Terms of Use

1. Who We Are

These Terms govern your use of services provided by OH MY GOSH VENTURES LLC, a Florida limited liability company doing business as “OMG Institute”(“OMG,” “the Institute,” “we,” “us,” or “our”).

• Legal entity: OH MY GOSH VENTURES LLC, a Florida LLC
• Principal place of business: 4700 Millennia Blvd, Suite 175, Orlando, FL 32839, USA
• Customer correspondence: 3206 NE 2nd Ave #1070, Miami, FL 33137, USA
• Contact: support@omgplatform.com

These Terms apply to the website omgplatform.com and all subdomains, the OMG Institute mobile application, the Phase I Runway Foundation Program (“the Program”), Phase II Agency Placement Program (when offered), the free Starter Kit and other lead materials, and all related email and SMS communications. The Privacy Policy at /privacy is incorporated by reference.

2. The Program

2.1 Program Components

Phase I — Runway Foundation includes:

• A twelve (12) week curriculum delivered via one live group session per week (Mondays, Eastern Time), plus 4–6 hours of self-paced content per week on the OMG learning platform.
• Three (3) one-on-one mentoring sessions with Małgorzata “Gosia” Leitner (or qualified substitute mentor under Section 11.3): Month 1 online (45 min), Month 2 online (45 min), Month 3 in person in Chicago (60–90 min during the intensive weekend, or pre-approved remote equivalent).
• Weekly written or video review of each weekly deliverable you submit.
• Open weekly Zoom office hours (Wednesdays, 60 min).
• The OMG Starter Kit (Section 3).
• Access to the OMG learning platform during the Program and for six (6) months thereafter as alumni.
• Confirmation of one (1) Runway Placement at a Fashion Week production powered by Art Hearts Fashion, subject to Conditions of Good Standing (Section 6) and as defined in Section 9.5.
• A Certificate of Completion upon successful conclusion.
• Eligibility, subject to Good Standing and selection, to apply for Phase II (Section 7).

2.2 Cohort Start Date & Rescheduling

The “Cohort Start Date” is announced by email and during the pre-launch webinar at least seven (7) calendar days in advance. We may reschedule the Cohort Start Date by up to thirty (30) calendar days with written email notice no later than seven (7) calendar days before the originally announced date. This does not constitute breach and does not entitle you to refund beyond the Seven-Day Satisfaction Window (Section 5), which is recalculated from the rescheduled date.

Rescheduling beyond thirty (30) days requires your written consent. Without consent, you are entitled to a full refund of installments paid (less the Starter Kit Fee where the Starter Kit has been delivered and Receipt Confirmed).

2.3 Reasonable Modifications

We may make reasonable modifications to the Program from time to time, including adjustments to the weekly schedule, content sequence, platform features, location of the Chicago Intensive (within Chicago metro or comparable equivalent), faculty or guest expert lineup, and specific casting and runway opportunities in the Casting Information Hub.

“Reasonable modification” means a change that preserves the substantive value, learning outcomes, and core deliverables described in Section 2.1. Modifications that materially reduce Program value (e.g., removal of the Chicago Intensive, elimination of 1:1 mentoring, cancellation of the runway placement opportunity) constitute breach and entitle you to remedies under Section 13.7.

3. Starter Kit

3.1 Components & Retail Value

The Starter Kit is included in Program tuition. The portion of tuition attributable to the Starter Kit is USD 490(the “Starter Kit Fee”), a 60% discount on the total retail value. We do not offer Starter Kit components for separate purchase.

3.2 Delivery & Proof of Delivery

• Digital components: delivered via the OMG learning platform on Day 0 (Cohort Start Date) through password-protected, user-specific download links.
• Hard-Copy Notebook and Printed Program Calendar: shipped to your confirmed address within fourteen (14) calendar days of the Cohort Start Date, by tracked carrier.
• Welcome Letter: PDF on Day 0 via platform and email; hard copy in the physical shipment.
• Platform Access: activated Day 0, valid for 12 weeks + 6 months alumni.

Each digital download is logged at the platform level (timestamp, IP, user agent). You must complete the “Starter Kit Receipt Confirmation” gating action in Module 0 acknowledging receipt of all digital components. For physical shipments, we retain tracked carrier delivery confirmation. These records constitute conclusive proof of delivery for purposes of these Terms, including Sections 5, 9, and 14.

3.3 Shipping Address

You are responsible for providing and maintaining an accurate shipping address. Any change must be communicated to support@omgplatform.com at least seven (7) calendar days before any scheduled shipment. We are not liable for failed delivery, return, or loss caused by an outdated or incorrect address. If a shipment returns due to an incorrect address, we may reship at your expense or, at your election, fulfill the Hard-Copy Notebook obligation through equivalent digital delivery.

4. Tuition & Payment

4.1 Total Tuition

Total tuition for Phase I is six thousand nine hundred United States Dollars (USD 6,900), inclusive of the Starter Kit Fee.

4.2 Installments

Tuition is paid in three equal installments of USD 2,300:

• Installment 1: USD 2,300 on or before the Cohort Start Date (Day 0), before any Program access.
• Installment 2: USD 2,300 on or before Day 30.
• Installment 3: USD 2,300 on or before Day 60.

Each installment is non-refundable once the corresponding 30-day Program period begins, except as expressly provided in Sections 5, 8, 9, and 13.7.

4.3 Right to Discontinue

You may decline any subsequent installment. Upon non-payment by the due date, your participation ends at the close of the period for which you have paid. No further tuition is owed; no refund of installments already paid is issued. No cancellation form or written notice is required.

4.4 Payment Method

All payments are in United States Dollars via Stripe, Inc. You authorize us to charge the payment method on file for each scheduled installment. If payment fails, we will notify you by email and SMS; you have seven (7) calendar days to remedy before participation ends under Section 4.3.

4.5 Currency & Disputed Charges

Where your payment method is denominated in a currency other than USD, conversion is performed by your card issuer or bank at rates outside our control. Conversion, foreign transaction, or exchange rate fees are your responsibility.

You agree not to initiate a chargeback, payment dispute, or reversal without first completing Stage 1 (Good-Faith Negotiation) of the dispute resolution process in Section 14.2. A chargeback initiated in breach of this provision does not relieve you of your obligations; we reserve the right to enforce our rights, including collection of unpaid tuition and recovery of chargeback fees and administrative costs (Section 14.3 carve-outs).

5. Seven-Day Satisfaction Window

Within the first seven (7) calendar days from the Cohort Start Date (Day 0 through Day 7 inclusive), you may withdraw from the Program for any reason.

Upon timely withdrawal:

• We will refund 100% of Installment 1, less the non-refundable Starter Kit Fee of USD 490.
• Net refund: USD 1,810.
• No further installments are owed.
• You retain all delivered Starter Kit components — the Starter Kit need not be returned. Continued use remains subject to the Confidentiality and Intellectual Property restrictions in Section 12.2.

To exercise this right, send written notice of withdrawal to support@omgplatform.com before 11:59 PM Eastern Time on Day 7. The email must include your full legal name and Cohort identifier. Date and time of receipt by us is determinative; postmark dates do not apply.

After Day 7, this Section 5 is no longer available; tuition is governed by Sections 4, 6, 8, 9, and 13.7.

6. Conditions of Good Standing

Several rights and guarantees (notably the Runway Performance Guarantee under Section 9 and Phase II eligibility under Section 7) require you to remain in Good Standing throughout the Program. You are in Good Standing if you:

• Attend at least 80% of live group sessions (minimum 10 of 12).
• Submit all 12 weekly deliverables on time, per the technical brief. Submissions late by more than 48 hours without prior notification count as missed.
• Attend the Chicago Intensive weekend in person, or complete an approved remote equivalent with the mentor's prior written consent.
• Make all three tuition installments by their due dates.
• Confirm health and physical readiness for runway participation via the form provided in Week 10.
• Complete the “Starter Kit Receipt Confirmation” in Module 0 within 14 days of Cohort Start Date.
• Conduct yourself per the Code of Conduct (Section 13).

Failure to satisfy any of the above releases us from the Runway Performance Guarantee without refund and disqualifies you from Phase II eligibility. You continue to receive all other delivered Program benefits and a Certificate of Completion in Unconditional form (without runway placement) where appropriate.

7. Phase II — Agency Placement Program: Eligibility

Phase II is a separate, optional program with separate enrollment, separate tuition, and separate terms. It is not included in Phase I tuition.

Completion of Phase I in Good Standing makes you eligible to apply for Phase II. Eligibility to apply does not constitute admission, acceptance, or guarantee of placement. All Phase II applications are subject to our selection process, which may include portfolio review, interview, market readiness assessment, and discretionary evaluation of fit. Selection decisions are final and at our sole discretion. Non-selection does not entitle you to any refund, credit, or remedy.

Phase II, when offered, provides preparation for and facilitation of introduction meetings with US modeling agencies. We do not guarantee any agency signing, contract, representation, or future modeling engagement. The decision to sign or represent any candidate is made solely by the agency, independent of us.

8. Hardship Clause

In rare cases of documented extraordinary circumstances, we may, at our sole discretion, offer a transfer to a future cohort at no additional cost. “Extraordinary circumstances” are defined narrowly and exclusively as one of the following:

• A serious medical condition requiring documented hospitalization or specialist treatment that materially prevents Program participation, supported by signed medical documentation.
• Death of an immediate family member (parent, sibling, spouse, or child), supported by documentary evidence.
• A natural disaster directly affecting your primary residence, supported by official documentation (FEMA declaration, insurance claim, or equivalent).

No other circumstances qualify. Change of mind, dissatisfaction, scheduling conflict, financial hardship not arising from the above, employment change, relationship change, relocation, and similar life events do not invoke this clause.

This is not a refund mechanism. The only remedy is a one-time cohort transfer within twelve (12) months of the original Cohort Start Date. No financial refund is offered. Our decision is final and at our sole discretion. To invoke, submit a written request to support@omgplatform.com within 30 days of the qualifying event, with documentation. We respond within 14 days.

9. Runway Performance Guarantee

9.1 The Guarantee

We guarantee every Participant in Good Standing at least one (1) confirmed Runway Placement at a Fashion Week production powered by Art Hearts Fashion (NYFW, LAFW, LFW, or Miami Swim Week), to be scheduled within twelve (12) months of Program completion.

9.2 Remedy if We Fail to Deliver

If you satisfy all Conditions of Good Standing under Section 6 and we are nonetheless unable to deliver the Runway Placement within twelve (12) months of Program completion, you are entitled to a 100% refund of all tuition paid (less the USD 490 Starter Kit Fee).

9.3 What is Not Guaranteed

The Guarantee is limited to the Runway Placement defined in Section 9.5. We do not guarantee:

• Any appearance on NYFW: The Shows (produced by IMG) or any specific production other than those produced or powered by Art Hearts Fashion.
• Any agency signing, contract, representation, or future modeling work.
• Any specific casting outcome, editorial booking, or career trajectory.
• Any income, fee, or financial outcome from the Runway Placement or from modeling generally.
• A specific designer, look, position in the runway lineup, or front-row press coverage.

9.4 Force Majeure Affecting Fashion Week

Force majeure events affecting the entire Fashion Week ecosystem (pandemic, war, natural disaster, government order, or cancellation by Art Hearts Fashion beyond our reasonable control) defer the twelve-month window by the duration of the event. We will notify you in writing within 30 days of the triggering event. General Force Majeure is governed by Section 15.6.

9.5 Definition of “Runway Placement”

A “Runway Placement” means: (a) one confirmed model walk in a runway production produced or powered by Art Hearts Fashion during an official Fashion Week season (NYFW, LAFW, LFW, or Miami Swim Week); (b) included in the main programming (not pre-show, after-show, or trade-show side event); (c) your name credited in the show's official model lineup or program; (d) at least one designer assignment of one or more looks. A Runway Placement does not require a specific designer, runway position, opening or closing slot, press coverage, photographic distribution, or post-show booking. We retain sole discretion to assign you to a particular Art Hearts Fashion show within the eligible Fashion Week seasons.

10. No Other Refunds

Except as expressly provided in Sections 5, 8, 9, and 13.7, all tuition payments are final and non-refundable. Without limiting the foregoing, no refund will be issued for:

• Change of mind after Day 7.
• Life circumstances not meeting the definition in Section 8.
• Dissatisfaction with Program pace, content, or delivery, where the Program is delivered substantially as described in Section 2.
• Non-admission to Phase II under Section 7.
• Any career outcome other than the contractually guaranteed Runway Placement under Section 9.
• Third-party agency decisions, casting outcomes, or industry-related events outside our control.
• Failure to satisfy the Conditions of Good Standing under Section 6.
• Inability or unwillingness to travel to the Chicago Intensive, except where remote equivalent has been pre-approved.
• Reasonable modifications under Section 2.3.
• Any reason not expressly defined as refundable in these Terms.

11. Nature of Our Services; Health Disclaimer; Mentor Substitution

11.1 What We Are and Are Not

• OMG is an educational and mentoring program. OMG is not a talent agency. We do not sign, represent, or place talent. We do not act as intermediary in any casting or contract.
• The Casting Information Hub is strictly informational — public casting calls curated for relevance. You apply independently to all listed castings. We do not pre-select, screen, or shortlist participants for any casting, and we are not a party to any resulting engagement.
• No representation by us, the mentor, or any guest expert shall be interpreted as a guarantee of future earnings, employment, or modeling outcome beyond what is expressly written in Section 9.

11.2 Health, Wellness & Nutritional Information Disclaimer

The Program includes wellness and lifestyle materials, including the “77-Page Youth Protocol” and “Model-Fuel Recipe Guide” (collectively, “Wellness Materials”). You acknowledge that:

• Wellness Materials are educational and informational only. They are not medical, nutritional, dietary, psychological, or therapeutic advice and are not a substitute for advice from a licensed healthcare professional.
• We are not a medical, healthcare, dietary, or mental health provider. Małgorzata “Gosia” Leitner and any guest experts contributing to Wellness Materials are not, and do not hold themselves out to be, licensed physicians, registered dietitians, licensed nutritionists, psychologists, or therapists in the United States.
• You are responsible for consulting a licensed physician, registered dietitian, or other qualified healthcare professional before adopting any dietary, nutritional, exercise, or wellness protocol — particularly if you have any existing medical condition, allergy, eating disorder history, pregnancy, or chronic illness.
• We do not warrant any specific health, weight, energy, longevity, appearance, or wellness outcome. Individual results vary substantially.
• You assume full responsibility for any health, nutritional, or wellness decisions made in connection with the Program. We disclaim liability for any adverse health outcome, allergic reaction, eating disorder relapse, injury, or other consequence arising from your application of Wellness Materials.

11.3 Mentor Substitution

The Program is designed around mentorship by Małgorzata “Gosia” Leitner. We retain the right, in the event of the primary mentor's temporary illness, incapacity, scheduling conflict, or other unavailability, to substitute a qualified replacement mentor of comparable industry experience. We will provide notice in advance where reasonably practicable.

In the event of prolonged unavailability (more than three consecutive weeks during the 12-week Program) or permanent unavailability, we will either (a) substitute a qualified replacement mentor for the remainder of the Program, with no reduction in scope or guarantees; or (b) at your election, transfer you to a future cohort at no additional cost. Substitution under this Section does not constitute breach and does not entitle you to refund beyond (b) above where elected.

12. Media, Privacy, Confidentiality & Intellectual Property

12.1 Use of Your Likeness

You grant us a non-exclusive, royalty-free license to use your name, image, likeness, voice, and Program-related content (including weekly deliverables and runway footage) for our marketing purposes for twenty-four (24) months following Program completion. Use is limited to OMG-owned channels and authorized partner placements. You may revoke this license at any time by written notice to legal@omgplatform.com; revocation is forward-looking only and does not affect materials already published.

12.2 Confidentiality & Intellectual Property

“Program Materials” include, without limitation: all Starter Kit components; all weekly curriculum content, lesson videos, recorded live sessions, recorded mentoring sessions and office hours, recorded guest expert sessions; all written, video, audio, and visual materials on the OMG learning platform; all checklists, self-assessment tools, scoring rubrics, evaluation criteria, casting submission templates, polaroid briefs, runway preparation protocols, posture worksheets, walk technique frameworks, and audition guides; all written, video, or verbal commentary from the mentor or OMG faculty; the Brand Profile methodology, Track A/B classification, Career Vision mapping, 77-Page Youth Protocol, Signature Style Blueprint, and all proprietary frameworks taught; the Casting Information Hub; internal cohort communications; visual designs, layouts, branding, and aesthetic elements; any new or updated versions during enrollment or alumni access.

Program Materials are the exclusive intellectual property of OH MY GOSH VENTURES LLC and its affiliates. No transfer of ownership, license, or right beyond the limited permitted use defined below is granted to you by enrollment.

“OMG Institute™” and “OhMyGosh™” are trademarks of OH MY GOSH VENTURES LLC. All other trademarks are property of their respective owners.

Permitted Use

You are granted a personal, non-transferable, non-sublicensable, revocable license to:

• Study and develop your skills during enrollment.
• Reference Program Materials during your alumni access period (6 months following completion).
• Apply the methodologies taught to your own modeling career.
• Display the Certificate of Completion as professional credential.

Prohibited Use

You agree not to, directly or indirectly:

• Reproduce, copy, photograph, scan, screenshot, screen-record, or duplicate Program Materials by any means (except for personal reference notes).
• Republish, post, upload, share, broadcast, or distribute Program Materials on social media, websites, messaging services, or any other channel.
• Forward or grant access to Program Materials to anyone who is not an enrolled Participant.
• Sell, license, lease, rent, trade, or commercially distribute Program Materials.
• Create, develop, market, or sell any course, program, workshop, mentorship, ebook, workbook, template, checklist, framework, methodology, certification, or coaching service that incorporates, derives from, paraphrases, restates, translates, or substantially imitates Program Materials, structure, classification frameworks, curriculum sequence, scoring rubrics, or other proprietary elements — regardless of whether you credit us or alter materials to disguise origin.
• Translate, adapt, modify, abridge, or create derivative works of Program Materials, for any purpose, including non-commercial.
• Reverse-engineer, deconstruct, document, or systematically analyze Program Materials to reproduce their structure or methodology.
• Disclose internal cohort communications, including testimonials, struggles, or personal stories shared by other Participants in private cohort channels.
• Use Program Materials to train, fine-tune, prompt, or feed any AI model, large language model, image generation model, or machine learning system — whether personal, commercial, or research.

What You May Do

• Share that you are enrolled in or have completed the Program, in your own words and voice.
• Post photos and videos of yourself walking, training, and preparing — provided such posts do not reveal proprietary Program Materials, scoring rubrics, mentor commentary, or other Participants' identities or content.
• Apply the skills, posture, techniques, and modeling craft taught to your professional career without restriction or royalty obligation.
• Discuss your personal experience, opinions, and outcomes in interviews, on social channels, or with others — provided no specific Program Materials or other Participants' confidential information are disclosed.
• Make personal notes during sessions for your own reference (kept in your possession, not distributed).
• Refer prospective Participants and earn any Affiliate Compensation we offer alumni from time to time, under separate written terms.

The line we draw: personal experience and Program craft (freely shareable) versus our proprietary instructional system (protected). Your career is yours. The Program is ours.

Duration & Remedies for Breach

Confidentiality and non-distribution obligations survive termination of enrollment for any reason and continue indefinitely for materials that remain proprietary. The non-competing-product obligation continues for three (3) years following completion, withdrawal, or termination. Publicly released materials cease to be confidential at release but remain copyrighted.

Breach may cause us irreparable harm for which monetary damages alone are inadequate. We are entitled to: (a) immediate injunctive relief in any court of competent jurisdiction without bond, expressly carved out from arbitration under Section 14.3; (b) liquidated damages of USD 15,000 per discrete act of breachof the prohibited-use provisions, as a reasonable estimate of harm and not a penalty; (c) demand for return or destruction of all Program Materials in your possession within 14 days of written demand; (d) termination of the Runway Performance Guarantee, Hardship Clause, Phase II eligibility, and alumni benefits without refund; (e) recovery of reasonable attorney's fees, expert witness fees, and court costs in any action arising from breach.

12.3 Non-Solicitation & Confidentiality of Other Participants

Non-Solicitation. During enrollment and for twelve (12) months following completion or withdrawal, you agree not to solicit, recruit, hire, contract, or attempt to engage other Participants for any competing course, coaching service, agency, modeling venture, or commercial undertaking.

Confidentiality of Others. You agree to keep confidential any personal information, story, struggle, family circumstance, professional history, photograph, video, or other identifying detail shared by another Participant in the cohort environment. Such information may not be disclosed outside the cohort, posted on social media, used in marketing, or shared with third parties — except with the express written consent of the Participant whose information would be disclosed.

12.4 Privacy

We handle your data per our Privacy Policy, incorporated by reference. We comply with applicable US federal and state data protection law, including the California Consumer Privacy Act (CCPA) where applicable.

12.5 Testimonials; FTC Endorsement Compliance

Where you provide a testimonial, endorsement, or success story, you grant us a non-exclusive, royalty-free license to use it in our marketing, subject to a separate written Testimonial Release Form. Our use complies with the FTC Endorsement Guides (16 CFR Part 255): testimonials reflect honest opinions and experience; we do not materially edit or misrepresent statements; where outcomes are described (e.g., agency signing, runway placement), we disclose that results reflect individual experience and may not be typical; we disclose material connections (compensation, discount, benefit). You may revoke your testimonial license at any time by written notice to legal@omgplatform.com; revocation is forward-looking only.

13. Code of Conduct & Termination

13.1 Behavioral Standards

• Represent OMG Institute and the cohort community with professionalism and respect.
• Refrain from public criticism, defamation, or disparagement of the Program, mentor, fellow Participants, faculty, guest experts, or industry partners (including Art Hearts Fashion). Legitimate feedback is raised through internal channels (Section 13.4).
• Communicate difficulties, conflicts, scheduling problems, or emergencies in advance in good faith. “Disappearing” (failing to respond to Program communications for more than 7 consecutive days without explanation) is a violation.
• Engage respectfully in all cohort channels. No harassment, discrimination, bullying, sexual misconduct, or aggressive behavior of any kind.
• Maintain confidentiality of all cohort communications and other Participants' personal information (Section 12.3).

13.2 Communication & Attendance

• Respond to substantive Program communications within 48 hours of receipt (except where advance unavailability is communicated).
• Arrive on time for scheduled 1:1 sessions. The mentor waits up to 10 minutes; after that, the session is forfeit and shall not be rescheduled except in documented emergency.
• Maintain professional presentation at live sessions: camera on (unless technical issue communicated in advance), adequate lighting, quiet and neutral background. Live participation in pyjamas, in a vehicle, while driving, while multitasking, or in a manner disrespectful to fellow Participants is prohibited.

13.3 Deliverables

Weekly polaroid, video, and written deliverables must meet the technical brief provided each week (lighting, framing, format, runtime, content). Submissions that do not meet the brief may be returned for resubmission within 48 hours, after which they count as missed for purposes of Good Standing.

13.4 Internal Channels for Concerns

Raise concerns through internal channels in this order:

• First: directly with the mentor during 1:1 sessions or via platform messaging.
• Second: with OMG administration via support@omgplatform.com.
• Third: if unresolved, via the formal dispute resolution process (Section 14).

Raising concerns through internal channels in good faith is not a breach of this Code. Bypassing internal channels and publicly disparaging the Program (via social media, public posts, reviews, journalism, or other public means) before exhausting internal escalation is a breach of Section 13.1.

13.5 Graduated Consequences

“Serious breach” is defined narrowly and exclusively as one of: (i) public defamation of the Program, OMG, mentor, or partners; (ii) willful violation of Section 12.2; (iii) behavior endangering other Participants, staff, or third parties; (iv) failure to attend the Chicago Intensive without medical reason or prior written consent of the mentor; (v) deliberate fraud in application materials, identity documents, or representations made during enrollment; (vi) sexual misconduct, harassment, or discrimination toward any other Participant, faculty, staff, or third party.

13.6 Termination by Us

We may terminate your enrollment upon (a) accumulation of three breaches under the graduated framework, or (b) a serious breach. Termination results in forfeiture of all tuition paid, loss of platform and Program Materials access, termination of the Runway Performance Guarantee and Phase II eligibility, and continuing application of Section 12 obligations.

13.7 Termination by You for Cause

You may terminate these Terms for cause if we materially breach our obligations and fail to cure within 30 days of receiving written notice from you specifying the breach. “Material breach” means: (a) failure to deliver the substantive Program components described in Section 2.1; (b) failure to deliver the Runway Placement within the period required under Section 9, where you are in Good Standing and the failure is not excused by Section 9.4 force majeure; (c) modifications exceeding “reasonable modification” under Section 2.3; or (d) sustained conduct that fundamentally undermines Program value.

Upon termination under this Section, you are entitled to a prorated refund of tuition for undelivered portions, calculated as: (Total Tuition USD 6,900 minus USD 490 Starter Kit Fee) × (proportion of Program not delivered). Section 12 obligations continue to apply to materials already received.

14. Governing Law, Dispute Resolution & Class Action Waiver

14.1 Governing Law

These Terms are governed by the laws of the State of Florida, USA, without regard to conflict-of-law principles. The Federal Arbitration Act, 9 U.S.C. §§ 1 et seq. (“FAA”), governs the interpretation and enforcement of Section 14.4 (Arbitration).

14.2 Three-Stage Dispute Resolution

Any dispute, claim, or controversy arising out of or relating to these Terms (a “Dispute”) shall be resolved exclusively through the following three stages, in order:

Stage 1 — Good-Faith Negotiation. The party initiating a Dispute delivers written notice to the other at disputes@omgplatform.com (for us) or the email on file (for you). The notice describes the nature of the Dispute, specific facts, relief sought, and contact information. The parties negotiate in good faith for 30 calendar days from receipt of the notice. No Stage 2 or 3 proceeding may be initiated before this period expires.

Stage 2 — Mandatory Mediation.If unresolved, the Dispute goes to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures (or, at your election, its Consumer Mediation Procedures, where applicable). A single mediator is selected by mutual agreement or appointed by AAA. Mediation may be conducted by video conference. Each party bears its own attorney's fees; AAA administrative and mediator fees are shared equally, except where you qualify as a “consumer” under AAA rules, in which case we pay all administrative fees in excess of USD 200. Mediation concludes within 60 days of initiation unless extended by mutual agreement.

Stage 3 — Binding Arbitration. If unresolved, the Dispute is submitted to final and binding arbitration administered by AAA under its Consumer Arbitration Rules (where you qualify as a consumer) or Commercial Arbitration Rules (otherwise). Conducted per Section 14.4.

14.3 Carve-Outs from Arbitration

The following may be brought in a court of competent jurisdiction:

• Claims for injunctive relief to prevent or restrain breach of Section 12 (Confidentiality, IP, Non-Solicitation), including unauthorized distribution of Program Materials.
• Claims for collection of unpaid tuition installments, including recovery of chargeback fees and administrative costs under Section 4.5.
• Small claims actions brought in your state of residence, within the jurisdictional limit of small claims court, on an individual (not class) basis.

14.4 Arbitration Procedure

• Seat & Forum. Seat of arbitration is Miami, Florida. May be conducted in person in Miami, by video conference, or by document submission only, at your election. Hearings involving witness testimony shall be by video conference unless both parties agree otherwise.
• Language. English.
• Arbitrator. A single arbitrator appointed under AAA rules; a licensed attorney with at least 10 years of experience in commercial or consumer contract disputes.
• Governing Rules. AAA Consumer Arbitration Rules where you qualify as a consumer; otherwise AAA Commercial Arbitration Rules. In conflict, AAA rules govern except as expressly modified herein.
• Fees. Where you qualify as a consumer, we pay all AAA administrative fees and arbitrator compensation in excess of your capped contribution (currently USD 200). Each party otherwise bears its own attorney's fees, except the arbitrator may award them to the prevailing party (i) where authorized by statute or (ii) where the arbitrator determines a claim or defense was frivolous.
• Discovery. Each party may request up to ten documents or categories of documents. No depositions absent express agreement or order for good cause. Additional discovery upon showing of substantial need.
• Award. In writing with findings of fact and conclusions of law. Final and binding. Judgment may be entered in any court of competent jurisdiction. The arbitrator may award any remedy available in a court of law, including monetary damages, declaratory relief, and injunctive relief, but excluding punitive or exemplary damages unless expressly authorized by statute.
• Confidentiality. All proceedings, submissions, and awards are confidential, except as necessary to enforce the award, to legal counsel, accountants, or insurers under their own duties of confidentiality, or as required by law.

14.5 Class Action & Collective Proceeding Waiver

• No arbitration shall be joined with any other arbitration or proceeding except by express written consent.
• The arbitrator may not preside over any representative or class proceeding.
• If a court determines this waiver is unenforceable as to a specific claim, only that claim shall be severed and proceed in court; other claims proceed in arbitration as set forth in this Section 14.
• If 25 or more substantially similar arbitration demands are filed against us within a 60-day period by Participants represented by the same or coordinated counsel (a “Mass Arbitration”), demands shall be administered in coordinated batches of no more than 50 cases at a time, with bellwether proceedings as agreed or ordered by AAA. Filing fees beyond the first batch are deferred until the bellwether batch is resolved.

14.6 Thirty-Day Opt-Out Right

You may opt out of the arbitration provisions in Sections 14.2 (Stage 3), 14.4, and 14.5 by delivering written notice to optout@omgplatform.com within 30 calendar days of executing these Terms (defined as the date of electronic acceptance or, if no acceptance, the date of first tuition payment). The notice must include your full legal name, date of acceptance, and an unambiguous statement of intent to opt out. A valid and timely opt-out notice preserves your right to bring individual claims in a court of competent jurisdiction. Opting out does not affect the validity of any other provision, including Stages 1 and 2 (negotiation and mediation), which remain mandatory regardless. Failure to deliver a timely opt-out notice constitutes binding agreement to arbitration under this Section.

14.7 Severability of this Section

If any provision of this Section 14 is held invalid or unenforceable, the remaining provisions remain in full force and effect, and the invalid provision shall be modified to the minimum extent necessary while preserving original intent. If the Class Action Waiver in Section 14.5 is held unenforceable in its entirety, the entire agreement to arbitrate shall be deemed unenforceable, and Disputes shall be resolved in the state and federal courts located in Miami-Dade County, Florida, to whose exclusive jurisdiction the parties hereby consent.

14.8 Survival

This Section 14 survives termination, expiration, withdrawal, completion, or cancellation of these Terms for any reason.

15. General Provisions

15.1 Entire Agreement

These Terms, together with the Privacy Policy and any separate Phase II Participation Agreement (if and when executed), constitute the entire agreement between you and us concerning the Program and supersede all prior oral or written communications, representations, and understandings. No modification is valid unless in writing and signed by both parties (clickwrap acceptance of an updated version counts as written acceptance).

15.2 Electronic Acceptance

These Terms may be accepted by electronic means (clickwrap, account registration, payment) in accordance with the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN, 15 U.S.C. §§ 7001 et seq.) and the Florida Electronic Signature Act (Florida Statutes §668.50). Electronic acceptance has the same legal force and effect as a handwritten signature. You may request a paper version at any time by writing to legal@omgplatform.com; provision of a paper version does not invalidate electronic acceptance.

15.3 Notices

All formal notices required or permitted under these Terms (including Section 5 withdrawal, Section 8 hardship requests, Section 13.7 termination, Section 14 dispute notices, and Section 14.6 opt-out) shall be in writing and delivered as follows:

• To us: by email to the relevant address (support@, disputes@, optout@, or legal@omgplatform.com) or by tracked postal mail to OH MY GOSH VENTURES LLC, 4700 Millennia Blvd, Suite 175, Orlando, FL 32839, USA.
• To you: by email to the address on file in your account, or by tracked postal mail to the address on file.

Notice by email is deemed received on the date of transmission, provided no bounce-back is received. Notice by tracked postal mail is deemed received on the date of confirmed delivery. You are responsible for keeping your contact information current.

15.4 Assignment

We may assign these Terms, in whole or in part, to any affiliate, successor, or acquirer of our business, including in connection with a merger, acquisition, restructuring, or sale of substantially all assets. You may not assign or transfer these Terms, your enrollment, your place in any cohort, or any rights or obligations hereunder, without our prior written consent. Any attempted assignment by you without consent is void.

15.5 No Waiver

No failure or delay by either party in exercising any right shall operate as a waiver. No waiver of any provision shall be effective unless in writing and signed by the waiving party, and shall be limited to the specific instance.

15.6 General Force Majeure

Neither party is liable for any failure or delay in performance arising from events beyond reasonable control, including acts of God, fire, flood, hurricane, earthquake, or other natural disaster; epidemic, pandemic, or public health emergency; war, terrorism, civil unrest, or government action; failure of internet, telecommunications, or third-party platform infrastructure; or any similar event (“Force Majeure Event”). The affected party shall notify the other within 30 days of onset. Program timelines, including the 12-week curriculum and 12-month Runway Performance Guarantee window, are extended by the duration of the Force Majeure Event. If a Force Majeure Event continues for more than 180 days and prevents substantial performance, either party may terminate these Terms with no further obligation, with refunds (if any) calculated on a prorated basis for undelivered portions.

15.7 Severability

If any provision (other than as governed by Section 14.7) is held invalid or unenforceable, the remaining provisions remain in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to be enforceable while preserving original intent.

15.8 Headings

Section headings are for convenience only and do not affect interpretation.

16. Your Representations

16.1 Age & Capacity

You represent and warrant that you are at least eighteen (18) years of age at the Cohort Start Date. Paid enrollment in Phase I — Runway Foundation is not available to minor candidates. Candidates between fifteen (15) and seventeen (17) years of age may apply for scholarship admission only, subject to separate Scholarship Application Terms, Parental Consent Letter (available at omgplatform.com/contractagreement), and Brand Ambassador Agreement, which constitute a separate contractual framework outside the scope of these Terms.

16.2 General Representations

By accepting these Terms, you further represent and warrant that:

• You are a resident of the United States.
• You have read and understood these Terms in their entirety, including all sections concerning tuition, refunds, guarantees, the Hardship Clause, intellectual property, health and wellness disclaimers, Code of Conduct, and dispute resolution.
• You have been given an opportunity to ask questions about these Terms and have either had your questions answered to your satisfaction or chosen to proceed without asking.
• You have had the opportunity to consult independent legal counsel of your choosing before accepting these Terms.
• You are not entering these Terms under duress, time pressure, or material misrepresentation.
• All information you have provided in your application and onboarding materials is true and accurate to the best of your knowledge.
• You understand that the Program is a serious commitment and that your own effort, attendance, and engagement materially affect your outcomes.

17. Changes to These Terms

We may update these Terms from time to time. Material changes will be announced by email to your account address (if you have one), a banner notice on omgplatform.com, and an updated “Last Updated” date at the top. Continued use of our services after a material change constitutes acceptance of the updated Terms.

18. Contact

For any question about these Terms:

Email: support@omgplatform.com

Specialized addresses:

• support@omgplatform.com — Section 5 withdrawals and Section 8 hardship requests
• disputes@omgplatform.com — Section 14 dispute notices
• optout@omgplatform.com — Section 14.6 arbitration opt-out
• legal@omgplatform.com — IP, likeness license revocation, paper version requests

Mailing addresses:

• Principal place of business: OH MY GOSH VENTURES LLC, 4700 Millennia Blvd, Suite 175, Orlando, FL 32839, USA
• Customer correspondence: OH MY GOSH VENTURES LLC, 3206 NE 2nd Ave #1070, Miami, FL 33137, USA