Allocate LLC Terms & Conditions

Effective Date: 2026

1. Scope, Acceptance, and Eligibility

1.1 Websites and Platforms Covered

These Terms & Conditions ("Terms") apply to all products, services, and content offered by Allocate LLC, a Virginia limited liability company ("Allocate," "Company," "we," "our," or "us"). They cover every channel through which we sell or deliver, including:

• Our primary website, allocateconsult.xyz, and any other website owned or operated by Allocate LLC

• Checkout, order, and payment pages hosted on SamCart or any other checkout provider we use

• Content, offers, and direct messages on Instagram and any other social media account operated by Allocate LLC

• Any other official Allocate LLC sales, scheduling, delivery, or content channel, now existing or added later

1.2 What These Terms Govern

These Terms govern your access to and use of our websites and platforms, and your purchase and use of our digital products, courses, templates, coaching, consulting, fractional or contract program and project leadership, and related services (together, "Products and Services").

1.3 How You Accept These Terms

You ("Customer," "you," or "your") accept these Terms when you check the acceptance box at checkout, complete a purchase, book or begin a service, or otherwise use our Products and Services. If you do not agree, do not purchase or use them.

PLEASE READ THESE TERMS CAREFULLY. SECTION 10 CONTAINS A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT AFFECT YOUR LEGAL RIGHTS.

1.4 Eligibility

By purchasing or using our Products and Services, you represent that:

• You are at least 18 years old and able to enter into a binding contract

• If you act on behalf of a business, you are authorized to bind that business to these Terms

• The information you provide to us is accurate and complete

• You are not prohibited by applicable law from receiving our Products and Services

1.5 Separate Service Agreements

Some consulting, fractional, or contract engagements are governed by a separate written agreement, statement of work, or proposal signed by both parties. If such an agreement conflicts with these Terms, the signed agreement controls for that engagement.

2. Products and Services

2.1 Digital Products

When you buy a digital product, course, template, or recorded program, you receive access for the life of that product offering, subject to these Terms. "Lifetime access" means the life of the product as we offer it, not a guarantee of perpetual access.

• Included updates: Fixes, improvements, and supplementary materials we add to the product you bought are included at no extra charge.

• New products are separate: A substantially redesigned or successor offering, marketed under a new name or version (for example, "2.0" or "Advanced Edition"), is a new product and requires a separate purchase.

2.2 Coaching, Consulting, and Fractional Services

Live services, including coaching sessions, advisory calls, consulting, and fractional or contract program and project leadership, are delivered as described on the applicable offer page, proposal, or signed agreement. Scope, deliverables, schedule, and fees for each engagement are set in that description. Work outside the agreed scope requires a written change and may carry additional fees.

2.3 Platform and Delivery Changes

We may change hosting, course, scheduling, or delivery platforms. If we migrate a product you bought, we will move your access to the new platform at no cost and give at least 30 days' notice of any migration that requires action from you.

2.4 Discontinuation

If we discontinue a product or cease operations, we will make reasonable efforts to provide downloadable copies of your materials or give at least 90 days' notice. We are not liable for loss of access caused by events beyond our reasonable control (see Section 11.1).

2.5 Your Technical Responsibilities

You are responsible for a working internet connection, a compatible device and current browser, an accurate email address that can receive our messages, and the security of your login credentials. We do not guarantee uninterrupted availability, compatibility with every device, or support for issues caused by your equipment or third-party software. No refunds are issued for temporary service interruptions.

3. Intellectual Property

3.1 Ownership

All content in our Products and Services, including videos, templates, frameworks, playbooks, PDFs, graphics, logos, written material, audio, and software, is owned by Allocate LLC or its licensors and is protected by U.S. and international copyright, trademark, and other intellectual property laws.

3.2 Your License

We grant you a limited, non-exclusive, non-transferable, revocable license to use purchased materials for your personal use or the internal use of your own business. This license gives you no ownership rights.

3.3 Client Deliverables

For consulting and fractional engagements, ownership of deliverables created specifically for you is set by the applicable signed agreement. Unless that agreement says otherwise, Allocate LLC keeps ownership of its pre-existing materials, methods, templates, and know-how, and you receive a license to use them as embedded in your deliverables.

3.4 Prohibited Uses

You may not:

• Share, copy, distribute, resell, or sublicense any part of our materials

• Post our materials on public websites, file-sharing services, or social media

• Use our materials to train or teach others, or in a competing product, unless the product description expressly allows it

• Remove or alter any copyright, trademark, or proprietary notice

• Create derivative works from our materials without our written permission

• Share your login credentials or account access with anyone else

3.5 AI and Likeness Restrictions

You may not use any content, image, video, voice, or likeness of Allocate LLC, its owners, or its team to train, generate, or reproduce content with artificial intelligence or machine learning tools. This includes deepfakes, voice cloning, image generation, AI training datasets, and automated content systems.

3.6 Enforcement

Unauthorized use may result in immediate termination of access without refund and legal action, including claims for damages and injunctive relief.

4. Payment Terms

4.1 Payment Processing

Payments are processed by third-party providers, including SamCart, Stripe, PayPal, and other gateways we use. By paying, you also agree to that provider's terms. We do not store full payment card numbers.

4.2 Pricing

Prices are in U.S. dollars unless stated otherwise and may change at any time. Price changes do not affect completed purchases or active payment plans.

4.3 Payment Plans and Recurring Billing

If you choose a payment plan, subscription, or recurring retainer:

• You authorize us to charge your payment method on each scheduled date

• You remain responsible for every installment of a payment plan, even if you stop using the product

• Missed payments may result in suspended access until the balance is paid

• Subscriptions and retainers renew as described at checkout or in your agreement until cancelled according to their cancellation terms

4.4 Failed Payments

If a payment fails, we will notify you by email and may retry the charge up to 3 more times. Access may be suspended if payment is not received within 15 days. Where permitted by law, a failed payment fee of $[amount] may apply.

4.5 Taxes

You are responsible for any sales, use, or similar taxes that apply to your purchase. We collect taxes where the law requires.

4.6 Chargebacks and Payment Disputes

Please contact us at manager@allocate.xyz before disputing a charge with your bank or card issuer, so we can try to resolve the issue. If you file a chargeback without first contacting us, we may:

• Suspend or terminate your access to all Products and Services

• Submit evidence of your purchase and acceptance of these Terms to the payment processor

• Seek to recover the disputed amount and any related processor fees

• Decline future purchases from you

Nothing in this section limits any right you have under law to dispute an unauthorized or fraudulent charge.

5. Refunds and Cancellations

5.1 All Sales Final

Because our digital products are delivered immediately and our services reserve our time, all sales are final unless an offer page or signed agreement states a specific guarantee. This covers digital products, courses, templates, recorded workshops, event tickets, memberships, coaching packages, consulting fees, and bundles. Refunds are not issued for change of mind, non-use, dissatisfaction with results, technical problems on your end, or financial hardship.

5.2 Access and Delivery Problems

If you cannot access a product because of our error, email manager@allocate.xyz within 30 days of purchase. We will work to fix the problem, and if we cannot provide access, you may be eligible for a refund.

5.3 Session Scheduling and Cancellations

For scheduled coaching or consulting sessions:

• You may reschedule with at least [24/48] hours' notice

• Sessions cancelled with less notice, or missed without notice, are forfeited and not refunded

• If we must cancel, we will reschedule at no cost to you

• Prepaid sessions expire [timeframe] after purchase unless your agreement states otherwise

5.4 Ending a Subscription or Retainer

You may cancel a subscription or month-to-month retainer as described at checkout or in your agreement. Cancellation stops future charges; it does not refund amounts already billed.

5.5 Legally Required Exceptions

We honor any refund or cancellation right that applicable consumer protection law requires and that cannot be waived. To use such a right, contact manager@allocate.xyz with the details of your request.

6. Disclaimers and Assumption of Risk

6.1 Not Professional Advice

Our content, coaching, and consulting address business operations, program and project management, and leadership. We are not acting as your attorney, accountant, tax advisor, licensed financial or investment advisor, or healthcare provider. Nothing we provide is legal, tax, accounting, investment, medical, or mental health advice. Consult a licensed professional before acting on matters in those areas.

6.2 Your Decisions

You are solely responsible for your business decisions, how you implement any recommendation or strategy, your compliance with laws that apply to you, and your results. Unless a signed agreement says otherwise, a purchase does not create a fiduciary, employment, partnership, or agency relationship.

6.3 No Guarantee of Results

We make no guarantee that you will earn income, grow your business, win contracts, complete a program on time or on budget, or reach any specific outcome. Results depend on many factors outside our control, including your experience, effort, resources, market, team, and economic conditions.

6.4 Earnings, Examples, and Testimonials

Any revenue figures, outcomes, case studies, or client results we share are illustrative. They are not typical, are not a prediction of your results, and may not reflect all costs. Testimonials reflect individual experiences; some people giving them may have received free or discounted products or other compensation, which we will disclose as required by the Federal Trade Commission's Endorsement Guides (16 CFR Part 255).

6.5 Assumption of Risk

Running or growing a business carries risk, including financial loss. You accept full responsibility for decisions made using our Products and Services and their outcomes, and agree that Allocate LLC, its owners, employees, and contractors are not liable for those outcomes except as stated in Section 9.

7. Third-Party Platforms, Affiliates, and Links

7.1 Platforms We Use

We sell and deliver through third-party platforms such as SamCart, Instagram, Stripe, PayPal, and scheduling, email, and course-hosting tools. Your use of those platforms is also subject to their own terms and privacy policies. We are not responsible for their outages, errors, policy changes, or data practices.

7.2 Social Media

Content we post on Instagram or other social platforms is for general information and is governed by these Terms. Instagram is owned by Meta Platforms, Inc., which does not sponsor, endorse, or administer our offers. Our advertising on Meta platforms is intended to comply with Meta's Advertising Standards.

7.3 Affiliate Relationships

We may recommend third-party products, tools, or services and may earn a commission or other compensation when you buy through our links. We disclose these relationships as required by law. A recommendation is not a warranty, and we are not liable for third-party products or services.

7.4 Third-Party Links

Our websites and materials may link to sites we do not control. We are not responsible for their content, accuracy, availability, or privacy practices, and you visit them at your own risk.

8. Privacy, Communications, and User Content

8.1 Privacy Policy

Our Privacy Policy, available at [allocateconsult.xyz/privacy-policy], explains what personal information we collect, how we use and share it, and the choices and rights you have. It is incorporated into these Terms by reference. If these Terms and the Privacy Policy conflict on how personal information is handled, the Privacy Policy controls.

8.2 Cookies and Tracking

Our websites and checkout pages may use cookies, pixels (including the Meta Pixel), and similar technologies for analytics, functionality, and advertising, as described in our Privacy Policy.

8.3 Email Communications

When you purchase or sign up, you may receive transactional emails about your order and, where permitted, marketing emails. Every marketing email identifies Allocate LLC, includes our postal address, and contains an unsubscribe link. We honor unsubscribe requests within 10 business days, as required by the CAN-SPAM Act.

8.4 Text Messages

If you provide your mobile number and opt in, you agree to receive recurring automated marketing and account text messages from Allocate LLC.

• Consent is not a condition of purchase

• Message frequency varies; message and data rates may apply

• Reply STOP to opt out at any time, or HELP for help, or email manager@allocate.xyz

• We do not share or sell mobile numbers or text-messaging opt-in data with third parties for their marketing purposes

8.5 Data Security

We use reasonable safeguards, but no transmission or storage method is completely secure, and we cannot guarantee absolute security.

8.6 User Content and Community Guidelines

If you post comments, questions, or other content in our communities, groups, or channels, you grant us a non-exclusive, worldwide, royalty-free, perpetual license to use, display, and adapt it to operate and promote our Products and Services. You confirm you have the right to share it. You agree not to harass others, share others' private information, post unlawful or infringing material, spam, or impersonate anyone. We may remove content or members at our discretion and are not responsible for content posted by others.

We will not publish your name, likeness, or testimonial in marketing without your permission.

9. Liability, Indemnification, and Termination

9.1 Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED IN THESE TERMS OR A SIGNED AGREEMENT, OUR PRODUCTS AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9.2 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, ALLOCATE LLC'S TOTAL LIABILITY FOR ANY CLAIM ARISING FROM OR RELATED TO THESE TERMS OR OUR PRODUCTS AND SERVICES WILL NOT EXCEED THE AMOUNT YOU PAID US FOR THE SPECIFIC PRODUCT OR SERVICE AT ISSUE IN THE 12 MONTHS BEFORE THE CLAIM AROSE.

IN NO EVENT WILL ALLOCATE LLC BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, REVENUE, CONTRACTS, DATA, OR BUSINESS OPPORTUNITIES, EVEN IF ADVISED OF THEIR POSSIBILITY.

These limits are an essential part of the bargain between us. Some jurisdictions do not allow certain limitations, so they apply to you only to the extent the law permits.

9.3 Indemnification

You agree to indemnify, defend, and hold harmless Allocate LLC and its members, managers, employees, contractors, and agents from claims, losses, and expenses, including reasonable attorneys' fees, arising from your misuse of our Products and Services, your violation of these Terms or any law, your infringement of third-party rights, or content you submit. This obligation survives termination.

9.4 Termination of Access

We may suspend or revoke your access if you materially breach these Terms, share or resell our materials, file a fraudulent chargeback, provide false information, act abusively toward our team or community, or use our Products and Services unlawfully. Except for serious violations such as fraud, IP theft, or threats, we will first email you and give you 5 business days to fix the problem.

On termination, your access ends, you must stop using and delete our materials, and unpaid amounts remain due. Sections that by their nature should survive, including intellectual property, payment obligations, disclaimers, limitation of liability, indemnification, and dispute resolution, survive termination.

10. Dispute Resolution and Governing Law

10.1 Informal Resolution First

Before starting any formal proceeding, you agree to email manager@allocate.xyz with a description of your concern. We will try in good faith to resolve it within 30 days.

10.2 Binding Arbitration

If we cannot resolve a dispute informally, any dispute arising from or relating to these Terms or our Products and Services will be resolved by final, binding arbitration rather than in court, except as stated in Section 10.3. Arbitration will be administered by the American Arbitration Association under its Consumer Arbitration Rules (or its Commercial Arbitration Rules for business customers). It will take place in [City/County], Virginia, or by video or phone if you live outside Virginia. The arbitrator's award may be entered as a judgment in any court with jurisdiction.

10.3 Exceptions

Either party may bring an individual claim in small claims court if it qualifies. Either party may seek injunctive relief in court to stop infringement or misuse of intellectual property.

10.4 Class Action and Jury Trial Waiver

YOU AND ALLOCATE LLC AGREE THAT CLAIMS MAY BE BROUGHT ONLY ON AN INDIVIDUAL BASIS, NOT AS A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION, AND EACH PARTY WAIVES THE RIGHT TO A JURY TRIAL. If this class action waiver is found unenforceable, this arbitration agreement is void, but the rest of these Terms remain in effect.

10.5 Your Right to Opt Out

You may opt out of this arbitration agreement by emailing manager@allocate.xyz within 30 days of your first purchase, with your name, email address, and a clear statement that you opt out. Opting out does not affect any other part of these Terms.

10.6 Governing Law and Venue

These Terms are governed by the laws of the Commonwealth of Virginia, without regard to its conflict of law rules. Any matter not subject to arbitration will be brought only in the state or federal courts located in [City/County], Virginia, and you consent to their jurisdiction.

10.7 International Users

If you access our Products and Services from outside the United States, you are responsible for complying with your local laws, and you understand your information will be processed in the United States.

11. General Provisions

11.1 Force Majeure

We are not liable for delays or failures caused by events beyond our reasonable control, including natural disasters, pandemics, war, government action, cyberattacks, utility or internet failures, and outages of third-party hosting, payment, or platform providers. If such an event lasts more than 90 days, either party may end the affected obligations without liability.

11.2 Changes to These Terms

We may update these Terms at any time. We will post the updated version with a new effective date and notify existing customers of material changes by email or on our website. Changes apply immediately to new purchases and 30 days after notice for existing customers. Continued use after that date means you accept the updated Terms. Changes do not apply retroactively to disputes already pending.

11.3 Entire Agreement

These Terms, our Privacy Policy, any product-specific terms, and any signed agreement for your engagement make up the entire agreement between you and Allocate LLC and replace prior communications on the same subject.

11.4 Severability and Waiver

If any provision is found unenforceable, it will be limited to the minimum extent necessary and the rest will remain in effect. Our failure to enforce a provision is not a waiver of it.

11.5 Assignment

We may assign these Terms, including in a merger, acquisition, or sale of assets. You may not assign them without our written consent.

11.6 Electronic Communications and Signatures

You agree that notices and agreements we provide electronically satisfy any requirement that they be in writing. Checking a box, clicking a button, or completing a purchase is your electronic signature and has the same effect as a handwritten one.

11.7 Accessibility

We aim to make our websites and materials accessible and work toward the Web Content Accessibility Guidelines (WCAG) 2.1 Level AA. If you need an accommodation, email manager@allocate.xyz and we will make reasonable efforts to help.

11.8 Headings

Section headings are for convenience only and do not affect how these Terms are interpreted.

12. Contact and Acknowledgment

12.1 Contact Us

Questions about these Terms can be sent to:

Allocate LLC

1550 WILSON BLVD

STE 700 PMB 384, Arlington, Virginia 22209

Email: manager@allocate.xyz

Website: https://allocateconsult.xyz

We aim to respond within 2 to 3 business days.

12.2 Acknowledgment

BY CHECKING THE ACCEPTANCE BOX, COMPLETING A PURCHASE, OR USING OUR PRODUCTS AND SERVICES, YOU CONFIRM THAT YOU HAVE READ AND UNDERSTAND THESE TERMS, INCLUDING THE REFUND POLICY IN SECTION 5 AND THE ARBITRATION AGREEMENT IN SECTION 10, AND AGREE TO BE BOUND BY THEM.