THE HEART-CENTERED LAWYERS MEMBERSHIP AGREEMENT

Thank you for enrolling in The Heart-Centered Lawyers Membership (“Membership”). All sales are final for this Membership and payments will continue to be charged until the Subscription is canceled manually, pursuant to terms & conditions (the “Agreement”) below.

By clicking “Buy Now,” “Complete Order,” or any other phrase on the purchase button, entering your credit card information, or otherwise rendering payment (either in-full or partial) for the Membership for which these terms appear, you (hereinafter referred to as “you,” “Customer,” or “Client”) agree to be provided with the Membership created by Dana Shaker, ("Creator” or “Coach”) in her capacity as owner of Journey and Practice LLC (“Company”), and you are executing a legally binding agreement with the Company, subject to the following terms and conditions:

1. INTRODUCTION

Journey and Practice LLC (“Company”) is a company that provides people with yoga, meditation, career strategy, mediation, and general wellness tools and coaching services to help them empower themselves to become more knowledgeable and intentional about their life and career choices and better support their overall wellbeing.

Company has created The Heart-Centered Lawyers ("Membership") as an ongoing subscription-based platform to provide Customers with career strategy, yoga, meditation, journaling, and wellness services, as well as to educate Customers on what it means to be a lawyer who is of their highest service to themselves and their clients while paving a new way forward for the legal profession.

The Membership is a monthly program that may include live Zoom coaching, yoga, and wellness classes, networking and community-building Zoom sessions, pre-recorded yoga and wellness videos, a private online chat group, journaling prompts, and discounts on other Journey and Practice LLC services (granted at the sole discretion of Company).

There is one (1) subscription option to enroll in the Membership: monthly. Customer agrees to this subscription option by signing this agreement and paying at checkout and this Agreement will be bound by this option as the term of this Agreement. Customer shall be obligated to make all payments pursuant to this option. Currently, the Membership is forty-seven dollars and zero cents ($47.00) per month. Company retains the right to change this monthly rate or provide discounted rates at any time.

2. PAYMENT & FEES

(a) Upon execution of this Agreement, Customer agrees to pay to the Company the full purchase amount for the Membership (the “Membership Fee”), regardless of what payment option Customer selects at checkout.

(b) This is a subscription-based product with recurring billing, pursuant to the timeframe selected by Customer at checkout. The initial Membership Fee will be billed at checkout and the start of Customer’s membership; the recurring Membership Fee will be billed at the end of each month, consistent with the option selected by Customer at checkout. Payments will be automatically billed via the same payment method used at checkout. See Section 3 (Cancellation) with instructions to cancel.

(c) Customer authorizes Company to charge the credit card or account used at checkout to complete all payments pursuant to the payment plan Customer selected at checkout, and Customer does not require separate authorization for each payment.

(d) If any payments fail, Customer agrees to remedy the situation immediately (ie. update Customer’s payment information, provide a new credit card, and/or make all past-due payments within 5 business days) or else Customer forfeits his/her/their right to access the Membership.

(e) The Customer shall not threaten or make any chargebacks to the Company’s account or cancel the credit card that is provided as security without the Company’s prior written consent. Company reserves the right to collect any and all monies owed by Customer to Company for the Membership, by any means necessary within the parameters of the law. The Customer shall pay for any fees associated with recouping payment, including but not limited to, collections fees and attorneys’ fees. In the event of a chargeback, Company reserves the right to report the incident to credit reporting agencies as a delinquent account.

(f) Late Fees - Company understands that, from time to time, there are issues with payment. All payments must be received by Company within five (5) days of the due date for that installment. Any payments not received within 5 days of their due date shall be subject to a late fee of $25.00 USD. Any payments not received within 10 days of their due date shall result in Customers breach of these terms and may result in removal of access to the Membership. Customer shall still remain responsible to make all payments due and owing under this Agreement to Company in the event Customer’s access to the Membership is revoked.

3. TERM, TERMINATION & CANCELLATION

(a) Term - The Term of the Agreement shall be for at least as long as the subscription package purchased by Customer, with the exception of Sections 8 through 11, which shall survive the Term of this Agreement, and continue until either party terminates pursuant to the cancellation policy below.

In other words, if Customer selects the monthly option, then Customer will be charged for one month and the Term of the Agreement shall be for at least one month and continue month-to-month until terminated by either party.

(b) Termination - Customer dissatisfaction with Company and/or Membership mentor’s subjective teaching style, independent judgment, methods, or other techniques are not valid reasons for termination of this Agreement or request of any monies returned to Customer. Even if Customer does not complete all portions of the Membership, Customer is nevertheless responsible for all payments due and owed under this Agreement by making the first payment of the Membership at checkout and executing this Agreement.

(c) Cancellation - This is a subscription-based Membership. The subscription shall automatically renew at the end of the initial term (ie. the package Customer selected at checkout) until Customer cancels. By signing this Agreement, Customer affirmatively consents to this arrangement.

In order to cancel their Membership and terminate the Agreement, it is best practice for Customer to notify Company in writing via email at hello@journeyandpractice.com at least five (5) days before the initial term expires in order to avoid being billed for the renewal (“Cancellation”). However, in compliance with California law, Customer may notify Company in writing via email at hello@journeyandpractice.com of its cancellation at any time. By signing this agreement, Customer agrees to allow Company 24-48 hours to process the Cancellation received via email and understands Company will make every effort to cancel a subscription as soon as possible. Company will also provide an email cancellation template for Customer’s use both in Customer’s receipt and in a designated section in the Membership Learn+ portal, referenced in more detail below. Other online methods of cancellation may become available to Customers at a later date, but such methods will be implemented only at the sole discretion of Company. After Cancellation, Customer may continue to use their account for the Membership for the duration of their billing period. Following Cancellation, Customer will lose access to all information, workshops, group communities and other Membership content.

4. DISCLAIMERS

For the purposes of the Membership, neither the Creator nor the Company is a doctor, nurse, registered dietician, physical therapist, occupational therapist, psychiatrist, psychologist, therapist, counselor, state licensed mental healthcare provider, other licensed medical or mental healthcare professional, master of science in nutrition, nutritionist, certified personal trainer, hypnotherapist, employee, manager, or other agent of Customer and/or Customer’s business, lawyer, accountant, psychiatrist, business operations manager, financial analyst, business executive, or other agent of Customer’s business. Customer understands that coaching is working with the Creator and the Company to help Customer think through and analyze decisions, share yoga and wellness practices, and assist Customer with finding his/her own direction. The Creator and Company may offer her/its opinion regarding decisions, or may offer yoga and wellness practices, but it is the responsibility of Customer to make the final decision and choose the best option for himself/herself/themselves.

Coaching Services defined: The Coach is a Yoga and Meditation Teacher, and Wellness and Mindset Coach, who offers the following Coaching Services (or “Services”) as part of the Membership: yoga and wellness practices and techniques; assistance for Clients to discover his/her/their own entrepreneurial or career direction; and providing general guidance and insight on relevant yoga, wellness, and career topics.
Although the Coach may offer Client tools to help improve all aspects of Client’s life, the coaching services in this Program are specific and limited in nature, defined at the sole discretion of Creator/Coach and Company. The Coach is a Yoga and Meditation Teacher, and Wellness and Mindset Coach, who offers Coaching Services in the form of Yoga and Meditation Teachings and Wellness and Mindset Coaching (herein collectively referred to as “Coaching Services”). Client understands that Yoga is a physical, mental, emotional, and spiritual practice originating in ancient India which includes the practice of meditation (hereinafter referred to as “Yoga”). Yoga and Meditation Teaching is tailored yoga and meditation classes, teachings (including but not limited to philosophical and energetic principles and systems like the Eight Limbs of Yoga and the Chakra System), tools, skills, and practices to help Client learn how to become more knowledgeable and intentional about her choices and better support her overall wellbeing. Yoga and Meditation Coaching may contain breathwork (“Breathwork”) techniques. Breathwork is defined by Merriam-Webster dictionary as “conscious, controlled breathing done especially for relaxation, meditation, or therapeutic purposes.” Wellness and Mindset Coaching is assisting Client to learn more about how to incorporate wellness practices into her daily life and assisting Client in identifying and working through limiting beliefs so that she can become more knowledgeable and intentional about her choices and better support her overall wellbeing.

Client also understands that the Membership is not a substitute for medical and/or other health care. Client hereby understands and agrees that neither Coach nor Company is “diagnosing” or “treating” the physical body, which falls under the jurisdiction and expertise of licensed medical health care providers. Client also understands that “healing” as it relates to energy work, Yoga, or Breathwork is different as it relates to medical or physical needs. Client hereby acknowledges and agrees that they shall consult their health care provider and discuss any recommendations made by Coach or Company. From time to time, it is possible that energy that is relieved or moved during Yoga, meditation, or Breathwork practices may present itself in physical and/or emotional manners. Client also agrees to immediately inform their health care provider of any illness, pain, or other mental distress and/or physical discomfort that occurs during or after Client’s participation in the Membership.

Client also acknowledges and understands that the exact benefits and risks of Yoga are not fully known. As such, all methods used by Coach and Company are merely experimental and cannot promise to deliver specific results or achieve specific outcomes. Client hereby assumes and accepts all risks associated with the Membership described herein.

Coaching Services do not include: 1) professional advice regarding eating disorders; 2) performing any physical and/or occupational therapy services for Client; 3) therapy sessions in the form of psychotherapy, psychoanalysis, or behavioral therapy; 4) in-person personal training services; 5) medical advice, medical treatment, psychiatric expertise, or mental health counseling; 6) advice regarding injuries, health conditions, and/or other defects (though modifications to certain yoga poses in the context of a yoga class may be offered to assist the Client so that he/she/they may fully and safely participate in said yoga class); 7) traditional Bar Exam Preparation Services, such as essay or multiple choice review, analysis, and feedback; 8) legal or financial advice; 9) introduction to Coach or Company’s professional network and business relationships; 10) one-on-one coaching services; 11) unlimited feedback and/or question and answer sessions.

Client agrees that neither Coach nor Company is responsible for any physical injuries, diseases, illnesses, or other health conditions that might arise during or after the Membership. Client agrees to hold Coach and Company harmless of any liability regarding any diagnosis of any such injury or health condition that arises during or after the Program. If Client is aware of a pre-existing injury, disease, or health condition, Client hereby acknowledges that she has consulted a doctor. By signing this Agreement, Client hereby acknowledges that she has been cleared by a doctor to continue with the Coach and Company, Coaching Services, and the Membership.

Although Coach is trained to perform the above Breathwork Services, Coach is not a licensed therapist, medical professional or other mental health care provider; in order to get medical advice, Client must see a doctor. Coach does not represent the Services as any form of health care or psychotherapy, and despite research to the contrary, by law Coach may make no health benefit claims for said Services. However, these holistic practices are client-centered disciplines, in which Coach is highly trained to assist Client to accomplish their goals, whatever they may be, using the Services described above. Nevertheless, the Services may not be regulated by any government or administrative body. Coach also does not provide any type of therapy services, despite the word “therapeutic” being included in the common definition of breathwork; the type of Services utilized by Coach are non-therapeutic in nature and are designed to supplement treatment and/or advice from licensed medical and mental health providers. Nothing in the Services shall be construed as a substitute for the treatment or advice of a doctor or other licensed medical professional.

Neither Coach nor Company represent the Services as any form of health care or psychotherapy, and despite research to the contrary, by law Coach may make no health benefit claims for said Services. Client hereby acknowledges that breathwork is not a substitute for medical care, as breathwork neither diagnoses nor treats any medical conditions. Instead, breathwork provides tools for you to complement your medical or other treatments. If any medical symptoms persist or progress, even acutely, you hereby agree to inform your medical provider immediately and seek medical attention. You also hereby agree to notify Coach and Company with any updates to your medical condition after beginning Services and to indemnify Coach and Company of any health issues that may persist or progress whilst working with Coach and/or Company. Client hereby assumes and accepts all risks associated with the Services described herein.

(b) Customer understands that the Membership is created to help Customer learn new skills and assist Customer with finding their own direction. The Membership may offer guidance regarding decisions, but it is the responsibility of the Customer to make the final decision and choose the best option for themselves. Customer understands that the Membership has been designed by Company for general educational and informational purposes only, with the goal of teaching Customer new skills and providing Customer with awareness of yoga and wellness practices. Through the Membership, the Company might provide guidance regarding decisions, but as referenced above, it is ultimately the responsibility of the Customer (and only the Customer) to make the final decision for his/herself/themselves.

Customer hereby acknowledges that Customer is solely responsible for the amount and type of results and/or other income that Customer generates by implementing techniques, practices, and advice provided by Coach and/or Company. Customer also acknowledges that he/she/they is/are solely responsible for any decision to leave his/her/their other career, job, or profession in order to pursue Customer’s business idea and indemnifies Coach and Company from any liability regarding said decision. Similarly, Customer also agrees that he/she/they is/are solely responsible for any personal decision and indemnifies Coach and Company from any liability regarding said decision.

Customer hereby acknowledges that Customer is solely responsible for the amount and type of income that Customer generates by implementing techniques and advice provided by Membership. Customer also acknowledges that the Company cannot and does not guarantee that implementation of the information and education in the Membership will provide Customer with a radically different life, a lucrative business, passing the Bar Exam, or another achievement related to one’s personal or professional life. Customer also agrees that he/she/they is solely responsible for any decision Customer makes and indemnifies Company from any liability regarding said decision.  By using Company’s services and purchasing this Membership, Customer accepts any and all risks, foreseeable or unforeseeable, arising from such a transaction. Customer agrees that Company will not be held liable for any damages of any kind resulting or arising from the use or misuse of the Membership. Customer agrees that use of this Membership is at Customer’s own risk.

(c) Customer hereby acknowledges that yoga, meditation, coaching, and journaling are subjective services and Company’s methods to provide this service may change in terms of style and/or technique. Company and/or Coach may use its personal judgment to provide the Membership services to Customer, even if these methods do not follow strict adherence to Customer’s suggestions.

(d) This Membership may include access to third-party content, provided as a courtesy. Company is not responsible or liable for any third-party content inside the Membership.

(e) This Membership does not include: 1) professional advice regarding eating disorders; 2) performing any physical and/or occupational therapy services for Client; 3) therapy sessions in the form of psychotherapy, psychoanalysis, or behavioral therapy; 4) in-person personal training services; 5) medical advice, medical treatment, psychiatric expertise, or mental health counseling; 6) advice regarding injuries, health conditions, and/or other defects (though modifications to certain yoga poses in the context of a yoga class may be offered to assist the Client so that he/she/they may fully and safely participate in said yoga class); 7) traditional Bar Exam Preparation Services, such as essay or multiple choice review, analysis, and feedback; 8) legal or financial advice; 9) introduction to Coach or Company’s professional network and business relationships; 10) one-on-one coaching services; 11) unlimited feedback and/or question and answer sessions.

(f) Communication With Other Members - Company shall not be held liable, either directly or indirectly, for Customer’s communication with any other student or third-party that may or may not be part of the Membership. For instance, as part of the Membership, the Company may encourage students to broaden their marketing message by collaborating with other third-parties. These are mere suggestions and it is important to note that creating relationships and communicating with third-parties is the sole responsibility and at the sole discretion of the Customer. Company is not liable for the actions of those third-parties, nor is Company to be held responsible for any communications, conflicts, or damages that occur through Customer’s communication and/or collaboration with a third-party. While Company will take reasonable measures to ensure there is no injurious communications inside the Membership, it is the responsibility of all students to act with their own volition and discretion when communicating with others.

5. MEMBERSHIP SPECIFICS

The Membership may includes pre-recorded videos, journaling prompt workbooks, and/or other resources. The Membership may also includes live yoga and wellness Zoom classes, as well as live Zoom networking, community, and career strategy chats. Yoga classes provide a yoga class for members; wellness classes provide space and accountability for members to complete a wellness activity of their choosing; live networking, community, and career strategy chats provide a forum for people in the group to get to know each other. The Company also agrees to provide additional feedback, but not unlimited feedback, in the form of a private online chat group created exclusively for the Membership Customers.

This Membership may be distributed by Company either directly or through a third-party platform. Company reserves the right to substitute services equal to or comparable to the value of Membership if reasonably required by the prevailing circumstances as determined exclusively by Company. Access to this Membership is currently through a third-party platform, ThriveCart’s Learn+ platform (“Learn+”). Company is not liable for any limitation of access to the Membership caused by Learn+ or ThriveCart.

6. CUSTOMER’S RESPONSIBILITIES

(a) The Membership has been developed for educational purposes only. The Company has established its proprietary Membership in order to educate and inspire Customer to pursue their personal and professional goals. However, Customer hereby acknowledges that Company does not guarantee Customer’s goals, whatever the goals may be, will be reached by completing and implementing the advice and techniques in the Membership. Customer accepts and agrees that Customer is 100% responsible for his/her/their results from the Membership. Customer acknowledges that, as with any investment, there is an inherent risk associated. As such, Customer agrees there is no guarantee that Customer will attain his/her goals by simply enrolling in the Membership or utilizing the tools, resources, or advice provided therein.

(b) Community Guidelines - By participating in the Membership and executing this Agreement, Customer hereby agrees to abide by all Company Membership Community Guidelines, which are as follows:

● No bullying;
● No harassment;
● No hate speech;
● No self-promotion;
● No spam;
● No cross-promotion;
● No solicitation;
● Generally behaving in a respectful, honest, and kind manner to all members at all times.

(c) Zero Tolerance Policy - Company employs a Zero Tolerance policy inside the Membership as it pertains to harassment of Company representatives and/or other students inside the Membership.

“Harassment” shall include, but is not limited to, abusive language (ie. excessive cursing, threatening language, name-calling), volume of messages (ie. demanding responses or sending back-to-back messages without awaiting a reasonable time to allow a response), unwanted communications (ie. with other students through private channels or DMs), hate speech, intimidation, racial slurs, mocking others, displaying disgust towards others, and more.

If Customer or any other student harass a Company member or other student inside the Membership, Company will give one (1) warning to Customer or the student to modify their behavior. Thereafter, upon a second incident of Harassment, Company will immediately remove the Customer or student from the Membership with no money back. Whether or not a student is considered to harass another is at the sole interpretation of Company and will be a decision made based on the facts and evidence at-hand (ie. writings, emails, screenshots, etc.).

7. REFUND POLICY
All sales are final for this membership. Due to the inherent nature of educational programs and the electronic transmission of the same, there are no refunds. Membership Fees are non-refundable and there are no credits for partially used enrollment periods.

8. NON-DISCLOSURE, CONFIDENTIALITY & NON-DISPARAGEMENT

Confidential Information & Non-Disclosure - Company takes pride in its proprietary information included in each Membership. As such, Customer agrees and acknowledges all Confidential Information shared through this Membership and by the Company is confidential, proprietary, and belongs exclusively to the Company.

“Confidential Information” includes, but is not limited to:

● Any systems, sequences, processes or steps shared with Customer;
● Any information disclosed in association with this Agreement;
● Any systems, sequences, processes, or trade secrets in connection with the
Membership or Company’s business practices.

Testimonials - Company also agrees to protect Customer’s personally identifiable information. However, from time to time, Company may use general statements about Customer’s success for testimonials as part of Company’s marketing strategy. By agreeing to these Terms, Customer agrees to Company sharing Customer’s success stories as testimonials in any matter across any media at the sole discretion of Company.

Non-Disparagement - Customer agrees, during and/or after use of Membership, to refrain from making any statements, whether oral or in writing, that negatively impact Company’s Membership, business, services, programs, or reputation.

9. INTELLECTUAL PROPERTY & LIMITED LICENSE

Intellectual Property - This Membership and the related content shall be considered intellectual property owned by Company. Other examples of intellectual property owned by Company and within Company’s Memberships include, but are not limited to: trademarks, service marks, layout, logos, business names, course/program/module names, design, text, written copy, certain images, podcast recordings, workbooks, videos, audio files, and all of our paid Memberships (collectively referred to as “Intellectual Property”).

Limited License - Company grants only a limited, personal, non-exclusive and non-transferable license to Customer to use the Intellectual Property for Customer’s personal and internal business use. Nothing in this Agreement shall transfer ownership of or rights to any intellectual property of the Company to the Customer, nor grant any right or license other than those stated in this Agreement. Customer acknowledges that his/her purchase of this Membership is for his/her/its single individual use. Customer shall not copy, reproduce, transmit, modify, edit, create derivative works from, alter, sell, or share with others any Memberships or parts of the Membership without prior written consent or unless provided otherwise.

If Customer is also a business owner or professional in a similar industry, Customer shall not misappropriate any of Company’s Intellectual Property and proprietary information in the following manner:

● Teaching Customer’s Customers/customers/audience any of the information, methods,
solutions, or formulae owned by Company and passing it off as Customer’s own;
● Copying any of Company’s Membership content and/or material for Customer’s
commercial use;
● Copying, publishing, transmitting, transferring, selling, creating derivative works from,
reproducing, or in any way exploiting any of the Intellectual Property owned by Company in either whole or part without prior written consent.

10. INDEMNIFICATION / LIMITATION OF LIABILITY

Customer hereby acknowledges that Company is not liable for any injuries that may arise from Customer’s actions, omissions, or decisions based off Customer’s participation in or use of this Membership, including but not limited to: a decision to leave a job, a decision to invest in an opportunity, a decision to start a business, any of Customer’s business decisions, any of Customer’s financial decisions. Customer hereby agrees to indemnify and hold harmless Company of any claims that may arise after use of this Membership.

Access to content in this Membership is currently through a third-party platform, ThriveCart’s Learn+. Company is not liable for any limitation of access to the Membership caused by either ThriveCart or Learn+. Access to live group classes is provided via Zoom LLC or a similar video platform. Company is not liable for any limitation of access to the Membership caused by Zoom.

Customer is advised that, over the course of Customer’s enrollment in the membership, the above-described terms and conditions may change. Copies of any changes made to this Agreement will be provided to Customer either through Learn+ or through another means. It is Customer’s responsibility to keep themselves up-to-date on any changes that may occur throughout their enrollment. Customer’s silence and/or lack of communication with Company will serve as Customer’s affirmative consent to be bound by any new terms and conditions.

11. MISCELLANEOUS
A. Amendments - We reserve the right to amend this Agreement from time to time. Any amendments must be agreed in writing and executed by both parties.
B. Headings & Severability - Headings are included for convenience purposes only and shall not affect the construction of this Agreement. If any portion of this Agreement is held to be unenforceable, it shall not affect the remaining portions of the Agreement, which shall remain in full effect. If any portion of this Agreement is held to be unenforceable, then the unenforceable portion shall be construed in compliance with applicable law in a light most favorable to the original intentions of the parties. If the unenforceable portion of the Agreement is found by a competent court of this jurisdiction to be contrary to law, then it shall be changed and interpreted to best reflect the original intentions of the parties, and all other provisions shall remain in full force and effect.

C. Entire Agreement - This Agreement reflects the entire agreement between the parties. This Agreement trumps any other existing negotiations, communications or Agreements between the parties, whether written, oral, or electronic, and is the full extent of the Agreement between the parties.

D. All Rights Reserved - All rights not expressly granted in this Agreement are reserved by us.

E. Governing Law - Company is located in the United States and is subject to the applicable laws governing the United States. The governing law for this agreement is the laws of the District of Columbia.

F. Dispute Resolution - As a means of protecting the confidentiality of your information and reducing the time and expense associated with traditional courthouse litigation, Custom and Company both agree to try to resolve any disputes between us through mediation. If mediation fails, then all disputes arising out of this Agreement or related to the Company's services or right to payment shall be resolved through binding arbitration in lieu of courthouse litigation. Any live arbitration proceedings shall be held in the District of Columbia. As a further means of reducing time and expense, any party to the arbitration or its witnesses may elect to participate in live proceedings via video conference. Arbitration is in lieu of the right that would otherwise exist to resolve disputes in a public courthouse; there are no juries in arbitration; appeals from arbitrated decisions are quite limited compared to appeals from public trials; discovery is limited in arbitration compared to discovery in public courthouses; and arbitration has certain participation fees that would not apply in a public courthouse. The party who first initiates arbitration shall be entitled to select from the American Arbitration Association (adr.org), Fair Claims (FairClaims.com), or Rapid Ruling (RapidRuling.com); and once initiated, each party to this Agreement agrees to bound by the rules and fee structure or the selected arbitration organization. We both further agree to use a single arbitrator format regardless of the amount in dispute.

G. Maximum Damages - Customer agrees and acknowledges that the maximum amount of damages that Customer may be entitled to in any claim arising from this Agreement or Membership shall not exceed the total cost of the Membership.

H. Execution – Customer agrees to accept the above Agreement in its entirety when Customer selects and confirms “I agree to the Terms & Conditions” at the Membership checkout page and by rendering first payment.