in connection with their participation in the Workshop. However, DD reserves the right to request immediate removal of public dissemination by Participant if any public use is considered negative or derogatory to DD or is contrary to DD’s mission or values. 

Translation: If you want to mention us or your participation in our workshops elsewhere (like on social media or your blog), that’s fine! But we have the right to ask you to remove anything that mentions us if it doesn’t align with what we believe in.

5. NON-DISCLOSURE: Participant and DD acknowledge that in connection with this Agreement they may have occasion to receive or review certain confidential or proprietary business information and materials of the other Party. Both Parties undertake at all times, both during and subsequent to this Agreement, not to disclose, except solely to the extent that such disclosure is authorized in writing by the other Party, and not to use, except for the purposes specifically contemplated by this Agreement, all information which is of a confidential nature and of value to either Party. This includes but is not limited to either Party’s branding, processes, business methods and lists, particulars of clientele or other commercial information whether or not that information is contained in documents marked as confidential, and DD’s Content. This does not include such information which is now, or hereafter becomes, available in the public domain or is generally known, or hereafter becomes known, through no fault of the receiving Party.

Participant understands and acknowledges that DD shall share a list of the total Workshop participants with Participant’s employer for record keeping purposes. 

Translation: We are agreeing not to share any of your confidential information with any third party, and you agree that you won’t share our confidential information.

6. PERFORMANCE: DD shall make best efforts to produce an informative and positive Workshop experience for Participant, but DD makes no representations, guarantees, or warranties as to the effectiveness or performance of the services delivered through the Workshop. DD’s services may be combined, integrated, or used with third party products, services, materials, venues and/or any other materials (“Third Party Service”). DD is responsible for obtaining all necessary licenses and permissions for Third Party Service. DD shall indemnify and hold Participant harmless from any and all claims, liabilities, costs, losses, damages, or expenses (including attorney fees) arising from any Third Party Service.

In the event of any changes by Third Party Services that materially affect the date or performance of the Workshop, DD shall provide notice to Participant and make every effort to find an acceptable alternative to the Third Party Services or find a replacement service at the same or similar cost. If such a situation should occur and a suitable alternative or replacement is not found, responsibility and liability is limited to the return of the fee received for payment of the Workshop registration.

Translation: We do our best to provide a great experience, but sometimes things are out of our control, like platforms provided by third parties. We’ll try our hardest to make sure everything goes off without a hitch, but in the event that we can’t, our liability is limited to a return of your payment for the Workshop registration.  

7. WARRANTIES: DD represents and warrants that DD has full right to enter into this Agreement and to perform its obligations hereunder and will comply with all applicable federal, state, and local laws, ordinances and regulations. DD further represents and warrants that to the best of DD’s knowledge, the final services provided by DD and DD’s subcontractors do not infringe the rights of any party, and use of anything in connection with the services will not violate the rights of any third parties; however, DD expressly disclaims any warranty in regard to intellectual property infringement due to the fact that DD does not conduct infringement or trademark searches. Participant represents and warrants that Participant has full right to enter into this Agreement and to perform its obligations hereunder and will comply with all applicable federal, state, and local laws, ordinances and regulations. Participant additionally represents and warrants that any information supplied to DD for purposes of this Agreement shall not subject DD to any liability whatsoever for infringement or otherwise.

Translation: This is really just a set of promises that we are agreeing to. They’re about our legal obligations, so this is important to read!

8. INDEMNIFICATION: Each Party shall defend indemnify and hold harmless the other Party, including affiliates and each of their respective officers, directors, shareholders, employees, representatives, agents, successors and assigns from and against all claims of third parties, and all associated losses, to the extent arising out of (a) Party’s gross negligence or willful misconduct in performing any of its obligations under this Agreement, or (b) a material breach by a Party of any of its representations, warranties, covenants or obligations under this Agreement. 

Translation: If one of us does something to get the other into trouble, it’s up to the troublemaker (sorry, no judgment) to step in and help get the other party out of trouble. 

9. ENTIRE AGREEMENT: This Agreement will constitute the entire agreement of the Parties with respect to the subject matter hereof and supersedes all previous communications, representations, understandings, and agreements, either oral or written, between the Parties with respect to the subject matter of this Agreement. The Agreement may be executed in counterparts, each of which will be an original, and all of which together will constitute one and the same document. The execution of this Agreement by electronic transmission will constitute effective execution and delivery of this Agreement for all purposes. No modification of these Terms will be binding unless in writing and signed by both Parties. If any provision herein is held to be unenforceable, the remaining provisions will remain in full force and effect. All rights and remedies hereunder are cumulative.

Translation: This Agreement, along with your registration form, form the whole agreement between us.

10. SEVERABILITY AND NON-WAIVER: If any provision of this Agreement is held in whole or in part to be unenforceable for any reason, the remainder of that provision and of the entire Agreement will be severable and remain in effect. Any failure by DD to require Participant’s performance of any provision in this Agreement shall not affect DD’s right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself.

Translation: If we decide not to enforce certain parts of this Agreement, we can still enforce those parts or other parts at a different time. 

11. ASSIGNMENT: This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns. Except for the purposes specifically contemplated by this Agreement, the Parties shall not transfer, assign, or delegate any of its rights, obligations, or duties hereunder to another agency without the other Party’s prior written consent. Any attempted unpermitted assignment or delegation in contravention of this provision shall be null and void. 

Translation: Neither of us is allowed to transfer our obligations or rights under this Agreement to someone else, without first getting permission from the other. 

12. FORCE MAJEURE: DD shall not be deemed in breach of this Agreement if DD is unable to offer the Workshop or any portion thereof by reason of fire; earthquake; labor dispute; act of a public enemy; death, illness, or incapacity of DD or any of DD’s employees or independent contractors; passage of any restrictive local, state, federal, or international law, governmental order or regulation; declaration of any national or state emergency;  pandemic or global health crisis; or any other event beyond DD’s control (collectively “Force Majeure Events”). Upon occurrence of any Force Majeure Event, DD shall give notice to Participant of its inability to perform or of delay in offering the Workshop and shall propose a new date for the Workshop.

Translation: If something happens that’s out of our control that causes delay in the workshop, we won’t be at fault. We will let you know if there is a delay and will try our best to move the Workshop to a different date. 

13. GOVERNING LAW: This Agreement will be governed by the laws of the State of California. Participant and DD agree that any claims, legal proceedings, or litigation arising in connection with this Agreement will be brought solely in the courts of San Francisco County, and the Parties consent to the jurisdiction of such courts. If any claim of dispute arising out of, or relating to, this Agreement is not settled promptly in the ordinary course of business, the Parties shall seek to resolve such dispute between them, first, by negotiating promptly in good faith. If a legal action is necessary to enforce this Agreement, the prevailing Party shall be entitled to reasonable attorney fees, costs, and expenses.

Translation: If we disagree on anything related to this Agreement, we’ll sort it out in San Francisco County.

14. HEADERS; TRANSLATIONS: The Parties understand and expressly agree that the headers for each section of this Agreement and the accompanying translations following said sections are not binding on the Parties. The Parties further acknowledge and agree that said headers and translations are merely included for informational and comprehensive purposes.

Translation: You agree that headers and translation boxes are not part of the Agreement, other than to just help you understand the terms of the Agreement.