Membership Terms Agreement
This Membership Terms Agreement (the “Agreement”) is entered into by and between Modern Executive Solutions LLC, a Delaware limited liability company (“Modern”), which administers and oversees the Modern One program (“Modern One”), and each individual or entity who either (a) clicks “I Agree” or otherwise electronically accepts this Agreement, or (b) participates in, accesses, or continues membership in Modern One, thereby indicating their agreement to be bound by the terms set forth herein (referred to herein individually as a “Member” and, collectively, as the “Members”).
Members of Modern One agree to the following terms and conditions:
1. Purpose and Nature of Membership
Modern One is a private membership group comprised of executives and individuals who meet and interact regularly to discuss important and current topics. Membership in Modern One (the “Membership”) provides access to a hybrid social network consisting of both online and in-person interactions. The specific benefits of the Membership shall be as provided from time to time by Modern, and such benefits are subject to change in the sole and absolute discretion of Modern. Modern shall have the right to set, establish and maintain eligibility criteria for membership in Modern One. No certain benefits are guaranteed to be provided. Membership in Modern One is at the discretion of Modern, which may deny membership to any prospective Member for any lawful reason in its sole and absolute discretion. Modern makes no representations or warranties regarding any specific outcomes, results, success, or benefits that may be achieved through membership in Modern One. Participation in Modern One is intended to provide opportunities for connection, collaboration, and information sharing; however, Modern does not guarantee any particular business, professional, financial, or personal results. Each Member’s experience and results will vary based on numerous factors outside Modern’s control. Modern reserves the right to establish different tiers of membership at any time in its sole and absolute discretion. The establishment of additional tiers of membership in Modern One shall serve to provide the opportunity for enhanced experiences with Modern One from that in the standard Modern One Membership.
2. Meetings and Content
Each Membership includes access to meetings, roundtable discussions, online forums, or other networking opportunities as determined and provided by Modern from time to time in its sole and absolute discretion. Meetings and Group related events and online interactions may be recorded for the benefit of Modern One or Modern; however, Modern will take commercially reasonable efforts to ensure that information shared following meetings, roundtable discussions, online forums or otherwise is anonymized to the extent practical in order to protect Members’ identities, subject to the terms and limitations of this Agreement. Artificial intelligence and other advanced technologies may be used to generate content from Members’ input and for the purpose of anonymizing content provided by Members.
3. Code of Conduct
Members shall at all times engage in thoughtful, respectful dialogue. Diverse perspectives are encouraged and should be expressed professionally and constructively. Modern One exists to foster collaboration, not commercial gain. Members shall not use Modern One to solicit business, recruit personnel, or exploit relationships for sales or marketing purposes unless explicitly invited to do so. Members shall conduct themselves with the highest level of integrity and professionalism. Any behavior that disrupts the purpose or harmony of Modern One, or otherwise violates the terms of this Agreement including without limitation the code of conduct contained in this Section 3, may result in suspension or termination of the applicable Member’s Membership. Members are encouraged to share insights, challenges, and ideas freely to foster collective innovation, learning, and leadership. The strength of Modern One depends on mutual trust and the responsible handling of shared content. No harassment, trolling behavior, intellectual property violations or inappropriate/illegal behavior will be tolerated from Members. Modern encourages Members to notify Modern of any violation of the code of conduct contained in this Section 3 by any other Member. By participating in Modern One, Members agree to adhere to this code of conduct and contribute to a safe, collaborative, and forward-thinking environment for all Members.
4. Term of Membership
(a) Each Membership shall have an initial term of one (1) year commencing on the earlier of the (i) initial date the Member or the Member’s company (the “Member Company”) assented to this Agreement by agreeing to its terms, and (ii) initial date that the Member began participating with Modern One. To the extent that a Member began participating with Modern One prior to assenting to this Agreement, such Member agrees and acknowledges that the terms and conditions of this Agreement shall apply to all actions taken prior to the Member or the Member Company formally assenting to the Agreement and that the term of the applicable Membership for such Member shall commence on the date upon which such Member first had access to Modern One. Each term of this Agreement shall automatically renew for successive one (1) year terms unless earlier terminated in accordance with this Agreement (each such period referred to as a “Term”). A Member may terminate their Membership for any reason by providing Modern with at least sixty (60) days’ prior written notice of termination. Upon such termination, the Membership of the terminating Member shall end at the expiration of the then current Term of such Membership. No refunds or prorated Membership Fees shall be provided by, or due from, Modern for any reason unless otherwise agreed to by Modern in its sole and absolute discretion.
5. Membership Fees and Requirements
(a) Individual Memberships
(i) Members shall pay the membership fee required by Modern for each Membership (the “Membership Fee”) on an annual basis.
(ii) Membership Fees shall be paid upon enrollment for the initial Term and no later than thirty (30) days prior to renewal of each Term for the subsequent Term.
(iii) Modern reserves the right to modify the Membership Fee amount at any time, with or without notice.
(iv) By providing their payment information, Members authorize Modern to store and securely retain their payment method for future transactions. Members further authorize Modern to automatically charge the provided payment method for Membership Fees or other charges due hereunder including, without limitation, as a result of the automatic renewal of the applicable Membership.
(v) Unless a Member cancels their Membership prior to the end of the current term, such Member’s Membership will automatically renew at the then-current rate, and such Member’s payment method will be charged accordingly.
(vi) Members may update or cancel their payment method or subscription at any time through their account settings or by contacting customer support.
(vii) Renewal of a Membership after any fee adjustment, and the applicable Member’s continued participation (whether active or inactive) in Modern One, constitutes the Member’s agreement to the new Membership Fee. It is the Member’s responsibility to review any updates to pricing as may be communicated or posted by Modern from time to time.
(viii) If the Member fails to pay the Membership Fee as required, such Member’s Membership may be terminated at the sole discretion of Modern without notice and such Member’s access to offerings and benefits of Modern One revoked accordingly.
(ix) Modern shall set the method by which Membership Fees may be paid, which shall be subject to change from time to time as determined by Modern in its sole and absolute discretion.
(x) No Member shall be entitled to a refund of Membership Fees paid hereunder for any reason including, without termination, the early termination of a Membership by Modern.
(b) Corporate Group Memberships
(i) Companies may purchase multiple Membership seats to be assigned to individuals associated with such company. Membership Fees for multi-seat Memberships shall be as set by Modern from time to time, in its sole and absolute discretion.
(ii) Modern shall have the right to reject any individual assigned to a Membership for any lawful reason.
(iii) A Member Company may replace any individual Member. Upon such replacement, the former Member shall have no further access to the applicable Membership and such Membership shall not be extended as a result of such replacement (the original expiration date of such Membership shall apply).
(iv) Each Member Company shall pay the Membership Fee for each Membership on its account on an annual basis.
(v) Membership Fees shall be paid upon enrollment for the initial Term.
(vi) Each Member and Member Company authorize Modern to automatically charge the payment method on file for such Member and/or Member Company approximately thirty (30) days prior to renewal of each Term, without notice, for the subsequent Term.
(viii) By providing their payment information, Members and Each Member Company authorize Modern to store and securely retain their payment method for future transactions. Members further authorize Modern to automatically charge the provided payment method for Membership Fees or other charges due hereunder including, without limitation, as a result of the automatic renewal of the applicable Membership.
(vii) Modern reserves the right to modify the Membership Fee amount at any time, with or without notice.
(viii) Unless a Member cancels their Membership prior to the end of the current term, such Member’s Membership will automatically renew at the then-current rate, and such Member’s payment method will be charged accordingly.
(ix) Members may update their payment method at any time through their account settings or by contacting customer support.
(x) Renewal of a Membership after any fee adjustment, and the applicable Member Company’s continued participation (whether active or inactive by any Member on its account) in Modern One, constitutes the Member Company’s agreement to the new Membership Fee. It is the Member’s and Member Company’s responsibility to review any updates to pricing as may be communicated or posted by Modern from time to time.
(xi) If the Member Company fails to pay the Membership Fee as required for any Member on its account, the Membership for all Members on such Member Company’s account may be terminated at the sole discretion of Modern without notice and each applicable Members’ access to offerings and benefits of Modern One revoked accordingly.
(xii) Modern shall set the method by which Membership Fees may be paid, which shall be subject to change from time to time as determined by Modern in its sole and absolute discretion.
(xiii) No Member or Member Company shall be entitled to a refund of Membership Fees paid hereunder for any reason including, without termination, the early termination of a Membership by Modern.
6. Use of Information
By obtaining a Membership, each Member grants Modern and its affiliates the right to use the Member’s name, image, likeness, LinkedIn and other online profiles and information contained therein, and any biographical or professional information provided by the Member to the organization (collectively, “Member Information”) for purposes related to the promotion, administration, and operation of Modern One. The Member acknowledges and agrees that such use may be made without additional notice, consent, or compensation, and that Modern has the right to edit, adapt, or modify any such materials for formatting or presentation purposes, provided that the use remains consistent with the nature and purpose of Modern One. If a Member wishes to opt out of certain uses, they may submit a written request to Modern, which Modern may consider in its sole discretion. Members authorize Modern to use any information provided by such Member to Modern One during meetings, roundtable discussions, online forums or other means for any purpose. Modern will, in its sole and absolute discretion, take reasonable steps to anonymize information provided during meetings, roundtable discussions and online forums in its compiled reports and summaries. Members shall not utilize the trademarks, name, content or other information of Modern or Modern One without the express written consent of Modern.
7. Ownership of Content
All content, materials, communications, submissions, ideas, feedback, data, or other information submitted, shared, posted, or otherwise made available by Members in connection with their Membership or participation in Modern One (collectively, “Member Submissions”) shall become and remain the sole and exclusive property of Modern. Modern shall have full ownership rights in and to all such Member Submissions, including any intellectual property rights therein, and may use, reproduce, modify, publish, display, distribute, or otherwise exploit such content in any manner and for any purpose, in its sole and absolute discretion, without notice, compensation, or attribution to the Member. To the extent that applicable law does not permit the transfer of sole ownership rights to Modern, each Member hereby grants Modern a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, sublicensable, and transferable license to use, reproduce, modify, publish, distribute, perform, and display such Member Submissions for any purpose related to the operation, development, marketing, or promotion of Modern or its affiliates. Members represent and warrant that they have the necessary rights to grant such ownership or license rights to Modern and that their Member Submissions do not infringe upon any third-party rights. Modern recognizes the importance of providing a safe environment for open and free discussions amongst Members in Modern One and will take commercially reasonable steps to anonymize Member Submissions to the extent practical and appropriate, in its sole and absolute discretion. While Modern may choose to remove or alter identifying information from Member Submissions for use in aggregated data sets, reports, research, marketing, or other materials, Modern makes no guarantee that all Member Submissions will be anonymized. The determination of whether, how, and to what extent anonymization is applied shall be made solely by Modern in its sole and absolute discretion.
8. Confidentiality
Members shall treat all discussions, shared experiences, and information exchanged within Modern One—whether in meetings, online platforms, informal settings, or otherwise—as confidential. Such information shall not be used for competitive advantage, personal gain, or shared outside Modern One without express permission. This obligation survives termination of the Membership. Modern reserves the right to disclose information to the extent it is required to do so by law. Members agree and acknowledge that Members shall only provide information to Modern One that the applicable Member is lawfully allowed to do so and Members shall not share information with Modern or Modern One for which doing so would violate the terms of a confidentiality agreement or other restrictive covenant agreement to which such Member is subject.
9. Modification of Terms
Modern reserves the right, in its sole discretion, to update, modify, or amend this Agreement from time to time without prior notice. Any such changes will become effective immediately upon being posted or made available through Modern’s website, platform, or other communication channels. Continued membership or participation in Modern One following any such change constitutes acceptance of the revised Membership Terms Agreement. However, if a Member does not agree to any material change, the Member may elect to terminate their Membership by providing written notice to Modern within thirty (30) days of the effective date of such change. In such case, the Member will not be bound by the updated terms, but only to the extent that the Membership is properly terminated within the 30-day period. Upon such termination, the Term of the applicable Membership will be terminated and no refund shall be due of any Membership Fees paid for such Term.
10. Representations and Warranties.
Members represent, warrant, and agree to the following (which shall be continuing):
a) Authority and Capacity: The Member has the full legal right, power, and authority to enter into and be bound by this Agreement. If the Member is subscribing on behalf of a business entity or organization, the individual accepting these terms has the authority to bind such entity to this Agreement.
b) Accurate Information: All information provided by the Member during the registration or subscription process is true, complete, and accurate to the best of their knowledge. The Member agrees to promptly update such information as necessary to ensure continued accuracy.
c) Compliance with Laws: The Member’s participation in Modern One and use of any services, benefits, or content provided through the Membership will not violate any applicable laws, regulations, or third-party rights.
d) No Infringement or Harmful Conduct: The Member agrees not to engage in any activity that infringes upon the rights of Modern or other Members, or that (i) disrupts Modern One or Modern, (ii) harms Modern, Modern One or any other Member, or (iii) misuses any part of the Membership or services of Modern.
e) Personal Use: Unless otherwise agreed in writing, the Membership and its benefits are for the personal or internal business use of the Member only and may not be resold, transferred, or used for any commercial purposes not expressly authorized by Modern. The Member agrees that the Member shall not provide to any third party any personal credentials provided to the Member to access any services or benefits of Modern One.
f) Financial Responsibility: If the Member signed up on an individual basis, the Member affirms that the Member is financially responsible for all Membership Fees and any other charges incurred under their account associated with their Membership. If the Member’s Membership was set up by the Member’s company, either as an individual or part of a multi-seat Membership, the Member’s company (the “Member Company”) shall be financially responsible for all Membership Fees and any other charges incurred under the Member’s account associated with their Membership. It shall be the Member’s responsibility to ensure that the applicable Member Company follows its internal invoicing/account payable procedures to ensure that payment of Membership Fees is done timely.
11. Limitation of Liability
To the maximum extent permitted by applicable law, the total liability of Modern, its affiliates, officers, directors, employees, agents, and representatives, for any and all claims arising out of or relating to this Agreement, a Membership, or participation in any activities, programs, or services offered by Modern or Modern One, whether in contract, tort, or otherwise, shall be limited to the total amount of Membership Fees actually paid by the affected Member to Modern for the Term during which the event giving rise to such claim occurred. Under no circumstances shall Modern or Modern One be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of business opportunities, or personal injury, even if Modern has been advised of the possibility of such damages.
12. Indemnification
To the fullest extent permitted by law, each Member agrees to indemnify, defend, and hold harmless Modern, its affiliates, officers, directors, employees, agents, and representatives (collectively, the “Indemnified Parties”) from and against any and all claims, demands, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) the Member’s participation in Modern One; (b) any violation of this Agreement by such Member; (c) any content or information submitted, shared, or disclosed by such Member; or (d) such Member’s negligent, wrongful, or unlawful acts or omissions. This indemnification obligation shall survive the termination or expiration of the Member’s Membership and this Agreement.
13. Terms of Use and Privacy Policy
By enrolling in and maintaining a Membership in Modern One, each Member acknowledges and agrees to the terms of Modern’s Website Terms of Use and Privacy Policy related to Modern One, each of which is incorporated herein by reference and forms a part of this Agreement. These policies govern the collection, use, storage, and disclosure of personal and other information provided by the Member in connection with their Membership. Members agree to review and comply with the Privacy Policy, as they may be updated from time to time at the sole discretion of Modern. Continued membership and participation in Modern One constitutes acceptance of any such updates.
The current versions of these policies are available at:
14. Dispute Resolution
Any disputes arising under or in connection with this Agreement shall be resolved exclusively through binding and confidential arbitration in the State of Georgia, in accordance with the rules of the American Arbitration Association. The Member expressly waives any right to file or participate in a class action or seek relief on a class or representative basis. Unless Modern agrees otherwise in writing, an arbitrator or any dispute related to this Agreement may not consolidate more than one Member’s claims and may not otherwise preside over any form of a representative or class proceeding.
15. Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia. The exclusive forum for any legal disputes shall be within the State of Georgia.
16. Entire Agreement
This Agreement, including any documents incorporated by reference (such as the Privacy Policy), constitutes the entire agreement between each Member and Modern regarding membership in Modern One, and supersedes all prior or contemporaneous understandings, communications, representations, or agreements, whether oral or written, relating to the subject matter herein.
17. Severability
If any provision of this Agreement is held to be invalid, illegal, or unenforceable for any reason, the remaining provisions shall continue in full force and effect. Any such invalid, illegal, or unenforceable provision shall be modified to the minimum extent necessary to render it valid and enforceable while preserving the parties’ original intent as closely as possible.
18. Assignment
The Member may not assign or transfer this Agreement or any rights or obligations hereunder without the prior written consent of Modern. Modern may assign or transfer this Agreement at its sole discretion without restriction.
19. Waiver
No failure or delay by Modern in exercising any right, power, or remedy under this Agreement shall operate as a waiver of any such right, power, or remedy. Any waiver must be in writing and signed by an authorized representative of Modern. A waiver of any provision on one occasion shall not constitute a waiver of any other provision or of the same provision on another occasion.
20. Force Majeure
Modern shall not be liable or deemed to be in default for any delay or failure in performance under this Agreement resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, labor disputes, power failures, internet outages, or other events of force majeure.
Last Updated: March 18, 2025