TERMS OF SERVICE AGREEMENT

FOCUS FRIDAYS PROGRAM

This Terms of Service Agreement (“Agreement”) is between WellAcademic LLC (“WA”) and you (“Participant”) regarding the Focus Fridays Program (“Program”) that Participant wishes to purchase from WA. By enrolling in the Program, Participant expressly agrees to be bound, without modification, to this Agreement.

The Program. The Program to be provided by WA is described on the website sales page at the time of the booking. The Program does not include coaching via text or instant message, advice on legal matters (such as human resources or employment law), or mental health advice. Sessions may be recorded. WA may provide workbooks or worksheets for participants to complete, before or during some sessions.

Program Coaches. The WA Coaches providing services under this Program may be licensed psychologists, but they are not providing therapy or counseling as part of this Program. Coaches are not identifying, diagnosing, or treating mental health challenges and are not providing health care.

Participant Duties. Participant understands and agrees that to receive benefits from this Program they must attend sessions, engage in the assignments and practices, have a curious attitude, and be willing to experiment with new behaviors. Participant understands that any abusive or inappropriate conduct with WA staff or with any of the other participants is a material breach of this Agreement.  

Session Scheduling. The Program coaching session schedule is described on the website sales page at the time of the booking. If a participant is unable to attend a session, the session will move forward with the remaining participants. If a Coach is unable to attend a session, it will be rescheduled at a time convenient to the parties. If a Coach is unable to start or continue delivering the Program, WA has the sole discretion to substitute another Coach with similar experience and credentials.    

Registration and Payments. Registration is complete upon receipt of full payment to WA at the rate advertised at the time of the booking on the website sales page. Past due amounts, including bounced payments or chargebacks, will be assessed a late payment charge at a monthly rate of 1.5% or the maximum provided by law, whichever is less. Participant understands that if a payment is late, charged-back, or declined for any reason, attendance in the Program will be denied until the late payment is rectified. WA will have the right to recover expenses including collection costs and reasonable attorney's fees incurred in the collection of overdue amounts. Participant understands and agrees that it will not receive a refund if Participant chooses not to attend the Program, unless Participant has utilized the cancellation procedure within the timelines as described below.  

Cancellation Policies. In the event of cancellation by Participant, the following refunds apply:
- 0 to 14 days after the first scheduled session: 100% refund
- 15 or more days after the first session: 0% refund
In the event of cancellation of the Program by WA, a full refund or alternative dates will be offered. 

Intellectual Property. WA owns or has licensed the copyrights and other intellectual property rights over any materials provided in the Program under this Agreement (“Program Materials”). Program participants are licensed to use Program Materials only for their own individual use as part of the Program. Client and participants are not allowed to reproduce, share, distribute, or sell Program Materials, including posting on the Internet, sharing via social media, teaching to others, sharing with colleagues or family members, or making derivative works. Any violation of this clause is a material breach of this Agreement and will result in the Program being canceled with no refund.      

Confidentiality. WA regards any information provided by participants to be confidential. WA will only reveal such information with their express permission, if necessary because the participant is a potential danger to themselves or others, or as required by law. Confidential information does not include information that is publicly available, that has been disclosed to a third party by a participant, or that was previously or independently derived by Company. If participant shares information in a group session, participants understand that such information is not Confidential; however, participants will agree to respect the privacy of fellow participants and will not repost or share the information provided by a fellow participant with any third party.  

Disclosure. WA is not providing therapy, mental health advice, financial advice, legal advice, spiritual support, or other professional advice to Client or Program participants. Participants have a responsibility to consult other professionals such as a therapist, counselor, spiritual advisor, financial planner, accountant, tax advisor, or attorney before implementing any information in this Program or as a supplement to this Program.  

No Guarantees. WA cannot guarantee that any participant will achieve success, or that the goals stated on the sales page at the time of the booking will be fulfilled, since results depend upon participant’s effort and other factors out of Company’s control. Such factors include but are not limited to participant’s past experiences, the economic environment, the political environment, group dynamics, systemic factors, institutional factors, and the participant’s particular circumstances.  

Warranties. WA warrants they will deliver services in a reasonable and professional manner, and in accordance with good faith and fair dealing. WA disclaims any warranties as to the availability, completeness, or accuracy of the materials, and disclaims any warranties of fitness for a particular purpose, merchantability, or non-infringement. WA may provide links to outside resources (articles, videos, books) as part of the Program; WA does not guarantee or warrant any such outside materials.  

Indemnification. Participant agrees to indemnify WA against all claims and damages arising out of any breach or alleged breach out of any representations, warranties, or agreements made by Participant under this Agreement.  

No Assignment or Transfer Without Consent. Participant may not assign, sub-license, or transfer this Agreement to any other institution, person, or entity.  

Force Majeure. Neither Party will be liable hereunder for any failure or delay in the performance of its obligations under this Agreement if such failure or delay is on account of causes beyond its control, including labor disputes, civil commotion, civil unrest, war, fires, floods, inclement weather, government regulations or controls, emergency declarations, casualty, government authority, strikes, terrorism, hacker attacks, widespread internet outages, widespread power outages, or acts of God, in which event the non-performing party will be excused from its obligations for the period of the delay and for a commercially reasonable time thereafter.  

Waiver of Consequential Damages. No party will be liable to another party or any person, firm, corporation or other business association claiming by, through or under any theory of tort, contract, strict liability or other legal or equitable theory for lost profits, exemplary, punitive, special, incidental, indirect, or consequential damages, whether or not any party or entity has been advised of the possibility of such damages.  

No Waiver. None of the terms of this Agreement can be waived or modified except by an express agreement in writing signed by all the parties.   

Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous written or oral agreements between them with respect to the subject matter contained herein.  

Choice of Law. This Agreement will be governed by, and construed in accordance with, the laws of the State of Georgia.      

Arbitration. Any controversy or claim arising out of or relating to this contract or the breach thereof, will be settled by arbitration administered by the American Arbitration Association and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Each party will, upon written request of the other party, promptly provide the other with copies of all relevant documents. The arbitration will be conducted by video conference or telephonic hearing, or upon consent of both parties, will be based solely on the submission of documents. The prevailing party will be entitled to an award of reasonable attorney fees. Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties. As an alternative to Arbitration, the parties agree that either party may file an action in Magistrate (small claims) Court in Cobb County, Georgia ("Small Claims Option"), if the party can meet the court's requirements.  

Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the validity, legality, or enforceability of the remainder of this Agreement will not in any way be affected or impaired.

Contact. Any questions about the Agreement can be directed to: roxanne@wellacademic.com