Case 3:19-cv-01823-B, Asgaard Funding, LLC vs. ReynoldsStrong, LLC

Case 3:19-cv-01823-B Document 1 Filed 07/30/19 Page 1 of 52 PageID 1
IN THE UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF TEXAS
ASGAARD FUNDING LLC d.b.a. )

THE AASGAARD COMPANY ) CASE NO.
3118 Buchanan Street )
Wichita Falls, Texas 76308
)
JUDGE
Plaintiff, )
)
vs. ) COMPLAINT
)
REYNOLDSSTRONG LLC d.b.a. ) (JURY TRIAL DEMANDED)
Barbell Logic and Barbell Logic )
Online Coaching )
c/o Ryan Matthew Reynolds, as )
registered agent
2533 East Moonlight )
Springfield, Missouri 65738 )
)
2333 West Dearborn Street
Springfield, Missouri 65807
1. This action arises from Defendant ReynoldsStrong LLC’s (“ReynoldsStrong” or
“Defendant”) breach of contract and infringement of trademarks owned and used by Plaintiff
Asgaard Funding LLC d.b.a. The Aasgaard Company (“Aasgaard”). Since 2005, Aasgaard has
held federal copyright registrations for its best-selling and most highly-regarded book, Starting
Strength: Basic Barbell Training (SS:BBT), which has gone through three editions. Aasgaard
also has registered several trademarks with the U.S. Patent and Trademark Office (collectively,
the “Starting Strength Trademarks”), including Trademark Nos. 4072828, 4263376, 4357670,
5190583, and 5801678. Despite knowledge of Aasgaard’s protected marks, ReynoldsStrong
impermissibly is using Aasgaard’s registered trademarks or marks confusingly similar to them in
connection with the marketing and sale of online coaching services, in violation of the Lanham
Act and a licensing agreement (now terminated) between the parties. Aasgaard has been and is
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likely to continue to be injured by ReynoldStrong’s trademark infringement, trademark dilution,
unfair competition, and contract breaches unless and until ReynoldsStrong is enjoined from
using the infringing domains. ReynoldsStrong also has failed to pay royalty amounts due under
the licensing agreement.
PARTIES
2. Aasgaard is a Texas limited liability company with principal place of
business in Wichita Falls, Texas. Aasgaard has two members: Stef Bradford, Ph.D., and
Mark Rippetoe (“Rippetoe”), who also authors most of the books and many of the articles
that Aasgaard publishes.
3. Founded in 2005 initially as a partnership, Aasgaard publishes and distributes
books and other media that promote the application of science to training and conditioning.
Aasgaard also provides training seminars and educational symposia for athletes and strength
and conditioning professionals. As further described below, Aasgaard and its brand,
Starting Strength™, have become industry-recognized leaders in strength and conditioning.
4. Among other things, Aasgaard currently operates Starting Strength Online
Coaching (“SSOC”) through the website www.startingstrengthonlinecoaching.com. SSOC
allows consumers who desire to receive strength and conditioning coaching through an online
medium to search for and retain Starting Strength™ Coaches (certified by Aasgaard) who
provide such services. Since June 11, 2019, Aasgaard’s SSOC has been the only online coaching
service officially recognized, approved, and licensed by Aasgaard.
5. ReynoldsStrong is a Missouri limited liability company that provides training and
conditioning coaching services. Upon information and belief, Ryan Matthew Reynolds is
ReynoldsStrong’s sole member.
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6. Prior to June 11, 2019, ReynoldsStrong operated SSOC, using the
startingstrengthonlinecoaching.com domain name under a license granted by Aasgaard pursuant
to a written agreement.
7. Since June 11, 2019, ReynoldsStrong has operated Barbell Logic Online
Coaching (“BLOC”) through the website https://barbell-logic.com. Like SSOC, BLOC provides
strength and conditioning services through an online medium.
JURISDICTION AND VENUE
8. This Court has subject matter jurisdiction over Counts I, II, and III, which are
federal trademark infringement, unfair competition, and trademark dilution claims under the
Lanham Act, 15 U.S.C. §§ 1114, 1125(a), and 1125(c), pursuant to 28 U.S.C. §§ 1331 and
1338(a) and 15 U.S.C. § 1121.
9. This Court has supplemental jurisdiction over the Texas state law claims pursuant
to 28 U.S.C. § 1367 because they are part of the same case or controversy.
10. Venue is proper in this District pursuant to 28 U.S.C. § 1391 because a substantial
part of the events giving rise to Aasgaard’s claims arose in this District, and a substantial part of
the property that forms the subject of this action (i.e., Aasgaard’s Marks and
startingstrengthonlinecoaching.com web domain) are situated in this District.
11. Venue is also proper pursuant to a mandatory forum selection clause in Section 18
of the License Agreement (defined below), which states: “The parties irrevocably submit to the
exclusive jurisdiction of the State and Federal courts of Texas[.]”
12. This Court has personal jurisdiction over ReynoldsStrong pursuant to Tex. Civ.
Prac. & Rem. Code § 17.042 because ReynoldsStrong contracted with Aasgaard, a Texas
resident, and the parties each were to perform the contract in whole or in part in Texas. This
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Court also has personal jurisdiction over ReynoldsStrong because ReynoldsStrong sells products
and services that are the subject of this Complaint to customers located in Texas. This Court also
has personal jurisdiction over ReynoldsStrong pursuant to Section 18 of the License Agreement,
where ReynoldsStrong “irrevocably submit[ted]” to this Court’s jurisdiction.
FACTUAL BACKGROUND
I. Aasgaard develops Starting Strength, which becomes one of the most influential
brands in the fitness industry.
13. In 2005, Aasgaard published the first edition of its seminal book, Starting
Strength. Aasgaard subsequently published a second edition of Starting Strength in 2007, and a
third edition in 2011.
14. Starting Strength offers a simple, logical, and practical approach to strength
training for people of nearly all ages, genders, abilities, athletic history, and body types. It
provides biomechanical and physiological explanations for different barbell lifts (including
diagrams, pictures, and illustrations to explain the lifts and the biomechanical and physiological
processes underlying each one), teaching methods for learning the lifts, and programming
guidance. Starting Strength is based on over 30 years of training and coaching experience by
Rippetoe, its author.
15. Starting Strength is arguably the most influential book on strength training that
has ever been written. The three editions of Starting Strength have sold hundreds of thousands
of copies worldwide in print, electronic, and audiobook format, with the bulk of the sales being
for the third edition. Starting Strength (3d ed.) has been translated into seven languages.
16. At one point, the third edition of Starting Strength reached #23 on Amazon.com’s
best-seller list for all titles, and it is far and away the top selling barbell training book of all time.
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It currently enjoys an average 4.8 out of 5 star rating on Amazon.com with over 1,500 customer
reviews, and has been lauded by numerous media outlets, including in The New York Times.
17. In addition to publishing and selling books, Aasgaard conducts up to fifteen
weekend-long seminars (“Starting Strength Seminars”) each year at various locations throughout
the country to teach the coaching and lifting methods from Starting Strength and the
biomechanical and physiological foundations of coaching, lifting, and programming methods.
18. In addition to teaching the methods and intellectual foundations of Starting
Strength, Starting Strength Seminars also are used to identify and certify a very limited number
of Starting Strength™ Coaches who demonstrate exceptional proficiency in coaching ability.
To-date, while thousands of individuals have attended the Starting Strength Seminars or their
predecessor seminars since 2007, there are only approximately 120 active Starting Strength
Coaches.
19. Aasgaard has also developed the Official Starting Strength™ App, available for
both iPhone and Android devices at the Apple Store, Google Play, and Amazon.
20. As a further means of promoting its products and the Starting Strength™
methodology, Aasgaard runs two websites, www.startingstrength.com and
www.aasgaardco.com. In addition to providing a vehicle to purchase Aasgaard’s products and
services, the www.startingstrength.com website contains several different forums for visitors to
discuss various aspects of training, technique, and fitness goals, and it also frequently publishes
articles and videos written by Rippetoe, Starting Strength™ Coaches, and other knowledgeable
and highly-regarded members of the strength and conditioning industry. The website receives
over half a million sessions per month.
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21. Between the books it publishes, the seminars it conducts, the coaches it certifies,
and the material that it provides on its website, Aasgaard has become a leading national authority
in matters relating to strength and conditioning. As a result, the Starting Strength Trademarks
have become highly valuable.
II. Aasgaard’s Trademarks
22. Aasgaard has developed unique and inherently distinctive marks to market and
sell its books, seminars, and other products and services under its STARTING STRENGTH
brand.
23. Aasgaard has also used its distinctive marks to license the STARTING
STRENGTH brand and associated goodwill to certain approved products and services. These
licensing agreements are for purposes of augmenting and increasing the value and goodwill
associated with the STARTING STRENGTH brand.
24. Aasgaard owns a federal trademark registration issued by the U.S. Patent and
Trademark Office (“USPTO”) for its famous STARTING STRENGTH Mark, as well as for
several other word marks without any associated design (commonly referred to as “word
marks”):
Registered Trademark Registration No. and Goods and Services

Date
3657862
July 21, 2009 Books in the field of physical

STARTING STRENGTH
fitness
(superseded by Reg.
No. 5190583)
Digital media, audio and
video recordings, conducting
4072828
workshops and seminars,
STARTING STRENGTH
providing a website for
December 20, 2011
educational and
entertainment purposes
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relating to strength,
conditioning, and physical
fitness training
4263376
STARTING STRENGTH Fitness and exercise facilities
December 25, 2012
4357670 Computer applications and

STARTING STRENGTH software in field of health,
June 25, 2013 fitness, and exercise
5190583
Books in the field of physical
STARTING STRENGTH
fitness
April 25, 2017
Among other things,
barbells, exercise weights,
5801678
weightlifting belts, exercise
STARTING STRENGTH
equipment, weight lifting
July 9, 2019
benches, and manually-
operated exercise equipment
25. Each of these trademark registrations is valid, in good standing, and in full force
and effect.
26. Aasgaard’s federal trademark registrations for the Starting Strength Trademarks
are incontestable pursuant to 15 U.S.C. § 1065. Accordingly, these registrations provide
conclusive evidence of the validity of these registrations, Aasgaard’s ownership of these
trademarks, and Aasgaard’s exclusive right to use these trademarks in connection with the goods
specified in the registrations.
27. In addition to Aasgaard’s common law rights based on its longstanding use of the
famous STARTING STRENGTH Mark in interstate commerce in the United States, Aasgaard
has a presumption of the exclusive, nationwide right to use the STARTING STRENGTH Mark
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dating back over a decade decade to July 21, 2009, the date the USPTO issued Registration No.
3657862 for the STARTING STRENGTH Mark.
28. Aasgaard also uses a variety of other trademarks that incorporate the STARTING
STRENGTH Mark to sell Starting Strength products and services and further increase the value
of the Starting Strength brand. These include Starting Strength™ Coaches, Starting Strength™
Seminars, Starting Strength™ Camps, Starting Strength™ Online Coaching, a Starting
Strength™ Coach Development Program, and various Starting Strength™ products and services
(collectively with Aasgaard’s registered trademarks, the “Starting Strength Trademarks”).
29. All of the foregoing trademarks, both registered and unregistered, were in effect
and being used well before ReynoldsStrong began using the Starting Strength Trademarks or
marks confusingly similar to them.
30. Aasgaard has continuously used one or more of the Starting Strength Trademarks
in association with the sale of Aasgaard’s products and services since 2009.
31. Aasgaard markets and sells Starting Strength products and services nationwide,
and also licenses the Starting Strength Trademarks for limited, approved products and services
that, in Aasgaard’s business judgment, will increase the value and goodwill associated with the
Starting Strength brand.
32. Since 2009, Aasgaard has generated millions of dollars in revenue from sales of
Starting Strength products and services (including officially-licensed products and services) in
the United States and worldwide.
33. Starting Strength products and services are sold through various channels of trade,
including but not limited to the following:
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a. Starting Strength books and videos (including Starting Strength), seminars,
and merchandise are directly sold through Aasgaard’s websites,
www.startingstrength.com and www.aasgaardco.com, as well as third-party
sites such as Amazon.com, ACX, Audible, and iTunes.
b. Starting Strength™ Coaches, who hold the Starting Strength™ Coach
credential issued by Aasgaard, can be located and contacted through another
website Aasgaard runs, www.startingstrength.org, by members of the public
seeking strength and conditioning coaching from a certified Starting
Strength™ Coach.
c. Starting Strength™ Coaches can be located and contacted through another
website Aasgaard runs, www.startingstrengthonlinecoaching.com, for
members of the public seeking strength and conditioning coaching from a
certified Starting Strength™ Coach through an online medium.
d. Aasgaard also has recognized 18 Starting Strength™ Affiliate Gyms and has
five franchisees committed to opening nine Starting Strength™ Gyms. Two
Starting Strength™ Gyms are open, and three more are scheduled to be
opened by the end of 2019.. All of these gyms are officially approved and
licensed by Aasgaard and are identified and hyperlinked at
https://startingstrength.com/gyms/.
e. Starting Strength books and videos are sold through Amazon.com.
34. Officially-licensed Starting Strength products and services—all of which bear one
or more of the Starting Strength Trademarks—also are sold through third-party websites,
including but not limited to the following:
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a. Starting Strength™ weight benches, power racks, and weight trees are
manufactured and sold by Texas Strength Systems at
www.texasstrengthsystems.com.
b. Starting Strength™ barbells are manufactured by Buddy Caps and sold by
Texas Power Bars at www.texaspowerbars.com.
c. Starting Strength™ weight belts are manufactured and sold by Dominion
Strength Training at www.dominionsstrengthtraining.com.
35. Aasgaard has expended substantial time, money, and resources marketing,
advertising, and promoting the Starting Strength products and services (whether directly
provided by Aasgaard or officially licensed to a third party) sold under the distinctive Starting
Strength Trademarks throughout the United States and the world in a variety of different forms
and media.
36. Aasgaard also has promoted the Starting Strength Trademarks and Starting
Strength products and services on its Facebook page
(www.facebook.com/OfficialStartingStrength/) and Rippetoe’s Facebook page
(https://www.facebook.com/mark.rippetoe.7/) since 2011. The Starting Strength Facebook page
has over 21,000 followers and Rippetoe’s Facebook page has over 42,000 followers.
Strength products and services on its Twitter page (www.twitter.com/SS_strength) and
Rippetoe’s Twiter page (https://twitter.com/CoachRippetoe) since 2011. The Starting Strength
Twitter Account has nearly 20,000 followers and has sent out nearly 3,700 tweets, and
Rippetoe’s Twitter Account has over 21,000 followers and has sent out 1,900 tweets.
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Strength products and services on its Instagram page at www.instagram.com/startingstrength.
The Starting Strength Instagram Account has approximately 45,400 followers and has sent out
885 posts.
39. Aasgaard also has promoted its Starting Strength Trademarks and Starting
Strength products and services through a public Starting Strength group on Facebook, which has
over 15,000 members. (https://www.facebook.com/groups/StartingStrength/)
Strength products and services on its YouTube channel at
https://www.youtube.com/user/AasgaardCo since March 2009. The Starting Strength YouTube
Account has over 146,000 subscribers, and its videos collectively have more than 17.5 million
views.
41. Starting Strength and the Starting Strength Trademarks also have been featured in
numerous third-party publications, including The New York Times, Men’s Health, The Guardian,
and Muscle & Fitness.
42. Aasgaard’s intellectual property, including the Starting Strength Trademarks and
copyrights that Aasgaard holds, are the lifeblood of Aasgaard’s business. Aasgaard’s value
derives almost entirely from its intellectual property. Accordingly, Aasgaard vigilantly and
aggressively protects all of its intellectual property rights, including the Starting Strength
Trademarks, against actual and potential infringers.
43. As a result of Aasgaard’s longstanding, continuous, widespread, and exclusive
use of the distinctive Starting Strength Trademarks in connection with the promotion and sale of
Starting Strength products and services (including officially-licensed products and services),
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publicity for the Starting Strength Trademarks through print and on-line materials, the
recognition of the Starting Strength Trademarks throughout the United States, and the other
efforts of Aasgaard noted above, Aasgaard owns valid and subsisting federal statutory and
common law rights to the Starting Strength Trademarks.
44. Furthermore, as a result of their distinctiveness and widespread use and promotion
throughout the United States, Aasgaard’s STARTING STRENGTH Mark and the related
Starting Strength Trademarks famous trademarks within the meaning of Section 43(c) of the
Lanham Act, 15 U.S.C. 1125(c), and became famous prior to ReynoldsStrong’s use of the
Starting Strength Trademarks or marks confusingly similar to them.
III. Aasgaard licenses its STARTING STRENGTH Mark to ReynoldsStrong.
45. In or around November 2016, Aasgaard and ReynoldsStrong negotiated a Starting
Strength Mark License Agreement whereby ReynoldsStrong was given the exclusive right to use
the STARTING STRENGTH Mark and a web domain that Aasgaard owned,
startingstrengthonlinecoaching.com (the “Domain Name”), in connection with the marketing,
promotion, and provision of online strength and fitness coaching services provided by certified
Starting Strength™ Coaches. An amended version of the Starting Strength Mark License
Agreement was executed in April 2018, and remained in operation until Aasgaard terminated it
on June 11, 2019. A true and accurate copy of the April 2018 version of the license agreement
(the “Agreement”) is attached as Exhibit A.
46. Under the Agreement, ReynoldsStrong would be able to exclusively market,
promote, and provide online strength and fitness coaching services using the STARTING
STRENGTH Mark in the form of “Starting Strength Online Coaching” or “SSOC.”
ReynoldsStrong would also be able to exclusively use the startingstrengthonlinecoaching.com
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domain name to market, promote, and provide such online services. In exchange,
ReynoldsStrong was to pay a 5 percent quarterly royalty on all revenue received.
IV. ReynoldsStrong creates Barbell Logic, which it describes as a “co-brand” or “sister

brand” of SSOC.
47. Section 7(b) of the Agreement stated that ReynoldsStrong’s “[u]se of the Marks
within a DBA is acceptable only as ‘Starting Strength Online Coaching’ or ‘SSOC,’” and that
“use of the Marks may only be in connection with, or ancillary to, Licensee’s primary business
name.” Section 7(b) further prohibited ReynoldsStrong from “us[ing] the Marks as whole or part
of a domain name other than via the Domain Name [i.e., startingstrengthonlinecoaching.com]
use licensed herein.”
48. Section 7(b) of the Agreement is substantively identical to, and contains almost
exactly the same wording as, Section 7(b) of the previous licensing agreement executed in or
around November 2016.
49. In or around August 2017, ReynoldsStrong created the brand “Barbell Logic.”
50. ReynoldsStrong intended that Barbell Logic would be a content arm for SSOC,
which included articles, podcasts, videos, and newsletters created by individuals working for
ReynoldsStrong.
51. Barbell Logic was created at least in part to increase traffic to SSOC, and thereby
result in greater revenue for ReynoldsStrong d.b.a. SSOC.
52. On or about December 20, 2018, Barbell Logic released a podcast entitled “SSOC
and The Shape of Things to Come.”
53. The December 20, 2018 podcast was entirely devoted to discussing SSOC,
including its relationship to Barbell Logic, the launching of the “SSOC Coaching Academy,” and
SSOC’s future outlook.
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54. During the December 20, 2018 podcast, Ryan Matthew Reynolds, the sole
member of ReynoldsStrong, stated, among other things, that:
a. Barbell Logic was launching the “SSOC Coaching Academy”;
b. “we are never, ever breaking away from Starting Strength”;
c. “Barbell Logic is the content arm of Starting Strength Online Coaching.
Starting Strength Online Coaching is the service arm of Barbell Logic.
Barbell Logic and Starting Strength Online Coaching are co-brands—or better
yet, sister brands—of the parent brand Starting Strength.”
55. ReynoldsStrong consistently associated Barbell Logic with SSOC and treated the
two interchangeably. Among other things:
a. Barbell Logic’s podcasts all contained an introduction stating: “Barbell Logic,
brought to you by Starting Strength Online Coaching.”
b. Barbell Logic’s newsletters—which included advertisements for Barbell
Logic products (including Barbell Logic training camps)—were designated as
originating from “Starting Strength Online Coaching,” were represented as
being copyrighted by “Starting Strength Online Coaching,” and contained
contact information for SSOC at the bottom of each newsletter. The
following is one example:
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c. The SSOC Instagram account run by ReynoldsStrong used the Barbell Logic
logo at the bottom of its posts, with “startingstrengthonlinecoaching” written
next to it. The following is one example:
d. Barbell Logic’s website pages—including the coloring, layout, font type and
size, and links—were indistinguishable from SSOC’s website pages. Both
Barbell Logic’s and SSOC’s website pages displayed Barbell Logic’s light
bulb icon.
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e. Barbell Logic products—including Barbell Logic training camps—were sold
through the SSOC webpage and Domain Name.
f. Barbell Logic provided online “Barbell Logic Online Coaching Client
Spotlights,” which was intended to share the experiences of SSOC clients. It
subsequently changed the spotlights to “SSOC Online Coaching Spotlights.”
g. Upon information and belief, ReynoldsStrong repeatedly referred to Barbell
Logic and SSOC being related or co-brands in internal postings to then-SSOC
clients and employees.
56. Upon information and belief, ReynoldsStrong ran all revenues from both SSOC
and Barbell Logic through a single business account held by ReynoldsStrong.
57. Upon information and belief, ReynoldsStrong ran all payments for both SSOC
and Barbell Logic sales and products through a single payment portal held by ReynoldsStrong.
58. Upon information and belief, ReynoldsStrong commingled all SSOC and Barbell
Logic revenues and expenses.
59. Upon information and belief, ReynoldsStrong reported all SSOC and Barbell
Logic revenues and expenses on the same federal and state tax forms.
60. Because of ReynoldsStrong’s treatment of Barbell Logic and SSOC as part of the
same single business enterprise, the public associated Barbell Logic with SSOC, and vice versa.
61. Among other things, members of the public used “Barbell Logic” and “SSOC”
interchangeably, provided testimonials for the “Barbell Logic online coaching program” while it
was still being run as SSOC, and suggested that individuals could find a Starting Strength™
Coach for online coaching with “Barbell Logic.”
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62. Even today, members of the public associate “Barbell Logic” with “SSOC,” and
even refer to the two interchangeably, even though SSOC is now being run exclusively by
Aasgaard, and SSOC and Barbell Logic are not affiliated with each other.
V. The Coaching Academy.
63. In or around October 2018, ReynoldsStrong launched the “SSOC Coaching
Academy.”
64. The stated SSOC Coaching Academy Mission was “to provide a structured,
comprehensive, high quality education and internship program that allows SSOC to identify,
educate, and train future Starting Strength Coaches and SSOC Staff Coaches.”
65. The SSOC Coaching Academy also included a “Pathway from Student to SSOC
Coach.” Under the Pathway, a student would first complete the Education Program and a limited
number of those students would be invited to become an SSOC Intern. Once an intern obtained a
Starting Strength™ Coach certification from Aasgaard, he or she would become an SSOC Staff
Coach.
66. The Pathway was intended to serve as a pipeline to recruit future SSOC
employees.
67. ReynoldsStrong created a downloadable pdf document describing the SSOC
Coaching Academy, which was available on the SSOC website through at least February 2019.
A true and accurate copy of the pdf document is attached as Exhibit B.
68. The document’s cover page is titled “Coaching Academy.” At the bottom of the
title page, the Barbell Logic light bulb icon and the words “Starting Strength Online Coaching”
are prominently displayed.
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69. Aside from the title page and table of contents, the document is nine pages long.
The document uses the phrase “Starting Strength Online Coaching” 3 times and the acronym
“SSOC” 57 times.
70. Based on ReynoldsStrong’s representations regarding the SSOC Coaching
Academy and the manner in which the SSOC Coaching Academy was presented to the public,
members of the public, SSOC Coaching Academy students, and SSOC employees referred to the
program as the “SSOC Coaching Academy” and assumed that it was part of SSOC.
71. ReynoldsStrong always represented to Aasgaard that the SSOC Coaching
Academy was part of SSOC.
72. In fact, on October 3, 2018, ReynoldsStrong attempted to post an announcement
on the Starting Strength forum run by Aasgaard entitled “Introducing the SSOC COACHING
ACADEMY,” the first sentence of which said “We’re excited to announce the launch of the
Starting Strength Online Coaching’s COACHING ACADEMY!” The announcement also
included weblinks to the startingstrengthonlinecoaching.com domain.
73. Based on ReynoldsStrong’s representations, on November 28, 2018, Aasgaard
made a post on its forum at www.startingstrength.com that identified the “SSOC Coaching
Academy” as a potential way of helping individuals become better coaches and potentially
become a Starting Strength™ Coach, noted that “SSOC has already started with the Coaching
Academy and their internship program,” and provided a website link to the “SSOC Coaching
Academy page,” which ReynoldsStrong placed on the startingstrengthonlinecoaching.com
domain.
74. ReynoldsStrong never told Aasgaard that Aasgaard’s November 28, 2018 post
was inaccurate, or that the SSOC Coaching Academy was not part of SSOC.
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VI. Aasgaard terminates the Agreement due to ReynoldsStrong’s failure to cure

breaches of the Agreement.
Aasgaard discovers ReynoldsStrong’s breaches of the Agreement
75. In early February 2019, Aasgaard became suspicious that ReynoldsStrong did not
accurately report revenues earned from SSOC for purposes of paying the royalty for the fourth
quarter of 2018.
76. It also appeared that ReynoldStrong was not including SSOC Coaching Academy
revenues given the similarity of revenues to the previous quarter, and given Mr. Reynolds’s
representation during a phone call that over 100 individuals were enrolled in the SSOC Coaching
Academy at $179 per month, which revenues did not appear to be accounted for in the royalty
payments.
77. In February 2019, Aasgaard learned that ReynoldsStrong was not reporting as
revenue SSOC coaches who purchased SSOC online coaching. Specifically, if an SSOC coach
also purchased online coaching from SSOC, rather than report the SSOC coach’s purchase of
online coaching as revenue, ReynoldsStrong deducted the SSOC coach’s purchase from the
SSOC coach’s paycheck. This created both an artificially lower paycheck to the SSOC coach
and also underreported revenue from purchases of SSOC online coaching.
78. ReynoldsStrong did not disclose this business practice to Aasgaard prior to
Aasgaard’s discovery of it.
79. On February 6, 2019, after being confronted with the discrepancy,
ReynoldsStrong admitted in writing to Aasgaard that “95% of SSCs [Starting Strength Coaches
working for SSOC] who get coaching at SSOC just have it taken out of their pay checks and
added to the coaches’ paycheck. . . . But that $$ never comes in or counts as revenue.”
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80. Aasgaard also learned that some individuals who received SSOC online coaching
were not being reported as revenue at all.
81. Despite requests for clarification from Aasgaard, ReynoldsStrong never explained
why some individuals receiving SSOC online coaching were omitted from revenue statements
entirely.
82. ReynoldsStrong additionally kept providing inconsistent revenue statements to
Aasgaard for purposes of royalty payments.
a. On or about February 8, 2019, ReynoldsStrong sent Aasgaard an IRS Form
1099 for royalty payments made to Aasgaard in 2018. The royalty payments
reported on the IRS Form was inconsistent with the royalty amounts that
Aasgaard actually received through checks throughout 2018. Specifically,
Aasgaard had received checks in the total amount of $67,336.49 in 2018,
whereas the Form 1099 sent to the IRS claimed that Aasgaard had received
$77,546.77 in 2018.
b. Aasgaard expressed concern to ReynoldsStrong that the IRS was being given
incorrect information, which could result in additional tax liability or an audit.
c. In response to Aasgaard’s concern, ReynoldsStrong sent an email on February
13, 2019, that stated the total revenue from December 1, 2017 through
September 30, 2018 was $1,360,000, 5% of which is $68,000.
d. Shortly thereafter, on February 15, 2019, ReynoldsStrong sent another email
to Aasgaard that stated the total revenue from December 1, 2017 through
September 30, 2018 was $1,291,880.17, substantially less than the amount
from ReynoldsStrong’s February 13 email.
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83. On February 11, 2019, ReynoldsStrong informed Aasgaard that it would not
include revenue from Barbell Logic or its self-titled “SSOC Coaching Academy” in the royalties
due for SSOC under the Agreement.
84. Subsequently in February 2019, ReynoldsStrong re-titled the “SSOC Coaching
Academy” as the “Coaching Academy,” and moved it from the Domain Name to Barbell Logic’s
domain.
85. Section 1(a) of the Agreement states that the license granted to ReynoldsStrong
applies to use of Marks and the Domain Name “in association with the marketing, promotion and
provision of online strength and fitness coaching services.”
86. Section 3 of the Agreement states that the license for the Marks and Domain
Name “is for use only with fitness and exercise coaching services as described herein.”
87. Despite being moved to a Barbell Logic website, the Coaching Academy was still
a part of the SSOC business run by ReynoldsStrong and still fell under the Agreement per
Sections 1(a) and 3. Among other things:
a. The Coaching Academy was still featured on the SSOC website homepage,
and continued to be directly accessible from the SSOC website.
b. The Coaching Academy was purchased through the SSOC store, which used
the startingstrengthonlinecoaching.com Domain Name and displayed at the
bottom “©2019 Starting Strength Online Coaching” text and SSOC support
email addresses.
c. Questions about the Coaching Academy directed to an
@ssonlinecoaching.com email address.
d. The Coaching Academy Facebook page still had links to SSOC.
21
e. The Coaching Academy webpages were indistinguishable from SSOC
webpages, including through use of the same color scheme, graphics, and the
Barbell Logic light bulb icon.
f. Aside from a domain name change, the Coaching Academy webpages were
identical in all respects to the Coaching Academy webpages when they were
on the startingstrengthonlinecoaching.com Domain Name.
g. SSOC sold a “Club Coaching” option, where online coaching services would
be provided by Coaching Academy participants rather than Starting
Strength™ Coaches, and therefore was less expensive than normal online
coaching from SSOC.
h. The Coaching Academy still utilized the same “Pathway” to increase its
employees and, therefore, increase the number of clients it could serve,
whereby some Coaching Academy students would be invited to become
SSOC Interns, and then were guaranteed a job as an SSOC Staff Coach once
they received their Starting Strength™ Coach certification.
88. Even after the Coaching Academy was re-named and portions of it were placed
on Barbell Logic’s webpages, members of the public still associated the Coaching Academy with
SSOC.
89. Coaching Academy students, even as late as May 2019, referred to the Coaching
Academy as the “SSOC Coaching Academy.”
90. Notwithstanding the foregoing disputes of what revenue should or should not be
included in royalties under the Agreement, ReynoldsStrong admitted that it owed two amounts to
Aasgaard (collectively referred to herein as the “Undisputed Amounts Owed”):
22
a. On February 11, 2019, ReynoldsStrong admitted in writing to Aasgaard that it
still owed Aasgaard $615.92 for the royalty for the fourth quarter of 2018.
b. On April 30, 2019, ReynoldsStrong provided in writing to Aasgaard an
alleged revenue breakdown summary for revenues received in the first quarter
of 2019. The revenue attributed to “Coaching Income” was $472,545, which
translates to a royalty of $23,627.25. ReynoldsStrong acknowledged in his
email that at least $23,627.25 was owed for the first quarter of 2019.
91. As presented by ReynoldsStrong, the Undisputed Amounts Owed were derived
solely from SSOC coaching revenues as calculated by ReynoldsStrong. They did not include
Barbell Logic or SSOC Coaching Academy revenues, nor did they account for the discrepancies
in revenue that Aasgaard had identified (such as not including individuals receiving SSOC online
coaching as revenue). The Undisputed Amounts Owed were therefore owed irrespective of
whether Barbell Logic or SSOC Coaching Academy revenues fell under the Agreement or not,
and irrespective of whether ReynoldsStrong was under-reporting revenue as Aasgaard believed.
Aasgaard sends ReynoldsStrong two notices of breach under the Agreement.
92. Section 11(b) of the Agreement states that if ReynoldsStrong (operating as SSOC)
violates any of its material obligations under the Agreement, Aasgaard “shall have the right to
terminate the License hereby granted to such party upon thirty days’ notice in writing, and such
notice of termination shall become effective unless such party shall completely remedy the
violation within the thirty-day period.”
93. Section 1(d) of the Agreement similarly states that Aasgaard “may terminate this
Agreement by written notice to [ReynoldsStrong] if [ReynoldsStrong] breaches any of its
23
material obligations under this Agreement and fails to cure such breach within 30 days after
receiving written notice of such breach from Licensor.”
94. On May 7, 2019, pursuant to Sections 1(d) and 11(b) of the Agreement, Aasgaard
provided two written notices of breach to ReynoldsStrong.
95. The written notices of breach satisfied all requirements and conditions precedent
under the Agreement.
96. The first written notice of breach concerned ReynoldsStrong’s failure to pay the
Undisputed Amounts Owed for the fourth quarter of 2018 and the first quarter of 2019. As of
May 7, ReynoldsStrong had failed to pay any of the royalty amounts owed for the first quarter of
2019, and did not pay the $615.92 that ReynoldsStrong previously admitted were owed for the
fourth quarter of 2018. A true and accurate copy of this notice is attached as Exhibit C.
97. The second written notice of breach concerned a series of issues relating to
ReynoldsStrong’s revenue calculations for purposes of establishing the royalty owed to Aasgaard
and with ReynoldsStrong’s impermissible mixing of its own brand, Barbell Logic, with Starting
Strength Online Coaching/SSOC, in the manners described in the foregoing paragraphs. A true
and accurate copy of this notice is attached as Exhibit D.
98. The second written notice of breach offered to separate Barbell Logic and the
SSOC Coaching Academy from SSOC retroactively—and thus relieving ReynoldsStrong of
having to pay any royalties on either even for prior quarters—provided that ReynoldsStrong took
a series of enumerated technological steps to clearly separate and distinguish SSOC from
products, services, and brands intended to be different from SSOC, such as Barbell Logic or the
Coaching Academy.
24
99. Under Sections 1(d) and 11(b) of the Agreement, ReynoldsStrong had 30 days, or
until 11:59pm on June 6, 2019, to completely remedy the breaches identified in the two May 7
communications, or else Aasgaard could terminate the Agreement upon written notice.
ReynoldsStrong does not cure the breaches identified by Aasgaard within the 30-day
cure period under the Agreement, or even pay the amounts that ReynoldsStrong
admitted were owed to Aasgaard.
100. ReynoldsStrong’s counsel attempted to contact Aasgaard’s counsel by telephone
on May 7, 2019, regarding the first notice of breach. Aasgaard’s counsel was unavailable at the
time, and ReynoldsStrong’s counsel left a voicemail.
101. On May 8, 2019, Aasgaard’s counsel attempted to contact ReynoldsStrong’s
counsel by return telephone call. ReynoldsStrong’s counsel did not answer the phone, and thus
Aasgaard’s counsel left a voicemail.
102. ReynoldsStrong did not attempt to contact Aasgaard in any manner until 27 days
later, on June 4, 2019.
103. Counsel for Aasgaard and ReynoldsStrong spoke on June 4, 2019, to discuss
potential resolution to the outstanding disputes.
104. During the June 4, 2019 telephone conversation, Aasgaard reiterated the need for
ReynoldsStrong to pay the Undisputed Amounts Owed.
105. On June 6, 2019, Aasgaard sent ReynoldsStrong a letter setting forth its position
on resolving the disputes in light of what was discussed during the June 4 telephone
conversation. A true and accurate copy of the June 6 letter is attached as Exhibit E.
106. Among other things, the June 6 letter stated that the amounts that the Undisputed
Amounts Owed for the fourth quarter of 2018 and the first quarter of 2019 were overdue, and
“[t]hose amounts must be paid immediately.”
25
107. The June 6 letter also stated that ReynoldsStrong needed to “promptly” address
the issues raised pertaining to revenue calculation and the separation of Barbell Logic from
Starting Strength Online Coaching/SSOC.
108. By the end of June 6, 2019, after the 30-day cure period under the Agreement had
passed, ReynoldsStrong still had not remedied any of the breaches identified in either of the
written notices of breach from May 7, 2019. Aasgaard thus could terminate the Agreement upon
written notice pursuant to Sections 1(d) and 11(b).
109. Having received no response to its June 6 letter, counsel for Aasgaard contacted
counsel for ReynoldsStrong by telephone on June 10, 2019.
110. During the June 10, 2019 phone conversation, Aasgaard’s counsel stated, among
other things, that the Undisputed Amounts Owed must be paid immediately.
111. During the June 10, 2019 phone conversation, ReynoldsStrong’s counsel stated
that a portion of the Undisputed Amounts Owed ($21,113.33) were being held in escrow.
ReynoldsStrong’s counsel requested that Aasgaard’s counsel forward his law firm’s wire transfer
instructions no later than 3:00pm CST/4:00pm EST so that the $21,113.33 could be wire
transferred.
112. As requested, Aasgaard’s counsel sent wiring instructions to ReynoldsStrong’s
counsel at 2:49pm CST/3:49pm EST, a mere 9 minutes after the call ended. A true and accurate
copy of this communication (aside from redactions of account number information) is attached
as Exhibit F.
113. By 4:00pm CST/5:00pm EST the next day, on June 11, 2019, ReynoldsStrong
still had not wire transferred any money to Aasgaard.
Aasgaard terminates the Agreement due to ReynoldsStrong’s failure to pay undisputed

amounts owed, despite repeated requests.
26
114. As of June 11, 2019, ReynoldsStrong had not paid any of the Undisputed
Amounts Owed.
a. As of June 11, 2019, ReynoldsStrong paid nothing for the royalty owed for
the first quarter of 2019.
b. As of June 11, 2019, ReynoldsStrong did not pay the $615.92 that
ReynoldsStrong admitted was still owed for the fourth quarter of 2018.
115. ReynoldsStrong did not pay any of the Undisputed Amounts Owed even after
receiving express demands to pay the Undisputed Amounts Owed in a notice of breach on May
7, an oral demand on June 4, a letter on June 6, another oral demand on June 10, and Aasgaard
providing wire transfer instructions on June 10, 2019 per ReynoldsStrong’s request.
116. On June 11, 2019, at 4:08pm CST/5:08pm EST, Aasgaard terminated the
Agreement through written notice to ReynoldsStrong. A true and accurate copy of this
communication is attached as Exhibit G.
117. The June 11, 2019 notice of termination sent by Aasgaard expressly stated: “You
are to cease use of any and all The Aasgaard Company trademarks in any capacity in association
with any and all of your business activities.”
118. Upon termination, Aasgaard took back control of the
startingstrengthonlinecoaching.com Domain Name and then, using the Domain Name and the
Starting Strength Trademarks, began marketing, promoting, and providing online strength and
fitness coaching services by certified Starting Strength™ Coaches under the name “Starting
Strength Online Coaching” or “SSOC.”
119. Aasgaard continues to provide online strength and fitness coaching services
through www.startingstrengthonlinecoaching.com.
27
120. After the Agreement was terminated, ReynoldsStrong continued to market,
promote, and provide online strength and fitness coaching services through its Barbell Logic
brand, under the name “Barbell Logic Online Coaching” or “BLOC.”
121. Because both SSOC and BLOC provide online strength and fitness coaching
services by certified Starting Strength™ Coaches, they are competing businesses.
VII. Even after the Agreement was terminated, ReynoldsStrong continued to use
Aasgaard’s trademarks without permission.
122. On information and belief, ReynoldsStrong created the domain name
ssonlinecoaching.com on or about October 25, 2016.
123. At some point on or after October 25, 2016, ReynoldsStrong also created the
subdomain forum.ssonlinecoaching.com.
124. At some point after October 25, 2016, ReynoldsStrong set the domain name
ssonlinecoaching.com to automatically redirect to the startingstrengthonlinecoaching.com
Domain Name.
125. ReynoldsStrong also created email addresses ending in @ssonlinecoaching.com
so its employees could communicate with online coaching clients and to market, promote, and
provide online strength and fitness coaching services. Those email addresses were provided on
the startingstrengthonlinecoaching.com website.
126. In its May 7, 2019 notice of breach, Aasgaard stated that “[y]ou need to terminate
the ssonlinecoaching.com domain. This is confusingly similar to our trademark and the SSOC
domain, which is being licensed to you.”
127. Aasgaard’s demand to terminate the ssonlinecoaching.com domain name was
based on the fact that the ssonlinecoaching.com domain name was substantially similar to the
28
Domain Name, the Starting Strength Trademarks, and the STARTING STRENGTH Mark, and
was not permitted under Sections 1(b) and 7(b) of the Agreement.
128. Despite Aasgaard’s May 7, 2019 demand, ReynoldsStrong did not terminate the
ssonlinecoaching.com domain.
129. Section 12 of the Agreement states, among other things, that if the Agreement is
terminated, ReynoldsStrong “will refrain from further use of the Marks or Domain Name . . . or
anything deceptively similar to the Marks in connection with the provision of
[ReynoldsStrong’s] services.”
130. After Aasgaard terminated the Agreement on June 11, 2019, ReynoldsStrong still
did not terminate the ssonlinecoaching.com domain.
131. Instead, ReynoldsStrong caused the ssonlinecoaching.com domain to
automatically re-direct to Barbell Logic’s own online store. Thus, if a member of the public
were to type “ssonlinecoaching.com” into a web browser, they would be taken not to Starting
Strength Online Coaching being operated by Aasgaard, but rather Barbell Logic being operated
by ReynoldsStrong.
132. Additionally, after June 11, 2019, if an individual performed a search using the
Google search engine for “SS Online Coaching,” Barbell Logic appeared as the top search hit.
133. The @ssonlinecoaching.com email addresses were not terminated, and continued
to be used for ReynoldsStrong’s business activities in connection with Barbell Logic and BLOC.
134. ReynoldsStrong also continued to use the Starting Strength Trademarks,
including, but not limited to, “Starting Strength,” “Starting Strength Online Coaching,” and
“SSOC,” even after the Agreement was terminated, and despite Aasgaard’s express demand on
June 11, 2019 that Barbell Logic cease use of any of Aasgaard’s trademarks.
29
135. As just a few examples, ReynoldsStrong continued to use Aasgaard’s trademarks,
or marks deceptively similar to Aasgaard’s trademarks, in the following manner:
a. ReynoldsStrong continued to use the ssonlinecoaching.com domain name,
which was intentionally automatically redirected to Barbell Logic’s store. As
described further below, the ssonlinecoaching.com domain name continued to
be active until, at the earliest, July 15, 2019, when Aasgaard threatened to file
suit if it was not taken down.
b. ReynoldsStrong continued to use the @ssonlinecoaching.com email addresses
in its business activities. As described further below, the
@ssonlinecoaching.com email addresses continued to be active and used until,
at the earliest, July 15, 2019, when Aasgaard threatened to file suit if they
were not terminated.
c. ReynoldsStrong did not amend or terminate its registration of “Starting
Strength Online Coaching” as a fictitious name with the Missouri Secretary of
State, and it never registered “Barbell Logic” or “Barbell Logic Online
Coaching” with the Missouri Secretary of State as a fictitious name.
d. Barbell Logic runs two YouTube channels: the “Barbell Logic” channel and
the “Barbell Logic Online Coaching” channel.
e. The Barbell Logic Online Coaching channel still featured a video titled
“Starting Strength Online Coaching!”, which is an advertisement for SSOC,
and a photograph from a Starting Strength™ Seminar run by Aasgaard. A
screenshot of the Barbell Logic Online Coaching channel is below
30
(https://www.youtube.com/channel/UCPST3mPLq7JYR5Q54QMTClA/featur
ed?disable_polymer=1):
f. The first sentence of the Barbell Logic Online Coaching channel description
continued to read: “Starting Strength Online Coaching provides high-touch,
personalized online coaching from Starting Strength Coaches,” and the
description twice used the acronym “SSOC.”
g. All videos except for one on the Barbell Logic Online Coaching channel
contained either an introductory or concluding screen displaying “Starting
Strength Online Coaching” or a “SSOC” logo, or a “Starting Strength Online
Coaching” watermark. Examples of the screens and watermark are below:
31
32
h. At least 190 Barbell Logic podcasts featured on Barbell Logic’s website and,
separately, on the Barbell Logic YouTube channel continued to include an
introduction stating “Barbell Logic, brought to you by Starting Strength
Online Coaching.”
i. The content of many of these 190 podcasts also contained references to
“Starting Strength Online Coaching” or “SSOC.”
j. The Barbell Logic YouTube channel continued to include a December 20,
2018 video entitled “SSOC and The Shape of Things to Come,” which was
exclusively about “Starting Strength Online Coaching” or “SSOC.”
k. The Barbell Logic YouTube channel continued to include a January 8, 2019
video advertising “Nutrition Coaching.” This video explicitly refers to
“Starting Strength Online Coaching.”
https://www.youtube.com/watch?v=XFTyCsHFc0E
33
136. As a result of the continued use of the Starting Strength Trademarks, “Starting
Strength Online Coaching,” and “SSOC” in its YouTube videos, the Barbell Logic Online
Coaching YouTube channel and its videos were and continue to be the top result for a YouTube
search for “starting strength online coaching.”
137. ReynoldsStrong’s continued use of the ssonlinecoaching.com domain name and
Aasgaard’s trademarks violated Section 12 of the Agreement, which states that after the
Agreement is terminated, ReynoldsStrong is prohibited from using “anything deceptively similar
to the Marks in connection with the provision of such Licensee’s services,” and that
ReynoldsStrong must change its website’s DNS and URL “to some other domain name that is
not infringing of Licensor’s [Aasgaard’s] rights and in no way uses the Marks or the use of
‘Starting Strength’ in its promotion or marketing of its website or services.”
VIII. Aasgaard again demands that ReynoldsStrong cease use of Aasgaard’s trademarks,
but ReynoldsStrong continues to use them anyways.
138. On July 15, 2019, at 12:47pm EST, Aasgaard sent a letter to ReynoldsStrong. A
true and accurate copy of this letter is attached as Exhibit H.
139. The letter demanded that ReynoldsStrong cease use of the ssonlinecoaching.com
domain, and that ReynoldsStrong confirm within 24 hours that the domain had been terminated.
140. The letter also demanded that ReynoldsStrong “cease any further use of ‘SSOC,’
‘Starting Strength Online Coaching,’ or any other substantially similar label in all of its
materials, including but not limited to the BBL [Barbell Logic] website and BBL’s social media
channels, third-party platforms, and advertising. At minimum, this would require deleting any
videos, articles, or podcasts that discuss SSOC as a subject matter, and editing other videos,
articles, or podcasts to remove references to ‘SSOC’ or ‘Starting Strength Online Coaching.’”
34
141. The letter stated that removal of Starting Strength Trademarks should be
completed no later than July 31, 2019, but also stated that “[i]f we see a lack of substantial and
timely progress, we will take all necessary action to protect Aasgaard’s intellectual property,
which may include take-down notices, legal actions for injunctive relief, and/or Aasgaard
asserting ownership over the infringing materials.”
142. The letter also proposed a settlement of outstanding amounts due under the
Agreement. The letter stated: “we ask that you respond to our offer no later than one week, or by
the close of business on July 22.” (emphasis added)
143. As of 1:00pm EST on July 16, 2019, ReynoldsStrong had not confirmed that it
terminated the ssonlinecoaching.com domain. Accordingly, Aasgaard sent an email to
ReynoldsStrong asking if ReynoldsStrong had terminated the ssonlinecoaching.com domain
name.
144. At 3:21pm EST on July 16, 2019, ReynoldsStrong sent a response. The response
confirmed that the ssonlinecoaching.com domain was “now a complete deadend in that it does
not redirect to any other domain, etc.” However, it also said, among other things, that:
a. Aasgaard’s 24-hour deadline to terminate the ssonlinecoaching.com domain
was “unreasonable and designed for the sole purpose of creating new issues.”
b. “‘ssonlinecoaching.com’ is a domain owned by Mr. Reynolds and was utilized
with consent and pursuant to the prior license agreement.”
c. “Since June 13, 2019, all email extensions associated with the domain
‘ssonlinecoaching.com’ were terminated.”
145. The response further said that ReynoldsStrong would respond to the other points
raised in Aasgaard’s July 15, 2019 letter “through separate correspondence.”
35
146. Aasgaard sent a response email on July 17, 2019. In addition to thanking
ReynoldsStrong for providing the requested confirmation relating to termination of the
ssonlinecoaching.com domain, Aasgaard’s response noted that some of the factual statements in
ReynoldsStrong’s email were incorrect. Specifically:
a. Termination of the ssonlinecoaching.com domain was not a “new issue,” as
Aasgaard first demanded on May 7, 2019 that the ssonlinecoaching.com
domain and related subdomains be terminated.
b. The ssonlinecoaching.com domain was not used with consent.
c. ssonlinecoaching.com email addresses were not terminated as of June 13,
2019. To the contrary, @ssonlinecoaching.com emails continued to forward
to Barbell Logic employees through at least July 15, 2019. Further, Barbell
Logic employees responded to emails sent to @ssonlinecoaching.com email
addresses between June 11, 2019 and July 15, 2019.
A true and accurate copy of this correspondence is attached as Exhibit I.
147. Further, the prior license agreement makes no reference to ssonlinecoaching.com
being a permissible domain. To the contrary, the prior license agreement only makes reference
to the startingstrengthonlinecoaching.com domain, and Section 7(b) states: “Licensee may not
use the Mark as whole or part of a domain name other than via the Domain Name use licensed
herein.”
VI. ReynoldsStrong refuses to stop using Aasgaard’s Starting Strength Trademarks.
148. On Monday, July 22, 2019, Aasgaard did not receive a response from
ReynoldsStrong regarding any of the other issues raised in Aasgaard’s July 15, 2019 letter.
36
149. On July 23, 2019, Aasgaard asked ReynoldsStrong when it could expect a
response.
150. On July 24, 2019, ReynoldsStrong responded that a response would be
forthcoming on Monday, July 29. A true and accurate copy of Aasgaard’s July 23, 2019 email
and the July 24 response is attached as Exhibit J.
151. ReynoldsStrong did not provide any response on July 29, 2019, nor communicate
with Aasgaard in any manner.
152. Even after receiving the July 15, 2019 letter, ReynoldsStrong continued to use
Aasgaard’s trademarks and marks deceptively similar to Aasgaard’s trademarks in its Barbell
Logic and Barbell Logic Online Coaching business.
153. As just a few examples:
a. ReynoldsStrong still has not terminated or amended its registration of
“Starting Strength Online Coaching” as a fictitious name with the Missouri
Secretary of State, nor has it registered “Barbell Logic” or “Barbell Logic
Online Coaching” as fictitious names with the Missouri Secretary of State.
b. The Barbell Logic Online Coaching channel still features the “Starting
Strength Online Coaching!” video and a photograph of a Starting Strength™
Seminar.
c. The first sentence of the Barbell Logic Online Coaching channel description
still reads: “Starting Strength Online Coaching provides high-touch,
personalized online coaching from Starting Strength Coaches,” and the
description still uses “SSOC” on two occasions.
37
d. All videos (except for one) on the Barbell Logic Online Coaching channel
continue to contain either an introductory or concluding screen displaying
“Starting Strength Online Coaching” or a “SSOC” logo, or a “Starting
Strength Online Coaching” watermark.
e. 190 Barbell Logic podcasts featured on the Barbell Logic channel still include
an introduction referencing “Barbell Logic, brought to you by Starting
Strength Online Coaching.” The video podcasts appear to be completely
unchanged from when they were first published on the Barbell Logic channel.
f. Many of those 190 Barbell Logic podcasts, on both the Barbell Logic
webpage and Barbell Logic channel, continued to reference “Starting Strength
Online Coaching” or “SSOC.”
g. The Barbell Logic channel still includes a January 8, 2019 video advertising
“Nutrition Coaching” that explicitly refers to “Starting Strength Online
Coaching.”
154. 190 Barbell Logic podcasts featured on Barbell Logic’s webpage were modified
to begin with a new introduction: “Quick Disclaimer: We’ve rebranded as Barbell Logic Online
Coaching. At the time this podcast was recorded, our service was called Starting Strength
Online Coaching, and there may be reference to that brand in this podcast episode. But fear not,
we are still the same team of expert coaches providing personalized and dedicated online
coaching for our clients, but now as Barbell Logic Online Coaching.”
155. The disclaimer in the previous paragraph is not incorporated into any podcast
episodes on the Barbell Logic YouTube channel.
38
156. Thus, any individuals who listen to Barbell Logic’s podcasts through the Barbell
Logic channel will not hear the disclaimer.
157. The disclaimer on the Barbell Logic podcasts is materially misleading because it
casts the change from SSOC to BLOC as a mere “rebranding,” rather than because Aasgaard
terminated ReynoldsStrong’s license to provide products and services under the auspices of the
Starting Strength brand and the Starting Strength Trademarks. The disclaimer also is materially
misleading because it does not explicitly state that BLOC is no longer associated with the
Starting Strength brand or the Starting Strength Trademarks. This omission is especially
significant given that references to “Starting Strength Online Coaching” or “SSOC” still occur in
the podcasts.
158. The Barbell Logic YouTube channel created a new written disclaimer in the video
descriptions, which reads in full: “NEW NAME, SAME SERVICE! We have rebranded to
Barbell Logic Online Coaching! We are still the same team of Starting Strength Coaches
providing personalized and dedicated services for lifters around the world. We are excited to
continue working with Starting Strength to spread the importance of strength training through in-
person and online coaching and educational pursuits. Thank you all for your continued support
of Barbell Logic. We are looking forward to seeing what this next chapter has in store for us!”
159. The Barbell Logic YouTube disclaimer is materially misleading because it casts
the name change as mere “rebranding” but otherwise is the “SAME SERVICE!” It also is
materially misleading in stating that Barbell Logic will “continue working with Starting
Strength,” which suggests and represents that Barbell Logic is part of the Starting Strength brand
owned by Aasgaard. The disclaimer also is materially misleading because it does not explicitly
state that BLOC is no longer associated with the Starting Strength brand or the Starting Strength
39
Trademarks. This omission is especially significant given that every YouTube video containing
the disclaimer begins with the introduction “Barbell Logic, brought to you by Starting Strength
Online Coaching.”
160. By continuing to infringe on Aasgaard’s trademarks, including the Starting
Strength Trademarks, and by continuing to suggest that Barbell Logic is affiliated with the
Starting Strength brand, ReynoldsStrong is competing unfairly against Aasgaard by seeking to
confuse customers and trade on the reputation and goodwill that Aasgaard has previously
developed through years of successful promotion of the Starting Strength Trademarks in
association with the Starting Strength brand and Aasgaard’s products and services.
161. There is evidence of actual customer confusion.
a. For example, on July 22, 2019, a BLOC client reached out to Mr. Rippetoe of
Aasgaard asking a training question. The client referred to his “SSOC coach”
(rather than his “BLOC coach”), even after being corrected by Mr. Rippetoe.
b. As another example, on July 26, 2019, an individual reached out to Aasgaard
asking to be assigned a Starting Strength Online Coach. After describing his
training history and goals, he stated: “Besides…Matt [Reynolds] and Scott
[Hambrick, who both run Barbell Logic] are the ones that got me interested in
barbell training back in Nov 2018. So, I feel like I should give them my
business.” When Aasgaard informed him that “Matt and Scott” were with
Barbell Logic and not SSOC, the individual responded: “Thanks for the
response. I had the two organizations confused.”
162. ReynoldsStrong’s infringement of Aasgaard’s trademarks, including the Starting
Strength Trademarks, has caused and is likely to cause confusion, mistake and deception among
40
customers as to the source or origin of BLOC’s services, and has and is likely to deceive
customers into mistakenly believing that BLOC is associated with, is affiliated with, or is
otherwise sponsored or approved by Aasgaard.
163. ReynoldsStrong benefits from this customer confusion, as its products and
services reap undeserved recognition from being associated with Aasgaard and the Starting
Strength brand, and the goodwill symbolized by Aasgaard’s Starting Strength Trademarks is
harmed by this confusion.
164. ReynoldsStrong’s unauthorized use of the Starting Strength Trademarks, or marks
deceptively similar to them, in its business activities has caused damage to Aasgaard’s business
reputation and goodwill, and unless restrained and enjoined, will continue to irreparably impair
the value of the registered Starting Strength Trademarks for which there is no adequate remedy
at law.
165. In Section 13(a) of the Agreement, ReynoldsStrong acknowledged that its failure
to cease use of the Starting Strength Trademarks or Domain Name in providing online strength
and fitness coaching services after termination of the Agreement “will result in immediate and
irremediable damages to Licensor [Aasgaard] and to the rights of any subsequent licensee. Such
Licensee [ReynoldsStrong] acknowledges and admits that there is no adequate remedy at law for
such failure . . . and such Licensee agrees that in the event of such failure Licensor shall be
entitled to equitable relief by way of temporary and permanent injunctions and such other further
relief as any court with jurisdiction may deem just and proper.”
166. ReynoldsStrong has never corrected this customer confusion by stating that
Barbell Logic and BLOC are not affiliated with Aasgaard or the Starting Strength brand, or that
BLOC is not approved or endorsed by Aasgaard.
41
167. ReynoldsStrong could have chosen not to trade off the reputation and goodwill
associated with the Starting Strength Trademarks. For example, after the termination of the
Agreement and ReynoldsStrong’s license, ReynoldsStrong could have removed references to
“Starting Strength Online Coaching,” “SSOC,” and the Starting Strength Trademarks in its social
media.
168. While ReynoldsStrong was operating as SSOC pursuant to the Agreement, Texas
residents could purchase ReynoldsStrong’s products and services, including online coaching
services and enrollment in the SSOC Coaching Academy, and access Barbell Logic materials
through the startingstrengthonlinecoaching.com Domain Name, and those products and services
will be provided to the Texas residents in Texas. Upon information and belief, Texas residents
in fact have purchased ReynoldsStrong’s products and services through the Domain Name,
which products and services were provided to those residents in Texas.
169. After termination of the Agreement, when ReynoldsStrong began operating solely
as Barbell Logic and BLOC, Texas residents can purchase ReynoldsStrong’s products and
services, including online coaching services and enrollment in the Coaching Academy, and
access Barbell Logic materials, through the barbell-logic.com domain name, and those products
and services will be provided to the Texas residents in Texas. Upon information and belief,
Texas residents in fact have purchased ReynoldsStrong’s products and services through the
barbell-logic.com domain name, which products and services were provided to those residents in
Texas.
COUNT I
Trademark Infringement in Violation of 15 U.S.C. § 1114
170. Aasgaard incorporates the allegations set forth above as if fully rewritten herein.
42
171. Aasgaard owns valid and enforceable federal registrations for many of the
Starting Strength Trademarks that are incontestable, including the STARTING STRENGTH
Mark.
172. ReynoldsStrong has infringed and will continue to infringe the registered Starting
Strength Trademarks by intentionally using those marks or confusingly similar marks.
173. ReynoldsStrong’s use of the Starting Strength Trademarks, or marks confusingly
similar to them, in its Barbell Logic and BLOC business activities is without Aasgaard’s consent
or authority, and began after the date of Aasgaard’s first use of the registered Starting Strength
Trademarks.
174. ReynoldsStrong is infringing on the Starting Strength Trademarks with actual and
constructive knowledge of Aasgaard’s prior rights in the registered Starting Strength
Trademarks.
175. ReynoldsStrong’s infringement of the Starting Strength Trademarks, or marks
confusingly similar to them, creates a likelihood of confusion, mistake, or deception as to the
source, origin, or sponsorship of Barbell Logic and BLOC.
similar to them, is likely to induce consumers to believe, contrary to fact, that ReynoldsStrong’s
products and services are affiliated, sponsored, sold, approved by, or connected with Aasgaard or
the Starting Strength brand.
177. ReynoldsStrong’s acts have been and are being committed with the intent and
purpose of appropriating and trading upon the goodwill and reputation associated with the
Starting Strength brand and the registered Starting Strength Trademarks, and have damaged and
43
impaired that part of Aasgaard’s goodwill symbolized by the registered Starting Strength
Trademarks to Aasgaard’s immediate and irreparable harm.
178. ReynoldsStrong’s unauthorized use of the Starting Strength Trademarks, or marks
confusingly similar to them, constitutes trademark infringement in violation of Section 32 of the
Lanham Act, 15 U.S.C. § 1114.
179. As a direct and proximate result of ReynoldsStrong’s acts of trademark
infringement, Aasgaard has been and is continuing to be damaged. Aasgaard is therefore entitled
to recover ReynoldsStrong’s profits pursuant to 15 U.S.C. § 1117(a)(1).
180. ReynoldsStrong’s violations of 15 U.S.C. § 1114 are intentional and willful, and
entitle Aasgaard to recover from ReynoldsStrong three times the amount of ReynoldsStrong’s
profits pursuant to 15 U.S.C. § 1117(a)(1).
181. This is an exceptional case entitling Aasgaard to recover its reasonable attorney
fees in an amount to be determined at trial pursuant to 15 U.S.C. § 1117(a).
182. ReynoldsStrong’s acts of trademark infringement also have caused damage to
Aasgaard’s business reputation and goodwill, and unless restrained and enjoined, will continue to
irreparably impair the value of the registered Starting Strength Trademarks for which there is no
adequate remedy at law. Accordingly, Aasgaard is entitled to preliminary and permanent
injunctive relief prohibiting ReynoldsStrong from using the Starting Strength Trademarks, or
marks deceptively similar to them, in its Barbell Logic and BLOC business activities.
COUNT II
Unfair Competition in Violation of 15 U.S.C. § 1125(a)
44
184. ReynoldsStrong has infringed and will continue to infringe the Starting Strength
Trademarks by intentionally using them without authorization, or using marks confusingly
similar to them, in its Barbell Logic and BLOC business activities.
similar to them, is without Aasgaard’s consent or authority and began after the date of
Aasgaard’s first use of the Starting Strength Trademarks.
186. ReynoldsStrong is using the Starting Strength Trademarks, or marks confusingly
similar to them, with actual and constructive knowledge of Aasgaard’s prior rights in the Starting
Strength Trademarks.
similar to them, has caused and is likely to cause confusion, mistake, and deception as to the
source, origin, approval, or sponsorship of ReynoldStrong’s products and services.
ReynoldStrong’s use of the Starting Strength Trademarks, or marks confusingly similar to them,
is likely to induce consumers to believe, contrary to fact, that ReynoldsStrong’s products and
services are affiliated, sponsored, sold, approved by, manufactured by or connected with
Aasgaard or the Starting Strength brand. ReynoldsStrong’s unauthorized use in commerce of the
Starting Strength Trademarks, or marks confusingly similar to them, as alleged herein constitutes
use of a false designation of origin and misleading description and representation of fact.
188. ReynoldsStrong’s acts have been and are being committed with the intent and
purpose of appropriating and trading upon the goodwill and reputation associated with the
Starting Strength brand and the Starting Strength Trademarks, and have damaged and impaired
that part of Aasgaard’s goodwill symbolized by the Starting Strength Trademarks to Aasgaard’s
immediate and irreparable harm.
45
similar to them, constitutes unfair competition in violation of Section 43(a) of the Lanham Act,
15 U.S.C. § 1125(a).
190. As a direct and proximate result of ReynoldsStrong’s acts of unfair competition,
Aasgaard is entitled to recover ReynoldsStrong’s profits pursuant to 15 U.S.C. § 1117(a)(1).
191. ReynoldsStrong’s violations of 15 U.S.C. § 1125(a) are intentional and willful,
and entitle Aasgaard to recover from ReynoldsStrong three times the amount of
ReynoldsStrong’s profits awarded pursuant to 15 U.S.C. § 1117(a)(1).
193. ReynoldsStrong’s acts of unfair competition also have caused damage to
irreparably impair the value of the Starting Strength Trademarks for which there is no adequate
remedy at law. Accordingly, Aasgaard is entitled to preliminary and permanent injunctive relief
prohibiting ReynoldsStrong from using the Starting Strength Trademarks, or marks confusingly
similar to them, in its Barbell Logic and BLOC business activities.
COUNT III
Trademark Dilution in Violation of 15 U.S.C. § 1125(c)
195. Aasgaard has extensively and continuously used and promoted the distinctive
STARTING STRENGTH Mark throughout the United States (and elsewhere) for over a decade.
The STARTING STRENGTH Mark became famous and well-known symbols of Aasgaard and
its products and services long before ReynoldsStrong adopted and began impermissibly using the
Starting Strength Trademarks, or marks confusingly similar to them. The STARTING
46
STRENGTH Mark is a famous mark, as defined by Section 43(c) of the Lanham Act, 15 U.S.C.
§ 1125(c).
196. ReynoldsStrong’s use in commerce of the Starting Strength Trademarks, or marks
deceptively similar to them, and other acts described herein dilute and, unless enjoined, are likely
to continue to dilute the distinctiveness of the STARTING STRENGTH Mark by eroding the
public’s exclusive identification of these famous marks with Aasgaard, tarnishing and degrading
the positive associations and prestigious connotations of these marks, and otherwise lessening
the capacity of these marks to identify and distinguish Aasgaard’s products and services.
similar to them, is likely to cause an association between those marks and Aasgaard and the
registered Starting Strength Trademarks that harms the reputation of Aasgaard and the registered
Starting Strength Trademarks.
similar to them, has been committed with full knowledge of Aasgaard’s rights, title, and interest
in the STARTING STRENGTH Mark and the Starting Strength Trademarks, and made with the
willful intent to trade on and harm the recognition and reputation of Aasgaard and these famous
Starting Strength Trademarks, and with the intent to cause dilution of the registered Starting
Strength Trademarks.
199. ReynoldsStrong’s conduct constitutes willful dilution by blurring and willful
dilution by tarnishment in violation of Section 43(c) of the Lanham Act, 15 U.S.C. § 1125(c).
200. As a direct and proximate result of ReynoldsStrong’s acts of trademark dilution,
Aasgaard is entitled to recover ReynoldsStrong’s profits pursuant to 15 U.S.C. § 1117(a)(1).
47
201. ReynoldsStrong’s violations of 15 U.S.C. § 1125(c) are intentional and willful,
and entitle Aasgaard to recover from ReynoldsStrong three times the amount of
ReynoldsStrong’s profits awarded pursuant to 15 U.S.C. § 1117(a)(1).
203. ReynoldsStrong’s acts of trademark dilution also has caused damage to
irreparably impair the value of the registered Starting Strength Trademarks for which there is no
adequate remedy at law. Accordingly, Aasgaard is entitled to preliminary and permanent
injunctive relief prohibiting ReynoldsStrong from using the Starting Strength Trademarks, or
marks confusingly similar to them, in its Barbell Logic and BLOC business activities.
COUNT IV
Violation of Texas’s Deceptive Trade Practices Act
205. By using without authorization the Starting Strength Trademarks, or marks
confusingly similar to them, ReynoldsStrong is engaging in deceptive trade practices in violation
of Texas’s Deceptive Trade Practices Act as set forth in Tex. Bus. & Comm. Code § 17.46.
Among other things, ReynoldsStrong is: passing off goods as those of another; causing a
likelihood of confusion or misunderstanding as to the source, sponsorship, approval, or
certification of ReynoldsStrong’s products and services; causing a likelihood of confusion or
misunderstanding as to the affiliation, connection, or association with, or certification of
ReynoldsStrong’s products and services; and representing that ReynoldsStrong’s products and
services have sponsorship, approval, characteristics, ingredients, uses, benefits, or quantities that
they do not have.
48
206. ReynoldsStrong willfully engaged in these unfair trade practices knowing them to
be deceptive.
207. ReynoldsStrong’s deceptive trade practices has damaged Aasgaard and has
caused damage to Aasgaard’s business reputation and goodwill, and unless restrained and
enjoined, will continue to irreparably impair the value of the Starting Strength Trademarks for
which there is no adequate remedy at law. Accordingly, Aasgaard is entitled to preliminary and
permanent injunctive relief prohibiting ReynoldsStrong from using the Starting Strength
Trademarks, or marks confusingly similar to them, in its Barbell Logic and BLOC business
activities.
COUNT V
Breach of Contract
209. Aasgaard has performed all of its material obligations under the Agreement.
210. The Agreement states that royalty amounts are to be paid quarterly, by the end of
the month following the end of a quarter.
211. ReynoldsStrong has paid no royalty for the second quarter of 2019.
212. ReynoldsStrong has not paid the full amount of royalties owed from the first
quarter of 2019 and the fourth quarter of 2018.
213. ReynoldsStrong has not paid royalties associated with the Coaching Academy,
even though the Coaching Academy falls under the Agreement.
214. ReynoldsStrong has failed to pay all royalties owed under the Agreement.
215. As a result of ReynoldsStrong’s breach of the Agreement, Aasgaard has suffered
damages in the amount of the royalty payments it would have recovered had ReynoldsStrong
complied with the Agreement, plus incidental and consequential damages, in an amount that
49
Aasgaard will establish upon examination of ReynoldsStrong’s business records, but which is
believed to be in excess of $40,000.00.
216. Despite termination of the Agreement on June 11, 2019, ReynoldsStrong
continues to use the Starting Strength Trademarks, or marks confusingly similar to them, in its
marketing, promotion, and provision of online strength and fitness coaching services.
217. Section 12 of the Agreement provides that upon its termination, ReynoldsStrong
must “refrain from further use of the Marks or Domain Name or any further reference to either,
direct or indirect, or anything deceptively similar to the Marks in connection with the provision
of” online strength and fitness coaching services.
218. Section 12 of the Agreement further provides that upon its termination,
ReynoldsStrong may not engage in “the use of ‘Starting Strength’ in its promotion or marketing
of its website or services.”
219. Pursuant to Section 13 of the Agreement, ReynoldsStrong has agreed that its
failure to cease use of the Starting Strength Trademarks, as required by Section 12, “will result in
immediate and irremediable damage to Licensor [Aasgaard] and to the rights of any subsequent
licensee. Such Licensee [ReynoldsStrong] acknowledges and admits that there is no adequate
remedy at law for such failure to cease manufacture, sale, or distribution, and such Licensee
agrees that in the event of such failure Licensor shall be entitled to equitable relief by way of
temporary and permanent injunctions[.]”
220. ReynoldsStrong continues to use the Starting Strength Trademarks, or marks
deceptively similar to them, in connection with ReynoldsStrong’s providing online strength and
fitness coaching services through Barbell Logic and BLOC.
50
221. Accordingly, pursuant to Sections 12 and 13 of the Agreement, Aasgaard shall be
entitled to a preliminary and permanent injunction prohibiting ReynoldsStrong from using the
Starting Strength Trademarks in its business activities, including business activities associated
with Barbell Logic and BLOC.
PRAYER FOR RELIEF
WHEREFORE, Aasgaard demands judgment in its favor and against ReynoldsStrong as
follows:
A. Preliminary and permanent injunctive relief, including but not limited to an
injunction prohibiting ReynoldsStrong from using the Starting Strength Trademarks and any
other marks that are confusingly similar to or otherwise infringe or dilute the Starting Strength
Trademarks;
B. An Order directing ReynoldsStrong to destroy all of its products, packaging,
labels, tags, molds, advertising, promotional materials, and other materials in its possession,
custody or control that contain unauthorized uses of the Starting Strength Trademarks or any
other marks that are confusingly similar to or otherwise infringe or dilute the Starting Strength
Trademarks;
C. ReynoldsStrong’s profits derived by ReynoldsStrong from the sale or distribution
of its infringing or diluting products and services pursuant to 15 U.S.C. § 1117(a)(1);
D. Three times the amount of ReynoldsStrong’s profits awarded pursuant to 15
U.S.C. § 1117(a)(1);
E. Punitive damages;
F. An award of costs and attorney fees incurred herein; and
G. Any further relief that the Court may deem just and equitable.
51
JURY DEMAND
Aasgaard demands a jury trial on all the issues so triable.
Respectfully submitted,
/s/ Joe B. Steimel

Joe B. Steimel (State Bar No. 19126800)
Law Offices of Joe B. Steimel P.C.
900 Eighth Street, Suite 401
P.O. Box 779
Wichita Falls, Texas 76307-0779
(940) 761-5000 || (940) 761-5045 (telecopier)
joebsteimel@gmail.com
Attorney for Plaintiff Asgaard Funding LLC d.b.a.

The Aasgaard Company
52
Case 3:19-cv-01823-B Document 1-2 Filed 07/30/19 Page 1 of 7 PageID 55
STARTING STRENGTI{ MARK

LICENSE AGREEI{ENT
'lH lS AGIIEEN,IENT is maile this da1 of Apri1. 20 I 8. Lrl and heir', een The Aasgaarrl
Coinpanr. a Terirs partncrship rl ith a plircipal place ol b0sineSs ail i 1 1S lluch:rnan Srieel-
\\richita Fi..ils. Texas 7610ll (hcrcinafler'-Licerrs-oj' ); Ite\ noldsstronla LLC. DB,,\ Stafling
.qtrengLh Online Coaching ( SSOC' l \!ift an address ofi03l \\' Au{:u!ta ilills, Springtieid. NlO
65803 (hercinaft cI collectir,ell "License,e' ).
Background
I-iceosor has adoptcd and used the tlndenark S fARl iNCl S l-RI:Nai i l I for r.iatcd goods arrd
scr'!iccs since at least as ".arl! as Januar-r i, 21105;
ofthe Sl AR il\' i s f l{LNi i j ll rn.,r . .rnJ ihr','u!h its fe.lcrai

'l hrollgh ils lot1gslal1cling use
regislratlons ofthe NIark. including t,.S. licg. Nos. :1072818. ,:l.l (:i -175. ar:cl 135767i), l.iccnsor'
has establishcd c.ttcnsivc exciusi\.e rights in lhe mar'1i ani nurLs *ilh lellris corllainin!j lhe
S lARl NCi STRENCTH mrlk lcollectirell'. the "Rcsislcfecl l,{irk }r
fhe Registcrcd Mark, .lue t) Licensor"s long and idcsprcad usc and orcn':otion ofthe
"r
Registcrcd Mark and the goods and services lbr uhich it is riscti. ha,s irccomc \rcll-kno\rn and
lecognizcd b-y the llincral public and asgociated in the pubiic mi,rd l ith l.iccnsor:
Ihc Licensor hds seclrred rcgistlation ofthe steriingstrcngthanlinc.oa.hilli.com lil(L {tlic

*Donlain Nane' and
)
Li.ense. desircs io utilize the Registe|ed \{ark. oiher mar'lts ald lhe Dcmain Nam( irr co.ilect,on
1\irh thc pro\.ision ol serrices as clesciibed in this Agr.cment.
NOW. THEREFORE. in considerrtion olth. nrutual prorriscs ir.icin conr:iincd. and lor 3oorl
and valLrable consi.leiation, thc rcccipt and suliiciencl of *hicLr is herrb)' aclinoi\'ledged b)' the
pauties, thc parlies agree as lirllor_s:
Agreement
1. GRAN'I' O[ LICENSX:
(a) License Grart. Sub.icct to tir!'terms ard conciitior,s hetein. ard conditionsl uplrr
I-icensee's edhelcncc to those terlns and coirdilions and lbr tha c{insidcratioil sct ionn in Scction
l0 belor.l-iccnsor grants l-icen-.ee. arnd Licerscc acccpts tirc non-crlii-isire (excepi as prorirlecl
herein) right. license and prililege 1o LLtillze ihc Rcgistcrcci Malk (ihe l{arks'). arrd Lhe
c\clusive right to use ihe l)omajn Name. ali in connection \\'itii lhe iniir'keiing. promotion and
provision ofLicelsed Services as delin-cd helein (1he 'L!!!i4!]"').
(b) l-icenseci Serrice!. fhe Liccnsc gr-antcd elrplic\ onh tr) use ol'lli; lrlarks trd the Donaiir
).,lame ir associarioir \\,irh rhr'l1.1arkciiilg. proraollol anrl plt,'ision {lforllir. strcngi! iind litnc,ss
coaching senices providcd b1 a ecrrilicd s1i!fljig S|eirglii {lorch tdrc Licensecl Scrrices'i.
/uz Exhibit A
(c) _l!Iq. The tern ol'the License begins on the da\ set larlh abo\ e ;rid shall contiiue lbr
flvc ycars therealter. Lrnless sooncI tcrninatecl in accor'dance rniLh ibe prolisions l1ereof. At ihc
end ofeach 1l\e-)ear tcrm on the annive$arj datc oflllis Agrccmcnt {iinot earliar t,Jnninated in
accordance rvith this AgrcenlenL). ll'is I-icensc shall bc auton]slicall) lene\\ed lol an addilioncl
1l\e-)ear tcrur. unless Licertee proviclcs u'r-itten notice kr Lhe colirarl at leasl thiil! da)s firior-io
the e\piration da1e.
(1) Icrminatioi bv Licensor. l-icensor mal tcrm;rlate lhis Agracntcnt b! writLcrt nutile tL)
Licensec ilLicensee breaches anvof its nlaterial ohligatlons unrlcr this Agice el]l inid lails 1o
cluc such breach *ithin 30 days alier receiving rvlittcn notice ol such breach tiorlr Liccrbo!.
2, NO]{-EXCl,l-lslvl IY: DLLring thc tcnr ol the license Liceisor shall roi us.. ol grarl to
an! parll other than Licensee thc right to use. Lhe lialls in lhe ioilrr oi -:; I.\Rl iNG
S IRll\ G ll I O\LINE C OACH IN'C| . -SSOC . o| anr der.ivriir es lltrreoL or t,-r usc thc Nlarks.
or anJ' dcri\ati\es ther'eo1'. in coollcction \\'ith the narketing. |romoLi.l] or sale of in]) (iniin.
Coacbing Scrvices in compedtion $'ith RelnolclsShorg I-1.C, Slarting Slrengtl'l Cnlirle
Coaching. Such lbrms and rLses olthe i\larks shali be exclusive io Licansee. SlLbierl lo lhe
foregoing. !1othiig in this Agrccmcnt shall be con,qtlued 1o pre\'eil i.i..rrsa,r ilorr, gr'.rrtinr .1rr\
olher licenses lor thc use oflhe Nliuks or lioln rltilizing thc NlarLs il1 an! i,iidrei \\htlsoe\ er.
-3. QUALITY OF SERVICES: l h. License is 1br use onj\ \\iih liln.ss and c\.rcisc
coaching sen'ices as described hcrcjn, provided bt .redenlialed S1afii'tg ltrcdgih {'oachcs. ancl
contbrming to the standards cstablishecl lbr Sta ing Strcngth Cc.ichcs or as othe .\'ise set fonh
b) The A.asgaard Compan) in wriling as set forth in Schetiulg-l: srich stiurcluds shrii lol be
rloclificd in any narrneL aclverse to Liccnsce dLlring the leinl Liflhe Liaanse !1,itbaillt L.ict-llscc's
prior \.\ritten comeni. l,iccnscc t,rrlher agr-eei drat the Licenseal Sqr'itcs...illbc pror iclcd to
ronmlerciaily lcasonarhlc siandar-ds and suit!-aLto their cxploirati{rn 1(r ihe best rJ\,aillage utld Lo
the prorection and cnhancernent ol thc \{arks and the goorluili peildining lherelo rhrr T j..n\Fil
Services \rill bc pro!ided in acc,Iclance ..r'ith all applicablc 1'cdeful, slaLe i1i'..i l.cai la!'.s. an.l that
the ploi ision of the Licersed ScNjccs n.ill not retlecl adl eNeh upoi thc good iramt of l.iccnsor
or anv ol its piograns ol the Marks.
.I, LICf,NSEI''S TITLE AND PROTECTION OF I-I'EI{SI}R'S IiICIITS:

(a) Liccnsce u,ill no{. during ol aftcr the lenrr of this -\gt ccmcni" anach ihe li',le c'r ln} rights
01'Liccnsor in the Marks or lJonain Naine or atlack tbe valiaiit-\ oi this ,\-lireemenl. Licensot
$,ill indemnil,v, del'end and hold lrarnrless Licenscc fionr and agaix.!l an) claims cr silns or
.elated costs and cxpcnscs (inclurlil1g, *itbout linitation. attome\ s' lees. iitl estjl]ali\'c cr,]sls and
seldenla,lts) ro the e\tenl luisilg out olthc use b) Licensee oillie )l3rks or thc l)onrain 3s
authorized ii this Agrecmcnt if prompt nolice is givcn to I-iccnsor rf an-- sd,Jh ci-Lilir ur it
"L
(pror'ldec]. horvevcr" thal anl' dela]' ln pro\,iding sLrch noticc shaii noi rife!1 Liceusor'r
obligations undcr this Section ,1(a) e\cept tg thc exlent l.icensor is prejr:diceC 'oy su.h dela) ).
Licensec nla,\," at its oplion. under'take and conduci the delcn\! ()frn1 .ui', so btoLtelti and rr,
settlemdnl ofai]l clai1n or suit al hc nacle rvilhout the prio| nritt.n coltscnt of Licensoi.
(b) Licensee lill assisr Licenscrr- ri Ljcclso! s reque:rt tli eripeuse. io ihc c\tant ncc.ssxr-r_
t(r procLlre a]!v registfation-s Lr ihe I'ladis or siurihi ruriks. r;r 1ti prolccr xn]_ of i-ieensor'l iglil'
/-4t-"
to the l4arks irnd Domaii Name. anrl l,icensor ma-\ celltnrence or proseculi arrt alaillN ol suits
in its own nane or irl the nane ofLiccnscc trr.join l.iccnscc as a parl_! ihcrcto. Liceuee shall
nolitj Licensor in {-riting of an\, infiing!'mcnts or imitations b) othcrs in thc \4ariis on prodocrs
or services the same as or simllar to thosc covered by this Agrcerrcnt \\'hich ma) conlc to
I-icensac_s attcrtion. ancl Licensor- shail har e ihc solc lighr. 10 aleierniae $he',her or not dDr
action shall be laken on accolLnt oi,!n] such infiinqenrcnts or imitalic'ns. i-iccnscc mav .ot
instilLrle aDJ suil or take an) aclion on account ofant sllch inliingcmenls nr inritati()ns \\itholll
first ohtaining the pdor uritten consent of1-icensor-
5, GOOD\yILLi Licensee recogr'lizcs ihc great \aluc olthc gooci\''ili associated \\ith Lhe
Llarl(s and the Nlarks as enibodied ir thc l)onlairl NarIe. lrn.1 ollrees thllL lhe \larks and the
Dorrain Namc- and al! rigrlrts rhelein ziud gooai\rill pertainiilg Lhefelo belorc e\closi\ eh 1o
Licensor'. -,\ll ofl-icensee's gooclnlll and usc of the Marks Lillirr lhis A ufacmanr u ili ;.uiato
tl-. rerr,fit ofl iiir rcr.
6. INDE}'INIFICATIO\ AND LIADII-I'TY INSL R{N{'E:
(a) Liccnsecrlilj indemnii_r Licensor and L dertaikes lodelend Licenire arci,.r l-iccrlsor
againsr and hold Licensorhllmless 1br an) clajrrs. snits. 1o,qs o: iirlrrage al1ising oiri ol i.t1J
ellegedll unauthorized use ol anl fiadenark. patent. pioccss. id.a. o]cthod or dcr';cc by Liccnscc
in connecliolr with the serjces colered bv this Agleerncnt or enr olhcr ailc.scd action b\
Licensee and also frorr anl claims. suits. loss or damagc alising out Liceusec s pr.\ ision af
ser!ices (itselfor throueh its Coaches).
(l,l j-i.cnsL-c agrecs Lhrt it \rill obiain. at i1s o!\'n e\peDse. lia'oiiih ano pKrlessional liabiiirr
insurancc fiom a rccognizecl insLrrance companl rrhich lus qLraliiie!l lo d(r bLrsiness iir lhe suLels)
o1 l-icensee s business acliriLies. providir_'g rcasonabic ploLection. at laisL io lhe irt,ilor.Lnl ol
$ 1.000.000 iirr Licensor as an acldirional insured (as u,cll as 1or Ljccrscci iLgajnst aii. claiil1s.
sui1s, loss or danage tulslng ott olany allcgccl clelects in. oi rcgligcncc in por iclinl. anr
producls or sen'ices. As proofolsuclr insurance. alullt paid ccnitlcati: olinsuren,:: nr'nring
Licerso| as an additional insu|eci panl rviLLbe subtnilled Lo Licensor b1'l-iceusee lbi Licensor's
prior approval belbre Licensed Serr,ices are provicicd u!dcr dlis Agr!-cincnt. and at ihe hte-sr
\\ithin dffl) dals afier the datc first.,rrittcn ahove; all proposecl change in ceni:licares oi'
irrurarce shall be subnrittcd ro l-iccnsor l(r its plior apprcrai. l.iceisoi sha]l be eititled lo a
cop) ofthc thcn existing cerificate ofinsurancc, rhich shail bc f',urisheC ro Lic"rrsor br'
i.icenscc.
(c) As used in dre tilsL t\\o subscctions ofthis Section6. an(l fi).illc |,rrposej ('l detell1lillitlil
liability to "Liccnsor.'^ I iccnsor shall include die parlne.s. ofll.ers. llireciors. agefL5 rni
rtlrplo)ccs ofthe l-ice sor.0r an\ of its subsidiarics or afllliares.
-. I Sf OF M.\RhS:
{a) L.icensor u,ill lrovidc I-iccnsce ivith an elecrloric ir-riqe oflhe X{ards dlal cortilirs
stardard fonr" coloi tud lirmat ofthe *otdirg 'Starting Slrcngih Oniinc {ioaching'and
SSOC". Licelsee a) Use lhls electionic lllc ur create r,rebsite graphics ol olher lironolional
_
:rare|ials includins, brLl nol liniied to. promotioniil reiail i1ems.
.*,,*,,
/7{ /_t1
(b). Licensee ma-l not. dudng or afler thc tcml oithis Agreenrcnl. ntaka a!]\.trade nad1e.
lmdcnark. or seryicc miuk filing clainrjllg ,,rr |cr\L]ip i ) tLrc \ Lu.ks. r,tirrrr.i isc use or
-r"
rq)resenting the i\4arks as. or as a portion ot. Liccnsee's ollicial coryorilte namc. Usc
ot.thc
Marks wirhin a DBA is acccot4bie only as,.Sta jng Strength Online toachiie..o1 *SSOCt,..
Liccnsee'suseofthc\{a.ksn'ra'-onl}hci1r(rnnc(ri{n\;rrr-rI.rn,:i[,1 b. Licensee s prirnari.
busincss nanc. Licensce agrecs t]lel il \ iil oscrhe ll:rrk\c|l,rr,st,,rnlir.Jinftcalectronicllle
pro..ided br' Licensor. or- as otheN ise approved in \i ajting or pr.x jaled b\
LicensLri. I icensec
nral not usc the Marks as u,hole or pad ofa domain natue othat $an l,iathe Dofiail] Name
use
. liccnsed hercin. Appr.o\al b\ l-icensol.shall notconstiturea\rrti\erol!.icensor,sriehts{)r
l-icclsee's duties undcr anv pror,ision olthis Agrccment.
Nothing in this Agreent..l pe'rits Licenscc to conliii a^\,c!-c.icnlial o!.cer.tillcntion

!".1
i( uJ<'trt(\l-_(. ^rl'ru\i.le,: \ \( rrrr'.p:,,..t trt.,,.w,crr...,..r...i\ t\ L: i. ti,at
cl.'ft:,i ):r\ .,irr:..! .tl,r \tr.t:t : i qr rr.r,,.ril-.....r:t:Ld: .. \. .t ., i-\ i! ilj_J U. : , -,.
",.,.
Gl) Licensee agrees to coopcrate iirll) and in good 1ai,!h with Liccnlor. at i_icrinsot.i
rcquest
and cxpense. for drc purposc of securing and pleservior i _iceDsot.s {oi enr grnnlol
ofl,icensor,s)
dghts in and to the \4arks. In the e\ent there has been rt. prcvio's rccisrraiion oi
the llar.Ls
a11di)r goods orsenices iutdtor ail) nlrrcij!l rclrritr.r lh.-r<Lu. lieensccsl.ril.:,iLircnsor.s
rcquest and expcose- coollcmle in the cliofl to regisler s-.lch I co!,,.rjpht_ lrr.lcmer!
or seri.;cc
mark in the appropdale cl3ss in thc nante ofLicensor.
flLicenseeNodring comained in this Agrecn.rerlt shall he corstruerl as an :ssignmeill

ofany righr. ritle o.
oi giant k_.
inrercst in or to the ]i{adrs. ir ireinl thnt rll riohr.
rciating rhereto ire resen ed b\ r-icensor.er!.nttbrrhr-rrLcrr,!:hEfe.J(1J<rr..Li..,"-..irirL"ri"*
'ndersrt-od
lo u:e and utilize thc ,\{i,uits onh as specificalll ancl cxprcssly pro\,ideLi in rliis
Aqiecnretlt.
Licensce her-eb'agrecs thal at the lernrinarion or expr'ition orihis Agreerre.r. Lictn..c
r,iii r..
deemed to ha'c assilncd. ffansrctred and co'r,*cd to r.icensor any righrs.
cquitics. goocwiil.
title or other rights in a'd to fic N'Iards'hich ,ual be bcci ohtailel bi Licensee or rvrricir rn:"
I.rchccrre ed r Li;.r,.ecir;.u,uatr.,.l -r)..rJr....,r.-..ic,c.tn.r,;...,r. ,., ...,,...
\\'ill e\ecute any instruments requcstea] hr I reeus,,r'rr, u.conrpJ .ir tt e,,n irnt rhr- loregoing.
Anl
such assignuenl- t!!]tsl'e. or conr erance shail bc \rithout ({hL-r c(rnsidrrarior Llian
ihe rruturl
,;ovenanls and consicict.rlions of this Agleemelt.
8, USE OF DOMAI\ \ANtIi:

(a) Licensor rvill pro.;ide Licensee *ith the nccessar) .iceess t., ellictirel\.use thc Domain
Narc lor purposes ofcstablishing ir r'l,elrsite presence acc.,sslblc thr.origh ihe ilotoair nane.
(b) l,icensor shall remain tbc registrarl oj the l)otrrain Narrltj ieaardisss of:ni access or-
control necessarilv pro\ idcd to Licensee io fullll thc terns ol tni, A"."",,.rant.
Liccnsee in no case change rhe registrant accouilt acccss iorollliaricf.

i!)
Name such that "r'ili 1b!.rhe Domain
Liccnsor practical oontrol over tire Dornain \lame rcc()'ltt i)r \\orlci
lo-qcs
other$'ise not have acccss to or aorlrol over rhe i)ornlin l'tr..,,!r: !ccriunt l,:rr
nurloses oi.Lelerlal
ofthe Donrain Narne or in the ercnl ofihc teaanination o1, this ,\gfccmetri.
9. \\ fB\t I L ( O\Tf\ I \\D pR(,\4c) fto\A! NtA! ! RtAt :

(a) l-icensee shall be f'uill and solcl,v lesponsible lbr the owr:Lership. ciealion. m:rnagemenl.
content. a]1d operstjon ofthc $chsite eccessible ihrough fie llo1nlir Narne. Al1 !rea1irr1\.
.lesigns. afi$ork and crther conlenl (olher than thc \4ari(s) uscd on of ii connecticn q iih s1'1.h
rvebsitc shall bc end remain lhe pi.rpe J ofl.icensee.
(b) In all cases r,'here Licensee desircs signage. *ebsitc rraterials. or ilr-i*ork ini oii ing the
Nlarks $ hich is the slrbject ot'this l.iccnse, thc cost of ruch ai\\ork an(i rlie iime lbr Lhe
prcrduction thereofshall be bornc b]'l,icensee. -r\11 ofsuch ir: l"rofl. i1r'!ig1]s, ir11d othcr ccntcnt or
lise i[\'olving the ]\'larks. or an,r rcproduction thel.ol'- shall, rot,4irhstanding thcir inl!-n !ioir or
rLse 1'r1 l-icensee. be and renrain thc properll trf i icensor'.
(r) Licel1sor shall ha|c thc righl. blll shall not bc rnder ,rnv oblieati.n. k) usc lirc \{arks
aldiol thc name ofLicensee so as lo gj!'c thc i\'la|ks- Licensec. Licensor iurtl,oi Liu.ri:Lrr's
prografis lirLl and !'ar,orabl!- promincncc and publicitl: prorided. horrelet. tirat l-icensor s1ui1
obtain Licensee s pdor urittcr approval oi'each such use ofl-ilensee s naire.
iO. STARTINC STRENCT}I ONI-INE COACHIN'; ROIAL,I'Y
SSOCshall pat lo Liceisol qualtcll) iN aITear-!. lL)r each.luaftcL br ihe end oflhe lir1lo*ing
nonth- 59/o ol allleleriue recejlcd bl SSoC arisiig lionr its pr'o'"isior'r ofLicensei.l:ler\ices.
1I, BANKRT] P'I'CY, VIOLATION, ETC.:
(a) If SSOC nukcs ar irssisnnrcnt for the bcnellt of its creditols or if SSOII disconlinues ils
busiiess. the Licensc hcrcbv grarted 1o such paft,v sir.rll iutonltici]lll tal inate r,'ithoiil anJ
llo1ice $hatsoc\,cr hcing necessii!. h1 1be el'ent d!is I-icensc is so tcrnrinal;d. such panl and iis
rcprcscntai i\.e s. ll u slees. ageits. adnlinisfator. succe'.sots an,l.,or assigls shal1 har "- , t ri,.:ht to
scll. exploit or ir1 any rval dc-a1 $itlr or in aur goocis ol sen ices covereil br lhis .\gr-eemel1l
cxccpt \\.ith and under the special conscnt and iostruclions cl Licensor 1. \11iting. \\hich
instructions il shall be obligatecl to follo\\,.
(b.) IfSSOfl liolat.s ar) ()fits other mlrterial obligations urclcr rhc tcflns rrfihis Agrccment.
Liceisor shail hale thc right to tcrninale lhe l,icensc hcrcb] gr:irltcd to such pad\ uDor thiili
da)s'notjcei \\,r'iting. and sLich notice oftcrnrimlion shall be!otne ellecli-'e unless Juch pany
shall conrllctel) renled] the virlalion u ithin fie tiin) -dir\ periocl.
12. EI'FECT OF TERIIINATION OR EXPIRATION: L]foxllrrtlaf;crthcc\n;rJti',nol

rcrmination oi'rhis Agrccmcllt. (a) i]ll righrs qlanlcci to thc l.iccn-rc,-- af'lected b\'such terninaliol!
or erpiration -shail rer.eit to Licerlloi, $ho shall be lee lo licerse other's to lNe lhe l,larks ard
l)omain Nrme in corncctjo \\ith sirch l,icensec's l,icensed Sei\ laas or olhcr\tisc. (b) s]llch
I-icensec .,l ill rcfi ain firrrri lurlher Lrse oflhe Marks or i)orrlain i.r:De or arlv iiiilh.r reiirencr lo
either,dirccto!indirect,oriLi,"-1hingdec.'ptivclvsimilariodrcN.lrrlisinconnecti(rnrvithlhe
provision ofsuch I-iceusee s seivices. a[d (c) such I iccn-rcc \\ill proli,:t: Licen-sor rriih iirli
access ofDNS and ihe Donain Nrne ard associated regisirl irccounl: iDrd \!ili oilien'rise
desffo] or rcmole illolher Llses olthc Nlarl(s. Such Liceltsri'\iill retiii o.'rl!'rship olthe
.,vebsite plovicled lhe rLsiociateci t)NS and i:lll ate chargeo 1J solrrc oiir'ri Comaiir nenle llrlll is
oot infiinging ofl,i.,rnsor's lights o d irt no t'4\ usc.r ilic \1r.i(! or thr r.i'. i)l Slinling Slrenglil"
iJritsprolrlotionor'narketingofits\\ebsireorsc|viccs. Noihiul il li:r siatioll shall al'Gct thc
fights of l,icensor or att L iccnsee as else\\hclc sel li)rlh in L]li-s -\greenlent Scclions 6.
I 0(a )(iii). 1 1 ( c ) and 14 through 21 01'this Agrcemenl shall suf\ i\e ihc cxpiGtion or earlier
tenninatlon of this Agrccmcni
I3. LICENSOR'SRINIODITiS:
(a) Licenscc aclinotiledges tlrar irs lailute (cxcept as oihel-rise pla\ loc'-1 hclcin)tocease rise
offte Nlarks or Domair Narne in provision ofiile Li!eised Scr.;iar's o. iinr_ cisss oL afLegoqr
thereof ai the lennination or expimtion oflhis Agfccment rindc. Seclioll 1l abc\ a \vill rcsulL iu
immcdicte and inemcdiable damagc 10 Licensor and to the righls of. \'sribsequenl iiceDsee
Such Licer'*ee aclorowledges alrd adnlils lhat there is no adequarle 1lrllcdi' :it la\\ lirl such t'ailurc
to cease rnanufaelLLre. salc or listiibution. arld sLrch Licensee !gral! 1li:it in the e\€n1 oll -rucil
l'ailure l.iccnso| sl'u11 be .rrrirird 1o equitablc lclielbl *ar ofteni]('rilr'i' :rEil peitanent
injunctions anrl sLLr:horherlirflherrelielasdnlcoLtrt\\'ithjtrisc!lcli.ir:iu)deem.irstan'lproilcr'
ib) Rcsofl lo anJ lemcdi.s rclcned lo hr-rain shall n(ji be coistnrld as .i itaivi)l ifon\ oihcr
riehts alld Iemedjes to whioLr Licailsot lnal be entiLled urlaier ihii Atrc.rrelri or ollreri\'i!c.
1.1. NOTICIiS: a.d si|itcmellts to bc gi\.rr. alii !]l Filtilielris lo b. nridc

.\11 nciices
hereunder. shail bc gi\en or' niadc et the r-eslccti!e aLldreJses cf lhe paltics rir scl forlh a'nor e
unLess noti{lcation of a chansc ol eddress is gir en in r'r r-itingr- nnrl the dntc ol mailing shdll be
u.! 't(o .n( dalj ,'l .r<r".icl 'r.raler-r,tr .tPi ...
15. NO JOINT YENTIJRIi: Norhing hercin containcci shllL be ccnsirucd io Flacc th. parlies
in thc relalioiship ol paftners. iiJilil ventrucrs. llanchisor. Liaarclljscc. !r'iil.ripallagent, or oihel
unirtended lelationship. ar.1 Licensccsh,rll lulcnopouerluobli{lteorl-i;r!dLi.en\cr,lrlr\
nldu er $hatsoe\eL,
16. NO ASSTGN\IENT OR Stjlll.lCElSE EY LIC \Sliil: This,\greemer{ and a1l

rights and duties hcreunder ae personal 1o Licenscc and shall irol. r,vilhoLlt d1e u'rilicn collscnt ol'
I-iccnsor. be assigned. nro gaged. suhlicensed or othcnlisc encurrbered b-r'l-ice;lscc or b,r
operalion of lart.
11. N() WAI\rER: \oncoftheLenllsullhis \rrc<lrt rL ciLrrhu\:ireil |r moilified exccpt

bv irn agrccmenl in writing signed bl bodr pa(ies. I hele arc no repletenlil{ialns. ilrorni\c'.
\ri11r_imtics. co\enants or
ndcr-takings oihcr'1han those coniained in lhis Agrecmcni. \ 'hich
_l
reprcsenr the entie uncler-standing ofthe par'ties. hc faiiure ol eilher par!1 io cnfixce. or the
dcla) by either paft) in er brcing. a v ol ils rights trncler this AgreeDcnt will no1 be deemed a
cullinuirlg\\aileroramodificaii()ntheteofandeidlerpa l r.3).'l llhin ihe Lime plu'jelecl b)
applicable la\. commcncc approD|iale lcg.i proceeJings Lo cnfoiccanl oi:rli olsurh right: No
llalson. Urnl. glL\rp ol corporatidl otircr than Licaltsea and l.iccllror sbirli be deene|1 to havc
acquired dn) rights b,r rcasoo offiiythiirg conlcined in -{grccrncnt.
"his
18. JUITISDICTION AND VENfr[: Ihi.! Lgree]renl i1 .l anl' cii..pulc's alisiig,,rnder it $iil
be golerued by the laws ol the Statc ofTexas. r.vitirout rcgard lo irs conflicts of l r\r s pr',r lsr' 'r r.
I he paities irrclocarblv subnit 1il the e\clusirc j urisclic'.ion of tilt- .slrie ar.l lederal rour.s of
'Ierias. an.i cgree iha', Unal.judgment in anl aclioll ol ilrocac(iiiig 5lo{rgiil j. such crnirts \"-ill be
.onclusiveandma)-'becnlbrcedinanl'oiheriutisdictilrl:Lr,rsuitonLlrejudgmcnliacer'tiiicd
oopy of\\iich will be conclusive elidence ofthcjudgrnent) clr in all)' oiher manner pro|ided by
19. ENTIRE ACREEMENT: Othcr lhan as setlbrth herein. this Agrccmcnt contains the
entire agreemenl bet\&ecn thc parlies reieting to tlte subject matler heleol. and all priol proposals.
discussjons or wri!ings are superseded hereby. the tenns oflhis l.icense shall be binding upon
ard shall inure to the benefit ol'the parties and thcir successcrs, heirs and assigns. The
obligations ofSSOC under this Agreenert arc severai and notjoint.
lN WII NESS WHEREOF. the pafiies havc caused thjs instrumcnr to bc duly exccuied as ofthe
lbllowins dates:
'I he Aassaard Compaiy (Licensor) oldssh'rn: LLC lLicen
Sisnature: 'F -P iliie'atule: Zrt/-/L

Namc (Priot). frn, L,Ku'on /o" Name iPdnr): Z^- ,4rr**.t
./.)
Tille: ( ,/t/ )nEr
/ t Til le:
Dated: </>a /ra Daledi

Exhibit B
Table of contents
Introduction ….………………………………………………………………………………………………………………..…… p. 1
Program Structure ……………………………………………………………………………………………………..…..…… p. 3
Tier 1 – Education Program Details…………………………………………………………..………………. p. 5
Tier 2 – SSOC Intern Program Details ………………………………………………………..……………… p. 7
SSOC Coaches’ Camp Details ……………………………………………………………….……………..……. p. 9

SSOC – COACHING ACADEMY
Demand for highly skilled professional barbell coaches has never been higher than it is RIGHT
NOW. And with the rapid growth of Starting Strength Online Coaching, the development of the
Starting Strength Franchise gym model, the growth of the number of Starting Strength Affiliate
Gyms, and the exposure of the Starting Strength system to an ever-expanding audience, there has
never been a better time to be a Starting Strength Coach. Opportunity abounds, and many Starting
Strength Coaches are opening gyms, expanding their in-person and online clientele, and leaving
behind successful and prestigious careers in other fields to follow their passion and coach full time.
But because the certification process for becoming an SSC is so rigorous, the task of adding new
coaches to the organization continues to move forward slowly. Simply put, if Starting Strength and
Starting Strength Online Coaching are to continue to grow and meet the expanding demand for
both in-person and online coaching, we must find a way to produce more coaches that are up to the
high standards of the SSC Certification.
Our advice to prospective coaches has always been to read the Starting Strength books and get more
experience coaching. That advice is not incorrect, but it is incomplete. Imagine if the Air Force
directed their pilots-in-training to read the flight manual and some textbooks on aircraft design and
aerodynamics, and then go out and get enough flight time to eventually “figure it out.” The results
would not only be sub-par, they’d be deadly. No, they use a very detailed, very organized training
SYSTEM that imparts knowledge, skill, and experience and stacks each learning experience atop the
one before it. They use a LINEAR PROGRESSION for learning to fly high performance aircraft.
If we are to be successful at producing more high performance coaches, and want to do so at a faster
rate than we’ve been able to thus far, we also much develop a linear progression – a COACHING
LINEAR PROGRESSION. A comprehensive, step-by-step linear approach that covers all facets of
becoming a professional coach is desperately needed.
pg. 1
Enter the SSOC Coaching Academy
The SSOC Coaching Academy will identify and train all traits and competencies required to become
a great coach. In doing so, we will create coaches worthy of earning the SSC certification, and
thereby shorten the timeline required to become a professional coach. The SSOC Coaching
Academy is a multi-tier program that includes an educational program with an extensive guided
curriculum, an in-person seminar for prospective coaches looking to improve their platform
coaching skills and knowledge, and for those that do extremely well in the education program and
show promise in earning the SSC Cert, an internship program working alongside a senior SSOC
Staff Coach. A successful candidate will enter the program as a student, be invited to intern, and
leave the program as a professional coach with a job offer to work for SSOC.
SSOC Coaching Academy Mission
To provide a structured, comprehensive, high
quality education and internship program that
allows SSOC to identify, educate, and train future
Starting Strength Coaches and SSOC Staff Coaches.
Furthermore, the SSOC Coaching Academy program

will create a pathway to go from student to
professional coach, with a paid position as a Staff

Coach at SSOC offered to those that complete the
education program, the internship program, and go
on to earn their SSC Certification.
pg. 2
Program Structure
The SSOC Coaching Academy will consist of two tiers and an in-person coaching camp.
Tier 1 – Education Program: Students complete a guided curriculum with guidance

from an SSOC Staff Coach. (Open to anyone, paid for by the student, and students will not
have any interaction with SSOC clients.)
Tier 2 - SSOC Internship: An invite-only Senior-Internship under a senior SSOC Staff

Coach. (Free for the intern, with free coaching available from an SSOC coach, and paid for
by the new SSOC-Club membership.)
SSOC Coaches’ Camp: An optional in-person weekend seminar for prospective coaches
covering platform coaching skills and knowledge. (Open to anyone, and discounts given for
Tier 2 SSOC Interns.)
pg. 3
Students will enter the Coaching Academy with the Education Program. This program will be open
to the general public, including those simply interested in furthering their personal knowledge and
skill with no aspiration of becoming an SSC or SSOC Coach. Upon signup students will be
assigned to a coaching group, with each group lead by an SSOC Staff Coach. The program will
consist of a curriculum of video lectures, as well as reading, writing, and coaching assignments, all
reviewed by the student’s assigned coach. Instruction will occur in an online group setting where the
students can ask questions, discuss various topics, and interact with the coaches and other students
via Google Classroom, Slack, and video conference calls. Students in the Education Program WILL
NOT interact directly with SSOC coaching clients. Students that do exceptionally well may be
invited to become an official SSOC Intern, which is the second level (Tier 2) of the SSOC Coaching
Academy Program.
Students that get invited to participate in the second tier of the Coaching Academy become official
SSOC Interns. Interns will operate in small groups led by a senior SSOC Staff Coach. The interns
will be assigned clients from a special pool of pre-selected clients, and they will provide programming
and video review feedback to the clients under the direction of the Staff Coach. The Interns will
write a weekly summary on their lifters progress and programming to present to the Staff Coach and
Coaching Academy Director. They will also receive additional writing and coaching assignments to
get them ready to take the Starting Strength Platform Exam. Once SSOC Interns pass the platform
and written portions of the SSC Certification they will be offered a position as an SSOC Staff Coach.
The SSOC Coaching Academy will also host in-person Coaches’ Camps. This weekend seminar will
focus on building the skills, knowledge, and experience required of a professional barbell coach. The
seminar will consist of lectures focusing on coaching theory, identifying and fixing errors with the
lifts, and coaching presence. Students will receive feedback from SSOC Staff Coaches on their
teaching and coaching of all five of the big lifts (Squat, Deadlift, Press, Bench, Power Clean/Snatch).
pg. 4
Tier 1 –
Education Program Details
● 6:1 Student to Staff Coach ratio

● $179 per month, 6 month commitment
● Weekly assignments sent out via email from Google Classroom
● Weekly conference video calls with your Staff Coach to discuss the weekly assignment
● Exclusive SSOC Coaching Academy Slack Page
● Extensive Curriculum
● Weekly reading and coaching assignments, and periodic writing assignments
Students in the Education Program will be placed in groups of 6 students, with one SSOC Staff
Coach. The program will follow a detailed Education Program Curriculum and Lesson Plan. The
duration of the program is 6 months, and cost for the program is $179 per month, with a 6-month
commitment. Students will need to keep pace with their group once the program begins, and will
not be allowed to switch to a different group unless there are special extenuating circumstances.
Education Program Curriculum:
The program will mainly consist of weekly academic assignments and coaching tasks. Academic
topics are broken into five modules:
1. Coaching Theory
2. Physiology, Anatomy, and Mechanics
3. Practical Coaching
4. Programming
5. Professional and Business Considerations
pg. 5
At the beginning of each week students will receive assignments via an SSOC Coaching Academy
Google Classroom Page. The assignments will consist of articles and videos on the weekly subject
matter. Students will be asked to answer a few short questions or give their general impression of
the subject matter in their team channel on the SSOC Coaching Academy Slack. The group’s Staff
Coach will also hold a weekly video conference call to discuss the weekly topic. Conference calls will
be recorded and posted so that students not able to attend can review later.
The students will also be assigned weekly coaching tasks such as visualization exercises, video
breakdown to identify setup or movement errors for the lifts, and identifying differences in
anthropometry. Coaching assignments will be given to the students in a set progression with each
assignment focusing on improving a specific aspect of coaching skill or knowledge. Each assignment
will build upon the previous ones and will integrate information from the curriculum assignments as
well. The coaching assignments will be discussed weekly in conjunction with the academic
assignment, as per the Curriculum and Lesson Plan. Students will also be required to periodically
film themselves teaching and coaching the lifts and submit those videos for review and discussion on
Slack and during the group conference calls.
A longer writing assignment will be required of the students at the end of each academic module and
also near the completion of the Education Program to allow for the student to display what they
have learned during the program. The Staff Coach will provide written and/or verbal feedback on
these assignments.
At the conclusion of the final week of the program the Staff Coach and Program Director will
provide written feedback to each student detailing their coaching strengths and weaknesses and a list
of items that they need to work on to improve as a coach. The Staff Coach for the graduating group
will also nominate any outstanding performers from the group to move on to the Intern Program as
an SSOC Intern, and the nominees will be discussed by all of the Staff Coaches and the SSOC
leadership team to make a final ruling.
pg. 6
Tier 2 –
SSOC Intern Program Details
The second tier of the SSOC Coaching Academy is an internship position with SSOC, working
under a senior SSOC Staff Coach. The Intern Program is by invitation only, taking only the most
promising coaching candidates from the Education Program.
● There is no cost for the Intern Program, and interns can receive free coaching from SSOC
coaches if they desire.
● Interns will be placed in groups of 5 interns per 1 Staff Coach.
● Each intern group will be responsible for coaching and programming for a group of clients
from the SSOC Club Coaching option. The Club option is $99/mo for each client and
spots are very limited. Each group of 5 interns with a single Staff Coach will coach 25
clients. (Maximum client to intern ratio of 5:1, and intern to staff coach ratio of 5:1)
● Interns in the program groups will be assigned 5 clients each week on a rotating basis to
provide the interns exposure to different clients. The clients will be coached and
programmed per the standards outlined in the SSOC Systems Manual + Coaching
Responsibilities and Expectations document.
● Staff Coaches and the Coaching Academy Program Director will monitor all intern coaching
activity.
pg. 7
● Each intern will report to their Staff Coach weekly and give a short summary of what
technique errors they have been working on with each client and an explanation of the
programming they’ve assigned for the following week. The Staff Coach and Program
Director will monitor programming for the clients and will also help guide the interns with
feedback on their technical coaching and programming choices.
● Interns will be encouraged to share any thoughts and questions about coaching their clients
with their peers, the Staff Coaches, and the Program Director on the SSOC Slack page.
Intern Program Curriculum:
Interns will be given periodic coaching and writing assignments to specifically prepare them to pass
the Starting Strength Coach Certification platform and written exams. These will be assigned and
reviewed by the Program Director. Interns will also be tasked with frequently submitting videos of
themselves coaching in-person clients – to be reviewed by the Staff Coaches, the Program Director,
and their intern peers.
SSOC Employment:
Interns that go on to obtain the SSC Certification will be offered a position as an SSOC Staff Coach
and will begin receiving their own clients immediately – assuming they are in good standing with the
SSOC Team, the SSCA, and the Aasgaard Co.
pg. 8
SSOC Coaches’ Camp Details
The SSOC Coaches’ Camp is an optional in-person weekend seminar for students looking to
improve their in-person and overall coaching performance. The Coaches’ Camps will be scheduled
to coincide with the completion of the Education Program terms, but the camps will be open to
anyone. The focus of the Coaches’ Camp is the evaluation and improvement of the student’s
performance on the platform. Lectures will focus on practical coaching topics, and the student will
receive ample opportunity to coach various lifters and receive real-time feedback from SSOC
Coaching Academy Staff Coaches. The Coaches’ Camp is concluded with an exit interview for each
camp attendee and a question and answer session with the staff, providing direct feedback for the
attendee on what they need to improve and how they need to go about it.
● 6:1 MAX student to coach ratio

● Cost $499, 20% discount for SSOC Interns
● Real-time feedback on your platform coaching
● Practical coaching lectures on how to study and improve as a platform coach
● Individual exit interview with the SSOC Staff Coaches
Don’t Wait to Sign Up!
Spots in the SSOC Coaching Academy are limited, so if you’re interested don’t wait to sign up. You
can reserve your spot in the Education Program at startingstrengthonlinecoaching.com/academy
If you have any questions about the SSOC Coaching Academy Education and Internship Program
you can email Program Director Bill Hannon at bhannon@ssonlinecoaching.com
pg. 9
Exhibit C
Exhibit D
June 6, 2019
Brodie M. Butland
bbutland@porterwright.com David Keesling, Esq.
Porter Wright
Dunlap Bennett & Ludwig PLLC
Morris & Arthur LLP 6660 South Sheridan Road, Suite 250
950 Main Ave Tulsa, Oklahoma 74133
Suite 500
Cleveland, OH 44113-7206
Direct: 216.443.2571
RE: Starting Strength Mark License Agreement
Fax: 216.443.9011
Main: 216.443.9000 Dear David:
Thank you for your call this past Tuesday, and I appreciate your efforts to
resolve the dispute that has arisen regarding the Starting Strength Mark
License Agreement (the “Agreement”). As promised, I have conferred with my
www.porterwright.com
client, The Aasgaard Company, regarding the issues we discussed in an effort
to resolve the ongoing disputes, including your suggestion of possibly using a
third-party mediator.
CHICAGO
CINCINNATI
To reiterate what I said on Tuesday, Aasgaard wishes to discuss and resolve
CLEVELAND
the outstanding issues—indeed, that was the point of the May 7, 2019 letters
COLUMBUS
(attached) that Mr. Rippetoe sent to Mr. Reynolds. Aasgaard further believes
DAYTON
that litigation is not in anyone’s interest, and in keeping with its past practices,
NAPLES
PITTSBURGH
it has no intention of bringing a lawsuit unless absolutely necessary to protect
WASHINGTON, DC
its intellectual property.
What Aasgaard is not willing to do, however, is let these issues fester
indefinitely. Mr. Rippetoe deliberately designated his May 7 letters as written
notices of breaches under Sections 1(d), 11(b), and 14 of the Agreement
precisely so that the issues could be promptly discussed and brought to a quick
and final resolution. Mr. Reynolds, however, has not addressed the disputes
identified in Mr. Rippetoe’s two May 7 letters. Indeed, until our call this past
Tuesday—28 days after Mr. Rippetoe’s correspondence—there has been no
communication whatsoever regarding the matters raised in the May 7
correspondence. Under these circumstances, Aasgaard believes that
mediation is premature, and Aasgaard will not consider engaging with a third
party until substantial progress towards resolution occurs.
As you know, a failure to cure the breaches within 30 days—i.e., by 11:59pm

today—entitles Aasgaard to unilaterally terminate the Agreement upon written
notice. Agreement § 1(d). Aasgaard does not intend to exercise its right of
termination immediately, but it does expect certain prompt actions as a show
of good faith in attempting to resolve the disputes before any further
discussions can occur.
First, Mr. Reynolds has acknowledged two amounts owed to Aasgaard under
the Agreement: (1) $615.92 for the fourth quarter of 2018, and (2) $23,627.25
for the first quarter of 2019. The former is more than 120 days overdue and
the latter is more than 30 days overdue. Aasgaard demanded payment of
those amounts in its first May 7 letter. Those amounts must be paid
immediately.
Even though the parties dispute exactly how revenue should be calculated and
how the calculation should be verified, everyone agrees that these two
amounts are owed. Nothing justifies withholding undisputed royalties owed
Exhibit E
David Keesling, Esq.
June 6, 2019
Page 2
because of a dispute on a relatively small portion of the revenue. Although you had mentioned a possible side
discussion between Mr. Rippetoe and Mr. Reynolds in February 2019 regarding an invoice, I have confirmed
that there was no agreement that royalty payments were subject to an invoice. Indeed, such an agreement
would not make sense given that Aasgaard has no access to the underlying financial data Mr. Reynolds or his
accountant have used to calculate the royalties owed. Further, Section 17 of the Agreement expressly states
that “[n]one of the terms of this Agreement can be waived or modified except by an agreement in writing
signed both parties,” which has not occurred.1
Second, in addition to immediately remitting undisputed royalty payments, Aasgaard requires a prompt
response to its May 7 letter regarding calculation of revenue and separation of Barbell Logic and the Coaching
Academy from Starting Strength Online Coaching. The letter speaks for itself, but to briefly summarize:
• Mr. Rippetoe proposed a means for Aasgaard to verify the revenue under the Agreement, including
the exchange of specific data. Mr. Rippetoe further invited input from Mr. Reynolds, stating: “[i]f
you believe there is a simpler method to providing the information that would allow us to verify the
revenue numbers, then please let us know and we can discuss it.” Mr. Reynolds must either promptly
produce the data described in the letter or propose a simpler method for further discussion.
• Mr. Rippetoe also enumerated straightforward technical steps to completely separate Barbell Logic
and the Coaching Academy (BBL/CA) from SSOC. As stated in the letter, and as you and I discussed
on Tuesday, everyone seems to agree that BBL/CA should be separated from SSOC. Mr. Rippetoe
even offered to make the separation retroactive, so that Mr. Reynolds will not owe a royalty on any
BBL/CA revenues. As it stands today, however, BBL/CA is so closely intertwined with SSOC that
even SSOC personnel, Coaching Academy participants, and Starting Strength followers do not
distinguish between them. Aasgaard needs Mr. Reynolds to either take the steps enumerated in
letter, provide a cogent explanation as to why those steps are not feasible (for reasons other than
personal convenience), or promptly pay royalties for revenues earned by Barbell Logic and the
Coaching Academy.
Aasgaard understands that complete resolution of all outstanding issues will take some time, and Aasgaard is
disappointed that the work is only beginning now at the end of the cure period, rather than 30 days ago when
it should have. Nevertheless, Aasgaard is hopeful that its business relationship with Mr. Reynolds can
continue—but that continuation is incumbent upon tangible action as described above. Please remit payment
of the undisputed amounts immediately (which should be a simple matter if those amounts are actually
escrowed as you told me on Tuesday) and promptly respond to the proposals offered in the second May 7
letter regarding revenue verification and separation of BBL/CA from SSOC. Once those have occurred, I look
forward to facilitating further discussions between the parties to resolve the remaining issues.
Regards,
Brodie M. Butland
Enclosures
cc: Mark Rippetoe

Stephani Bradford, Ph.D.
1
In Mr. Reynolds’s April 30, 2019 email to Mr. Rippetoe, he proposed a “settlement” of outstanding amounts and an
amendment to the Agreement. He then wrote: “If you all agree to this, you may email me an invoice and we’ll have the
money wire transferred over immediately” (emphasis added). Mr. Reynolds’s language does not indicate the existence of
a binding invoice requirement or amendment to the Agreement—it constitutes an offer that Mr. Rippetoe implicitly
rejected in his May 7 letters.
Exhibit F
Exhibit G
July 15, 2019
VIA EMAIL
Brodie M. Butland
bbutland@porterwright.com
Porter Wright David Keesling, Esq.

Morris & Arthur LLP Ryan Matthew Reynolds
950 Main Ave
Suite 500
Cleveland, OH 44113-7206 RE: Starting Strength Mark License Agreement
Direct: 216.443.2571
Settlement of All Outstanding Items
Fax: 216.443.9011
Main: 216.443.9000 Dear Messrs. Keesling and Reynolds:
We write in an effort to resolve all outstanding matters relating to the

Starting Strength Mark License Agreement (the “Agreement”). As you know,
www.porterwright.com
the Agreement was terminated on June 11, 2019, 35 days after Mr. Rippetoe’s
May 7 notices. Although the Agreement is terminated, there are still
outstanding amounts due and owing under the Agreement. Further, Barbell
Logic (“BBL”) continues to use a domain name (ssonlinecoaching.com) that is
CHICAGO
deceptively similar to startingstrengthonlinecoaching.com, despite Mr.
CINCINNATI
Rippetoe’s request more than two months ago that BBL cease use of that
CLEVELAND
COLUMBUS
domain. BBL also impermissibly continues to use “SSOC” and “Starting
DAYTON
Strength Online Coaching” in its business activities in violation of federal
NAPLES
trademark law and Section 12 of the Agreement.
PITTSBURGH
WASHINGTON, DC Misrepresentations regarding communications
Before turning to settlement of the matter, it has come to our attention

that Mr. Reynolds has told numerous BBL employees, orally and in writing,
that Mr. Keesling called me on May 7, that I did not return his call until three
weeks later, and that I “avoided” Mr. Keesling’s calls.
This is verifiably false. I have enclosed phone records of all incoming

and outgoing calls between my phone number and Mr. Keesling’s phone
numbers,1 which my IT Department compiled. They show only four total calls
between Mr. Keesling and me—Mr. Keesling called me on May 7 and left a
voicemail, I called Mr. Keesling on May 8 and left a voicemail, Mr. Keesling
did not return my call until 27 days later on June 4, and I called Mr.
Keesling on June 10 as a professional courtesy (more on that below).
We have also learned that some BBL employees were told that the
termination was a “complete surprise,” and that we nefariously waited until
Mr. Keesling was out of the country to terminate the Agreement. The more
mundane reality is that Aasgaard terminated the Agreement because Mr.
Reynolds consistently refused to pay royalty amounts that he
acknowledged were owed under the Agreement, despite being asked on
four separate occasions over a month to do so. Aasgaard also was perturbed
by the fact that it never received a written response to either of Mr. Rippetoe’s
May 7 notices—not even something as basic as a general plan or objections to
specific proposals by Aasgaard.
1Mr. Keesling and I spoke on both his office and mobile phone numbers. Two phone
numbers differing only in the last digit showed up for Mr. Keesling’s office phone calls. I
had our IT Department gather data for all three numbers. The “duration” in the last
column of the phone records is the total call time in seconds.
Exhibit H
July 15, 2019
Page 2
This is the timeline with respect to the amounts that Mr. Reynolds admitted owing:
On February 11, 2019, Mr. Reynolds admitted in an email that he owed an additional $615.92 for
2018 Q4. On April 30, he also admitted that he owed at least $23,627.25 for 2019 Q1. Although
Aasgaard believed that the actual amounts owed were higher, there was no dispute that at least these
amounts were due to Aasgaard.2 But Mr. Reynolds did not pay either of these amounts.
On May 7, Mr. Rippetoe delivered a notice of breach pursuant to the terms of the Agreement for
failure to pay these two amounts. Under the Agreement, Mr. Reynolds had 30 days to cure this
breach. Mr. Rippetoe stated in the notice that “[w]e expect the amounts to be paid promptly.”
I returned Mr. Keesling’s May 7 call the next day. I did not receive a return call until June 4.
On June 4, Mr. Keesling and I spoke by phone. We discussed possible ideas to resolve the breaches
identified in both of Mr. Rippetoe’s May 7 notices of breach, understanding that we each still had to
speak to our respective clients. During the conversation, I stated that at least the undisputed
royalties that Mr. Reynolds already admitted were owed should be paid as a show of good faith.
On June 6, I sent a letter to Mr. Keesling stating Aasgaard’s position on future resolution. On the
first page of that letter I stated: “Mr. Reynolds has acknowledged two amounts owed to Aasgaard
under the Agreement: (1) $615.92 for the fourth quarter of 2018, and (2) $23,627.25 for the first
quarter of 2019. . . . Those amounts must be paid immediately.”
By June 10, we had received no response to either of Mr. Rippetoe’s May 7 notices or my June 6
letter. I therefore called Mr. Keesling as a courtesy. We discussed potential logistics to resolve the
matter, but I made clear that the undisputed amounts must be paid. Mr. Keesling stated that a
portion of the undisputed amounts ($21,113.33) was in escrow and asked if I wanted those amounts
to be wire transferred, and I confirmed that I did. Mr. Keesling asked me to send wire transfer
instructions for Porter Wright’s escrow account by 3:00pm CST. Our call ended at 2:40pm CST.
Nine minutes after our call ended, I sent wire transfer instructions to Mr. Keesling as requested, at
2:49pm CST/3:49pm EST. Aasgaard understood from this that Mr. Keesling would make a wire
transfer directly into my firm’s escrow account rather than use Aasgaard’s wire transfer information
that Mr. Reynolds already had from previous transfers.
In short, the only communications between the parties after Mr. Rippetoe’s May 7 notices were two phone
calls (the first one being nearly four weeks after I left Mr. Keesling a voicemail), two written communications
from me, and one written communication from Mr. Rippetoe. These are all enclosed.
Despite repeatedly demanding payment of royalties that no one disputes were owed, and despite my
sending Porter Wright’s wire transfer instructions as requested, Aasgaard still had not received those
amounts by 4:00pm CST the next day. Aasgaard terminated the Agreement because Mr. Reynolds had
repeatedly failed to pay amounts that he admitted were owed, even after Mr. Rippetoe and I had both
made clear that those amounts must be paid for Aasgaard to even consider further negotiations.3
2 Mr. Reynolds stated in his April 30 email that there was a $3,099.84 overpayment from 2018. We still are unaware
of the specific basis for this claimed overpayment or the factual support for the amount. It is somewhat suspicious that
the claimed overpayment was calculated only after Aasgaard raised discrepancies in 2018 Q4 and 2019 Q1—especially
because there was no previous dispute by either party over the amounts owed for the first three quarters of 2018. If there
was in fact an overpayment in 2018 demonstrable with specific records, Aasgaard will of course credit that amount, but
Aasgaard will not accept an overpayment claim by fiat.
3 We understand that Mr. Reynolds has told several BBL employees that he did not wire transfer the money because
Aasgaard did not send him an invoice. The Agreement does not require Aasgaard to submit an invoice for quarterly
royalty payments, and Aasgaard had never previously sent an invoice for a prior royalty payment. The word “invoice”
does not appear a single time in the Agreement, and Section 10 unconditionally required Mr. Reynolds to pay a quarterly
July 15, 2019
Page 3
In short, there was only one call from Mr. Keesling that I did not answer when it came in (May 7), I
returned that call the next day (May 8), and I received no further calls or communications until nearly four
weeks later (June 4). Mr. Reynolds’s statements to the contrary to BBL employees are false and concerning
given that I perform legal work for many Starting Strength Coaches. I therefore expect Mr. Reynolds to
affirmatively correct these misrepresentations to all BBL employees who were given the false information; if
he does not then I will take corrective action myself. I further hereby give notice to preserve all internal
communications with BBL employees relating to these issues, including any emails, text messages, forum
posts, and Slack communications.
ssonlinecoaching.com Domain Name and email address
Aasgaard owns the startingstrengthonlinecoaching.com domain name, which it licensed to Mr.

Reynolds under the Agreement. At some point while the Agreement was still in effect, Mr. Reynolds created a
substantially similar domain name, ssonlinecoaching.com. Among other things, the ssonlinecoaching.com
domain name automatically redirected to startingstrengthonlinecoaching.com, and all then-SSOC employees
(now BBL employees) had email addresses ending in @ssonlinecoaching.com. On May 7, Mr. Rippetoe
expressed concern that the ssonlinecoaching.com domain “is confusingly similar to [Aasgaard’s] trademark
and the SSOC domain, which is being licensed to you,” and asked that the similar domain be “terminated.”
Indeed, the ssonlinecoaching.com domain name violated Section 7(b) of the Agreement, which prohibited use
of Aasgaard’s trademarks as part of a domain name other than startingstrengthonlinecoaching.com.
The ssonlinecoaching.com domain was never terminated. Even more concerning, after Aasgaard
terminated the Agreement on June 11, BBL changed the ssonlinecoaching.com domain to redirect to
BBL’s store. Given that ssonlinecoaching.com was created and used when Mr. Reynolds still ran SSOC, we
have difficulty seeing this as anything other than an effort to profit off of a domain name deceptively similar
to the startingstrengthonlinecoaching.com domain and Aasgaard’s trademarks.
We further have verified that even today, more than two months after Mr. Rippetoe first demanded
that it be terminated, the ssonlinecoaching.com domain still redirects to the store.barbell-logic.com domain.
We refer you to the attached video, taken earlier today, which shows the redirection. We also have learned
that BBL continues to use @ssonlinecoaching.com email addresses.
Continued use of the ssonlinecoaching.com domain (including the use of @ssonlinecoaching.com

email addresses) and any similar subdomain names (for example, forum.ssonlinecoaching.com, which still
appears to be active) infringes on Aasgaard’s trademarks. It also violates Section 12 of the Agreement, which
states that after termination, “Licensee will refrain from further use of the Marks or Domain Name . . . or
anything deceptively similar to the Marks in connection with the provision of such Licensee’s services.”
Intellectual property is Aasgaard’s lifeblood, and thus Aasgaard has always aggressively defended it
against infringements. Accordingly, we hereby demand that the ssonlinecoaching.com domain and any
related subdomains be terminated within 24 hours, including and especially any redirection to any of
BBL’s domains. We consider this demand reasonable given that terminating the ssonlinecoaching.com
domain and any related subdomains should only take a matter of minutes, and that this already should have
been done over two months ago. If you do not verify termination of the ssonlinecoaching.com
domain and all related subdomains within 24 hours, we will immediately file a federal
lawsuit to compel you to do so. This issue is too important to Aasgaard to let fester any longer,
especially since Aasgaard is currently operating SSOC and cannot tolerate deceptively-similar domains.
royalty by the end of the month after the each quarter (which he always did by either sending a check or making a wire
transfer to Aasgaard’s company account). This provision was never altered or modified in a writing signed by both
parties, as would be required under Section 17 of the Agreement for any valid amendment. Moreover, Mr. Rippetoe’s May
7 notice, and my June 6 letter, are explicit written demands for specific (undisputed) amounts owed, and thus any failure
to pay those amounts was at Mr. Reynolds’s own risk.
July 15, 2019
Page 4
Continued use of SSOC materials
Mr. Rippetoe’s June 11 termination notice demanded that Aasgaard’s trademarks no longer be used
with any business activities. Section 12 of the Agreement states that after its termination, “Licensee will
refrain from further use of the Marks or Domain Name or any further reference to either . . . or anything
deceptively similar to the Marks in connection with the provision of such Licensee’s activity.”
We have found that BBL social media postings still contain materials referencing SSOC. As just a
few examples, it appears that at least 190 videos on BBL’s YouTube channel contain an introduction
referencing “Barbell Logic, brought to you by Starting Strength Online Coaching.” BBL’s YouTube channel
still publicly features a December 20, 2018 video titled “SSOC and The Shape of Things to Come,” which is
exclusively about SSOC.4 The January 8, 2019 BBL video advertising “Nutrition Coaching” explicitly refers to
nutrition coaching as a supplement to SSOC. 5 There is also a November 27, 2016 video on BBL’s YouTube
channel exclusively about SSOC that is embedded on personal webpages of some BBL employees and thus
remains accessible to the general public, BBL employees, and clients.6
Section 9(b) of the Agreement states that all “website materials” that “involve the Marks” become
the property of Aasgaard. Although Aasgaard has no desire to own BBL’s YouTube videos, it expects that BBL
be completely separated from SSOC. SSOC is exclusively Aasgaard’s product. BBL’s continued use of “SSOC”
and “Starting Strength Online Coaching” in its materials wrongfully profits off of Aasgaard’s intellectual
property and creates confusion between Aasgaard’s and BBL’s respective products in the marketplace.
Accordingly, we demand that BBL cease any further use of “SSOC,” “Starting Strength Online
Coaching,” or any other substantially similar label in all of its materials, including but not limited to the BBL
website and BBL’s social media channels, third-party platforms, and advertising. At minimum, this would
require deleting any videos, articles, or podcasts that discuss SSOC as a subject matter, and editing other
videos, articles, or podcasts to remove references to “SSOC” or “Starting Strength Online Coaching.”
Although we understand that this process will not happen instantaneously, we expect it to be
prioritized and completed as soon as technologically feasible, but in any event no later than July 31, 2019.
If we see a lack of substantial and timely progress, we will take all necessary action to protect Aasgaard’s
intellectual property, which may include take-down notices, legal actions for injunctive relief, and/or
Aasgaard asserting ownership over the infringing materials.
Settlement of all outstanding amounts
Finally, we desire to resolve all remaining amounts due and owing so that finality can be brought to
this matter. It is difficult for us to determine exactly how much is owed because we have never been provided
complete transaction records, and we keep receiving different numbers with no cogent explanation. (For
example, as Mr. Rippetoe observed in his May 7 letter, Aasgaard has received three different revenue
numbers for 2018 with no documentation demonstrating the need for the changes.) Although the below
numbers are educated conjecture, we believe that any final resolution should contain the following:
$3,129.84, representing the difference between the amounts for coaching royalties that Mr.
Reynolds acknowledged are owed in 2018 Q4 and 2019 Q1 and the amounts paid to-date. In his
February 11 and April 30 emails, Mr. Reynolds acknowledged that he owed $615.92 for 2018 Q4 and
$23,627.25 for 2019 Q1. On June 12, however, only $21,113.33 was transferred.
$20,000.00, representing an estimate of the royalty owed for 2019 Q2 (pro-rated for the roughly
half-month that the Agreement was terminated).
4 https://www.youtube.com/watch?v=aGd4y4Mrofs.
5 https://www.youtube.com/watch?v=XFTyCsHFc0E.
6 https://www.youtube.com/watch?v=sHtlgS9ds3c.
July 15, 2019
Page 5
$4,301.24, representing 5 percent of Coaching Academy revenue from October 1, 2018 through
February 9, 2019, as reported by Mr. Reynolds in his April 30 email. As explained in Mr. Rippetoe’s
May 7 letter, the Coaching Academy has been run as a component of SSOC until very recently.
Among other things, the Coaching Academy used Aasgaard’s trademarks, appeared on SSOC’s
webpage, was purchased through the SSOC store, was repeatedly referred to by Mr. Reynolds and
other SSOC managers as the “SSOC Coaching Academy” (a term echoed on social media by numerous
participants), was intentionally promoted to its clients as an SSOC product (and is still thought of by
many as such), and was an indispensable component of former-SSOC’s business model.7
$2,109.50, representing 5 percent of Coaching Academy revenue from February 10 to March 31,
2019, as reported on Mr. Reynolds’s income summary page provided to Aasgaard on April 30.
$2,737.32, representing 5 percent of Coaching Academy revenue for the portion of 2019 Q2 where
the Agreement was in effect. (This number assumes that the Coaching Academy revenue 2019 Q2 is
commensurate with the previous quarter.)8
$4,000.00, representing estimated underpayments over the last two years due to improper revenue
calculation. As Mr. Rippetoe has previously described, we discovered fortuitously that any then-
SSOC coaches receiving online coaching through SSOC were not being included in revenue numbers.
We also have learned that some clients have disappeared from reported revenues in 2018 Q4 despite
continuing to receive online coaching. As we have never seen complete revenue records, we do not
know the extent of the missing revenue, or whether there are other sources of missing revenue that
we have not yet discovered.
$12,000.00, representing the attorney fees and other expenses that Aasgaard has incurred as a
result of these disputes.
Thus, in total, we believe that $48, 227.90 is a reasonable number to close out all remaining issues
and bring finality to the parties’ business relationship. Please remit this amount promptly. If you believe that
any of the above numbers are inaccurate, please provide a detailed explanation of what you believe the
amounts should be, supported by specific documentation (i.e., raw data, not merely a summary), and
Aasgaard will consider it.
In any event, we ask that you respond to our offer no later than one week, or by the close of business
on July 22. Many of these issues have been going on for more than half a year, and the 2019 Q2 royalty
payment is already due. We want to avoid further delays and resolve all remaining business issues so that the
parties can both move on.
In short, although Aasgaard defends its intellectual property vigorously, it hopes that the remaining
issues described above can be resolved amicably without resort to legal action, and we look forward to your
response. A lawsuit would require a significant expenditure of time, and Aasgaard does not wish to burden
itself or any of the BBL staff, employees, or customers with written discovery and subpoenas, depositions, or
any of the other litigation procedures that would be required to gather all necessary information.
In the unlikely event that a lawsuit is required, however, we hereby give notice to preserve all
documents relevant to any of the foregoing issues, including any communications with BBL employees or
BBL coaching clients (including emails, text messages, forum postings, social media postings, Slack, etc.), all
7 Although Aasgaard had previously offered to separate the Coaching Academy from SSOC and make the separation
retroactive, this assumed an ongoing business relationship and further negotiations that never ultimately occurred.
Aasgaard was never presented with a specific proposal for resolving the dispute in response to its May 7 notices or my
June 6 letter, or even any objections to the proposals that we offered.
8 The total Coaching Academy revenue for 2019 Q1 is $70,168, 5 percent of which is $3,508.40. Since the Agreement
was in effect 71 of 91 days in 2019 Q2, the pro-rated amount would be 71 * $3,508.40 / 91, or $2,737.32.
July 15, 2019
Page 6
social media channels, and any business documents (especially relating to client lists, client payments, and
revenue and expense information).
I look forward to your response and can be reached at the above contact information.
Regards,
Brodie M. Butland
Enclosures
cc: Mark Rippetoe

Stephani Bradford, Ph.D.
Bill Hannon
Andrew Jackson
Niki Sims
Alexis Wolfer
Nick Soleyn
Nikki Burman
Brooke Haubenstricker
Robert Santana
Rachael Pate
From: Butland, Brodie M.

Sent: Wednesday, July 17, 2019 11:06 AM
To: 'David Keesling'
Cc: rip@startingstrength.com; 'stef bradford'; 'nick.delgadillo@startingstrength.com'
Subject: RE: SSOC License Agreement remaining disputes
Mr. Keesling,
Thank you for providing the confirmation that we requested, and I look forward to working with you on resolving the
remaining issues.
To be clear, this is not an artificial 24-hour deadline or a “new issue,” nor was the domain used with consent. Mr.
Rippetoe explicitly demanded that the ssonlinecoaching.com domain be taken down on May 7. Further, any use of the
ssonlinecoaching.com domain would have been impermissible after the License Agreement was terminated on June 11
under the Lanham Act and Section 12 of the License Agreement. The ssonlinecoaching.com domain was not terminated
after June 11, but rather was coded to re-direct to BBL’s store. As of my July 15 letter—69 days after Mr. Rippetoe first
demanded that ssonlinecoaching.com be taken down and 44 days after the License Agreement was terminated—the
ssonlinecoaching.com domain was still active and still re-directed to BBL’s store, as confirmed by the video that I sent
with the letter. And as we expected would be the case, taking the domain down posed little technical difficulty.
I also question the assertion made below that since June 13, 2019, all email extensions associated with the domain
ssonlinecoaching.com were terminated. We confirmed late last week, and again on July 15, that emails sent to a BBL
employee’s @ssonlinecoaching.com email were forwarded to that employee’s @barbell-logic.com email. The
@ssonlinecoaching.com email addresses may no longer have been published on BBL’s website, but they certainly were
not terminated as of July 15 when I sent my letter.
Nevertheless, I appreciate that we now can move past the ssonlinecoaching.com domain issue. I am hopeful that we
can resolve the remaining issues in the near future.
Regards,
Brodie
BRODIE M. BUTLAND
Porter Wright Morris & Arthur LLP

Bio / bbutland@porterwright.com
D: 216.443.2571 / F: 216.443.9011
950 Main Avenue, Suite 500 / Cleveland, OH 44113
/ S E E W H A T I N S P I R E S U S : porterwright.com
From: David Keesling [mailto:dkeesling@dbllawyers.com]

Sent: Tuesday, July 16, 2019 3:21 PM
To: Butland, Brodie M.; ReynoldsStrong@gmail.com
Cc: ajackson@barbell-logic.com; awolfer@barbell-logic.com; bhannon@barbell-logic.com; bhaubenstricker@barbell-
logic.com; nburman@barbell-logic.com; nsims@barbell-logic.com; nsoleyn@barbell-logic.com; rpate@barbell-logic.com;
rsantana@barbell-logic.com
Subject: #EXT# RE: SSOC License Agreement remaining disputes
1 Exhibit I
#External Email#
Mr. Butland,
Setting an artificial timeline of 24 hours to respond to your demands is unreasonable and designed for the sole
purpose of creating new issues. Likewise, including the entire BBL staff on your emails is a not-so-transparent
attempt to disrupt the business of BBL. Moreover, you are aware that Mr. Reynolds is represented by counsel
and I would expect you to communicate through me from this point forward and without exception. Please
govern yourself accordingly. As to the issues of “ssonlinecoaching.com”:
1. As you know, “ssonlinecoaching.com” is a domain owned by Mr. Reynolds and was utilized with
consent and pursuant to the prior license agreement.
2. Since June 13, 2019, all email extensions associated with the domain “ssonlinecoaching.com” were
terminated.
3. There is no web traffic to or from “ssonlinecoaching.com.”
4. The domain now is a complete deadend in that it does not redirect to any other domain, etc.
I will address the remaining balance of your letter through separate correspondence.
David R. Keesling | National Partner

DUNLAP BENNETT & LUDWIG
6660 South Sheridan Road, Suite 250
Tulsa, Oklahoma 74133-1771
T: 918.998-9350 F: 918.998-9360
Email: dkeesling@dbllawyers.com
Website: www.dbllawyers.com
This electronic message contains information from Dunlap Bennett & Ludwig PLLC and may be confidential or privileged. If you are not the intended recipient, any
disclosure, copying, or use of the contents is prohibited. If you have received this e-mail in error, please notify us and delete the message without copying or disclosing
it.
-----Original message-----
From: "Butland, Brodie M." [Bbutland@porterwright.com]
Sent: Tuesday, Jul 16 2019 12:00 PM
To: ReynoldsStrong@gmail.com
Messrs. Keesling and Reynolds,
Our letter yesterday asked that ReynoldsStrong “verify termination of the ssonlinecoaching.com domain and all
related subdomains within 24 hours.” We are now past that time. Have you terminated the
ssonlinecoaching.com domain and related subdomains, and if so, what actions did you take to do so?
We need this information now. If we do not receive it, we must assume that the domain is still active and will
file suit this afternoon. We are hopeful it doesn’t come to that, especially on an issue that can be so easily fixed.
Regards,
Brodie
2
BRODIE M. BUTLAND

D: 216.443.2571 / F: 216.443.9011

Sent: Monday, July 15, 2019 12:47 PM
To: dkeesling@dbllawyers.com; ReynoldsStrong@gmail.com
Cc: rip@startingstrength.com; 'stef bradford'; Nick Delgadillo; 'bhannon@barbell-logic.com'; 'ajackson@barbell-
logic.com'; 'nsims@barbell-logic.com'; 'awolfer@barbell-logic.com'; 'nsoleyn@barbell-logic.com'; 'nburman@barbell-
logic.com'; 'bhaubenstricker@barbell-logic.com'; 'rsantana@barbell-logic.com'; 'rpate@barbell-logic.com';
'mreynolds@ssonlinecoaching.com'
Subject: SSOC License Agreement remaining disputes
Please see the attached correspondence, which relate to the outstanding matters that still need to be resolved
now that the License Agreement has been terminated. Please note especially the misrepresentations that
apparently have been made about me personally (which I identify on the first page and will leave to you to
correct) and the need to immediately discontinue use of the ssonlinecoaching.com domain given its substantial
similarity to startingstrengthonlinecoaching.com.
You may contact me at any time with the information below or in the letter.
Regards,
Brodie
BRODIE M. BUTLAND

D: 216.443.2571 / F: 216.443.9011
NOTI CE FROM PORTER W RIGH T M ORRIS & AR THU R LLP:

This message may be protected by the attorney-client privilege. If you believe that it has been sent to you in error, do not read, print or forward it. Please reply to the sender
that you have received the message in error. Then delete it. Thank you.
END OF NO TICE
3
From: David Keesling <dkeesling@dbllawyers.com>

Sent: Wednesday, July 24, 2019 11:39 AM
To: Butland, Brodie M.
Subject: Re: SSOC License Agreement remaining disputes
Brodie,
I am in Tulsa this week, however today I have to deal with an unplanned dental procedure. I expect to have a
detailed response to you on Monday.
Best regards,

6660 S. Sheridan Road, Suite 250
Tulsa, Oklahoma 74133
T:918.998.9350 F:918.998.9360
This electronic message contains information from Dunlap Bennett & Ludwig PLLC and may be confidential or
privileged. If you are not the intended recipient, any disclosure, copying, or use of the contents is prohibited. If
you have received this e-mail in error, please notify us and delete the message without copying or disclosing it.
From: Butland, Brodie M. <Bbutland@porterwright.com>

Sent: Tuesday, July 23, 2019 5:39:57 PM
To: David Keesling <dkeesling@dbllawyers.com>
Cc: rip@startingstrength.com <rip@startingstrength.com>; 'stef bradford' <stef@startingstrength.com>;
nick.delgadillo@startingstrength.com <nick.delgadillo@startingstrength.com>
Mr. Keesling,
When can I expect your correspondence relating to the other issues raised in my July 15 letter?
Regards,
Brodie
BRODIE M. BUTLAND

D: 216.443.2571 / F: 216.443.9011
From: David Keesling [mailto:dkeesling@dbllawyers.com]

Sent: Tuesday, July 16, 2019 3:21 PM
To: Butland, Brodie M.; ReynoldsStrong@gmail.com
1
Exhibit J
Cc: ajackson@barbell-logic.com; awolfer@barbell-logic.com; bhannon@barbell-logic.com; bhaubenstricker@barbell-
Case 3:19-cv-01823-B nsims@barbell-logic.com;
logic.com; nburman@barbell-logic.com; Document 1-11 Filednsoleyn@barbell-logic.com;
07/30/19 Page 2 of 4rpate@barbell-logic.com;
PageID 94
rsantana@barbell-logic.com
Subject: #EXT# RE: SSOC License Agreement remaining disputes
#External Email#
Mr. Butland,
Setting an artificial timeline of 24 hours to respond to your demands is unreasonable and designed for the sole
purpose of creating new issues. Likewise, including the entire BBL staff on your emails is a not-so-transparent
attempt to disrupt the business of BBL. Moreover, you are aware that Mr. Reynolds is represented by counsel
and I would expect you to communicate through me from this point forward and without exception. Please
govern yourself accordingly. As to the issues of “ssonlinecoaching.com”:
1. As you know, “ssonlinecoaching.com” is a domain owned by Mr. Reynolds and was utilized with
consent and pursuant to the prior license agreement.
2. Since June 13, 2019, all email extensions associated with the domain “ssonlinecoaching.com” were
terminated.
3. There is no web traffic to or from “ssonlinecoaching.com.”
4. The domain now is a complete deadend in that it does not redirect to any other domain, etc.
I will address the remaining balance of your letter through separate correspondence.

6660 South Sheridan Road, Suite 250
Tulsa, Oklahoma 74133-1771
T: 918.998-9350 F: 918.998-9360
This electronic message contains information from Dunlap Bennett & Ludwig PLLC and may be confidential or privileged. If you are not the intended recipient, any
disclosure, copying, or use of the contents is prohibited. If you have received this e-mail in error, please notify us and delete the message without copying or disclosing
it.
-----Original message-----
From: "Butland, Brodie M." [Bbutland@porterwright.com]
Sent: Tuesday, Jul 16 2019 12:00 PM
To: ReynoldsStrong@gmail.com
Our letter yesterday asked that ReynoldsStrong “verify termination of the ssonlinecoaching.com domain and all
related subdomains within 24 hours.” We are now past that time. Have you terminated the
ssonlinecoaching.com domain and related subdomains, and if so, what actions did you take to do so?
We need this information now. If we do not receive it, we must assume that the domain is still active and will
file suit this afternoon. We are hopeful it doesn’t come to that, especially on an issue that can be so easily fixed.
Regards,
Brodie
2
BRODIE M. BUTLAND

D: 216.443.2571 / F: 216.443.9011

Sent: Monday, July 15, 2019 12:47 PM
To: dkeesling@dbllawyers.com; ReynoldsStrong@gmail.com
Cc: rip@startingstrength.com; 'stef bradford'; Nick Delgadillo; 'bhannon@barbell-logic.com'; 'ajackson@barbell-
logic.com'; 'nsims@barbell-logic.com'; 'awolfer@barbell-logic.com'; 'nsoleyn@barbell-logic.com'; 'nburman@barbell-
logic.com'; 'bhaubenstricker@barbell-logic.com'; 'rsantana@barbell-logic.com'; 'rpate@barbell-logic.com';
'mreynolds@ssonlinecoaching.com'
Subject: SSOC License Agreement remaining disputes
Please see the attached correspondence, which relate to the outstanding matters that still need to be resolved
now that the License Agreement has been terminated. Please note especially the misrepresentations that
apparently have been made about me personally (which I identify on the first page and will leave to you to
correct) and the need to immediately discontinue use of the ssonlinecoaching.com domain given its substantial
similarity to startingstrengthonlinecoaching.com.
You may contact me at any time with the information below or in the letter.
Regards,
Brodie
BRODIE M. BUTLAND

D: 216.443.2571 / F: 216.443.9011
NOTI CE FROM PORTER W RIGH T M ORRIS & AR THU R LLP:

This message may be protected by the attorney-client privilege. If you believe that it has been sent to you in error, do not read, print or forward it. Please reply to the sender
3
that you have received the message in error. Then delete it. Thank you.
END OF NO TICE

Case 3:19-cv-01823-B, Asgaard Funding, LLC vs. ReynoldsStrong, LLC

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Case 3:19-cv-01823-B, Asgaard Funding, LLC vs. ReynoldsStrong, LLC

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Case 3:19-cv-01823-B Document 1 Filed 07/30/19 Page 1 of 52 PageID 1

IN THE UNITED STATES DISTRICT COURT

ASGAARD FUNDING LLC d.b.a. )

1. This action arises from Defendant ReynoldsStrong LLC’s (“ReynoldsStrong” or

5190583, and 5801678. Despite knowledge of Aasgaard’s protected marks, ReynoldsStrong

impermissibly is using Aasgaard’s registered trademarks or marks confusingly similar to them in

likely to continue to be injured by ReynoldStrong’s trademark infringement, trademark dilution,

the licensing agreement.

2. Aasgaard is a Texas limited liability company with principal place of

that Aasgaard publishes.

3. Founded in 2005 initially as a partnership, Aasgaard publishes and distributes

Starting Strength™, have become industry-recognized leaders in strength and conditioning.

4. Among other things, Aasgaard currently operates Starting Strength Online

Coaching (“SSOC”) through the website www.startingstrengthonlinecoaching.com. SSOC

service officially recognized, approved, and licensed by Aasgaard.

5. ReynoldsStrong is a Missouri limited liability company that provides training and

ReynoldsStrong’s sole member.

6. Prior to June 11, 2019, ReynoldsStrong operated SSOC, using the

startingstrengthonlinecoaching.com domain name under a license granted by Aasgaard pursuant

strength and conditioning services through an online medium.

JURISDICTION AND VENUE

1338(a) and 15 U.S.C. § 1121.

startingstrengthonlinecoaching.com web domain) are situated in this District.

exclusive jurisdiction of the State and Federal courts of Texas[.]”

where ReynoldsStrong “irrevocably submit[ted]” to this Court’s jurisdiction.

third edition in 2011.

Rippetoe, its author.

17. In addition to publishing and selling books, Aasgaard conducts up to fifteen

biomechanical and physiological foundations of coaching, lifting, and programming methods.

18. In addition to teaching the methods and intellectual foundations of Starting

of Starting Strength™ Coaches who demonstrate exceptional proficiency in coaching ability.

methodology, Aasgaard runs two websites, www.startingstrength.com and

www.aasgaardco.com. In addition to providing a vehicle to purchase Aasgaard’s products and

over half a million sessions per month.

have become highly valuable.

II. Aasgaard’s Trademarks

associated with the STARTING STRENGTH brand.

Registered Trademark Registration No. and Goods and Services

July 21, 2009 Books in the field of physical

4357670 Computer applications and

are incontestable pursuant to 15 U.S.C. § 1065. Accordingly, these registrations provide

conclusive evidence of the validity of these registrations, Aasgaard’s ownership of these

specified in the registrations.

3657862 for the STARTING STRENGTH Mark.

Seminars, Starting Strength™ Camps, Starting Strength™ Online Coaching, a Starting

(collectively with Aasgaard’s registered trademarks, the “Starting Strength Trademarks”).

marks confusingly similar to them.

Starting Strength brand.

the United States and worldwide.

including but not limited to the following:

a. Starting Strength books and videos (including Starting Strength), seminars,

and merchandise are directly sold through Aasgaard’s websites,

www.startingstrength.com and www.aasgaardco.com, as well as third-party

sites such as Amazon.com, ACX, Audible, and iTunes.

b. Starting Strength™ Coaches, who hold the Starting Strength™ Coach

credential issued by Aasgaard, can be located and contacted through another

website Aasgaard runs, www.startingstrength.org, by members of the public

seeking strength and conditioning coaching from a certified Starting

c. Starting Strength™ Coaches can be located and contacted through another

website Aasgaard runs, www.startingstrengthonlinecoaching.com, for

members of the public seeking strength and conditioning coaching from a

certified Starting Strength™ Coach through an online medium.

five franchisees committed to opening nine Starting Strength™ Gyms. Two

licensed by Aasgaard and are identified and hyperlinked at