USER AGREEMENT FOR PHOENIX RISING WITH DR. G’S

“THE ULTIMATE EATING DISORDERS BOOTCAMP FOR PARENTS”

This User Agreement (“Agreement”) is made between Mindful Moments, Inc., d/b/a Phoenix Rising with Dr. G (“Phoenix Rising with Dr. G”), located at 500 North Randall Road, Suite 2001, ​​Batavia, Illinois 60510, and the Client (“Client”). Collectively, the signatories to this Agreement may be referred to as the “Parties.”

Recitals

WHEREAS, Phoenix Rising with Dr. G is engaged in the business of wellness consulting, psychotherapy, and client coaching services; and,

WHEREAS, Client desires to engage Phoenix Rising with Dr. G to provide services to Client in the form of Webinars, Audio and/or Visual Presentations; and,

WHEREAS, this Agreement memorializes the Parties’ agreement concerning the Program; and,

WHEREAS, each party is entering into this Agreement as their own, free voluntary act after having had the opportunity to have independent counsel of their own choosing review this Agreement.

NOW, THEREFORE, in consideration of the Recitals stated above, which are incorporated into this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby specifically acknowledged, the Parties agree as follows:

SECTION 1: Program and Program Fees.

1.1. Program: Under the terms of this Agreement, Phoenix Rising with Dr. G agrees to provide services to Client in the form of Webinars, Audio and/or Visual Presentations in exchange for payment of a “Program Fee.” The Program Fee will be determined in accordance with Section 1.4 below.

1.2. Term: The Term of this Agreement shall commence upon Client’s acceptance of this Agreement AND payment of the applicable Program Fee. Upon commencement of the Term, Client will have lifetime access to the Program.

1.3. Termination: Phoenix Rising with Dr. G may terminate this Agreement at any time in its sole discretion upon written notice to Client.

1.4. Program Fees: Upon acceptance of this Agreement, Client shall pay Phoenix Rising with Dr. G a one-time payment of $199.00 (“Program Fee”), which shall provide Client with lifetime access to the Program. 

1.5. Promotional Material: By entering into this Agreement, Client authorizes Phoenix Rising with Dr. G to reproduce and/or disseminate any testimonial(s) from Client concerning, describing or otherwise referencing Client’s experience with the Program. Client understands that the authorization provided herein allows for Phoenix Rising with Dr. G to use any written statements Client publishes to social media accounts and/or online forums. The authorization provided herein also includes Phoenix Rising with Dr. G’s use of any images captured, or otherwise recorded, during Client’s attendance at any event(s) related to the Program.

1.6. No Refunds: Phoenix Rising with Dr. G adheres to a strict “no refund policy.” Therefore, once the Program Fee is paid, Phoenix Rising with Dr. G will not make any refunds of any portion of the Program Fee.

1.7. Incidental Fees and Expenses: Client agrees to pay for any incidental fees and/or expenses associated with Phoenix Rising with Dr. G’s delivery of the services called for by the Program under this Agreement. Such fees and expenses may include, but are not necessarily limited to, transaction fees, conversion fees, or expenses incurred in connection with the delivery of any service.

SECTION 2: Representations and Limitation of Liability.

2.1. Success NOT Guaranteed: Client understands that Phoenix Rising with Dr. G provides programs related to wellness, but Phoenix Rising with Dr. G does NOT guarantee any specific result. Client understands and acknowledges that everyone’s measure of success is different and is further dependent on factors such as Client’s own desire, dedication and motivation. Client understands that examples of outcomes, wellness, or testimonials, provided by Phoenix Rising with Dr. G, are not meant as a guarantee of Client’s success.

2.2. Phoenix Rising with Dr. G is NOT Your Medical Provider or Your Mental Health Provider: Phoenix Rising with Dr. G is not, nor does it hold itself out, as a medical doctor/physician, nurse, physician’s assistant, advance practice nurse, or any other medical professional (all to be considered a “Medical Provider”). Moreover, Phoenix Rising with Dr. G is not, nor does it hold itself out, as a psychiatrist, psychologist, therapist, counselor or social worker (all to be considered a “Mental Health Provider”). Furthermore, Phoenix Rising with Dr. G is not, nor does it hold itself out, as a registered dietician, licensed nutritionist or member of the clergy. Client agrees that Phoenix Rising with Dr. G is not providing health care, medical or nutritional therapy services, or attempting to diagnose, treat, prevent or cure any physical, mental or emotional issue, disease or condition. Client understands that Client is voluntarily entering into this Agreement for the Program specified herein, and that Client further understands that Client is able to, and should, seek the advice of Client’s own Medical Provider and/or Mental Health Provider concerning Client’s medical care and/or mental health care.

2.3. Limitation of Liability: In no event shall Phoenix Rising with Dr. G be liable to Client for any damages, claims, liabilities, or losses, for any reason whatsoever, whether in tort or contract, seen or unforeseen, beyond the Program Fee paid by Client at the commencement of this Agreement. The limitation of liability herein described shall be applied to the greatest and broadest extent enforceable under applicable law.

SECTION 3: Confidentiality.

3.1. Confidentiality: Access to the Program is limited to the Client. Client agrees not to provide or make available any of the Program’s materials, including but not limited to Program documents, videos, webinars or audio feeds/recordings, available to any third party. Client further agrees not to provide Client’s login credentials to any third party. Client also agrees not to teach the techniques gained through the Program to any third party, or otherwise disclose or discuss information revealed in any portion of the Program for any purpose other than exercising rights expressly granted to Client by this Agreement.

3.2 Intellectual Property: Client acknowledges that all of the Program’s materials, including but not limited to Program documents, videos, webinars or audio feeds/recordings, as well as all techniques taught during the course of the Program are the sole Intellectual Property of Phoenix Rising with Dr. G. Except for the limited, revocable license granted to Client by this Agreement, this Agreement does not grant Client any ownership or other right or interest in or to the Intellectual Property. Intellectual Property of Phoenix Rising with Dr. G shall include any and all trademarks or service marks that Phoenix Rising with Dr. G uses in connection with the Program and/or services rendered by Phoenix Rising with Dr. G.

3.3. Breach:     If Client fails to satisfy any one or more of its obligations identified in Sections 3.1 or 3.2 above, regardless of whether the commission of such act is intentional or unintentional, Client shall be in breach of its obligations under this Agreement. In the event of Client’s commission of an act constituting breach, Client shall take all necessary action required to remedy the breach and to mitigate the transmission of Phoenix Rising with Dr. G’s Intellectual Property as a result of Client’s act(s) resulting in disclosure of such Intellectual Property without any prior notice from Phoenix Rising with Dr. G. In the event Client is notified of a breach by Phoenix Rising with Dr. G, then Client shall have five (5) calendar days from the date of notice to remedy said breach. Notice issued by Phoenix Rising with Dr. G shall be in accordance with Section 4.7 of this Agreement.

SECTION 4: Miscellaneous.

4.1. Non transferability: The rights and obligations under this Agreement are personal to Client. Client may not assign or transfer any rights or obligations under this Agreement. Moreover, nothing in this Agreement is intended to create a benefit for any third party or create any third-party beneficiary hereof. The rights conferred and obligations required under this Agreement shall be limited to the Parties hereto.

4.2. Indemnification: Client agrees to defend, indemnify, and hold harmless Phoenix Rising with Dr. G, its agents, officers, owners, employees, and attorneys, from any and all claims, actions, liabilities, demands injuries, damages, losses, grants, costs, and expenses, including reasonable attorney fees, arising out of or in connection with any use of the Programs that is the subject of this Agreement.

4.3. Integration: This Agreement, along with any additional terms or policies incorporated herein by reference, represents the entire Agreement between Client and Phoenix Rising with Dr. G concerning the Program. This Agreement supersedes and replaces any prior proposal, representation, or understanding Client may have had with Phoenix Rising with Dr. G relating to the Program, whether oral or written.

4.4. Amendments: Phoenix Rising with Dr. G reserves the right, in its sole discretion, to amend this Agreement, from time to time, by posting an updated version of the Agreement at www.impactwithinfluence.com.

4.5. Governing Law and Jurisdiction: This Agreement is governed by the laws of the State of Illinois. The Parties irrevocably submit to the exclusive jurisdiction of any dispute concerning this Agreement, or the Program, to the 18th Judicial Circuit Court, DuPage County, Illinois.

4.6. Attorneys' Fees and Legal Expenses. If any proceeding or action shall be brought related to this Agreement, then Phoenix Rising with Dr. G shall be entitled to recover its reasonable attorneys' fees and court costs.

4.7. Notices: Any notice or other communication required or permitted hereunder shall be in writing and shall be deemed to have been duly served as follows: (i) on the date delivered personally to an officer of the party to be notified, (ii) on the date of delivery by overnight or express mail through the United States Postal Service (USPS) or a commercial service with confirmed delivery, (iii) on the date sent by electronic transmission to the facsimile number or internet (email) address set forth below, provided that a confirming mailing is made as described in (iv) below; or, (iv) on the third day after mailing if mailed to the party to whom notice is to be given by USPS first class mail, or on the date of return receipt if sent by USPS registered or certified mail, postage prepaid, and properly addressed as follows:

If to Phoenix Rising with Dr. G:

Phoenix Rising with Dr. G

Attention: Dr. Melissa Geraghty

500 North Randall Road

Suite 2001

​​Batavia, Illinois 60510

Email: [email protected]

Notices to Client will be sent to email address and/or mailing address provided at time of Client’s execution of this Agreement.

Or, to such other addresses or internet (email) addresses as may be designated by either party hereto by written notice to the other as hereinabove provided.

4.8.      Severability/Application: The fact that a provision of this Agreement or its application to a person or to any circumstances is in any way held to be invalid or unenforceable shall have no effect on the remaining provisions of this Agreement or on the application of such provision to persons or circumstances other than those with respect to which it was held to be invalid or unenforceable. Each provision of this Agreement is valid and may be fully enforced under the law, independently of any other provision of this Agreement, as each provision is hereby declared to be severable from all other provisions.

4.9. No Waiver/Enforceability: The omission by a party to enforce any provision of this Agreement, or to exercise its rights hereunder, shall not be construed as constituting a waiver of such provision or such rights. Nor shall a party’s omission to enforce any right under this Agreement in any way impair the validity of this Agreement nor deprive such party of the right to subsequently require absolute respect of its rights or compliance with such provision, or any other provision, of this Agreement. The fact that a party exercises rights shall not preclude or deprive such party from exercising any other rights conferred upon it hereunder or otherwise, whatever legal action or proceedings it may previously have brought. No waiver by a party of the performance of any of the provisions hereof shall be applicable unless such waiver is recorded in writing and signed by a duly authorized representative of such party.

4.10. Binding Effect and Non-Assignment: This Agreement shall be binding on and inure to the benefit of the Parties and their successors, assigns and personal representatives. This Agreement shall not be assignable by either Party without prior written consent of the other Party.

4.11. Headings: The headings and captions of the sections of this Agreement are included solely for convenience of references and do not control the meaning or interpretation of any provision of this Agreement.

This Agreement is effective as of the date accepted by the Client.