MONTHLY BREATHWORK ACCESS PASS CONTRACT

This Business Coaching Agreement (“Agreement”) is entered into as of [date of purchase-present] and between (“Client”) with its principal place of business at [CLIENT ADDRESS], and [The Healing Couple] with its principle place of business at [Hampton Ln. Gilbert, AZ 85295] (“The Healing Couple”).           

WHEREAS, Company offers Monthly Breathwork Access Pass (“Breathwork Services”) provided by Company to the Client;    

WHEREAS, the Client seeks Monthly Breathwork Access Pass Services by Company;       

NOW, THEREFORE, in consideration of the foregoing premises, of the mutual covenants contained in this Agreement, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto, intending to be legally bound, hereby agree as follows:      

EXPECTATIONS AND RESPONSIBILITIES.

As Coach, the Company’s role is to

• Group Monthly 60-90 minute Breathwork Sessions on Zoom. 

The Client’s role is to:

• Be coachable and open to new ideas
•  Be responsible for soul work and assignments
• Take massive action between the sessions 
• Be in communication when support is needed or has any questions
• Understand that The Healing Couple is not responsible for the success of your personal life or business. 
• Their is a 3-month minimum commitment for all subscriptions. 

COMMUNICATION, CANCELATIONS, RESCHEDULING

Being accessible and attentive to clients is a priority. If Client needs to reach Company before the Zoom Call, please contact Company at any time via email at [[email protected]]. Company will do its best to respond to Client within twenty-four (72) hours Mondays through Fridays. On weekends and holidays, Company will reply on the next business day.       

SOCIAL MEDIA     

Client may be granted access to Kajabi Portal for additional education and materials. The intent of such portals are to facilitate the coaching relationship, improve accountability, encourage members, celebrate achievements, create a community for clients, and facilitate coaching opportunities. If Company deems a Client’s behavior or content inappropriate, harmful, or offensive in any way, Client or the content may be removed from the protal without any notice.           

INVESTMENT AND PAYMENT 

Client is investing $24 per month ongoing  into Monthly Breathwork Access Pass. Client is financially willing and able to invest in this Monthly Breathwork Access Pass by choice, and by so doing, Client is not in any way incurring any economic hardship. Client understands that there is no refund policy in this Monthly Breathwork Access Pass.

AUTHORIZATION AND RECEIPT       

Client will use a payment plan, Client agrees to automatic payments each month until the payments have been completed.

MISSED PAYMENT          

If payment is not received each month, or there is a problem with the payment transaction or method, Client will be notified by e-mail and have a three-day grace period  to make the payment following the due date. During this time, Monthly Breathwork Access Pass will be put on hold. If no payment is made within the three-day grace period, the Monthly Breathwork Access Pass will automatically terminate, and Client will forfeit their access.

REFUND AND CANCELLATION POLICY  

Company believes the Client will be happy with Monthly Breathwork Access Pass. If, for some reason, the Client is not satisfied, Client may stop the Monthly Breathwork Access Pass at any time. However, Company will have invested considerable time and effort in the Monthly Breathwork Access Pass, and if Client decide to withdraw for any reason, Client will remain fully responsible paying a minimum of 3 payments before cancelling. No refund will be provided.     

To cancel your subscription, you must email us at least 7 days prior to your next billing cycle. This allows us adequate time to process your request. 

CONFIDENTIALITY

All information exchanged during theMonthly Breathwork Access Pass will be kept strictly confidential. Company will not disclose confidential information shared during the Monthly Breathwork Access Pass to anyone else without reason to know such information, unless required by law, ethics, or upon written authorization by Client.

INTELLECTUAL PROPERTY RIGHTS; RESTRICTIONS ON USE; LIMITED LICENSE. All content provided by Company to Client (collectively, “Content“), including but not limited to, graphics, logos, icons, images, audio and video clips, digital downloads, data compilations, and software, is Company’s property or the property of our licensors or licensees, and the compilation of the Content is our exclusive property, protected by United States and international copyright laws, treaties and conventions.  

Any trademarks, service marks, graphics, logos, page headers, icons, scripts and trade names (each, a “Mark“) maintained by Company are proprietary to us or our licensors or licensees. Our Marks may not be used in connection with any product or service that is not ours in any manner that is likely to cause confusion among users or that disparages or discredits us or anyone else. All other Marks not owned by us that appear on the Website are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us.   

Company grants Client a limited license to access and make personal use of the Content. No Content or any other Internet site owned, operated, licensed, or controlled by Company may be copied, reproduced, republished, downloaded (other than page caching), uploaded, posted, transmitted or distributed in any way, or sold, resold, visited, or otherwise exploited for any commercial purpose, except that Client may download one (1) copy of the Content that Company makes available to Client for such purposes on a single computer for Client personal, noncommercial, home use only, provided that Client: (a) keep intact all copyright, trademark and other proprietary rights notices; (b) do not modify any of the Content; (c) do not use any Content in a manner that suggests an association with any of our products, services or brands; and (d) do not download Content so as to avoid future downloads. Client use of Content on any other website or computer environment is strictly prohibited.

The license granted to Client does not include, and specifically excludes, any rights to: resell or make any commercial use of any Content; collect and use any product listings, descriptions, or prices; make any derivative use of the Content; download or copy account information for the benefit of anyone else; or use any form of data mining, robots, or similar data gathering and extraction tools. Client may not frame, or utilize framing techniques to enclose, any Mark, Content or other proprietary information, or use any meta tags or any other “hidden text” utilizing any such intellectual property, without our and each applicable owner’s express written consent. Any unauthorized use automatically terminates the license granted to Client hereunder. Client is granted a limited, revocable, and non-exclusive right to create a hyperlink only to our home page provided that the link does not portray us or our licensors or licensees, or their respective products or services, in a false, misleading, derogatory, or otherwise offensive matter. Client may not use any of our or any such party’s intellectual property as part of the link without our and each such party’s express written consent.     

PERSONAL RESPONSIBILITY AND ASSUMPTION OF RISK       

Client acknowledges that Client takes full responsibility for Client’s well-being and all decisions made before, during and after Client’s Monthly Breathwork Access Pass. Company has used care in preparing the information provided to Client, but all of my information, Monthly Breathwork Access Pass, and services are made available to Client as marketing and business tools for Client’s own personal use and for informational and educational purposes only. Client accepts full responsibility for Client choices, actions, and results, and expressly assume the risks of the Monthly Breathwork Access Pass for Client use, or non-use, of the information provided to Client. Client also understands that they are expressly assuming all of the risks of the Monthly Breathwork Access Pass, whether or not such risks were created or exacerbated by the Monthly Breathwork Access Pass.       

DISCLAIMER OF WARRANTIES; WAIVER AND RELEASE 

The content from Company is provided “as is” and without warranty of any kind, expressed or implied. To the fullest extent permitted by applicable law, Company disclaims any and all warranties, expressed or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose and non-infringement. Company does not warrant that the functions contained in any content (including, without limitation, user-generated content) will be uninterrupted or error-free, that defects will be corrected, or that the website or the servers that make such content available are free of viruses or other harmful components. Client assumes the entire cost of all necessary servicing, repair or correction of any of Client equipment or software. Company makes no representations or warranties regarding use, or the results of use, of any content, product or service contained on or offered, made available through, or otherwise related in any way to Client including, without limitation, any third party site or service linked to from Client and specifically, no representation or warranty of correctness, accuracy, completeness, reliability or safety). 

Company is not an employee, agent, lawyer, doctor, manager, therapist, public relations or business manager, registered dietician, financial analyst, psychotherapist or accountant. Client understands that Company has not promised, will not be obligated to and will not

(1) procure or attempt to procure employment or business or sales for Client;

(2) Perform any business management functions including but not limited to, accounting, tax or investment consulting, or advice with regard thereto;

(3) act as a therapist providing psychoanalysis, psychological counseling or behavioral therapy;

(4) act as a public relations manager;

(5) act as a publicist to procure any publicity, interviews, write-ups, features, television, print or digital media exposure for Client;

(6) introduce Client to Company’s full network of contacts, media partners or business partners. Client understands that a relationship does not exist between the parties after the conclusion of this Monthly Breathwork Access Pass. If the Parties continue their relationship, a separate agreement will be entered into.

Client acknowledge that Client has carefully read this “waiver and release” and fully understands that it is a release of liability. Client expressly agrees to release and discharge all indemnified parties from any and all claims or causes of action and Client agrees to voluntarily give up and irrevocably waive and release any right that Client may otherwise have to bring a legal action against any indemnified party for personal injury or property damage.  

EARNINGS DISCLAIMER

Every effort has been made to accurately represent this Monthly Breathwork Access Pass and its potential. There is no guarantee that Client will earn any money using the techniques and ideas in these materials. Examples in these materials are not to be interpreted as a promise or guarantee of earnings. Earning potential is entirely dependent on the person using out product, ideas and techniques. Company does not position this product as a “get rich quick scheme.” Any claims made of actual earnings or examples of actual results can be verified upon request. Client’s level of success in attaining the results claimed in our materials depends on the time Client devotes to the Monthly Breathwork Access Pass, ideas and techniques mentioned, Client finances, knowledge and various skills. Since these factors differ according to individuals, we cannot guarantee Client success or income level, nor is Company responsible for any of Client’s actions.         

LIMITATION OF LIABILITY      

Under no circumstances will Company be liable to Client or anyone else for any direct, indirect, incidental, special or consequential damages (including lost profits), personal injury (including death) or property damage of any kind or nature whatsoever that arise out of or result from: (1) participation in this Monthly Breathwork Access Pass or any content or functions thereof; or (2) any act or omission, online or offline, of any participant in this Monthly Breathwork Access Pass or anyone else, even if Company has been advised of the possibility of such damages. In no event will our total liability to Client for all loss, cost, damage, liability or expense (including attorneys’ fees and costs) that Client may suffer or incur, under any theory of liability, in contract, tort (including, but not limited to, negligence) or otherwise, exceed the lesser of the amount paid by Client, if any, for the right to access or participate in any activity related to this Monthly Breathwork Access Pass.

Under no circumstances will Company or any of the indemnified parties be liable for any delay or failure in performance resulting, directly or indirectly, from any event of force majeure or other cause beyond our or their control including, without limitation, acts of god, war, equipment and technical failures, electrical power failures or fluctuations, strikes, labor disputes, riots, civil disturbances, shortages of labor or materials, natural disasters, governmental actions, orders of domestic or foreign courts or tribunals, or non-performance of third parties.   

The limitations, exclusions and disclaimers in this agreement and elsewhere in these terms of use apply to the maximum extent permitted by applicable law.           

Applicable law may not allow certain of the exclusions, limitations, or disclaimers of liability set forth in these terms of use, so such exclusions, limitations or disclaimers may not apply to Client.    

INDEMNIFICATION

Client, on behalf of Client’s heirs, next of kin, family members, estate, beneficiaries, executors, administrators and representatives (now, collectively, “Client”), agree to indemnify, defend and hold Company, and our licensors, licensees, successors, distributors, agents, representatives and other authorized users, and each of their respective officers, directors, owners, managers, members, employees, agents, representatives and assigns (collectively, the “Indemnified Parties“), harmless from and against any and all loss, cost, damage, liability and expense (including, without limitation, settlement costs and legal or other fees and expenses) suffered or incurred by any of the Indemnified Parties arising out of, in connection with or related to any breach or alleged breach by Client of this Agreement. Client will use Client best efforts to cooperate with Company in the defense of any claim. Company reserves the right, at our own expense, to employ separate counsel and assume the exclusive defense and control of the settlement and disposition of any claim that is subject to indemnification by Client. 

TERMINATION

The Client may terminate this Agreement at any time with seventy-two hours written notice via email. If the Client terminates the Agreement, the client remains financially responsible for the full cost of the Monthly Breathwork Access Pass and must immediately make any payments that are due. No refunds will be provided. All the terms of this Agreement will still apply even after termination.   

NOTICE

All correspondence or notice required regarding the Monthly Breathwork Access Pass will be made to Company and to Client at the e-mail address provided during enrollment in the Monthly Breathwork Access Pass. Should the Client’s e-mail address or contact information change at any time throughout the course of the Monthly Breathwork Access Pass, it is the Client’s responsibility to update the contact information within seventy-two hours.

MODIFICATION OF AGREEMENT      

Any modification of this Agreement or additional obligation assumed by any Party in connection with this Agreement will be binding only if evidenced in a writing signed by each Party.  

ASSIGNMENT

Neither this Agreement nor any other rights or obligations under this Agreement will be assigned or otherwise transferred.       

NO WAIVER

The failure to enforce any provision of this Agreement will not be construed as a waiver or limitation of the right to later enforce and compel strict compliance with every part of this Agreement.

EFFECT OF PARTIAL INVALIDITY   

The invalidity of any portion of this Agreement will not and will not be deemed to affect the validity of any other provision. In the event any provision of this Agreement is held to be invalid, the Parties agree that the remaining provisions will be deemed to be in full force and effect as if they had been executed by both Parties subsequent to the expungement of the invalid provision.

DISPUTE RESOLUTION  

Client and Company will do their best to work out any differences through a phone conversation or via email. However, should a dispute ever arise, Parties agree to submit to binding arbitration before a single arbitrator, selected jointly. Prior to seeking arbitration, Client must submit its complaint to Company with full details about the dissatisfaction with the Monthly Breathwork Access Pass via e-mail to [email protected]. Client understands that the only remedy that can be awarded to Client through arbitration is a full refund of Client Payment made to date. No award of consequential or of any other type of damages may be granted. Any judgment on an arbitrator’s award, if made, is binding and may be entered into any court having the appropriate jurisdiction. By signing this Agreement, Client agrees to a modification of the statute of limitations such that any arbitration must be commenced within one (1) year of the date of the act, omission, or other conduct complained of as submitted in an e-mail or will otherwise be forfeited forever. Arbitration will be held in [San Diego, California], and the prevailing party will be entitled to all reasonable attorney’s fees and costs necessary to enforce the Agreement.    

NON-DISPARAGEMENT

In the event of a dispute between Client and Company, Client agrees not to engage in any conduct or communications, public or private, designed to disparage Company. Where requested by law or arbitration, of course, Client is not prohibited from sharing their thoughts and opinions as a part of the legal process. By signing this Agreement, both Client and Company are acknowledging that each has read, understands, and agrees to and accepts all of the terms of this Agreement. Client's Monthly Breathwork Access Pass will not begin until this signed document has been received, and payment has been made.

NONDISCLOSURE OBLIGATIONS      

Client agree to hold the Confidential Information provided by Company in confidence. Without limiting the generality of the foregoing, the Client, further promises and agrees:

(1) to take commercially reasonable measures to protect and safeguard the Confidential Information that it receives against unauthorized use, dissemination, publication or disclosure;

(2) not to use any of the Confidential Information except in connection with the execution of the Company Services; and

(3) not to, directly or indirectly, in any way, reveal, report, publish, disclose, or transfer any of the Confidential Information except to its affiliates, principals, employees, representatives, accountants, agents, co-investors, advisors, legal counsel, lenders, investors, officers and directors, or as otherwise specifically authorized by Company (collectively, “Representatives”).

NON-SOLICITATION OF EMPLOYEES          

The Client will not specifically solicit for hire or poach The Healing Couples’s employees, agents, consultants advisors, independent contractors, partners, directors or anyone otherwise having an interest in employment or a business relationship; provided that nothing herein will restrict or preclude the Client from doing, or hiring on the basis of, any of the following:

(1) making generalized searches for employees by use of advertisements in the media (including trade media) or an independent employment agency (so long as it is not directed to solicit such persons);

(2) continuing ordinary course hiring practices that are not targeted specifically at anyone working at The Healing Couple; or

(3) responding to any personnel working at The Healing Couple who contacts the Client regarding his or her own employment on his or her own initiative without any direct solicitation by the Consultant other than any search or ordinary course practice referred to in clause (1) or (2) above. 

FORCE MAJEURE

In the event either Party is unable to perform its obligations under the terms of this Contract because of acts of God, strikes, equipment or transmission failure or damage reasonably beyond its control, or other causes reasonably beyond its control, such party will not be liable for damages to the other party for any damages resulting from such failure to perform or otherwise from such causes.

GOVERNING LAW

This Agreement will be governed by and construed in accordance with the laws of California and the courts of San Diego will be the sole forum for resolving disputes hereunder.

ENTIRE AGREEMENT    

This Agreement constitutes the entire agreement between the Parties and any prior understanding or representation of any kind will not be binding upon any Party, except to the extent incorporated in this Agreement.

BY CHECKING THE BOX ABOVE, YOU HAVE READ AND UNDERSTAND THE ABOVE CONTRACT AND AGREE TO THE TERMS AND CONDITIONS IN THEIR ENTIRETY.

 

 

BREATHWORK WITH THE HEALING COUPLE LLC

CORY OSTROOT & JESSICA WAALA

Breathwork Release of Liability, Waiver and Assumption of Risk Agreement 

In consideration of being permitted to participate in any way in Breathwork, as well as any related events or activities with The Healing Couple (hereinafter collectively “the Activities”) I, the undersigned, hereby acknowledge, understand and expressly agree as to the following:

1. Breathwork is not suggested for individuals that are currently pregnant. If you are pregnant, you must have a release from your OBGYN prior to participating. 
2. On behalf of myself, my spouse, my minor children, wards, relatives or other persons under my care, my parents, next of kin, my heirs, assigns, agents, personal representatives and estate, I hereby release, indemnify, and hold harmless the Healing Couple LLC and their employees, agents, representatives, team members, as well as its owners, principals, employees, agents and representatives, with respect to any and all claims I now have or may have in the future resulting from injury, whether physical, mental, psychological or emotional, or any loss or damage to person or property, of any kind, whether arising from the negligence of The Healing Couple LLC to the fullest extent permitted by law. 
3. I understand that there exists a risk of physical, mental, psychological or emotional injury, or although very rare, death, from the Activities, and although compliance with the guidance of The Healing Couple LLC may reduce this risk, the risk of such injury nevertheless does exist. 
4. Breathwork is not suggested for individuals that have recently encountered the following conditions: cardiovascular disease, high blood pressure, glaucoma, retinal detachment, osteoporosis, recent physical injuries or surgeries, mental illness, seizure disorders. If you have any of these conditions, it is suggested to consult with your primary care physician prior to participating in breathwork.
5. I fully acknowledge that I am voluntarily participating in the Activities with knowledge of the danger involved, and I knowingly and freely assume all such risks, both known and unknown, even if arising from the negligence of The Healing Couple LLC or others.
6. I agree to comply with the stated and customary guidance and norms of participation in the Activities. If, however, I observe any unusual hazard during my presence or participation, I will immediately remove myself from participation in the Activities and bring such to the attention of the nearest official forthwith. 
7. I understand and acknowledge that The Healing Couple LLC are not acting in the capacity of physicians, psychologists, or healthcare professionals, and the Activities being offered are NOT intended to treat or diagnose, and does not include treatment for or diagnosis of, any illnesses, disease or disorders, whether physical, mental, psychological or emotional. 
8. I represent and certify that I am in good health physically, mentally, psychologically and emotionally, and fully understand and acknowledge that if I were not in such good health, I would not be permitted to partake in the Activities. As such, my representation and certification that I am in good health in each of the above-enumerated ways constitutes a material term upon which The Healing Couple LLC is relying in permitting me to partake in the Activities.
9. Although this Agreement fully and completely releases The Healing Couple LLC from any and all liability of any kind and of any nature in any way connected to, arising from, or relating to the Activities at issue, I further acknowledge and agree that to the extent that I violate the plain terms of this Agreement by filing a claim, suit or other action against any of the The Healing Couple LLC, any such claim, suit or other action shall be filed solely and exclusively before the American Arbitration Association, as governed by the Commercial Rules of Arbitration, with the initiating party bearing the fees and costs associated with arbitration, and with the prevailing party entitled to recover reasonable attorneys’ fees and costs associated with the arbitration. Any legal or equitable claim that may arise from participation in the above shall be resolved under California law. 
10. By signing this agreement, I acknowledge the contagious nature of COVID-19 and voluntarily assume the risk that myself or my child(ren) may be exposed to or infected by COVID-19 by participating in breathwork with The Healing Couple LLC and that such exposure or infection may result in personal injury, illness, permanent disability, and death. I understand that the risk of becoming exposed to or infected by COVID-19 during the Activities may result from the actions, omissions, or negligence of myself and others, including, but not limited to, employees, agents, independent contractors, affiliates, successors and assigns

ENFORCEABILITY

To the extent that any portion, clause or aspect of this agreement is found to be invalid, void or unenforceable, all other portions, clauses or aspects of this agreement shall remain in full force and effect.  

BY FILLING IN YOUR NAME, CHECKING THE BOX ABOVE YOU COMPLETELY UNDERSTAND THE INFORMATION CONTAINED IN THIS BREATHWORK RELEASE OF LIABILITY, WAIVER, AND ASSUMPTION OF RISK AGREEMENT.