Conversation Confidentiality, Non-Disclosure, Consent and Materials Agreement

Effective: June 6, 2026. Last Updated: June 20, 2026.

This Agreement governs any conversation, consultation, discovery call, strategy session, meeting, program discussion, or form submission ("Conversation") you book or take part in with Churmell Mitchell LLC and its brands, including Emotions You Know™, A Father's Voice Matters, A Mother's Voice Matters, Refill™, BRB Again, Churmell Mitchell, and Churmell Mitchell Productions (together, the "Company," "we," "us," or the "Disclosing Party"). You (the "Participant" or the "Receiving Party") accept this Agreement when you check the consent box on a form or otherwise begin a Conversation with us. If you book on behalf of an organization, you confirm you have authority to bind that organization.

1. Purpose

We may share confidential and proprietary information with you so that you can evaluate or carry out a possible working relationship, partnership, engagement, or transaction with us (the "Purpose"). The information is shared only for the Purpose and for no other use.

2. Definitions

"Confidential Information" means any and all information, data, materials, and knowledge, in any form, that we own or share relating to our brands, products, programs, services, operations, strategies, finances, customers, suppliers, designs, methods, frameworks, curricula, trade secrets, and intellectual property, whether or not marked confidential. It includes anything derived or developed from what we share. "Representatives" means your directors, officers, employees, agents, advisors, and consultants who need to know the Confidential Information for the Purpose and who are bound by confidentiality obligations at least as protective as this Agreement.

3. Confidentiality and Non-Disclosure Obligations

You agree to use the Confidential Information solely for the Purpose; keep it in strict confidence using at least a reasonable degree of care; not disclose, reproduce, or distribute it to any third party without our prior written consent, except to Representatives bound by equally protective obligations, for whose breaches you are responsible; and not reverse-engineer, decompile, or disassemble any Confidential Information, unless expressly permitted by law.

4. Exclusions

Confidential Information does not include information that is or becomes public through no fault of yours, was already known to you without a duty of confidentiality (as shown by written records), is independently developed by you without using our Confidential Information, or is rightfully received from a third party who is free to share it.

5. Required Disclosures

If you are required by law, regulation, or court order to disclose Confidential Information, you may do so only to the extent required, after giving us prompt written notice (unless prohibited) so we can seek a protective order, and you will cooperate with us and disclose only the portion legally required.

6. Ownership of Concepts, Frameworks, Materials, and Intellectual Property

All concepts, frameworks, methodologies, curricula, models, systems, names, marks, content, documents, decks, recordings, and materials that we own or present during a Conversation are and remain the sole and exclusive property of the Company Churmell Mitchell LLC and its brands, including Emotions You Know™, A Father's Voice Matters, A Mother's Voice Matters, Refill™, BRB Again, Churmell Mitchell, and Churmell Mitchell Productions (together, the "Company," "we," "our," or "us"), and all related intellectual property, whether or not protected by trademark or copyright. No patent, copyright, trademark, or other proprietary right is licensed, granted, or transferred by this Agreement or any disclosure under it, beyond a limited right to use the information to evaluate a possible engagement with us.

7. Ownership of Work Product

Any ideas, recommendations, plans, frameworks, structures, or materials that we create, develop, or present in connection with a Conversation are our property. If we later agree to deliver work to you under a separate paid agreement, ownership of that work is governed by that agreement. This section does not claim ownership of your own pre-existing business, brand, or materials that you bring to the Conversation.

8. No Reverse Confidentiality, and Your Submissions to Us

This Agreement protects the Company's Confidential Information. The Company does not take on any duty of confidentiality to you under this Agreement. Any idea, suggestion, concept, plan, feedback, or material you share with the Company, whether or not we asked for it, is treated as non-confidential as to the Company, and you grant the Company a perpetual, irrevocable, worldwide, royalty-free right to use, adapt, combine, and build on it for any purpose, without obligation, attribution, or payment. Do not share anything with the Company that you consider confidential or that you do not want the Company to use.

9. Non-Use, Non-Replication, and Non-Circumvention

You will not, directly or indirectly, copy, adapt, reproduce, reverse-engineer, or create a derivative or competing version of our concepts, frameworks, curricula, programs, or materials; use our Confidential Information or proprietary methods to build, launch, or operate a similar product, program, or service, whether on your own or with or for a third party such as a school, district, private or homeschool program, nonprofit, agency, organization, or company; or circumvent us by going around us to replicate our offering, recreate it internally, or engage our sources, partners, or contacts to reproduce what we shared. These restrictions apply during and after the Conversation and apply worldwide. They do not restrict your lawful right to operate your own separate business that does not use our Confidential Information or proprietary material.

10. Non-Solicitation

For five (5) years after a Conversation, you will not directly or indirectly solicit, recruit, or encourage any employee or contractor of the Company Churmell Mitchell LLC and its brands, including Emotions You Know™, A Father's Voice Matters, A Mother's Voice Matters, Refill™, BRB Again, Churmell Mitchell, and Churmell Mitchell Productions (together, the "Company," "we," "our," or "us") who was involved with the Confidential Information to leave us. General advertising not aimed at our team, and any person who contacts you on their own without solicitation, are not a breach of this section.

11. Recording, Photography, and Materials Consent

You consent to the Company Churmell Mitchell LLC and its brands, including Emotions You Know™, A Father's Voice Matters, A Mother's Voice Matters, Refill™, BRB Again, Churmell Mitchell, and Churmell Mitchell Productions (together, the "Company," "we," "our," or "us") recording the Conversation by audio and video and capturing photographs and screenshots. You grant us the right to use the recordings, photos, video, quotes, statements, and testimonials from the Conversation for business, marketing, educational, and promotional purposes across any media now known or later developed, without further approval or compensation, unless we agree otherwise in writing. You confirm that anyone you bring to the Conversation has also consented. If you do not consent to recording, tell us in writing before the Conversation begins.

12. Return or Destruction of Materials

On our written request or when this Agreement ends, you will promptly return or destroy all Confidential Information, including copies, notes, and summaries, and confirm in writing that you have done so. You may keep one copy only to determine your continuing obligations or as required by law, and that copy stays subject to this Agreement.

13. Remedies

You agree that a breach or threatened breach may cause us harm that money alone cannot fully repair. In addition to any other remedy at law or in equity, we may seek injunctive relief, including temporary restraining orders and preliminary or permanent injunctions, without the need to post a bond, and we may recover reasonable attorneys' fees and costs incurred in enforcing this Agreement. These remedies are cumulative.

14. No Partnership or Obligation

A Conversation is exploratory. It does not create a partnership, joint venture, employment, or agency relationship, or any binding commitment to work together. Any engagement will be set out in a separate written agreement signed by both parties.

15. No Professional Advice

A Conversation is strategic, educational, and informational. It is not therapy, medical care, psychological treatment, legal advice, or financial advice, and it does not create a clinical or professional relationship.

16. Term and Survival

This Agreement applies to each Conversation and continues afterward. The confidentiality, non-disclosure, ownership, non-use, non-replication, non-circumvention, non-solicitation, and consent terms survive and remain in effect for ten (10) years after the Conversation, and the ownership and consent terms survive for as long as the law allows.

17. Governing Law and Jurisdiction

This Agreement is governed by the laws of the State of Alabama, without regard to conflict-of-law rules. Disputes will be brought in the state or federal courts located in Lee County, Alabama, or, at the Company's election, in another venue where the Company is formed, is registered, or maintains a principal place of business, and you consent to jurisdiction and venue there.

18. Acknowledgement

By checking the consent box on a form or by taking part in a Conversation, you confirm that you have read, understood, and agree to this Agreement, the Terms and Conditions, and the Privacy Policy.

19. Contact

Churmell Mitchell LLC and its brands, including Emotions You Know™, A Father's Voice Matters, A Mother's Voice Matters, Refill™, BRB Again, Churmell Mitchell, and Churmell Mitchell Productions, at [email protected].