Terms & Conditions of MoonLodge LLC

1. Coaching Services. MoonLodge Services may include, but are not limited to, the following services:

  • Personal Wellness Coaching

  • Reproductive Health Coaching

  • Doula Services

  • Nutrition Education

  • Natural Health Coaching

  • Spiritual Development

    Client Services. MoonLodge will provide one or more of the above-referenced services outlined in your Service Agreement governed by these Terms and Conditions of Service. Your Coach will help design and develop a personalized plan for you based on your Service Agreement, budget, goals and other relevant factors. You may add additional one-time or recurring services at any time during the term of this Agreement.

    2. Client Obligations.

    Payment. Once you have executed your Service Agreement, you will be responsible for payment in full of all associated charges, except as may otherwise be provided in Section 3 below. All payments are due in US dollars. Unless otherwise stated, Client will pay all amounts due under this Agreement when invoiced, in advance. Payment for one-time services will be due in full on the Effective Date, or as otherwise provided in your Service Agreement. For recurring payments, the initial payment will be taken on the Effective Date, and you will be billed for subsequent payments as outlined in your Service Agreement. YOU UNDERSTAND AND ACKNOWLEDGE THAT ALL AMOUNTS OWED MUST BE PAID IN ADVANCE AND THAT, IN ADDITION TO BEING IN BREACH OF YOUR CONTRACTUAL OBLIGATIONS, YOUR SERVICES MAY BE PAUSED OR TERMINATED IF TIMELY PAYMENT IS NOT RECEIVED OR IF A PAST PAYMENT HAS BEEN DISPUTED.

    3. Term/Termination.

    a. Term. The Agreement shall begin on the Effective Date, and will remain in effect until terminated as provided below. For recurring accounts, the Service Agreement sets forth the minimum commitment term (the "Initial Term") and may authorize recurring monthly billing during the Initial Term.

    b. Termination. The Agreement may be terminated by either party at any time for any reason. Client may cancel the services by providing written notice of cancellation via email addressed to MoonLodge or to Client’s Coach. Upon receipt of such written notice of termination, MoonLodge and Client’s Coach shall immediatelycease providing services and shall invoice Client for services rendered for which payment has not been received. If for any reason MoonLodge or Client’s Coach is unable to provide services to Client, MoonLodge will pro-rate and fees for services paid by Client for which services will not be provided.

    c. No Refunds. Upon cancellation of this agreement by Client for any reason, any and all unused funds or credits will be forfeited. Unless we cancel the agreement pursuant to Section 3.b., no refunds will be provide for any amounts already paid to MoonLodge.

    d. Collection of Amounts Owed. You agree to pay all costs of collection (including attorneys' fees, costs and other legal and collection expenses) incurred by MoonLodge in connection with its enforcement of its right to payment under the Agreement. Any amounts not paid by you when due shall bear interest at the rate of 1.5% per month (or the highest rate permitted by law, if less)

    4. Representations. By agreeing to these Terms and Conditions, either by signing physically or electronically, you personally represent that (a) you have the power to enter into the Service Agreement and be bound to its obligations hereunder on behalf of the Client; (b) you have read the Service Agreement and these Terms and Conditions and understand the scope of your obligations and the limitations and disclaimers made by MoonLodge in the Service Agreement and hereunder; (c) upon execution of the Service Agreement, this Agreement constitutes a legal, valid and binding obligation of Client, enforceable against Client in accordance with its terms.

5. DISCLAIMER. MOONLODGE AND CLIENT’S COACH MAKE NO REPRESENTATIONS, CLAIMS OR GUARANTEES REGARDING THE EFFICACY OF THE SERVICES PROVIDED OR RECOMMENDATIONS MADE TO CLIENT. ALL SERVICES ARE PROVIDED FOR EDUCATIONAL AND COACHING PURPOSES ONLY AND DO NOT CONSTITUTE MEDICAL ADVICE OR TREATMENTS. CLIENT’S COACH IS NOT A MEDICAL OR HEALTH CARE PROFESSIONAL AND ENCOURAGES CLIENT TO MAINTAIN RELATIONSHIPS WITH ONE OR MORE PHYSICIANS AND/OR HEALTH CARE PROVIDERS SPECIFIC TO CLIENT’S PARTICULAR MEDICAL AND REPRODUCTIVE NEEDS. MOONLODGE AND CLIENT’S COACH CANNOT AND DO NOT MAKE ANY REPRESENTATION REGARDING THE SUCCESS RATE OR RESULTS OF THE SERVICES PROVIDED.

6. LIMITATIONS OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW MOONLODGE AND CLIENT’S COACH SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL,SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE PROVISION OF SERVICES BY MOONLODGE OR CLIENT’S COACH TO CLIENT EVEN IF SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN, REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. EXCEPT FOR YOUR LIABILITY FOR PAYMENT OF FEES AND YOUR LIABILITY ARISING FROM YOUR OBLIGATIONS UNDER THE INDEMNIFICATION SECTION, IN NO EVENT SHALL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACHOF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO MOONLODGE FOR SERVICES. YOU UNDERSTAND AND AGREE THAT ABSENT YOUR AGREEMENT TO THIS LIMITATION OF LIABILITY, WE WOULD NOT PROVIDE THE SERVICES TO YOU.

7. Dispute Resolution.
a. Good Faith and Cooperation. Each of the Parties agrees to cooperate in good faith, reasonably, and in such

a manner as may be necessary or appropriate to implement and give effect to the terms, conditions, and agreements contained herein. Each Party agrees to contact the other in writing (email is acceptable) regarding any claims, disputes or controversies, and allow the other Party no less than 30 days to cure the issue and/or demonstrate that there is in fact no issue present under these Terms of Service prior to initiating any formal legal action, payment dispute, or publishing any disparaging comments detrimental to the reputation, business, or business relationships of the other.

b. Agreement to Mediate. Prior to the assertion of claims by either Party as against the other, the Parties agree to mediation any dispute arising out of the Service Agreement. In the event the Parties cannot agree to the identity of the mediator, each party shall select a mediator who shall together appoint a third mediator to handle the dispute resolution. In the event the dispute is not resolved by mediation, the parties agree that any actions or claims shall be filed in the appropriate court in Delta County, Colorado. The Parties consent to venue and personal jurisdiction in these courts for the purposes set forth herein. MoonLodge may bring a lawsuit solely for purposes of collecting amounts due and owing from Client for services rendered without first engaging in mediation or the Good Faith dispute-resolution process described above. In the event MoonLodge is successful in collecting its fees through litigation, it shall also be entitled to recover its reasonable attorneys’ fees incurred during the collection process.

c. Costs and Attorney's Fees: Except as otherwise provided in these Terms of Service, the Parties will be responsible for their own costs and legal fees.

8. Confidentiality. To facilitate the free sharing of information and trust between Client and Client’s Coach, the Parties agree that all conversations and information shared between them shall be strictly confidential. Client’s Coach shall not share or release any personal information or thoughts expressed by Client to anyone, unless such release of information is specifically authorized by Client. Client shall not share or copy any information or data designed or compiled by MoonLodge and Client’s Coach for Client, including but not limited to exercises, worksheets or video tutorials, to anyone without the written permission of MoonLodge and Client’s Coach.

9. Miscellaneous.
a. Choice of Law: This agreement and its interpretation, and all controversies arising hereunder, shall be governed by the applicable statutory and common law of the state of Colorado.

b. Entire Agreement. These Terms and Conditions of Service together with the applicable Service Agreement constitute the entire agreement between the Parties. All prior agreements, discussions, representations, warranties and covenants are merged herein. Any amendments or modifications of this agreement shall be in writing and executed by the Parties.

c. Waiver. The failure by either Party to require performance of any provision shall not constitute a waiver nor affect that Party's right to require performance at any time thereafter.

d. Electronic Signatures. Each party agrees that electronic signatures have the same force and effect as manual signatures. Electronic signature means any electronic sound, symbol or process attached to or logically associated with a record and executed and adopted by a party with the intent to sign such record.

e. Severability. If any provision of this Agreement or the application thereof is held invalid, illegal or unenforceable by any court of competent jurisdiction, (a) such provision will be deemed to be restated to reflect as nearly as possible the original intentions of the Parties in accordance with applicable law, and (b) the remaining terms, provisions, covenants and restrictions of this Agreement will remain in full force and effect.

i. HIPAA. If Client elects to disclose information to MoonLodge or Client’s Coach that is or may be protected under the Health Insurance Portability and Accountability Act of 1996 (as may be amended or replaced, "HIPAA") or is otherwise subject to any HIPAA-related or similar legal requirement, Client is solely responsible to ensure the protected information is transmitted securely and shall not hold MoonLodge responsible for maintaining such information in accordance with HIPAA requirements.

t. Headings. Section headings are provided for reference purposes only and in no way define, limit, construe or describe the scope or extent of any section.

v. Notices. All notices required by one Party hereunder shall be provided in writing to the other Party at the mailing address or email address provided to the other Party from time to time in writing.