Headshot Academy Circle™  Terms and Conditions of Use

Please read these Terms and Conditions of Use (“TOU”) carefully.  You must agree to these TOU before you are permitted to use or purchase any Headshot Academy Circle membership products: digital or downloadable resources, online course, one-on-one or group coaching, class, program, workshop, or training, or enter any online private forums operated by Vanie Poyey Photography Inc. (for any purpose), whether on a website hosted by Vanie Poyey Photography Inc. or a third-party website such as an online course platform or Membership.io (collectively the “Membership Program”).

If you do not agree with these TOU, you may not join the Membership Program.

As used in these TOU, the term “Releasees” is defined to include the following: (i) Vanie Poyey Photography Inc. its subsidiaries, affiliated companies, owners, members, managers, directors, officers, past and present employees, agents, coaches, representatives, successors and assigns (collectively the “Company”); (ii) any Company volunteers; and (iii) Vanie Poyey.

1. The Membership Program

You will receive as part of the Membership Program:

As part of the Membership Program, you will receive the services outlined on the web page where you register. 

2. Members

If you wish to participate in another session of the Membership Program in the future or purchase any other products, programs or services from the Company, all terms of these TOU will continue to apply unless superseded by another agreement in writing.

This Membership Program is intended and only suitable for individuals aged eighteen (18) and above. Some of the Content in this Membership Program may not be appropriate for children. Company hereby disclaims all liability for use of the Membership Program by individuals under the age of eighteen (18).

3. Payment 

You agree to the following fees and payment schedule for the Membership Program:

You agree to the fees and payment schedule selected at checkout.

YOU ACKNOWLEDGE THAT EXCEPT FOR LIFETIME MEMBERSHIPS, THIS AGREEMENT RENEWS AUTOMATICALLY FOR SUCCESSIVE MONTHLY PERIODS UNLESS CANCELED BY YOU OR THE COMPANY. EACH RENEWAL PERIOD SHALL RUN TO THE LAST DAY OF THE APPLICABLE MONTH IN WHICH IT WOULD OTHERWISE EXPIRE.

IF YOU DO NOT WISH FOR THE MEMBERSHIP PROGRAM TO RENEW THEN YOU CAN CANCEL IT EASILY, AS OUTLINED BELOW.

If paying by debit card or credit card, you give the Company permission to automatically charge your credit or debit card for all fees and charges due and payable to the Company, without any additional authorization, for which you will receive an electronic receipt. You also agree that the Company is authorized to share any payment information and instructions required to complete the payment transactions with its third-party payment service providers (e.g., credit card transaction processing, merchant settlement, and related services).

If payment is not received by the date due, you will have a three (3) day grace period to make the payment, otherwise your participation in the Membership Program will not continue, and the Company reserves the right to terminate your participation in the Membership Program and access to all Content, as defined below, immediately and permanently.

If you fail to make any payment in a timely manner or voluntarily withdraw from the Membership Program at any time or for any reason, you will remain fully responsible for the full cost of the Membership Program and, if applicable, all payments in any payment plan you have chosen, regardless of whether you continue to access or participate in the Membership Program. The Company reserves the right to charge a late fee on all balances more than thirty (30) days overdue. You agree to reimburse the Company for all collection and/or legal fees and expenses necessitated by lateness or default in payment.

4. Refunds

Your satisfaction with the Membership Program is important. However, because of the extensive time, effort, preparation and care that goes into creating and providing the Membership Program the Company has a no refund policy. Unless otherwise provided by law, you acknowledge that the Company does not offer refunds for any portion of your payment, and you will not receive a refund at any time. By using and/or purchasing the Membership Program, you understand and agree that all sales are final, and no refunds will be provided.

The Company reserves the right, in its sole discretion, to determine how to manage a member who violates these TOU. Therefore, if a member disagrees with how the Company manages another member and requests a refund, the Company will deny such request.

Furthermore, if a member violates these TOU, the Company reserves the right, in its sole discretion, to offer the member another opportunity to abide by these TOU. If a member disagrees with the Company offering another member a second opportunity to follow these TOU, no grounds for a member to receive a refund would be created, and any request for a refund on this basis shall be denied.

If, in the Company’s sole right and discretion, you persist with behaviors or actions that violate these TOU, the Company may terminate your access and participation in the Membership Program without notice and without refund.

You have agreed to the Company’s clear and explicit refund policy before completing your purchase and agree that you will not file a fraudulent chargeback with your credit card company or payment processor. If a chargeback is found to be fraudulent, the Company reserves the right to refuse future transactions with you, report the fraudulent chargeback to credit reporting agencies and/or chargeback databases, recover all of the Company’s expenses and attorney’s fees incurred due to your payment default, and take any other appropriate legal action.

5. Intellectual Property Rights

a. Ownership of the Content

The words, videos, voice and sound recordings, training materials, design, layout, graphics, photos, images, information, materials, documents, data, databases and all other information and intellectual property accessible on or through the Company website, any third-party website the Company may use to distribute or host the Membership Program, and contained in e-mails sent to you by the Company, as well as the look and feel of all of the foregoing (the “Content”) is property of the Company and/or its affiliates or licensors, unless otherwise noted, and it is protected by copyright, trademark, and other intellectual property laws.

b. The Company’s Limited License to You

If you view, purchase or access the Membership Program or any of the Content, you will be considered the Company’s licensee. For the avoidance of doubt, you are granted a revocable, non-transferable license to the Content for personal, non-commercial use only, limited to you only.

This means you may view, download, print, email and use one copy of the Membership Program materials or other Content for your own personal purposes or within your own business only. 

You may not republish, reproduce, duplicate, copy, sell, display, disclose, distribute to friends, family, or any other third party, or otherwise use any Content for commercial purposes or in any way that earns you or any third party money (other than by applying them generally in your own business). By downloading, printing, or otherwise using the Content for personal use you in no way assume any ownership rights of the Content – it is still Company property. Any unauthorized use of any Content shall constitute infringement.

You must receive the Company’s written permission before using any of the Content for your own commercial use or before sharing with others.

You are strictly prohibited from uploading or distributing Content to any website, platform, software, or database where it could be accessed or replicated by ChatGPT or other artificial intelligence technologies.

The trademarks and logos displayed on the Content are trademarks belonging to the Company, unless otherwise indicated. Any use including framing, metatags or other text utilizing these trademarks, or other trademarks displayed, is strictly prohibited without the Company’s written permission.

All rights not expressly granted in these terms or any express written license, are reserved by the Company.

c. Unauthorized Use

Your use of any Content other than that expressly authorized in this TOU or by a separate written assignment, is not permitted (“Unauthorized Use”). You agree to pay liquidated damages of five (5) times the total fees paid for the Membership Program in the event of your Unauthorized Use, or a minimum of five thousand dollars ($5,000.00), whichever is greater, in addition to any legal or equitable remedies the Company may be entitled to pursue. This is not a penalty but an agreed liquidated damages charge for the Unauthorized Use.

You agree that any violation or threatened violation of the Intellectual Property Rights terms in these TOU would cause irreparable injury to the Company that may not be adequately compensated by damages, entitling the Company to obtain injunctive relief, without bond, in addition to all legal remedies.

d. Your License to the Company; Use in Testimonials and Marketing. 

By posting or submitting any material during the Membership Program such as comments, posts, photos, designs, graphics, images, videos, or other contributions, you are representing to the Company that you are the owner of all such materials, and you are at least eighteen (18) years old. You are also granting the Company, and anyone authorized by the Company, an unlimited, royalty-free, perpetual, irrevocable, non-exclusive, unrestricted, worldwide license to use, copy, modify, transmit, sell, commercially exploit, create derivative works from, distribute, and/or publicly perform or display your contributions, in whole or in part, in any manner or medium, now known or developed in the future, for any purpose, and are granting the Company the right to make it part of the Company’s current or future Membership Program and Content. This right includes granting the Company proprietary rights or intellectual property rights under any relevant jurisdiction without any further permission from you or compensation by the Company to you.

You also consent to photographs, videos, and/or audio recordings, including teleconference calls, webinars, coaching sessions, or other communications, that may be made by the Company during the Membership Program that may contain you, your voice and/or your likeness. In the Company’s sole discretion, the Company reserves the right to use these photographs, videos, and or/audio recordings and/or any other materials submitted by you to the Company or created by the Company in connection with your participation in the Membership Program, without compensation to you at any time, now or at any time in the future.

You also grant the Company, and anyone authorized by the Company, the right to use your likeness and identify you as the author and individual depicted in any comments, posts, photos, images, videos or other contributions created by you or the Company, or by name, email address, or screen name, for any purposes, including commercial purposes and advertising. You acknowledge that the Company has the right but not the obligation to use any contributions from you and that the Company may elect to cease the use of any such contributions in the Membership Program or in the Content at any time for any reason.

This means you give the Company permission to use anything you submit or post in the Membership Program or any third-party forum or website operated by the Company, or anything captured by the Company during your participation in the Membership Program, including images in which your face is visible and recognizable.   

6. Your Conduct

The Membership Program is a “pitch free zone.” You agree you will not pitch, promote, market, or sell any other products, groups, programs, or events to other members including on any Company website or in any third-party forums owned, operated, or moderated by the Company, whether officially sanctioned by the Company or not. This means you agree not to form or invite members to join, any unofficial or “shadow” groups on social media or any other platform, or organize in-person meetups, based on interests or locality. You agree you will not invite members to participate in events, such as a meetup, seminar, or a coaching session, without first receiving approval from the Company. You agree not to market, promote, or sell products or services such as photography courses, memberships, coaching services, or other products or services to members, unless you are authorized or requested to do so by the Company.

Please also choose carefully the materials that you upload, submit, or embed on any website operated by the Company and any third-party forums operated by the Company. Any material you post on the Company’s website or in any third-party forums operated by the Company may become public.

You are responsible for the comments, posts, photos, images, videos and other contributions you submit during the Membership Program and for any liability that may result from any material you post. You participate, comment, and post material at your own risk. Any communication by you on the Company’s website and in any third-party forums operated by the Company, whether by leaving a comment or participating in a chat, in a public or private forum, or other interactive service, must be respectful. You may not communicate or submit any content or material that is abusive, vulgar, threatening, harassing, knowingly false, defamatory or obscene, or otherwise in violation of any law or the rights of others. You agree to post comments or other material only one time.

You are strictly forbidden from the following:

  • Harassing, fighting with, or being disrespectful to other members 
  • Causing damage to any Company website or third-party forums operated by the Company
  • Using any Company website or third-party forums operated by the Company for any unlawful, illegal, fraudulent, or harmful purpose or activity
  • Using any Company website or third-party forums operated by the Company to copy, store, host, transmit, send, use, publish, or distribute any spyware, virus, worm, Trojan horse, keystroke logger, or other malicious software
  • Using any Company website or third-party forums operated by the Company to transmit, send, or deliver unsolicited communications including, but not limited to, communications for marketing or advertising purposes
  • Systematically or automatically collecting data from any Company website or third-party forums operated by the Company
  • Taking pictures or screenshots of any comments, posts, pictures, materials or any other content shared by the Company or other members on any Company website, private membership forum or third-party forums operated by Company without permission from the original poster
  • Sharing any private and proprietary information, screen shots, comments, posts, pictures, materials, or any other content posted or shared by other members within the Membership Program (including on the Company website or within private membership or third-party forums operated by Company) with the public or anyone outside the Membership Program, without permission
  • Using discriminatory speech, hate speech, comments, or actions against other members based on their sex, gender, age, ethnicity, race, socio-economic status, disability, or other labels. 

If, in the Company’s sole discretion, your conduct violates these TOU in any way, you agree that the Company may immediately and permanently terminate your participation in the Membership Program and your access to the Content without refund.

The Company, in its sole discretion, may delete or modify, in whole or part, any post, comment or submission on the Company’s website and any third-party forums operated by the Company. The Company does not, however, have any obligation to monitor posts, comments, or material submitted by third parties. The Company neither endorses nor makes any representations as to the truthfulness or validity of any third-party posts, comments, or material. The Company shall not be responsible or liable for any loss or damage arising from such third-party content on the Company website or on any third-party forums operated by the Company.

7. Community Guidelines 

The Company has created a community that is intended to foster a safe and judgment-free space for connection, conversation, learning, and growth, while also protecting the privacy, integrity, and well-being of all members. Within Company’s community is the baseline expectation that all members will treat one another with respect while offering encouragement and consideration in all interactions.

The Company may post separate guidelines regarding your behavior in any online community or forum, whether hosted on the Company’s website or a third-party website, which may be updated from time to time. You agree that you are bound by those rules, and they are expressly incorporated into these TOU.

While the Company does its best to create a safe and welcoming space for all members, the Company cannot guarantee that all members will follow these guidelines. The Company, in its sole discretion, may remove any member’s comments, posts, content, or materials, however, the Company does not have a duty to review all member comments, posts, content, and material shared within the Membership Program, including those made in any member communities. Therefore, the Company shall not be held liable for any member’s comments, actions, posts, content, or materials that result in another member’s trauma or discomfort.

8. Confidentiality

The Company is not legally bound to keep your information confidential. Nevertheless, the Company agrees to keep all information about your participation in the Membership Program confidential except when disclosure is required by law, for example if a court issues a subpoena for the file or information, or if you threaten to harm yourself or others. You acknowledge that your communications with the Company are not covered by any doctor-patient privilege or any other professional relationship protected by legal privilege.

Confidential information does not include information that:

a. was in the Company’s possession prior to your participation in the Membership Program;

b. is generally known to the public or in your circle of friends and family and co-workers; or

c. the Company may be required by law to disclose.

You agree that the Company shall not be liable for the disclosure of any of your information by another member. You agree to keep all information you learn about other members, their businesses, or their clients (as applicable), strictly confidential except in very rare circumstances where disclosure is required by law.

The Company may record live sessions or trainings and share them within the Membership Program, in future programs, on the Company’s website, or in third-party forums operated by the Company.

You agree you will not share any recordings or third-party forum postings outside the private member areas. If the Company discovers you have done so, this will be grounds for immediate termination of your participation in the Membership Program and access to the Content.

Due to privacy and intellectual property concerns, members may not use artificial intelligence technology to record or transcribe any live sessions, trainings, workshops, classes, or webinars.

9. Username and Password

To access certain features of the Membership Program, including any private areas limited to paying members, you may need a username and password. It is your responsibility to inform the Company by emailing [email protected] if you are unable to access your account before the Membership Program begins. You agree to keep your username and password confidential. You also agree to provide true, accurate, current and complete information about yourself during the registration process. If the Company has reasonable grounds to suspect that you have provided false information, shared your username and password with anyone else, or forwarded any non-public material from the Membership Program to any other person, the Company has the right to suspend or terminate your account and refuse any and all current or future use of the Membership Program or any Content, in whole or part, without refund. Any personally identifiable information you provide as part of the registration process is governed by the terms of the Company’s website Privacy Policy.

10. Live or In-Person Events 

If you participate in any live or in-person event as part of the Membership Program, you agree to observe and obey all posted rules and warnings, to follow any instructions or directions given by the Company through its employees, representatives or agents, and to abide by any decision of any Company staff or volunteers, or Company vendors or contractors, regarding your ability to safely participate in the event. You agree to always exhibit appropriate behavior and to obey all local, state and federal civil and criminal laws while participating in the any Company events. This includes, generally, respect for other people, equipment, facilities, and property. The Company may dismiss you, without refund, if your behavior endangers the safety of or negatively affects the event or any person, facility or property.

You consent to medical care and transportation in order to obtain treatment in the event of injury to you as the Company, volunteers or medical professionals may deem appropriate. These TOU extend to any liability arising out of or in any way connected with the medical treatment and transportation provided in the event of an emergency and/or injury.

If you choose to consume alcoholic beverages during any part of the event, you must do so responsibly and only if you are over the age of twenty-one (21).

The Company is not responsible for any personal item or property that is lost, damaged or stolen during the Membership Program, including at any events.

11. Termination or Cancellation

The Company reserves the right in its sole discretion to refuse or terminate your access to the Membership Program and Content, in whole or in part, at any time, upon delivery of written notice, at any time. If you violate any provision of this TOU, the Company may terminate your participation in the Membership Program immediately and without refund. In the event of cancellation or termination, you are no longer authorized to access the affected portions of the Membership Program or Content, and any remaining installment (if applicable), default, or late payments will be due immediately. The restrictions imposed on you in these TOU regarding the Membership Program and its Content will still apply now and in the future, even after termination by you or the Company.

IF YOU DO NOT WISH FOR YOUR MEMBERSHIP TO RENEW THEN YOU CAN CANCEL IT AT ANY TIME BY SUBMITTING A REQUEST THROUGH YOUR MEMBER DASHBOARD OR BY SENDING THE FOLLOWING EMAIL TO [email protected]

Please cancel my participation in the Headshot Academy Circle program.

I understand that by canceling, I will be removed from the online community and will lose access to all content and member benefits, but that I am still bound by all ongoing provisions in the Terms and Conditions which I agreed when I registered.

Signed,

[ENTER YOUR NAME]

WHILE YOU MAY CANCEL AT ANY TIME, YOU MUST SUBMIT YOUR CANCELLATION REQUEST NO LATER THAN 3 DAYS PRIOR TO YOUR RENEWAL DATE.

Following your cancellation, you will continue to have access to the Membership Program through the end of the then-current renewal term, and any remaining default or late payments will be due immediately.

12. Personal Responsibility, Assumption of Risk, Release, Disclaimers

a. You are voluntarily participating in the Membership Program and assume all risk of injury, illness, damage, or loss to you or your property that might result, whether arising out of the negligence of Releasees or otherwise.

b. Your participation in the Membership Program does not establish a doctor-patient, attorney-client, counseling, or accountant-client relationship – or any other professional relationship protected by legal privilege – between you and the Company, or any of its employees or contractors.

c. The Membership Program and Content provide information and education only, and do not constitute professional advice of any kind, including but not limited to financial, legal, medical or psychological advice.

d. You acknowledge that, by engaging with the Company for the Membership Program, you voluntarily assume an element of inherent risk, and knowingly and freely assume all risk and responsibility for injuries to any persons or damages to any property, and release, covenant not to sue, and hold Releasees harmless from any and all liability to you, your personal representatives, assigns, heirs and next of kin, for any and all claims, causes of action, obligations, lawsuits, charges, complaints, controversies, damages, costs or expenses of whatsoever kind, nature, or description, whether direct or indirect, in law or in equity, in contract or in tort, or otherwise, whether known or unknown, arising out of or connected with your participation in the Membership Program, whether or not caused by the active or passive negligence of the Releasees. This release is not intended as an attempted release of claims of gross negligence or intentional acts by Releasees.

In the event that the release and hold harmless provision is held unenforceable for any reason, you agree to limit any damages claimed to the total paid to the Company for the Membership Program.

e. Earnings and Results Disclaimer: You agree that Company has not made and does not make any representations about the earnings or results you may receive as a result of your participation in the Membership Program. The Company cannot and does not guarantee that you will achieve any particular result or earnings from your use of the Membership Program, and you understand that results and earnings differ for each individual.

f. Any links to third-party products, services, or sites are subject to separate terms and conditions. The Company is not responsible for or liable for any content on or actions taken by such third-party company or website. Although the Company may recommend third-party sites, products or services, it is your responsibility to fully research such third parties before entering into any transaction or relationship with them.

g. The Company tries to ensure that the availability and delivery of the Membership Program and Content is uninterrupted and error-free. However, the Company cannot guarantee that your access will not be suspended or restricted from time to time, including to allow for repairs, maintenance or updates, although, of course, the Company will try to limit the frequency and duration of suspension or restriction.

h. THE INFORMATION, PRODUCTS AND SERVICES OFFERED ON OR THROUGH THE MEMBERSHIP PROGRAM AND CONTENT ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY DOES NOT WARRANT THAT THE PROGRAM OR ANY OF ITS FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THE COMPANY’S WEBSITE, INCLUDING PAGES LIMITED TO PAYING MEMBERS, OR THE SERVERS THAT MAKE IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

i. THE COMPANY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE MEMBERSHIP PROGRAM, INCLUDING ITS CONTENT, PRODUCTS OR SERVICES, OR THIRD-PARTY MATERIALS, PRODUCTS OR SERVICES MADE AVAILABLE THROUGH THE MEMBERSHIP PROGRAM.

13. Security 

You acknowledge that there is an inherent risk in all forms of electronic communication, and communications between you and the Company may be unlawfully intercepted by third parties

not under the Company’s control. The Company does not guarantee the security of any information transmitted via the Internet, telephone, video conference, or other electronic media. Any efforts you undertake to communicate with the Company are done at your own risk. 

14. Legal Disputes and Waiver of Class Actions

These TOU shall be governed by and construed in accordance with the laws of the State of California without giving effect to its conflict of laws principles. The state and federal court nearest to Los Angeles, California shall have exclusive jurisdiction over any case or controversy arising from or relating to the Membership Program or Content, including but not limited to the Company’s Privacy Policy or these TOU. By participating in the Membership Program or using the Content, you hereby submit to the exclusive jurisdiction and venue of these courts and consent irrevocably to personal jurisdiction in such courts and waive any defense of forum non conveniens. The parties waive any right to bring claims as part of a class or collective action and agree to limit any litigation to individual claims they may have against one another. The prevailing party in any dispute between the parties arising out of or related to these TOU, whether resolved by negotiation, mediation, or litigation, shall be entitled to recover its attorneys’ fees and costs from the other party.

15. Users Outside United States

The Company controls and operates the Membership Program from offices in the United States. The Company does not represent that the Membership Program or its Content are appropriate or available for use in other locations. People who choose to access the Membership Program from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

16. Indemnification

You agree to defend, indemnify, release, and hold harmless the Company and any directors, officers, agents, contractors, partners, assigns, successors-in-interest and their employees from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including but not limited to attorney’s fees) arising from or in connection with: (i) your use of the Content in violation of these TOU, (ii) any breach by you of these TOU or any representation and warranty made by you herein, (iii) any comment, post, or material you submit to the Company’s website or any third-party forum or website operated by the Company, (iv) your use of materials or features available on the Membership Program or Content (except to the extent a claim is based upon infringement of a third-party right by materials created by the Company) or (v) a violation by you of applicable law or any agreement or terms with a third party to which you are subject.

17. Force Majeure 

The Company shall not be deemed in breach of this TOU if the Company is unable to provide access to the Membership Program or any portion thereof by reason of fire, earthquake, labor dispute, act of God or public enemy, epidemic, pandemic, death, illness or incapacity of the Company or any local, state, federal, national or international law, governmental order or regulation or any other event beyond Company’s control (collectively, “Force Majeure Event”). Upon occurrence of any Force Majeure Event, the Company shall give you notice of its delay or inability to provide access to the Membership Program and may offer a revised schedule, alternative arrangements, or, if necessary, terminate this TOU.

18. General Provisions.

The Company may modify the terms of this TOU at any time. All modifications shall be posted on the Company’s website or included in the Membership Program dashboard and members shall be notified via email before the changes go into effect. If any provision of this TOU is held invalid or unenforceable, the remainder of this TOU will remain in full force, and the invalid or unenforceable provision will be replaced by a valid or enforceable provision.

This is the entire agreement of the parties and reflects a complete understanding of the parties with respect to the subject matter. This TOU supersedes all prior written and oral representations.

By clicking on the box when signing up for the Headshot Academy Circle, you are providing the electronic equivalent of your signature and assert that you have read, understood and agreed to this entire document. If you do not agree with these terms, do not enroll in the membership or use our content.

You understand that your fee for the membership will renew monthly until you cancel.

Updated on 03/08/2026