GTM Engineer School capstone · Agreement v.261011
Capstone Participation and IP Agreement
Read the Agreement, find your project in Schedule A, then type your name to sign. It sits on top of the Mutual NDA you have already accepted. The Effective Date is the date of your acceptance.
1. Parties, purpose and definitions
This Agreement is between Todd Yancey (“Todd”), an individual, and the person who accepts it below (the “Student”). It covers one GTM Engineer School capstone project (the “Project”), named in the Project Schedule the Student selects in Schedule A, which is part of this Agreement.
Todd gives the Student access to a real company’s go-to-market work, its confidential materials, a weekly review and the tool subscriptions in the Project Schedule. In return, the Student agrees that the company side owns what the Project produces, that confidential information stays confidential, and that the Student keeps the right to reuse the methods learned. The parties intend this exchange to support this Agreement.
- “NDA” means the Mutual Non-Disclosure Agreement (v.260101) the Student accepted at toddyancey.com/nda/.
- “Project Company” means the company the Project serves, named in the Project Schedule: a client of Todd’s, or one of Todd’s own businesses.
- “Confidential Information” has the meaning in the NDA and includes, whoever disclosed it, the Project Company’s and Todd’s non-public information: ideal customer profiles, scoring rules, target account and contact lists, the identities of customers, partners and design partners, pricing, plans, data files, results and the capstone memo. Generic Methods, once separated from Company Context, are not Confidential Information.
- “Work Product” means everything made for the Project, by the Student alone or with others: code, scripts, prompts, skills, context files, workflows, tables, scoring rubrics, messaging libraries, claims rules, drafts, dashboards, data, test results, documentation and the engine as configured.
- “Company Context” means the part of the Work Product that is specific to the Project Company or its market: the ICP, scoring, claims rules, messaging library, triggers, target and contact data, results, dashboards and anything that contains or reveals Confidential Information.
- “Generic Methods” means the general, reusable part of the Work Product once the Company Context is removed: engine architecture, workflow patterns, prompt structures, code patterns and techniques, in a form that contains no Confidential Information.
- “Project Rules” means the ground rules, data rules, claims rules and approvals in the capstone memo for the Project, as Todd updates them in writing.
- “Portfolio Version” means a version of the Work Product that runs only on synthetic (invented) accounts and contacts, names no target account, customer, partner, design partner or contact, states no result or metric, and contains no Confidential Information or Company Context beyond what Todd approves in writing for showing.
- “Demo Day” means the cohort’s final presentations, Nov 17–19, 2026, or the dates the school sets in their place.
- “Friday posts” means the short public work-in-progress posts the school asks each Student to publish each week.
- “Cohort tools” means the tool subscriptions the school provides to the whole cohort (Sumble, Clay, Octave and Swan, as the Project Schedule lists them), as distinct from the Project’s own accounts under Section 6.
- “Project Schedule” means the schedule for the Project in Schedule A. The “Effective Date” is the date the Student accepts this Agreement.
2. The Project
2.1 The Project is an educational capstone the Student chose through GTM Engineer School. It is not employment, consulting or an internship, and the Student is not an employee, agent or contractor of Todd or of the Project Company.
2.2 The Student is not paid and owes no deliverable. Todd’s weekly review is guidance; what the Student builds, and how much, is the Student’s own choice.
2.3 Either party may end the Student’s participation at any time by e-mail. Sections 3, 4, 5, 6.1, 7, 8 and 10 survive.
2.4 Todd signs this Agreement for himself and may pass the rights in Section 3 to the Project Company, as Section 3.2 says.
3. Ownership of Work Product
3.1 Assignment. The Student assigns to Todd, as it is created, all right, title and interest in the Work Product, including copyright, trade secret rights, patent rights and every other intellectual property right anywhere in the world. Where a right cannot be assigned, the Student grants Todd an exclusive, perpetual, irrevocable, worldwide, royalty-free licence to it, with the right to sublicense, and waives any moral rights to the extent the law allows.
3.2 Onward transfer. Todd may transfer or license the Work Product, and this Agreement, to the Project Company without the Student’s consent. The Project Company is an intended third-party beneficiary of Sections 3 and 5 and may enforce them directly.
3.3 Paperwork. At Todd’s request and expense, the Student will sign documents and take reasonable steps to confirm or record the assignment. If the Student cannot be reached, the Student appoints Todd as attorney-in-fact, coupled with an interest, to sign them on the Student’s behalf.
3.4 Background materials. Anything the Student made before or outside the Project stays the Student’s. If the Student builds such material into the Work Product, the Student grants Todd and the Project Company a perpetual, irrevocable, worldwide, royalty-free, non-exclusive licence to use it as part of the Work Product, and will not build in anything that cannot be licensed this way.
3.5 Nothing moves the other way. Todd’s and the Project Company’s existing materials, including the capstone memo, the data files and the ICP, stay theirs. The Student may use them only for the Project.
4. What the Student keeps
4.1 Generic Methods. Todd grants the Student a perpetual, irrevocable, worldwide, royalty-free, non-exclusive licence, with the right to modify, sublicense and share them, to use the Generic Methods for any purpose, including other work, other companies and the Student’s own business. Templates travel; data never does.
4.2 Portfolio. The Student may say they built the Project for the Project Company, describe it in general terms, and show the Portfolio Version: at Demo Day, in the school’s Friday posts, in a personal portfolio and in interviews. Beyond the Portfolio Version, the Student may not show or state Confidential Information or Company Context, the identity of any target account, customer, partner, design partner or contact, or any result or metric, unless Todd approves it in writing.
4.3 Skills. Nothing in this Agreement limits the Student’s use of the general skills, knowledge and experience gained during the Project, provided the Student does not use or disclose Confidential Information.
5. Confidential Information
5.1 The NDA governs. The NDA applies to the Project, and its Purpose now includes the Project. Confidential Information includes the Project Company’s information, whether Todd or the Project Company disclosed it. The NDA’s definitions, obligations and term apply to this Agreement as if set out in it, whether or not the Student’s NDA acceptance is on file.
5.2 Use. The Student uses Confidential Information only for the Project, and only in the tools and accounts named in the Project Schedule, in the cohort tools, and in Claude Code on the Student’s own machine for the Project’s scripts and drafts.
5.3 Project Rules. The Student follows the Project Rules. They are part of this Agreement and add operating rules; where they are stricter about how Confidential Information is handled, they apply, and they never loosen this Agreement.
5.4 Outreach. The Student never sends a message to, or contacts, any prospect, customer, partner or contact of the Project Company. Todd or the Project Company approves and sends every message. The Student does not import contacts from personal networks, attendee lists or third-party files, and never scans or probes any company’s systems.
5.5 Deletion. By Nov 22, 2026 (or a later end date Todd sets in writing), and within five days of Todd’s request at any time, the Student deletes Confidential Information and Company Context from every account, device and workspace Todd does not own, and confirms this by e-mail. The Student keeps nothing except the Generic Methods and the Portfolio Version.
5.6 Duration. Confidentiality obligations last as the NDA provides, and for trade secrets for as long as they remain trade secrets.
6. Tools and costs
6.1 Accounts. Tool accounts for the Project are opened in the name of the project mailbox in the Project Schedule (for example reap@yancey.com). Todd, or the Project Company where the Project Schedule says so, owns the accounts and everything in them. The Student is a user and loses access when the Project ends or when Todd says so.
6.2 Budget. Todd pays the subscription costs of the Project, up to $1,000 per Project, for subscriptions he approves in writing (e-mail is enough) before they are bought. Todd pays the vendor directly where he can, otherwise against a receipt. The Student bears no cost and receives no payment, stipend or reimbursement beyond approved receipts.
6.3 Cohort and personal tools. Tools included in the GTM Engineer School tuition are used under the school’s and the vendors’ terms. The Student’s own subscriptions, including the personal Claude subscription the school requires, stay the Student’s and are not covered.
7. No restraint on future work
Nothing in this Agreement stops the Student from working for anyone, including a competitor of the Project Company, consistent with California Business and Professions Code section 16600. The limits are on using and disclosing Confidential Information and Company Context, not on where the Student works.
8. Representations
The Student confirms that the Work Product will be the Student’s own work or properly licensed; that the Student will not bring into the Project any confidential information of a current or former employer or of anyone else; that the Student is free to make the assignment in Section 3; and that the Student is 18 or older.
9. Term
This Agreement starts when the Student accepts it. The Project ends on the end date in the Project Schedule unless Todd extends it in writing. Sections 3, 4, 5, 6.1, 7, 8 and 10 survive the end of the Project and of this Agreement.
10. General
10.1 Law and courts. California law governs. The state and federal courts in Santa Clara County have exclusive jurisdiction, as in the NDA.
10.2 Remedies. A breach of Section 3 or 5 would cause harm that money cannot fully repair, so Todd or the Project Company may seek an injunction without posting a bond, in addition to any other remedy.
10.3 Whole agreement. This Agreement, the Project Schedule, the Project Rules and the NDA are the entire agreement on this subject. If they conflict, this Agreement controls, then the Project Schedule, then the NDA; the Project Rules add stricter operating rules under Section 5.3 and never loosen this Agreement. Changes must be in writing and signed by both parties.
10.4 Severability and assignment. If a provision is unenforceable, it is reduced to the enforceable minimum and the rest stands. The Student may not assign this Agreement; Todd may, as Section 3.2 says.
10.5 Electronic signature. Electronic acceptance (a typed name and a checked acknowledgment on Todd’s website, or a signed PDF) is a signature under California’s Uniform Electronic Transactions Act and the federal E-SIGN Act. Todd signs in advance by publishing this Agreement with his typed name; the Student’s acceptance completes it.
Schedule A: Project Schedules
The Student selects one Project. REAP offers four Projects (A-1.1 to A-1.4); each is a separate Project with its own capstone memo, and Students on different REAP Projects coordinate through Todd and through the shared tools and reviews he designates (the shared CRM, the claims file and the joint weekly review), under the same REAP rules; no Student passes Company Context to another Student directly. Propelon offers two Projects (A-2.1 and A-2.2), and Students on them coordinate the same way, under the same Propelon rules. Every Project has the same budget (up to $1,000, approved by Todd by e-mail before purchase), the same deletion date (Nov 22, 2026, or within five days of Todd’s request) and the same rule for messages (Todd, or the Project Company, approves and sends every one). Confidential materials are released by Todd in writing after the Student accepts this Agreement. Claude Code on the Student’s own subscription is used for every Project’s scripts and drafts.
A-1.1. REAP: Trigger-to-Pilot Engine
| Item | Detail |
|---|---|
| The Project | The outbound lane: a weekly engine that finds look-alike accounts with a dated trigger, screens coverage, scores them and drafts the opener; measured as discovery meetings per 100 triggered accounts against untriggered openers |
| Project Company | REAP (reapnet.ai; legal entity Reapitnow.ai, Inc.). Todd’s role: Strategic Advisor to REAP |
| Dates | Starts the week of Oct 12, 2026; ends Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: REAP Trigger-to-Pilot Engine; REAP-Target-Accounts-EngineerSafe-261011.xlsx (accounts only, no people); REAP’s product-status and proof-of-value pages; REAP’s approved outreach copy and coverage matrix |
| Tool accounts | reap@yancey.com for approved subscriptions; REAP’s own HubSpot and Apollo seats as Todd grants them (REAP owns those); Sumble, Clay, Octave and Swan under the cohort plans |
| Review | Weekly with Todd, plus a Friday note; REAP’s CEO reviews the engine weekly |
| Project Rules | The memo’s ground rules, data rules, claims rules and approvals, including: no REAP account name in any Friday post or Demo Day material; REAP’s design partners and discovery notes are never named or used; every claim comes from REAP’s product-status page; REAP data lives only in the accounts above; accounts that another REAP Project owns are not contacted (the file’s owning-engine column decides) |
A-1.2. REAP: ONUG Meeting Engine
| Item | Detail |
|---|---|
| The Project | The event lane: the system around REAP’s sponsorship of the ONUG AI Networking Summit, New York, Oct 28–29, 2026: the public roster classified at organization level, meetings pre-booked before the doors open, every booth and session conversation captured the same day, the 24-hour and 72-hour follow-up, and P1 sessions scheduled within one business day; measured as meetings pre-booked, P1 sessions scheduled and pilot-qualified opportunities against targets set in advance |
| Project Company | REAP (reapnet.ai; legal entity Reapitnow.ai, Inc.). Todd’s role: Strategic Advisor to REAP |
| Dates | Starts the week of Oct 12, 2026; the event is Oct 28–29; ends Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: REAP ONUG Meeting Engine; REAP-Target-Accounts-EngineerSafe-261011.xlsx (accounts only, no people); REAP’s product-status, proof-of-value and ONUG event pages; the ONUG plan’s targets, tiers and message copy at organization level (no names) as Todd releases them |
| Tool accounts | reap@yancey.com for approved subscriptions; REAP’s own HubSpot seat as Todd grants it (REAP owns it); REAP’s booth capture form, meetings sheet and event-app registration (REAP owns those); Clay, Octave and Swan under the cohort plans |
| Review | Weekly with Todd, plus a Friday note; REAP’s CEO reviews the engine weekly |
| Project Rules | The memo’s rules, including: the roster is used at organization level only and never enters a sequence; REAP’s named speakers workbook, passes workbook and meeting notes stay with REAP; Todd, REAP’s CEO or REAP’s Head of Solutions Engineering sends every message; no competitor is named in anything written; accounts in the Trigger-to-Pilot test arms are not invited or messaged unless Todd moves them out of the test in writing; every claim comes from REAP’s product-status page; REAP data lives only in the accounts above; attendance in New York on Oct 28–29 is optional, and any travel cost is the Student’s unless Todd agrees otherwise in writing |
A-1.3. REAP: Launch-to-P1 Inbound Engine
| Item | Detail |
|---|---|
| The Project | The inbound lane: from REAP’s public launch (the new website, in mid-October) and its LinkedIn launch calendar to a booked P1 session: identify the organizations visiting reapnet.ai, score them against the ICP, route each form, calculator and self-assessment submission within one business day, capture engagement with REAP’s launch and talk posts, and run the nurture sequences in REAP’s CRM; measured as P1 sessions booked from inbound sources and ICP organizations identified and routed |
| Project Company | REAP (reapnet.ai; legal entity Reapitnow.ai, Inc.). Todd’s role: Strategic Advisor to REAP |
| Dates | Starts the week of Oct 12, 2026; the launch is in mid-October; ends Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: REAP Launch-to-P1 Inbound Engine; REAP-Target-Accounts-EngineerSafe-261011.xlsx (accounts only, no people); REAP’s launch kit (press release, launch e-mails, LinkedIn calendar) and nurture sequences as Todd releases them; REAP’s product-status and proof-of-value pages |
| Tool accounts | reap@yancey.com for approved subscriptions; REAP’s own HubSpot seat and website analytics as Todd grants them (REAP owns those); Clay, Octave and Swan under the cohort plans |
| Review | Weekly with Todd, plus a Friday note; REAP’s CEO reviews the engine weekly |
| Project Rules | The memo’s rules, including: visitor identification is used at organization level; no individual’s browsing is described to anyone; nothing is sent to a form submitter except what REAP’s reply rules allow, by Todd or REAP; posts in the launch calendar are drafts for REAP’s people to make their own and post themselves; every claim comes from REAP’s product-status page; REAP data lives only in the accounts above |
A-1.4. REAP: MSP Partner Engine
| Item | Detail |
|---|---|
| The Project | The partner lane: a public universe of regional managed service providers and integrators that run network estates for REAP’s kind of customer, scored for fit, with a dated reason to talk, and drafted asks for a 45-minute partner conversation; measured as partner conversations booked per 100 partner accounts touched and partner pilots scoped, within REAP’s cap on the partner lane |
| Project Company | REAP (reapnet.ai; legal entity Reapitnow.ai, Inc.). Todd’s role: Strategic Advisor to REAP |
| Dates | Starts the week of Oct 12, 2026; ends Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: REAP MSP Partner Engine; REAP-Target-Accounts-EngineerSafe-261011.xlsx (accounts only, no people); REAP’s product-status, proof-of-value, MSP and partner pages; REAP’s partner first-call material as Todd releases it |
| Tool accounts | reap@yancey.com for approved subscriptions; REAP’s own HubSpot and Apollo seats as Todd grants them (REAP owns those); Sumble, Clay, Octave and Swan under the cohort plans |
| Review | Weekly with Todd, plus a Friday note; REAP’s CEO reviews the engine weekly |
| Project Rules | The memo’s rules, including: the partners REAP or Todd already handle (the file’s MSP lane rows) are not contacted; no price, fee or partner margin goes in writing; every claim comes from REAP’s product-status page; REAP data lives only in the accounts above |
A-2.1. Propelon: Why-Now Briefing Engine
| Item | Detail |
|---|---|
| The Project | The outbound lane: a weekly board of about 150 in-band accounts, each with a sourced why-now trigger, a map of its buying center and a drafted briefing invitation; measured as executive briefings booked from the board by Dec 4, 2026, reported by lane |
| Project Company | Propelon (propelon.ai). Todd’s role: Chief Commercial Officer |
| Dates | Starts the week of Oct 12, 2026; ends Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: Propelon Why-Now Briefing Engine; Propelon-Target-Accounts-EngineerSafe-261004.xlsx (accounts only, no people); extracts of the customer deck and whitepaper for the messaging library |
| Tool accounts | propelon@yancey.com for approved subscriptions; Propelon’s own CRM as Todd directs (Propelon owns it); Sumble, Clay, Octave and Swan under the cohort plans |
| Review | Weekly with Todd, jointly with the Student on Project A-2.2, plus a Friday note; a weekly digest to Propelon’s CEO |
| Project Rules | The memo’s rules, including the naming rule: the anchor customer is never named, and anything that can be forwarded says “a Fortune 5 healthcare enterprise”; no price in any message; claims only from the deck and whitepaper; organizations in the account file are messaged outbound only by this Project, their inbound actions are answered by Project A-2.2, and one message per organization per ten business days applies across both Projects; Propelon data lives only in the accounts above |
A-2.2. Propelon: Community-to-Briefing Inbound Engine
| Item | Detail |
|---|---|
| The Project | The inbound lane: the system that turns the attention Propelon receives (its CEO’s weekly post and community, the website’s calculator, readiness assessment, whitepaper, forms and online NDA) into identified organizations, replies routed the same day and executive briefings; measured as every inbound action answered within one business day and executive briefings booked from inbound sources by Dec 4, 2026 |
| Project Company | Propelon (propelon.ai). Todd’s role: Chief Commercial Officer |
| Dates | Starts the week of Oct 12, 2026; ends Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: Propelon Community-to-Briefing Inbound Engine; Propelon-Target-Accounts-EngineerSafe-261004.xlsx (accounts only, no people); extracts of the customer deck and whitepaper for the messaging library; the website’s form, analytics and visitor-identification data at organization level; the CEO’s post calendar; the ideal-customer-profile section of the Capstone Memo: Propelon Why-Now Briefing Engine, as Todd releases it |
| Tool accounts | propelon@yancey.com for approved subscriptions; Propelon’s own CRM and website analytics as Todd directs (Propelon owns them); Sumble, Clay, Octave and Swan under the cohort plans |
| Review | Weekly with Todd, jointly with the Student on Project A-2.1, plus a Friday note; a weekly digest to Propelon’s CEO |
| Project Rules | The memo’s rules, including the naming rule: the anchor customer is never named, and anything that can be forwarded says “a Fortune 5 healthcare enterprise”; visitor identification at organization level only, and no individual’s browsing described anywhere; nothing is sent to a form submitter except what Propelon’s reply rules allow, by Todd or Propelon; no price in any message; claims only from the deck and whitepaper; the CEO’s community is a channel, never a data source (no member lists, no scraping, no automated LinkedIn steps); organizations in the account file are messaged outbound only by Project A-2.1 (the CRM’s owner field decides), and one message per organization per ten business days applies across both Projects; Propelon data lives only in the accounts above |
A-3. A8 Core: Charter-to-Design-Partner Engine
| Item | Detail |
|---|---|
| Project Company | A8 Core (a8core.com), Todd’s company. Todd’s role: founder |
| Dates | Build Oct 26 to Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: A8 Core Charter-to-Design-Partner Engine; A8Core-Target-Accounts-PoolSafe-261004.xlsx (accounts and public sources only, no people), at kickoff |
| Tool accounts | a8core@yancey.com (HubSpot and approved subscriptions; Sumble, Clay, Octave and Swan under the cohort plans) |
| Review | Weekly with Todd, plus a Friday note |
| Project Rules | The memo’s rules, including: no production claims; proof figures only with their qualification sentence; the lineage line is history only and never names later owners; synthetic accounts in anything public |
A-4. B5 Secure: Agent-Ready Authorization Radar
| Item | Detail |
|---|---|
| Project Company | B5 Secure (b5secure.com), Todd’s company. Todd’s role: founder |
| Dates | Build Oct 26 to Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: B5 Secure Agent-Ready Authorization Radar; B5Secure-Target-Accounts-PoolSafe-261004.xlsx (accounts, tiers and public evidence only, no people), at kickoff |
| Tool accounts | b5secure@yancey.com (HubSpot and approved subscriptions; Sumble, Clay, Octave and Swan under the cohort plans) |
| Review | Weekly with Todd, plus a Friday note |
| Project Rules | The memo’s rules, including: public information only, never scan or probe a prospect’s systems; claims only for generally available registry entries and no certification claims; no price; synthetic accounts in anything public |
A-5. Fractional CRO practice: Founder-Ceiling Radar
| Item | Detail |
|---|---|
| Project Company | Todd’s fractional CRO practice (toddyancey.com). Todd’s role: owner |
| Dates | Build Oct 26 to Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: Founder-Ceiling Radar. No account file: the Student builds the universe from public data, and Todd’s private lists reach the engine only as a flag he sets in HubSpot |
| Tool accounts | practice@yancey.com (HubSpot and approved subscriptions; Sumble, Clay, Octave and Swan under the cohort plans) |
| Review | Weekly with Todd, plus a Friday note |
| Project Rules | The memo’s rules, including: public data only; synthetic accounts in anything public; no price; one owner per person and one ask at a time across the practice and Seven C’s Selling |
A-6. Seven C’s Selling: Forecast-Pain Radar
| Item | Detail |
|---|---|
| Project Company | Seven C’s Selling (working name), Todd’s business. Todd’s role: owner |
| Dates | Build Oct 26 to Nov 22, 2026; Demo Day Nov 17–19 |
| Confidential materials | Capstone Memo: Seven C’s Selling Forecast-Pain Radar. No account file: the Student builds the universe from public data, and Todd’s private lists reach the engine only as a flag he sets in HubSpot |
| Tool accounts | sevencs@yancey.com (HubSpot and approved subscriptions; Sumble, Clay, Octave and Swan under the cohort plans) |
| Review | Weekly with Todd, plus a Friday note |
| Project Rules | The memo’s rules, including: public data only; synthetic accounts in anything public; no price and no outcome claims; one owner per person and one ask at a time across the practice and Seven C’s Selling |
Accept and sign
Todd Yancey signed this Agreement electronically in advance by publishing it (v.261011). Your acceptance below completes it. Your name, e-mail address, LinkedIn profile, IP address and the time of acceptance are recorded as evidence of your signature, and a copy is e-mailed to you.
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