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The Grey Zone

Terms of service

Effective Date: March 27, 2025

1. Introduction and Acceptance of Terms

Welcome to OrianeCohen.com (the “Site”). The Site is owned and operated by OC Strategic Advisory OCSA LLC, a New Mexico limited liability company (referred to as “OCSA,” “Company,” “we,” “us,” or “our”). These Terms of Service (the “Terms”) govern your access to and use of the Site and all products or services provided through the Site. By accessing, browsing, or using the Site or any services offered on it, you (“you” or “User”) agree to be legally bound by these Terms. If you do not agree with any part of these Terms, you must not use the Site or our services.

Please read these Terms carefully. They form a binding legal agreement between you and the Company. By purchasing a membership, enrolling in a course, or otherwise using any Services, you acknowledge that you have read, understood, and agree to these Terms. You also represent that you have the legal capacity to accept these Terms. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization.

In addition, our separate Privacy Policy describes how we collect, use, and protect your personal data. The Privacy Policy is incorporated into these Terms by reference. By using the Site, you also consent to the data practices described in the Privacy Policy.

We reserve the right to update or modify these Terms at any time. If we make material changes, we will provide notice by updating the “Effective Date” above and/or by other means (such as a notice on our website or email notification). Your continued use of the Site or Services after any changes to these Terms constitutes your acceptance of the revised Terms. If you do not agree to the modified Terms, you must stop using the Site and Services.

2. Description of Services

OrianeCohen.com (operated by OCSA) provides various digital content and services primarily focused on strategic intelligence, industry analysis, and professional training. Our key offerings include:

All of the above offerings, together with any other features, content, or services we make available via the Site, are referred to collectively in these Terms as the “Services.” We continually improve and update our Services. We reserve the right to add, remove, or modify content, features, and availability of any Services at our discretion. This includes changing what content is available to certain membership tiers, updating course materials, or discontinuing any part of the Services. We will endeavor to notify users of significant changes (for example, if a course will be retired or moved out of a membership tier), but we are not obligated to maintain any specific content for a minimum time. No changes to the Services will alter our refund policies stated herein.

The Services are provided for educational and informational purposes to help you develop skills and strategies. We do not guarantee any specific results from use of our content (see Section 8, No Guarantee of Results). All Services are to be used in accordance with these Terms and applicable law.

3. Eligibility and Access

Age Requirement: The Services are intended for adults. By using the Site or Services, you represent and warrant that you are at least 18 years of age (or the age of majority in your jurisdiction, if higher). If you are under 18, you are not permitted to use this Site or purchase any Services. We do not knowingly solicit or collect information from individuals under 18. If we become aware that a minor is using the Site, we reserve the right to terminate the account immediately.

Account creation: To access our membership content or purchase courses, you will need to create a user account. You agree to provide truthful, accurate, and complete information during registration, including your full name, a valid email address, payment information (for paid Services), and any other information we may require. You are responsible for keeping your account information up-to-date. You must keep your account credentials (username and password) confidential. You are responsible for all activity that occurs under your account. If you suspect any unauthorized use of your account or a security breach, you must notify us immediately at support@orianecohen.com. We are not liable for any loss or damage arising from your failure to safeguard your login credentials.

Account usage and restrictions: Each user may create only one account, unless expressly permitted by us. You may not share your account with anyone else or allow others to access the Services through your account. Membership and course access are personal to you. You agree not to provide any other person with access to the paid content (for example, by sharing your login or by sharing downloaded materials) without our prior written consent. If we detect account sharing or other misuse, we may suspend or terminate the account (see Section 7 on Termination).

Right to refuse or terminate access: We reserve the right to deny access, suspend, or terminate your account or use of Services at our sole discretion, for any reason or no reason, at any time. This includes the right to refuse service to anyone we consider a “rogue” user or any user engaging in conduct we deem inappropriate, disruptive, or in violation of these Terms. We are not required to provide advance notice or explanation for revoking access, though we will strive to act fairly. If we terminate your access due to a violation of these Terms or other misconduct, you will not be entitled to any refund of fees paid (see Sections 6 and 7).

By accessing the Site, you also ensure that doing so does not violate any laws applicable to you. You are responsible for compliance with all local, state, national, and international laws and regulations that apply to your use of our Services.

4. User conduct and restrictions

When using our Site and Services, you agree to conduct yourself in a lawful, respectful, and reasonable manner. You must NOT:

Enforcement: Violation of this Section 4 (User Conduct and Restrictions) is grounds for immediate suspension or termination of your account and access to Services, without refund. We reserve the right, but do not assume the obligation, to monitor use of the Site for compliance with these Terms. We may investigate and prosecute violations to the fullest extent of the law. We may also involve and cooperate with law enforcement authorities in prosecuting users who violate the law through misuse of the Site or Services.

Your compliance with these conduct standards is a condition of your continued access to the Services. If you are unsure whether an action or usage is permitted under these Terms, please contact us in advance for clarification.

5. Intellectual Property Rights and License

Ownership of Content: All content, materials, and features provided on the Site or through the Services are the exclusive property of OCSA (OC Strategic Advisory OCSA LLC) and/or its licensors or content providers. This includes, without limitation, all text, articles, reports, graphics, logos, trademarks, videos, audio clips, webinars, course lessons, downloadable materials, software, code, design, and the compilation and arrangement of such content. The Site and Services, and all content therein, are protected by copyright, trademark, trade secret, and other intellectual property laws.

“Oriane Cohen,” “OC Strategic Advisory,” the OrianeCohen.com logo, and any other trademarks or service marks used on the Site are trademarks of the Company or its affiliates. You are not granted any right or license to use any trademarks by these Terms, except as strictly necessary for your use of the Services in compliance with these Terms.

License to use services: Subject to your compliance with these Terms, including full payment of any required fees, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services and content for your own personal, non-commercial use only. This license allows you to view, stream, and interact with the content on the Site or through authorized applications. If downloadable materials (e.g., PDFs, worksheets) are expressly provided as part of a course or membership, you may download and save a single copy for personal use only, and you must retain all proprietary notices on such materials. No other uses of the content or Services are authorized unless we give you written permission.

Purchasing vs. Licensing (no ownership transfer): When you “purchase” a membership or a course, you are not obtaining ownership of the underlying content. Rather, you are buying a license to access and use that content under the conditions of these Terms. All rights not expressly granted to you are reserved by the Company. For example, paying for a standalone course grants you the right to view the course content for the lifetime access period, but does not give you the right to reproduce or distribute the videos or claim any intellectual property rights in the course materials. Similarly, being a subscriber to the membership content allows you to view members-only articles and videos, but you do not own those materials and your right to access them is contingent on your ongoing subscription and compliance with these Terms. Think of it as renting or licensing content: we retain ownership, and you get usage rights under specific conditions.

Restrictions on use of content: Under this license, you agree not to do any of the following:

Feedback: If you choose to provide us with any suggestions, ideas, feedback, or recommendations regarding the Services (e.g., suggestions to improve a course or requests for new content) (“Feedback”), you grant us a perpetual, irrevocable, worldwide, sublicensable, royalty-free license to use and incorporate that Feedback in our products and services without any obligation to you. This means we are free to use any Feedback you provide for any purpose (including commercial purposes) without compensating you, and you waive any claim to ownership or royalties for any improvements or new products that may result.

Third-Party Intellectual Property: Some content or resources on the Site may include intellectual property owned by third parties (for example, a video may include copyrighted images under license, or a course might reference a third-party article or tool). Our inclusion of third-party content is typically under permission, license, or fair use. You must respect all third-party rights as well. These Terms extend to any third-party content included in the Services. You have no right to use third-party content outside of the authorized scope of the Services.

Enforcement of IP rights: We take our intellectual property rights seriously. Unauthorized use of our content may result in termination of the license and your access (see Section 7) and may also constitute a violation of law (including copyright infringement) which could subject you to civil damages or criminal penalties. If you become aware of any unauthorized use of our content (for instance, pirated copies of a course), we encourage you to notify us.

Your content: (Note: As of now, Users generally do not post content on the Site.) In the event that in the future we allow you to submit content (such as comments, profiles, or forum posts), any content you submit would remain your intellectual property; however, you would grant the Company a broad license to use, display, and distribute that content as part of the Services. Since presently no user-generated content features exist, we simply note that any communication you send to us (such as emails or chat messages) is at your own initiative. If, for example, you share a testimonial or success story with us, you agree that we may use your name and the content of your testimonial on our Site or in our marketing materials (unless you expressly tell us not to).

6. Payments, Billing, and Refunds

By signing up for a paid membership or purchasing a course, you agree to pay the fees indicated for that product or service, and you authorize us (and our third-party payment processors) to charge your chosen payment method for the applicable amount. All fees are stated and charged in U.S. Dollars (USD), unless otherwise specified. You are responsible for any applicable taxes, currency conversion fees, or bank charges in addition to our prices.

Payment Methods: We accept various payment methods (e.g., major credit/debit cards, and possibly PayPal or other payment services as made available). When you provide payment information, you represent and warrant that you are authorized to use the payment method and that the information is accurate. You authorize us to charge your payment method for the total amount due (including any applicable taxes or fees) at the time of purchase or on a recurring basis for subscriptions. If your payment method is managed by a third-party (like a credit card issuer or bank), you are responsible for complying with their terms as well.

Recurring Billing for Memberships: If you enroll in a monthly or annual membership subscription, you expressly acknowledge and agree that your subscription will automatically renew at the end of each billing period (one month or one year, as applicable) unless you cancel in accordance with these Terms. Upon each renewal, the subscription fee for the next period will be automatically charged to the same payment method you provided, on or about the calendar day corresponding to the start of the initial subscription. For example, if you start a monthly subscription on the 15th of a month, you will typically be charged on the 15th of each subsequent month. If your billing date would fall on a date that doesn’t occur in a given month (e.g., the 31st), we may charge you on the last day of that month. Annual subscriptions will renew on the anniversary of your sign-up date (adjusted for leap years if applicable).

No refunds for membership fees: Membership payments are non-refundable. All fees paid for the membership (whether monthly or annual) are final and will not be refunded in whole or in part, regardless of usage. This policy applies to both monthly fees and the full annual fee. For example, if you sign up for an annual membership and decide after a few months that you no longer wish to use it, the unused portion of the year will not be refunded. The reason for this policy is that membership provides immediate access to valuable content from day one, including potentially the entire library of articles and videos. By choosing a monthly or annual membership, you understand and accept that there are no refunds for fees already paid. (This does not affect your right to cancel to avoid future charges, as described in Section 7.)

Subscription cancellations: You may cancel your membership subscription at any time to prevent future billing. See Section 7 for details on how to cancel and what happens upon cancellation. Cancelling a subscription stops the auto-renewal of your membership. However, no prorated refunds or credits will be provided for the remaining period of a subscription after cancellation. After cancellation, you will continue to have access to membership content until the end of the current paid billing cycle, at which point your access will terminate and you will not be charged again.

One-time course purchases and refund policy: When you purchase a standalone online course (one of the one-time purchase courses), you pay a one-time fee for indefinite access to that course content under your account. We offer a 7-day no-questions-asked refund period for one-time course purchases. If you are not satisfied with a course you bought, you may request a refund within 7 calendar days from the date of purchase. To request a refund, you must contact us by email at info@ocstrategic.com within the 7-day window, provide your account details and purchase information, and explicitly request the refund. We will process eligible refund requests as soon as reasonably possible. If a refund is granted, your access to the refunded course will be revoked immediately upon refund issuance. After 7 days from the purchase date, course purchases are non-refundable and all sales are final.

Please note: The 7-day refund policy for courses is intended to give users peace of mind and a chance to evaluate the content. We reserve the right to refuse a refund request (even if within the 7-day period) if we suspect abuse of the policy. For instance, if a user has consumed a substantial portion of the course and then repeatedly asks for refunds on multiple courses, that might be deemed abuse. However, in good faith, our “no-questions-asked” guarantee means we generally will not interrogate your reason for a single refund request made in the allowed time.

Courses included via membership: If you have access to any course by virtue of an active membership (rather than separate purchase), that access is temporary and contingent on your membership status. You do not pay a separate fee for such courses (they are included in your subscription), thus no separate refund applies to them. If you lose membership access (due to cancellation or non-payment), you lose access to those courses. To regain access, you would need to re-subscribe or purchase the course separately. Conversely, if you purchased a course separately and later also gain it via membership, your separate purchase remains valid (you will still own lifetime access regardless of membership status). There is no refund of a separately purchased course simply because it later became available through your membership; the different access methods are considered independent.

Payment processing; third-Party Fees: We use secure third-party payment processors (such as Stripe, PayPal, or others) to handle transactions. These processors may collect and store your payment information to facilitate billing. By making a purchase, you agree to the terms and conditions of the relevant payment processor as well. We do not store your full credit card details on our own servers. We implement reasonable measures to secure your payment data as described in our Privacy Policy. However, no system is perfectly secure, and you acknowledge that transactions are made at your own risk. We are not responsible for any errors or fees imposed by your bank or payment provider (for example, currency conversion fees or over-draft charges). If a payment processor fails to remit funds to us or there is a technical error in processing, we will work with you to ensure you receive the product or service you paid for, or a refund if appropriate.

Payment issues: If we are unable to bill the payment method on file (for example, due to an expired card or insufficient funds), we will attempt to notify you and may attempt the charge again after a short interval. It is your responsibility to ensure your payment information is up to date. If a payment remains outstanding, we may suspend or cancel the applicable Service: for example, if your monthly membership fee cannot be processed, we may suspend your membership access until payment is made, and if you do not remedy the issue promptly, we may terminate your subscription. We are not responsible for any bank fees, penalties, or interest that you might incur due to charges attempted or received.

Price Changes: Our fees are subject to change over time. We may increase the price of membership subscriptions or courses, or introduce new fees for new content or features. Price changes for subscriptions will generally apply to existing subscribers at the time of their next renewal. We will give advance notice of any price increase for recurring subscriptions, typically by email and/or by a notice on the Site, at least 30 days before the new price takes effect. If you do not agree to a price change, you may cancel your subscription before the next billing date. Continuing to use the membership after the price change takes effect constitutes your agreement to the new price. One-time purchases (like courses) will not be retroactively affected by price changes after you’ve already paid (i.e., if you bought a course at a certain price, that transaction is done; future purchases would reflect current pricing).

No chargebacks / disputed payments: If you have an issue with a charge, we encourage you to contact us first to resolve it. Initiating a chargeback or payment dispute with your bank without first seeking a refund or clarification from us may be considered a violation of these Terms. We reserve the right to contest any unjustified chargebacks and to terminate your account for abuse of the payment system. That said, we will work in good faith to resolve any billing problems or disputes—your satisfaction is important to us within the bounds of our policies.

By purchasing or subscribing, you acknowledge that you have read and understand these payment terms and refund policies. All payments are to be made in full when due. Unauthorized use of credit cards or payment methods is prohibited, and we may report suspected fraud to the appropriate authorities.

7. Access Duration, Cancellation, and Termination

Access Duration for Services:

Cancellation by You (Memberships): You have the right to cancel your membership subscription at any time. You can typically cancel by logging into your account settings on the Site and selecting the cancel option, or by contacting us at info@ocstrategic.com with a clear request to cancel. Cancellation will take effect at the end of your current billing period. You will not receive any refund or credit for the remaining days in the period, but you will retain access to the membership benefits until the period expires. After cancellation, your subscription will not auto-renew and you will not be charged again unless you re-subscribe in the future. We recommend canceling at least 48 hours before your next billing date to ensure the cancellation processes in time (especially for monthly plans) – although typically, cancellation on the day before should still prevent a charge, processing times can vary.

Termination or Suspension by Company: We may suspend or terminate your access to any or all Services at any time, with or without notice, and with or without cause. If you violate any of these Terms or engage in any conduct that we, in our sole discretion, believe is inappropriate or harmful to the interests of the Company or other users (including but not limited to any prohibited conduct in Section 4), we may terminate your account immediately. In such case, we may also ban you from creating a new account. Additionally, the Company reserves the right to terminate the Services or your account for convenience (for example, if we decide to discontinue the Site or a particular Service, or if we find it necessary to limit access to certain individuals for any reason). If we terminate your membership without cause (not due to your breach), we may in our discretion provide a pro-rata refund for the remaining period of any prepaid subscription. However, if termination is for cause (due to your breach of these Terms or misconduct), you will not be entitled to any refund of fees paid, and we may also refuse any future re-enrollment by you.

Effect of termination/cancellation: Upon termination of your account or Services for any reason:

Content availability and service continuity: We strive to provide continuous access to our Site and Services, but we make no guarantees that the Services will always be available or uninterrupted. We may have to suspend or withdraw or restrict the availability of all or part of our Site for business or operational reasons (for example, to perform maintenance or upgrades). We will try to give reasonable notice of any significant downtime, but emergency maintenance or events outside our control may occur without notice. Furthermore, the nature of digital services means that the form and content of Services may change over time. While we currently plan to maintain access to purchased course content indefinitely, if circumstances beyond our control or business decisions lead us to shut down the Site or a particular Service, we reserve the right to do so. In such a case, we will make reasonable efforts to notify users in advance and to provide options (such as downloading content where feasible, or partial refunds for unused membership time, etc.), but we cannot guarantee specific remedies.

Survival of terms: The termination or expiration of your account or subscription does not mean all Terms cease to apply. Any provisions of these Terms which by their nature should survive termination (including but not limited to, intellectual property rights, disclaimers of warranties, limitations of liability, indemnification, dispute resolution, and governing law) shall survive and remain in effect after termination of your membership or account.

Reactivation: If your membership was canceled (by you or due to a billing issue) but not terminated for misconduct, you may re-subscribe at any time. A new subscription will start a new billing cycle under the then-current fees and terms. If your account was terminated by us due to violation of terms or at our discretion, you should not attempt to create a new account or subscribe again without our permission. We reserve the right to reject a new account or new subscription from a user who has been terminated or banned.

8. No Guarantee of Results

No Guaranteed Outcomes: You acknowledge and agree that the Company has not made any guarantees about the results of taking any action, whether recommended on this Site or in one of our courses or coaching sessions. All content and Services are provided for informational and educational purposes only, with the aim of aiding your personal or professional development. However, we make no promise or warranty that following any of our advice, strategies, tips, or insights will lead to any particular outcome or result, such as specific business success, financial gain, career advancement, or other results. The success of our Users depends on many factors beyond our control, including their own skill, effort, knowledge, capabilities, and the conditions in the world or market in which they operate.

User responsibility: Any decisions you make based on information provided through the Services are made at your own risk. You remain solely responsible for your actions and their consequences. We encourage you to use critical thinking and, if necessary, seek independent professional advice (for example, legal, financial, or business advice) before implementing any strategies or recommendations obtained from our content. Our role is to offer insights and education, not to perform due diligence or make decisions for you.

No professional advice: Unless explicitly stated, nothing on the Site or in the Services constitutes professional advice (such as legal, financial, or investment advice) specific to your situation. While Oriane Cohen and contributors may have expertise in strategic intelligence and related fields, the information presented is general in nature. If we share case studies, success stories, or examples, these are illustrative only. Past success by other clients or students is not a guarantee that you will achieve similar results. Every individual and scenario is different.

Testimonials and endorsements: The Site may feature testimonials or endorsements from other users or clients highlighting positive outcomes they achieved. These testimonials reflect those individuals’ experiences and opinions and may not be typical. They are not intended to guarantee or represent that you will achieve the same or any results. You acknowledge that results will vary and are dependent on numerous factors including your own effort and adherence to our recommended practices.

No warranty of accuracy or efficacy: While we strive to ensure that all content we provide is accurate, up-to-date, and useful, we cannot guarantee the accuracy or completeness of any information. There may be errors, omissions, or inaccuracies in content (see also Section 9, Disclaimers). Additionally, strategies or information that proved effective at one time or for one person may not be effective for you or at a later date. The field of strategic intelligence and business strategy is dynamic; you accept that any information is provided “as is” and without guarantees as to outcomes.

In summary, you assume full responsibility for any results or lack thereof that you experience when you apply information or techniques from our Site, courses, or services. The Company will not be liable for any failure by you to achieve any desired result or for any outcomes that occur, whether positive or negative, as a result of following our content. (Further liability limitations are described below in Section 9.)

9. Disclaimers and Limitation of Liability

General Disclaimer of Warranties: The Site and all Services, content, and materials provided by the Company are offered on an “AS IS” and “AS AVAILABLE” basis, without any warranties of any kind. To the fullest extent permitted by applicable law, the Company expressly disclaims all warranties, whether express, implied, statutory, or otherwise, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, and non-infringement. We do not guarantee that the Services will meet your requirements or expectations, or that the results that may be obtained from the use of the Services will be effective, accurate, or reliable. The Company makes no representation or warranty that the Site or the servers that make it available are free of viruses or other harmful components, or that any defects will be corrected.

Content accuracy and completeness: While we endeavor to provide very high-quality information and reflections, we make no guarantees as to the completeness, timeliness, or accuracy of any content on the Site or in the Services. The information, analyses, and opinions expressed are those of the authors (which may include Oriane Cohen and other experts) as of the date of writing and are subject to change without notice. We do not promise that any errors or omissions will be corrected. Reliance on any information presented on the Site is at your own risk. It is possible that content may include typographical errors, technical inaccuracies, or factual errors. We are not liable for such errors. If you find an error, we appreciate feedback, but the Company will determine in its discretion whether to address it.

Service availability: We do not warrant that the Services will be uninterrupted, timely, secure, or error-free. We are not responsible for any service interruptions, whether due to technical issues, maintenance, or factors outside our control. Temporary downtime or technical glitches may occur. You understand that use of the internet and electronic systems has inherent risks and that occasionally the Site may be inaccessible or not function properly. We will not be liable for any loss of data or any breach of security that occurs beyond our reasonable control (for example, due to hacking, unless attributable to our failure to take reasonable security measures as required by law).

Third-party content and tools disclaimer: Any third-party content or services (including third-party links, advertisements, or tools – see Section 10) are not under our control, and we provide them “as is” as well. We specifically disclaim any liability for the content, actions, or omissions of any third parties in connection with the Services.

Not a fiduciary or professional relationship: Your use of the Services does not create any fiduciary, agency, partnership, or joint venture relationship between you and OCSA. The Company is not your agent, lawyer, or financial advisor. We provide information and guidance, but you are responsible for your own decisions. Any mentoring or coaching, if provided, is advisory and supportive in nature; you remain accountable for choices and actions in your personal or business endeavors.

Specific disclaimers for upcoming services: If and when the 1:1 coaching service launches, any advice or guidance given in the course of such coaching is likewise without any warranty of outcome. Coaching discussions are candid and meant to help you strategize, but they do not come with any guarantee. We will likely have you agree to additional disclaimers at the time of engaging in coaching, but even now we note that by using any future coaching, you accept it is provided without warranties and you waive any claims for lack of success.

Limitation of Liability: To the maximum extent permitted by law, in no event shall OCSA (OC Strategic Advisory OCSA LLC), its owners, officers, employees, contractors, affiliates, agents, or licensors be liable to you or any third party for any indirect, incidental, special, consequential, exemplary, or punitive damages whatsoever arising out of or related to your use of (or inability to use) the Site or Services. This includes, without limitation, any damages for lost profits, lost revenue, loss of business opportunity, loss of data, business interruption, personal injury, pain and suffering, emotional distress, or similar losses, even if we have been advised of the possibility of such damages.

Furthermore, the total aggregate liability of the Company and its affiliates, arising out of or relating to these Terms, the Site, or the Services, shall not exceed the greater of: (a) the amount you paid to the Company for Services in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) $100 USD. This limitation applies to all claims of every kind, whether based in contract, warranty, tort (including negligence), strict liability, or any other legal theory, and whether or not the Company has been informed of the possibility of such damage.

If you are using free content (for example, reading free blog posts or free trial material), then our total liability to you shall not exceed $50 USD, since you haven’t paid for the service giving rise to the claim.

Exceptions and limitations: Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. For example, certain states or countries do not permit the disclaimer of implied warranties or the exclusion of liability for certain types of damages such as consequential or incidental damages. Therefore, some of the above disclaimers or limitations may not apply to you if prohibited by law. In such jurisdictions, our warranties and liability will be limited to the fullest extent permitted by applicable law. However, nothing in these Terms is intended to limit or exclude any liability that cannot be excluded by law, such as liability for gross negligence, willful misconduct, or for personal injury or death caused by our negligence, or for fraud.

Indemnification: You agree to indemnify, defend, and hold harmless OCSA and its affiliates, officers, directors, employees, consultants, and agents from and against any and all third-party claims, losses, liabilities, damages, judgments, awards, penalties, fines, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your use or misuse of the Site or Services, (b) your violation of these Terms or any law or regulation, (c) your infringement or misappropriation of any intellectual property or other rights of the Company or third parties, or (d) any content you submit or actions you take that cause harm to another party. We reserve the right, at our own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you (in which case you agree to cooperate with our defense of such claim). This indemnification obligation will survive termination of your use of the Services and these Terms.

Release: To the fullest extent permitted by law, you release the Company and its affiliates from responsibility, liability, claims, demands, and/or damages of every kind and nature, known and unknown, arising out of or related to disputes between users or between a user and any third party in connection with the Services. Where applicable, you waive any protections (whether statutory or otherwise) that would otherwise limit this release, including, to the extent applicable, any analogous statute or doctrine (for example, you waive the provisions of California Civil Code §1542 which states: “A general release does not extend to claims which the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release…”).

Force Majeure: OCSA shall not be liable for any delay or failure in performance of the Services or any part of these Terms by reason of any cause beyond our reasonable control. This includes, but is not limited to: acts of God, war, terrorism, civil unrest, governmental action, labor disputes or strikes, fire, floods, earthquakes, embargoes, network or internet outages, power failures, or any other events or circumstances not within our reasonable control. During such events, our obligations will be suspended to the extent they are affected by the event. We will make reasonable efforts to resume service as soon as practicable.

By using the Site and Services, you acknowledge that you have understood these disclaimers and limitations of liability, and that they are a reasonable allocation of risk between you and the Company. These provisions form an essential basis of our bargain. In other words, the pricing and terms of our Services are set based on the understanding that our liability is limited and that you bear certain risks in using our Services.

Our Site and Services may incorporate or provide access to third-party content, tools, websites, and technologies, including the use of cookies and automated systems (such as AI). This section describes your rights and our responsibilities regarding those third-party elements and technologies.

Third-Party Tools and Software: We may use or provide access to third-party software or services to enhance your experience. For example, our site may integrate a payment gateway (like Stripe or PayPal), a learning management system for courses, video hosting platforms (like Vimeo or YouTube for streaming videos), scheduling tools for coaching sessions, or other utilities. You acknowledge that:

External Links: The Site or content within the Services may contain links to third-party websites or resources (collectively, “Linked Sites”). These Linked Sites are provided for your convenience or as part of content (e.g., a course might link to an external article or a recommended book’s page). We do not control and are not responsible for the availability, accuracy, or content of Linked Sites. The inclusion of any link does not imply affiliation, endorsement, or adoption by us of the site or any information contained therein. When you click on a third-party link, you will be subject to that third party’s terms and policies, including their privacy and data gathering practices. We strongly encourage you to review the terms and privacy policy of any third-party site you visit. Your use of Linked Sites is at your own risk. OCSA shall not be liable for any information, software, or services found at any Linked Site, nor for any loss or damage that may arise from your use of them.

Affiliate Links and Endorsements: We may participate in affiliate marketing programs. This means some links on our Site or within our content might be affiliate links, for which we could earn a commission if you make a purchase through those links. We will endeavor to identify affiliate links or clearly disclose when a post or page includes affiliate promotions. Your understanding and acknowledgement:

Use of Artificial Intelligence (AI) and Automated Tools: We may leverage artificial intelligence or automated tools in various aspects of our Site and Services. For example, we might use AI for content personalization, chat support, data analysis, or content generation assistance. By using the Site, you acknowledge and agree that:

Cookies and tracking technologies: OrianeCohen.com uses cookies, web beacons, and other tracking technologies to enhance user experience, analyze site usage, and assist in marketing. A cookie is a small text file that a website places on your device to store information about your preferences or usage. Important points:

Third-Party Content Disclaimer: Any opinions, advice, statements, or other information or content made available by third parties (including other users, guest contributors, or external platforms we may use for hosting discussions) are those of the respective authors and not of the Company. We do not guarantee the validity, accuracy, or usefulness of any third-party content. If the Site ever hosts user forums or if we have webinars with guest speakers, know that those users or guests are responsible for their own statements.

In summary, when using our Site:

By continuing to use OrianeCohen.com, you accept and consent to the third-party integrations and technological practices outlined above.

11. Governing Law and Dispute Resolution

Governing Law: These Terms and any dispute or claim (whether contractual or non-contractual) arising out of or related to these Terms, the Site, or the Services shall be governed by and construed in accordance with the laws of the State of New Mexico, USA, without giving effect to any conflict of law principles that would cause the laws of another jurisdiction to apply. You agree that the Uniform Computer Information Transactions Act (UCITA) (if otherwise applicable) and the United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply to these Terms or to any disputes arising out of our Services – both are expressly disclaimed.

Jurisdiction and Venue (U.S. Residents): If you are a resident of the United States (or if you access the Services from within the U.S.), you and the Company agree that any dispute that is not subject to arbitration (or as otherwise provided below) shall be resolved exclusively in the state or federal courts located within the State of New Mexico. You and OCSA each consent to the personal jurisdiction of these courts and waive any objections to venue in those courts, including any argument that such courts represent an inconvenient forum. New Mexico is our place of business, and you agree it is a fair forum for resolving any disputes that may arise. Notwithstanding the above, we reserve the right to seek injunctive or equitable relief in any jurisdiction if necessary to protect our intellectual property or to prevent loss of data or damage to our servers (for example, in the event of a cyber-attack or unauthorized use of the Services).

Dispute Resolution and Arbitration (International Users): If you reside outside of the United States, or if a dispute involves parties or interests across international borders, the parties agree to attempt an amicable resolution by contacting each other in good faith. If we cannot resolve the dispute through negotiation within a reasonable time (say, 30 days from notice of dispute), then the dispute shall be finally resolved by binding arbitration administered by the International Chamber of Commerce (“ICC”) under its Rules of Arbitration. The following provisions will apply to any such arbitration:

Arbitration and Dispute Terms (All Users): The following provisions apply to all disputes, whether resolved in court or via arbitration, and regardless of your location:

Severability of Dispute Provisions: If any part of this Section 11 (Governing Law and Dispute Resolution) is found to be illegal or unenforceable, that portion shall be severed and the remainder of this section shall be given full force and effect. However, if the class action waiver is found to be unenforceable in a way that permits class or representative proceedings, then the arbitration agreement (if applicable) shall be null and void in its entirety, and the dispute must be brought in court (subject to the jurisdiction and venue provisions above).

By agreeing to these Terms, you explicitly acknowledge that you have read and understood this Section 11 on dispute resolution, including the agreement to arbitrate and the class action waiver, and that you agree to these provisions as part of our contract.

12. Miscellaneous Provisions

Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable for any reason by a court or arbitrator of competent jurisdiction, then that provision shall be deemed modified or eliminated to the minimum extent necessary to bring it into compliance with the law, and the remaining provisions of these Terms will continue in full force and effect. In other words, the invalidity of one part of these Terms will not affect the validity and enforceability of the rest.

Assignment: You may not assign or transfer these Terms or any of your rights or obligations hereunder, whether by operation of law or otherwise, without our prior written consent. Any attempt by you to assign these Terms without consent will be null and void. We, on the other hand, may assign or transfer our rights and obligations under these Terms freely to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets, or by operation of law or otherwise. These Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.

Entire Agreement: These Terms (together with any additional rules, guidelines, or policies incorporated by reference, such as our Privacy Policy, and any specific product terms that might apply to particular Services) constitute the entire agreement between you and OCSA relating to your use of the Site and Services. They supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter. In entering into these Terms, neither party has relied on any statement, representation, warranty, or agreement of the other party except as expressly set forth in these Terms. Any additional or different terms proposed by you (for example, in an email or a purchase order) are hereby rejected and will not bind us unless we explicitly agree in writing.

No Waiver: No failure or delay by the Company in exercising any right, power, or privilege under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. Our failure to enforce any provision of these Terms does not constitute a waiver of future enforcement of that or any other provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by an authorized representative of OCSA.

No Third-Party Beneficiaries: These Terms are for the benefit of and binding upon you and OCSA (including our successors and permitted assigns). No third party shall have any rights to enforce any terms herein or assert any rights under these Terms, except as expressly provided (for example, the indemnified parties under the Indemnification clause can rely on that protection). The parties agree that there are no third-party beneficiaries to these Terms, and that no third party (including, for example, any of your own clients or customers) can claim rights under this agreement between you and us.

Relationship of Parties: You and OCSA are independent contracting parties. These Terms do not create any agency, partnership, joint venture, or employment relationship between you and us. You have no authority to make or accept any offers or representations on our behalf. You agree not to hold yourself out as an employee, agent, or representative of the Company. You also understand that you are solely responsible for any taxes or obligations to your own government arising from your purchase or use of our Services.

Headings and Interpretation: The section titles and headings in these Terms are for convenience only and have no legal or contractual effect. In these Terms, the word “including” (and similar words) is to be construed without limitation. Any examples given are illustrative and not exhaustive. If we say “may” do something, it means we have the right but not the obligation to do it. If we say “will” or “shall,” it indicates an obligation.

Notices: We may provide notices or communications to you by email (to the address associated with your account), by posting on the Site, or through other reasonable means. You are responsible for ensuring we have your current email address. Notice to you will be deemed given when sent, and you are deemed to have received it when it is sent, whether or not you actually read the communication. You may give notice to us by contacting us at the email or physical address provided in the “Contact Information” section (Section 13). Such notice will be deemed given when received by us.

Language: These Terms are written in English (US). It is the express intent of the parties that these Terms and all related documents be drafted and interpreted in the English language. If we provide a translation of these Terms or any portion thereof, it is for your convenience only. In the event of any conflict between the English version and a translated version, the English version will prevail and control. All proceedings related to these Terms, whether arbitration or court proceedings, will be conducted in English, except as otherwise required by law. If you are a user in Quebec, Canada: The parties have expressly requested that these Terms and all related documents be drafted in English. (Les parties ont expressément demandé que ces conditions d’utilisation et tous les documents connexes soient rédigés en anglais.)

Changes to Terms: We have the right to modify these Terms as explained in Section 1. If you continue to use the Services after updated Terms have been posted, you will be deemed to have accepted the changes. It is your responsibility to review these Terms periodically. We will indicate at the top of the Terms the date of the latest revision. If you do not agree to the changes, you must stop using the Services and may cancel any account or subscriptions as provided herein.

Export Laws: The Services and Site content may be subject to U.S. export control laws and sanctions regulations. You agree to comply with all export and re-export restrictions and regulations of the Department of Commerce, the Department of Treasury’s Office of Foreign Assets Control, or other U.S. or foreign agencies and authorities. You represent that you are not located in or a resident of any country that is subject to U.S. trade sanctions or embargo (e.g., as of this writing, countries like North Korea, Iran, etc.), and that you are not on any U.S. government list of prohibited or restricted parties. If you become subject to such a restriction during the term, you must discontinue use of the Services.

Additional Terms for Specific Services: In the future, certain Services (for example, the coaching service or new features) may come with their own additional terms or guidelines. If there is a conflict between these Terms and any additional terms for a particular product or service, the additional terms will govern for that conflict, unless the additional terms expressly defer to these Terms.

Acknowledgment: By using the Site or any of our Services, you acknowledge that you have read these Terms, understand them, and agree to be bound by them. You further acknowledge that these Terms constitute the complete and exclusive statement of the agreement between you and OCSA, and supersede any proposal or prior agreement oral or written, and any other communications between you and OCSA relating to your use of the Services.

13. Contact Information

If you have any questions, concerns, or feedback about these Terms or any other aspect of our Services, please do not hesitate to contact us. We value open communication and will do our best to address your inquiry promptly.

Contact us at:

OC Strategic Advisory OCSA LLC (Owner of OrianeCohen.com)
Email: info@ocstrategic.com

When contacting us, please include your name, contact information, and a detailed description of your question or concern. If you are writing to report a violation of these Terms or to raise a dispute, please provide any relevant information that will help us investigate the issue.

We will endeavor to respond to all legitimate inquiries within a reasonable timeframe, typically within 5-7 business days. However, response times may vary based on the nature of the request and current volume of inquiries.

By using OrianeCohen.com and our Services, you signify your consent to these Terms of Service. Thank you for reading and for being a part of our community. We appreciate your trust in OCSA and are committed to providing you with valuable content and a positive experience under these guidelines. If you do not agree with these Terms, please discontinue use of the Site and Services immediately. Otherwise, welcome, and we wish you success in your strategic endeavors with the help of our content!