Succession Season 4: The Difference Between Plot & Structure

Succession Season 4: The Difference Between Plot & Structure

This week, we are going to do a deep analysis of Succession, Season 4, Episode 1. There will be spoilers, but only for Episode 1. 

This is actually my fourth podcast on Succession, and there’s a reason for that. There is so much you can learn from this show– as a screenwriter, as a TV writer, as any kind of writer– because the writing is just so extraordinary. 

In my previous Succession podcasts, we’ve broken down the engine of Succession and how it actually relates to the engine of some very different shows like Arrested Development and Gilligan’s Island. We’ve talked about the use of subtext in Succession, and done a really deep scene analysis to show you how to use subtext in your writing. And we’ve talked about the engine of Succession as it relates to each subsequent season, and how each season is designed to feel the same but also different. 

But today, we’re going to be talking about something bigger. Yes, we’re going to be talking about engine, and how Episode 1 of Succession Season 4 relates to Episode 1 of Succession Seasons 1, 2, and 3. We’re going to talk about how that engine gets replicated now for a fourth time. But that’s only the beginning.

Today, we’re also going to use Succession Season 4 as a model to understand one of the most foundational concepts that you can learn as a screenwriter: the difference between plot and structure. 

Plot and structure, when looking at a screenplay, tend to be used interchangeably– but they are actually very different. So what is the difference between plot and structure? 

Usually when screenwriters come to me– whether they’re coming for a Master Class, ProTrack, or even our Foundation Classes– they generally come with a problem. And those problems tend to fit into two different categories. 

You get the screenwriters who come and say, “Jake, I’m so good at character but I suck at structure.” And then you get the other group of screenwriters that say, “Jake, I’m so good at structure, but I really suck at character.” 

While there may be the rare exceptions, generally both of these types of students are wrong. 

Structure and character are inextricably tied together. You cannot build structure without character, and you cannot build character without structure. 

The reason for that is psychological: we are what we do. 

You are the choices that you make, that’s what makes you a character. That’s what makes you someone to root for. You are the choices you make, in relation to the things that you want, and the obstacles you face. And you are the unique way that you make those choices. That’s who you are. And it is actually choice that gives structure to your life. In the same way, it’s a choice that gives structure to your character’s life. 

Structure is just the process by which we change, or fail to change, by which we break our patterns or by which we repeat our patterns, by which we go on a journey or by which we refuse to go on a journey (which, by the way, is its own journey). 

So, structure, at its simplest level, is “I want this.” 

As soon as you decide you want something, you’re likely going to realize that it’s harder to get than you expected. Or maybe you get it without much challenge, only to realize that it comes with unexpected consequences which make your life hard. 

Those challenges may seem like a bad thing, but actually, it’s those challenges that will force you to change and reveal who you really are to others and to yourself.

This is not screenwriting; this is just life. 

The moment you decide that something matters to you, there will be challenges that will come up. And as challenges come up, you will be forced to make choices. And those choices will be beautiful and devastating and gorgeous and problematic and brave and cowardly and a whole mix of different things. 

And it’s those choices that will actually end up revealing what I call the How of the character. How you are.

It’s not a fixed How. None of us have fixed Hows, because people change over time. But it’s How we are right now. How we are choosing to be. How we are choosing to show up or How we are failing to show up. How we are stepping into ourselves or How we are failing to step into the fullness of who we are. 

That’s structure.

Structure in screenwriting and TV writing is no different than structure in life. If you decide what you want, and you start making choices towards that, it doesn’t even matter whether you get it or not. The choices build the structure, just as we’re about to see in Succession.

This is why structure and character are intertwined: you can’t be good at character if you’re not good at structure, because who the heck is your character if they’re not making choices and going on a journey? They’re not actually a character. 

Most people who think that they’re good at character, are actually good at dialogue. 

They tend to be auditory learners. They tend to have very good ears. Because their characters come out really lively in the dialogue, they think that dialogue is character.

But that’s not true. Dialogue is just an aspect of character. Dialogue is just one way that a character tries to get their needs met, just one way that they reveal themselves, just one way that they change, just one way that they make choices. 

If you happen to have that gift of dialogue– congratulations! That’s a wonderful gift. Say thank you to the screenwriting gods. 

But that doesn’t actually mean you’re great at character.

You cannot get great at character until you can take your character on a journey that reveals who and How they really are, until you can force them to make choices. You cannot get great at character until you can start to reveal the real How– not the How that they think they are or even that you think they are– but the How of the character underneath it all. 

In the same way, you can’t get to know yourself until you make some choices. You can’t really know who you are until you face some obstacles.. 

Those students who tend to think that they’re good at structure tend to actually be good at plot. And there’s nothing wrong with plot– if you have that gift, if you’re really good at making up fun things to happen in your script, well, that’s a wonderful gift. Say thank you to the screenwriting gods. And guess what: it has absolutely nothing to do with structure. 

Plot is just the crap that happens to happen– in your movie, in your TV show, or in your life. Structure, on the other hand, is the choices that you (and your characters) make in relation to the crap that happens to happen. 

Plot and structure both deal with “things happening,” but on very different levels.

In your screenplay, structure grows out of the choices your characters make. And in your life, structure grows out of the choices that you make. 

The truth is, you can’t control the crap that happens to happen. 

The characters in Succession have more money than they even know what to do with– in the first Episode of Season 4, we find out that the three kids have four or five billion dollars among them! They didn’t make any choices that caused them to be that wealthy. They inherited all that money because of who their father is. 

Connor can spend $100 million just to hold on to a 1% interest in him as president, and still be rich. 

They have inherited the crap that a lot of us would wish for– anyone would wish to have that kind of money. They can live anywhere. They can do anything they want. 

And yet the choices that they make in response mostly destroy their lives. The choices that they make mostly build misery for them, mostly make us want to cry for them and also make us disdain them. 

The plot of the lives of Logan Roy’s children in Succession is that they happen to have been born to a really rich dad who gave them all a bunch of shares of a really powerful company. The structure, which we’ve been watching now for four seasons of Succession, is for that never to be enough. 

The structure of Succession is those rich children always wanting more, betraying their father and each other in pursuit of more control.

And that’s true for Logan Roy, as well. 

The plot of Logan’s life is that he’s got everything. But, as we’re seeing so clearly in Succession, Season 4, Episode 1, the structure is that he is the loneliest man in the world, wanting desperately to connect but being unable to do so, whose “best pal” is his driver/security guard. 

He is a man whose plot seems to suggest a great life, but whose choices and the resulting structure have left him the most lonely billionaire in the world. 

Similarly, for all they were given, these characters have had some bad plot that happened to them. 

All of the Roy children have the plot of a father who cannot love them, who can only love his company. All four of them have that plot, and all four of them have made different choices in relation to that plot. 

They didn’t control that part of the plot either. But they did control the structure.

That’s the difference between plot and structure.

When we meet the Roy children at the beginning of Succession Season 4, Episode 1, Shiv, Kendall, and Roman have all come together to build their own company without their father, Logan.

Connor, as usual, is sitting out the drama, and focused on trying to please Dad and hold onto his 1% chance of being President.

As you’ve probably realized if you’ve listened to my previous podcasts, this is yet another permutation of the series engine of Succession. At the beginning of every season, Kendall, Shiv, and Roman play this same game. Usually, it’s about taking over Dad’s company. They all come together to wrest control of the company from Dad… adn then it all breaks down over who’s going to be in charge. 

But this time, it looks like they’re actually going to do it: they’re going to make their own company to rival Dad’s company. And sure, they’re being themselves about it (by which I mean they’re being horrible), but they are literally just repeating the pattern we’ve seen every season. Do we all stand up to Dad? Who’s going to be in charge? 

Except this time, it looks like maybe they’re all going to be in charge. 

They’re not in the same place they were in at the beginning of Succession, Season 1. They’ve all made decisions over three seasons now about how they’re going to deal with a dad who doesn’t love them.

Kendall begins Succession, Season 1 determined to prove himself to Dad by taking over the company… and by Season 4, he’s moved all the way to “I am going to destroy dad.” 

Roman, when we meet him at the beginning of Succession, Season 1, is saying, “the company is a cage for me. I don’t even want it.” He’s rejected everything about it. But over the course of each season, he’s also gotten sucked back into the desire to be in charge. 

And Shiv, in Succession, Season 1, has built a whole career in politics and a life with Tom. She’s tried to build a different life, away from Dad, but like her siblings, she’s over each season she’s also gotten sucked back into it. 

And then Connor in Succession, Season 1,  is off falling in love with his future wife/prostitute and living in a kind of dreamland away from all the conflict, trying to not piss anyone off. And he’s never going to stand up to Dad. 

These are the choices that we’ve seen all of them make every season, the choices that have put them where they are now.

Succession, Season 1 starts with Dad’s birthday. You know what Succession, Season 4 starts with? Dad’s birthday. 

And we’re able to appreciate some of the changes: In Succession, Season 1, all the kids are there for dad’s birthday. Even though dad hates birthdays, and it’s so awful, and all they’re doing is playing power games, they’re all there.

In Succession, Season 4, only Connor’s there. None of the other kids showed up for Dad’s birthday. 

But even though they’re not at the party, they’re doing the same thing: A bunch of power games about the company. 

It’s just that this year, the power games are different. The power games are about Kendall, Roman, and Shiv creating their own company.

The plot of Succession Season 4, Episode 1, if we just boil it down, is actually fantastically boring: it’s people bidding on a fictional company.

And we know it’s not a real company– it’s real in the show, but it’s not real to us. We’re not actually invested in the money. 

And basically what we’re going to watch is a business negotiation. Over the course of the whole episode, we’re going to watch Logan bid for his arch rivals’ company, Pierce. And buying Pierce is his way of finally “landing the plane.”

For the last couple seasons, because of the choices his kids have made and the pressure that they’ve put on him, his company, Waystar Royco, has been in trouble.  It seemed, at the end of Succession, Season 3, like it was all over and he was going to lose everything. 

But now he’s found a way to land the plane by buying Nan Pierce’s company. And Nan hates him, but Nan likes money more than she hates him. She’s gonna sell. 

Then we meet the kids, and they’re negotiating with some investors for their own company– except they find out that dad is going to buy Pierce, and they suddenly pivot. 

And here’s where we start to get to structure. 

Roman puts it best. He says to Shiv, “you want to punish Tom,” and to Kendall, “you want to punish Dad.” Buying the company is just the plot. The structure is much more complicated.

Roman is right. Shiv does want to punish Tom, because at the end of Succession, Season 3, Tom betrayed her to her father, just as she was finally joining up with her siblings to take control of the company, just as it was going to happen, that thing they’ve been trying to do for three seasons, Tom betrayed her. He told Logan, and he destroyed her opportunity. 

And he’s right about Kendall as well. Since Succession, Season 1, Kendall’s been trying to find a way to get back at Dad. 

So Roman looks at his siblings and says “I’m the only one here who actually wants to start a business.” And that’s also true. 

This is the difference between plot and structure. 

The plot of Succession, Season 4, Episode 1, is a bunch of people bidding on a business. The structure, however, is, “You want to punish Tom. You want to punish Dad. I want to build a business. But maybe I want something more than that.” 

Similarly, we can see the difference between plot and structure in what happens at Logan’s birthday party in Succession, Season 4, Episode 1.

When we look at the plot of the birthday party, the plot is Greg shows up with a date that is considered inappropriate, and then he has sex with his date and one of the empty rooms. Which is fine. It’s not incredible plot. 

The structure, however, grows out of the games that Tom is playing with Greg about his date. 

If you know the series well, you’ll also recognize that this is another permutation of the engine; this is what always happens between these characters– between Greg and Tom, and Greg and Logan and Logan and Tom. In fact, it’s pretty much exactly what happens at Logan’s birthday party in Succession, Season 1, with just a slightly different twist. 

If you look at the pilot of the whole show, Succession, Season 1, Episode 1, you’ll notice that Tom is at the birthday party trying to protect himself and please his future father-in-law. Logan hates him, thinks he’s below his daughter, and Tom is trying to protect himself and to get a higher position. Shiv is helping him, and they’re trying to get him the position in Cruises. Logan’s shit flows downhill onto Tom, and Tom takes it out on Greg with these little complicated power games.

Well, in Succession, Season 4, Episode 1, the same darn thing is happening! Except this time, Tom doesn’t have Shiv in his corner. This time, Tom is trying to get Logan’s approval, and he’s trying to figure out, “what happens to me If Shiv and I divorce?” 

On a structural level, there’s something even more complicated going between Tom and Logan and between Tom and Shiv in Succession, Season 4, Episode 1. 

The structure of the whole episode really begins when Tom calls Shiv and tells her that he met with Nan’s daughter.

Tom claims that he just wants Shiv to know, that nothing was happening but that he was seen with Nan Pierce’s daughter. You know, the girl who used to date Kendall. He just wants her to know that he was seen with her. 

Is it possible he’s trying to protect something in the relationship? Or is he trying to fuck with her mind? Tom is implying to his estranged wife that he’s sleeping with Kendall’s ex girlfriend, while also trying to make it clear he’s not: it seems like there’s a complicated game going on. 

But there’s another possibility: Tom knows how smart Shiv is. And he knows that she is going to figure out that if he’s meeting with someone from Pierce, something’s going on. 

So it’s possible that what Tom is actually doing is the reverse of what he did at the end of the previous season. It’s possible that, this time, he’s tipping off Shiv, because there’s a part of him that still loves her. It’s also possible that he’s not fully aware of that choice. But there’s a complicated game going on here between Tom, Shiv, and Logan.

The plot is a phone call. The structure is: I want my wife back. No, I also want my position with Logan. And the character, Tom, is making choices that complicate both sides of the equation. 

The plot is the crap that happens to happen. The structure is what the character wants, what the character needs, and the unique ways that they try to get it. The choices they make that reveal How they are different from everyone else.

On either level, it’s not going very well for Tom. Shiv doesn’t seem particularly appreciative of the news. And now he’s trying to figure out what’s going to happen with Logan if he gets divorced. Or at least that’s one interpretation.

But it’s also possible that he’s trying to create a little bit of a smokescreen– that by seeming so worried about the divorce, he’s trying to avoid Logan looking at him and thinking, “were you the one who tipped them off?” 

So there’s something very complicated happening that we don’t even fully understand. 

And just like anyone trying to have a heart to heart with Logan, Tom gets nothing that he wants. He wants to know if they’re “good.” Logan says, “we’re good if we’re good.” What do you make of that? Nothing, because Logan never gives anybody anything they need. 

And just like in the pilot of Succession, Season 1, in Episode 1 of Season 4, shit flows downhill from Tom to Greg. 

Tom is having a wonderful time torturing Greg about how everyone’s talking about his girlfriend, about how uncomfortable he should feel, about the risks he’s taking. And when Greg reveals that he had sex with his girlfriend in one of the rooms, Tom has a wonderful time torturing him about how Logan watches all the security tapes and how he’d better come clean to Logan. 

You’ll probably recognize that all these fun and games with Greg at Logan’s birthday party in Succession, Season 4, Episode 1, are just another permutation of the exact same engine we saw at the birthday party in the Succession, Season 1 pilot.

In the Season 1 pilot, Greg gets harassed by security when he shows up and Logan doesn’t recognize him. 

In Season 4, Episode 1, it’s Greg’s date that Logan looks at and says, “Who the hell is that?” And it’s his date who eventually gets harassed and kicked out by security. 

In the Season 1 pilot, as everything is blowing up emotionally for Logan, Greg begs for a job at the company. He makes a completely inappropriate faux pas at exactly the wrong time. 

And in Season 4, Episode 1, Greg does the same thing: except this time, the faux pas is saying, “I had sex with my girlfriend in one of your rooms.” It’s coming clean about that. That is the awkward thing Greg bursts out with at the worst possible time. 

It’s a repetition of the engine, and it’s perfectly fun plot. But it’s not what makes the scene so wonderful.

The plot is that Greg confesses to having had sex. The structure is that Tom tries to get reassurance from Logan, that reassurance doesn’t work, the shit flows downhill, Tom tortures Greg until Greg does something really stupid. 

The structure is the relationships and the choices about what the characters want. Just like in every season, Greg wants to move up. And ultimately the structure is Greg choosing to let his girl get kicked out of the place because it’s more important for him to get the job. 

Plot and structure are not the same thing. The plot is boring. The plot is a bunch of negotiations, a birthday party and a faux pas about a bag and having sex in a room. The structure is fascinating, because we’re watching these characters make choices that are so painful. 

The engine of Succession, Season 4, Episode 1 birthday party replicates nearly every element of the Succession, Season 1 pilot surprise party, not just in its plot, but also in its structure.

Logan hates birthday parties. He hates this birthday party in Succession, Season 4, Episode 1,  just like he hated the surprise party in the Succession Season 1 pilot. Logan wants to control everything. And these parties make him feel out of control.

In the pilot of Succession, Season 1, it’s Marcia who is trying to protect Logan emotionally from his kids during the party..

In Season 4, Marcia is gone– as they say, she’s “permanently shopping.” Logan has lost her. But there’s a new Marcia. It’s Kerry, his assistant/lover. And she’s the one trying to protect him.

In the Season 1 pilot, Roman is making a bunch of sex jokes about how Marcia has got Logan in her clutches. And Season 4, Episode 1, Roman’s making a bunch of sex jokes about how Kerry’s got Logan in her clutches. 

This is a repetition of the engine, in both plot and structure. 

The plot is that Kerry calls the kids and asks them to call their father, which is fine but relatively boring. 

The structure is that Kerry wants to protect a man who cannot admit he needs his kids, who cannot admit he is the loneliest man in the world. The structure is that she cares about him, and she tries to protect him emotionally in ways he can’t protect himself.

In the Season 1 pilot, there’s a whole negotiation about the contract that Dad wants them to sign, and that’s the devastating thing that hurts Logan.

In Season 4, Episode 1, that negotiation is about whether or not they will call him on his birthday. 

The plot is a phone call. The structure is the painful emotional choices these characters are making that lead to everybody getting hurt. 

At the center of Succession, Season 4, Episode 1, is a beautifully written scene between Colin (the security guard) and Logan that is foundational to the structure of Logan’s journey in the episode. 

And the plot of this scene is that Logan leaves his party and has a meal with Colin at a diner.

The structure is that, having lost his children, Logan tries to connect with the only person he feels he has left, Colin, gis driver. “You’re my best pal,” he tells him. 

What Logan wants is for his children to be there and to love him. 

What he needs is love. 

The choice he makes is that he can’t call his kids, so instead, he tries to get love from Colin. 

And when he can’t even get love from Colin, he has this really gorgeous little monologue about “what is a person? a person is a financial unit.” 

The plot is a disturbing little monologue about people as financial units. The structure is that Logan dismisses his own need for love by recategorizing people (by which he really means his children) as economic units. 

The plot and the structure are different. The plot is a dinner. The structure is a guy who desperately wants his kids, but who cannot do the thing that he needs to do to have his needs met: just just to call them and tell them he loves them. 

The structure is that Logan tries to get the love that he wants from his kids from his frickin’ security guard– and when he fails to do that, the structure is that he protects himself by reminding himself that everyone is just an economic unit. They are not real. None of this matters. 

In the pilot of Succession, Season 1, of course, everyone’s manipulating for the company. They’re manipulating over shares. They’re manipulating over who’s going to be in charge. 

In Episode 1 of Season 4, they’re manipulating to destroy the company, to take over Dad’s idea of buying Pierce. Since they can’t take the company, they’re going to take away his landing strip. 

Nan Pierce, with whom the kids are negotiating, comes from the liberal side– Logan’s Fox News, she’s maybe MSNBC– and she is just as terrible as they are. 

In the Succession, Season 1 pilot, you probably remember that Kendall desperately wants to buy a company called Vaulter. In Season 4, Episode 1, Vaulter has been replaced by Pierce in the plot. But the structure is exactly the same.

Why Vaulter (in Season 1) and why Pierce (in Season 4) is important financially to Kendall doesn’t matter. He just wants to buy it. He wants to buy Vaulter in Season 1. And he and his siblings want to buy Pierce in Season 4. 

And in both seasons, trying to buy the treasured company, Kendall’s dealing with someone who is not only smarter than him, but who also despises him, and he’s negotiating against himself. 

In Season 4, Episode 1, we watch the same game that we watched in the Season 1 pilot. Just played out with additional complexity. 

It’s a wonderful experience, because we know that Logan has offered $6 billion for this company. But the kids don’t know, so the kids come in and they offer $8.5 billion. 

Nan is aware that none of this is about the value of her company: all of this is about Logan and the children trying to hurt each other. And so she manipulates them, “Oh, it’s just so uncomfortable being in such a bidding war,” and she plays them. 

Instead of saying, “Yes, I’ll take your $8.5 billion offer, which is $2.5 billion more than your father’s,” she lets them think their father is bidding too. 

Logan is really good at his job, and the kids are not– which is part of the central problem of the whole show. Logan is wrong emotionally in withholding the company from the kids. But he’s not wrong financially. There truly is no successor who could run the company like Logan did, because Logan never gave his children what they needed to become the people he wanted them to be.

The kids spend all of Season 4, Episode 1 negotiating against themselves, until they finally buy the company for $10 billion. We know that they could have gotten it at 8.5, or even less! Because Logan never went above six

And they leave feeling great because they defeated their father. But we know that, the whole time, they were really negotiating against themselves. Because none of this was ever about money or the value of the company. We know that just like Kendall hurt himself and the company buying Vaulter, the kids just hurt themselves buying Pierce. We know that none of this was ever about the company: it’s always been about Dad. 

The plot of Succession, Season 4, Episode 1, is that a company has been purchased for $10 billion, which is probably very interesting if you are listening to a show about stocks but is not particularly high drama. But the structure is these kids who don’t know what they’re doing, negotiating it out against themselves, buying a company just to hurt Dad,and being played by somebody who is smarter than them until they’ve overpaid for her asset. Feeling good about a business mistake. That’s the structure. 

There’s one more scene I want to analyze in understanding the difference between plot and structure in Succession, Season 4, Episode 1: that incredible final scene between Tom and Shiv.

Earlier, we talked about Tom betraying Shiv. 

Tom– after taking three seasons of shit from Shiv, three seasons of her playing with his genuine love for her, three seasons of her hurting him and trying to show him (and convince herself) that she doesn’t love him and that he needs her anyway– at the end of Season 3, Tom betrays Shiv.

He tells Logan what she’s up to. 

But we’re seeing in Episode 1 of Season 4 that Tom still loves Shiv. Actually, his one desire, that perhaps he’s not even admitting to himself, is to have her back.

And, in fact, it might even be possible that the betrayal at the end of Season 3 was kind of like the divorce papers in Everything Everywhere All at Once: even his betrayal was just an attempt to make his wife love him. 

The structure is so much more interesting than the plot. 

And we have this incredible scene between the two of them. We know all Shiv wants is Tom back, and all Tom wants is Shiv back. 

Everything Tom has done is building towards this conversation, and now here he is– and we get this incredibly powerful scene where the conversation he was building to… doesn’t happen. 

The plot is that Shiv and Tom break up. 

The structure is that two people, who desperately love each other, cannot say the words that could actually bring them back together. 

And it is so devastating to watch. 

This is one of the things that make Succession work: We can understand the characters’ psychology in ways that they don’t. We are watching these characters overcompensate for their real feelings, and make insane choices based on issues that they are not fully cognizant of inside of themselves. 

This is what makes Succession so powerful. It’s not the plot. It’s the structure.

The plot of Succession, as we’ve talked about now for multiple podcasts, is just a repetition of the same engine again and again– with a little bit of variation here and there. 

But the structure is the choices that these people make. These people, who have this incredibly powerful need for love that is driving them, and the choices they make consistently make that love– or even peace– impossible

I hope that you enjoyed this podcast. If you want to learn more about Succession, about engine, about structure, come study with me! 

I have so many wonderful classes: from foundation classes in screenwriting and TV writing, to our Protrack mentorship program that pairs you one-on-one with a professional writer, to my master class where we teach at the grad school level for the tiniest fraction of the cost of grad school. Everything’s online. It’s a ton of fun, so come check it out.

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  4. Warranties; Limitation of Liability.
    • Other than to the extent required as a matter of law: (i) neither Company nor its employees, agents or affiliates (“Company Parties”) shall be liable for any direct, indirect, special, incidental, or consequential costs, damages or losses arising directly or indirectly from the Course or other aspect related thereto or in connection with this agreement.  The maximum aggregate liability of Company Parties for any claim in any way connected with therewith or this agreement whether in contract, tort or otherwise (including any negligent act or omission) shall be limited to the amount paid by you to Company under this agreement to attend the Course.
    • You represent and warrant that you have the full right and authority to grant Company the rights provided in this agreement and that you have made no commitments which conflict with this agreement or the rights granted herein.  You agree that your participation in the Course is entirely at your own risk and accept full responsibility for your decision to participate in the Course.  In no event shall you have the right to enjoin the development, production, exploitation or use of the Course and/or your Contributions to it. 
  5. Governing Law and Venue.  This agreement shall be governed by the laws of the State of New York without regard to its conflict of laws provisions.  The parties hereto agree to submit to personal and subject matter jurisdiction in the federal or state courts located in the City and State of New York, United States of America.
  6. Dispute Resolution.  All claims and disputes arising under or relating to this agreement are to be settled by binding arbitration in the state of New York or another location mutually agreeable to the parties.  The arbitration shall be conducted on a confidential basis pursuant to the Commercial Arbitration Rules of the American Arbitration Association.  Any decision or award as a result of any such arbitration proceeding shall be in writing and shall provide an explanation for all conclusions of law and fact and shall include the assessment of costs, expenses, and reasonable attorneys’ fees by the winner against the loser.  Any such arbitration shall include a written record of the arbitration hearing.  An award of arbitration may be confirmed in a court of competent jurisdiction.
  7. Miscellaneous.  Company may transfer and assign this agreement or all or any of its rights or privileges hereunder to any entity or individual without restriction.  This agreement shall be binding on all of your successors-in-interest, heirs and assigns.  This agreement sets forth the entire agreement between you and the Company in relation to the Course, and you acknowledge that in entering into it, you are not relying upon any promises or statements made by anyone about the nature of the Course or your Contributions or the identity of any other participants or persons involved with the Course.  This agreement may not be altered or amended except in writing signed by both parties.
  8. Prevention of “Zoom-Bomber” Disruptions; Unauthorized Publication of Class Videos. Company will record each class session, including your participation in the session, entitled “The Videos”. To prevent disruptions by “zoom-bombers” and provide Company and

    participants the legal standing to remove unauthorized content from platforms such as YouTube and social media sites, you agree that

    (1) you are prohibited from recording any portion of the Course;

    (2) in exchange for the opportunity to participate in the Course, you assign to Company your verbal contributions to the session discussions.

    To be clear, you assign to Company only your oral statements during recorded Course sessions. You retain all copyright to any and all written materials you submit to the class and the right to use them in any way you choose without permission from or compensation to the Company.

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