TERMS AND CONDITIONS OF USE FOR
NAMASLAY WITH NAMS™ COACHING (1:1 Voxer)

OVERVIEW

This Client Contract (“Agreement”) is entered into between you (“Client”) and Naomi Levine, owner of Namaslay With Nams, (“Coach”) for one-on-one coaching services. This is a legally binding agreement between the Client and Coach that has been reached after an offer and acceptance was made, and valuable consideration was exchanged. The purpose of this Agreement is to detail the services provided by the Coach and set forth the responsibilities of the Client, in accordance with the terms and conditions of this Agreement. The Client and the Coach are collectively referred to herein as the “Parties'' or individually as a “Party”.

The Parties intend to be legally bound and agree to the following terms and conditions contained in this Agreement. This Agreement shall become effective between you and the Coach by clicking “Complete Order” “Purchase” or any other phrase on the purchase button, entering your credit card information or other billing method (either in full or partial payment) and may only be terminated for the reasons set forth below.

TERM

This Agreement shall become effective between the Client and the Coach when the Client returns a signed copy of this Agreement and the initial required payment is received as defined below. This Agreement shall remain in full force and effect for one month from the date of payment unless terminated earlier in accordance with the provisions of this Agreement.

SERVICES

The Client agrees to purchase the one-on-one coaching services offered by the Coach, under the payment terms listed below.

The Coach agrees to provide the following services:

Voxer Support:
There shall be 24/5 support provided through Voxer for the duration of the packages. The support may be provided directly by the Coach. Any messages received by the Coach shall be answered within 24 business hours of receipt (Monday thru Friday).

Modification of Services
Any service outside the scope of this agreement may require a new agreement. No material changes to the services will be made and the Coach shall have no obligation to perform any additional or modified services unless and until the Parties reach a new written agreement.

CLIENT AND COACH DUTIES AND RESPONSIBILITIES

Client Communication:
The Client agrees to remain in reasonable communication with the Coach throughout the duration of the services.

Email Communications:
Communication about services will be made with the Client through email, using the email address provided by the Client upon registration. The Coach may send promotional information, updates, or offers periodically via email, either from the Coach or its affiliates unless the Client has opted out of receiving such information. Contact information or preferences may be updated by the Client at any time by sending a request to the Coach via email.

PAYMENT POLICY

Fees:
The Client agrees and authorizes the Coach to charge their designated payment type (credit card or other billing method) for the full purchase price of the services as full consideration for the services. Payment shall be made in the amount of $697, or $597 if the subscription option is selected.

If the Client agrees to pay in full, an invoice will be sent to the Client via email for payment to be made through ThirveCart (via PayPal or Stripe). The Client understands that this agreement will not take effect until payment is made.

If the Client selects the subscription option, Client authorizes the Coach to charge their billing method $597 each month without additional separate authorization. Invoices will be sent to the Client via email for payment to be made through ThirveCart (via PayPal or Stripe). If payments fail for any reason (updated credit card is needed, payment information update is required, credit card expired, etc), the Client agrees to resolve it immediately, within 5 business days. If the billing method is not updated or fixed within 5 business days, access to the services will be revoked until corrected. If payment is still not received after the 5 business days, a late fee will be assessed in the amount of $77.

Chargebacks:
The Client agrees to not make any chargebacks to the Coach’s account or cancel the credit card or billing method used without the prior written consent of the Coach. In the event a chargeback or merchant dispute is commenced by Client with their bank for the services received under which payment was owed and Client is successful in recovering these funds, the Coach will provide this contract to the bank as well as evidence of your receipt of services. The Coach reserves the right to report any chargeback incident to credit reporting agencies as a delinquent account.

REFUND POLICY

Due to the digital nature of some of the services included, all services are non-refundable once all coaching services have been rendered. However, if the Client entered into a payment plan and is not satisfied with the investment and the services rendered, the Client may request future payments to be forgiven. If payment was made for the services in full and are not completely satisfied, the Client may request a refund only for the sessions not yet rendered.

GUARANTEES AND WARRANTIES

The Coach does not guarantee any results with respect to the services or products provided under this Agreement, and it is for educational purposes only. The Coach tries to provide up-to-date and accurate information but does not make any representations that the information provided is always accurate, free from errors or omissions, current or reliable. The services and products under this Agreement are provided “AS IS” and the Coach disclaims all warranties of any kind, express or implied, including an implied warranty of fitness for a particular purpose, infringement and merchantability.
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The Coach does not guarantee any outcome based on the Client’s purchase of services. Past results in other instances do not guarantee a similar outcome. No representations or warranties are made as to the accuracy or completeness of the services and use is at your own risk.

LIMITATION OF LIABILITY
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The Coach will not be liable for any direct, indirect, incidental, consequential, exemplary, punitive or other damages arising out of or relating to the Client’s use of the Coach’s services or any services provided by third-parties, third-party claims, or any misuse of information, services or products, regardless of whether such liability is based on breach of contract, tort or otherwise, and even if advised of the possibility of such damages or if damages could have been reasonably foreseen. In no event should the Coach’s cumulative liability to you exceed the total purchase price of the services purchased from the Coach. This limitation of liability remains in full force and effect regardless of termination of this Agreement.

INTELLECTUAL PROPERTY - LICENSE AND RESTRICTIONS

The services provided by the Coach contain intellectual property that belongs to the Coach. All rights reserved. The Coach hereby grants to the Client a worldwide, revocable, non-exclusive, non-transferable, non-sublicensable license to use the services included for the individual purposes intended under this Agreement. This does not grant the Client a license to sell, rent, copy, share or otherwise transmit or disseminate the services, with anyone else for commercial or non-commercial use, unless otherwise specified. The services may not be reproduced, republished, uploaded, posted, derivative works created from, transmitted, distributed, or publicly displayed in any manner without written permission from the Coach.

Any violation by the Client of the license provisions contained herein may result in immediate termination of the Client’s license to use the services, and access to use will be revoked. Violating this license may result in charges to the Client from the Coach for the license sold, shared, or otherwise transmitted. The Coach reserves the right, title, and interest not expressly granted under this license to the fullest extent permitted under applicable laws.

The Client acknowledges that the intellectual property contained in the services is the property of the Coach and may be protected by applicable copyright and other intellectual property laws and subject to use restriction under those laws. The services may contain trademarks, service marks, trade secrets, graphics, and logos that are the property of the Coach. Your purchase does not grant you a license to use such.

CONFIDENTIALITY

The Parties acknowledge that confidential information may be disclosed by either party due to the nature of their relationship under this Agreement. “Confidential information” shall include information relating to the Coach’s services, business and operations, including but not limited to business plans, sources, strategies, trade secrets, procedures, marketing strategies, data, all other non-public information, and know-how or other intellectual property that may be communicated in any manner to the Client. All confidential information disclosed to the Client shall remain the property of the Coach without prior written consent.

The Client may only use Confidential Information to market their own business, but may not sell, rent or share the Confidential Information as their business. The Client shall not disassemble, duplicate or reverse engineer any of the Confidential Information.

Unauthorized disclosure or use of Confidential Information by the Client in violation of this Agreement is a breach of this Agreement, which may result in irreparable harm to the Coach and may be subject to legal action to (1) prevent any further breach of the Agreement, and (2) any other remedies available in law or equity.

PROHIBITED USE

The Client acknowledges that the services are to be used for the purposes intended above and not for any unlawful purpose or any purpose prohibited by the terms of this Agreement. The Coach reserves the right to terminate the Client’s access to the services without notice if the use has not been in accordance with the terms of this Agreement.

INDEMNIFICATION

The Client acknowledges and agrees to indemnify and hold the Coach harmless, including costs and attorneys’ fees, from any third-party claim, demand, liability, or damages made against the Client arising out of the Client’s use of the services, breach of this Agreement, negligence or misconduct. The Coach shall provide the Client with written notice of any claim. This clause contains the entire indemnification agreement with respect to the parties.

SEVERABILITY

If any provision of this Agreement is held, in whole or in part, to be unenforceable for any reason, the remainder of that provision and of the entire agreement will be severable and remain in full force and effect.

WAIVER

The Client acknowledges and agrees that the failure of the Coach to enforce any provision of this Agreement shall not be deemed a waiver of the Coach’s rights under this Agreement to subsequently enforce any provision of this Agreement.

NON-DISPARAGEMENT

The Client agrees to refrain from making any disparaging statements about the Coach or the services that negatively affects the Coach’s business, services, products, or reputation.

GOVERNING LAW

The Parties agree and acknowledge that this Agreement is governed by and interpreted under the laws of Massachusetts. Any dispute arising out of or in connection with this Agreement will be brought exclusively in any state or federal court located in Massachusetts. Both parties agree to waive any objections as to personal jurisdiction or venue and as to any claimed inconvenience of the chosen forum.

ATTORNEY’S FEES

Any legal fees incurred due to the enforcement of this Agreement by the Coach, if prevailing, shall be entitled to recover its reasonable attorney’s fees and costs from the Client. This includes collection fees and costs incurred by the Coach in collecting payment of any amount due under this Agreement.

ASSIGNMENT

This agreement is between the Client and the Coach only, and not any other person or business entity. This agreement may not be assigned or transferred to any other person or entity without the express written consent of the Coach.

FORCE MAJEURE

Neither Party shall be liable for any failure or delay in the performance of any obligations under this Agreement, except for the payment of money, if the failure or delay in performance is due to causes beyond its reasonable control, including civil commotion, war, fires, floods, accident, earthquakes, telecommunications line failures, electrical outages, network failures, governmental regulations or controls, casualty, terrorism, pandemics, epidemics, local disease outbreaks, public health emergencies, acts of God, or other similar or different occurrences beyond the reasonable control of the defaulting or delaying party, for as long as the force majeure event is in effect. Reasonable efforts shall be made to notify the other party of such occurrence within 5 days of its occurrence. Force majeure events shall not include a party’s financial inability to perform its obligations under this Agreement.

TERMINATION

This Agreement may be terminated under any or all of the circumstances listed above. If access to the services is revoked by the Coach due to a breach of one or more of the provisions contained in this agreement, the Coach may terminate this agreement immediately and will provide written notice to the Client. Upon termination of this Agreement, the Client shall pay for any services rendered prior to the effective date of termination.

HEADINGS

The headings used in this agreement are for convenience and reference purposes only and shall not be used to define or limit the scope or intent of this agreement.

ENTIRE AGREEMENT

The Client acknowledges and agrees that this Agreement contains the entire agreement of the parties. No other agreement, statement, or promise made on or before the effective date of this Agreement will be binding on the parties.