1:1 Private Session Agreement

This Agreement (this “Agreement”), effective as of the date of acceptance (the “Effective Date”), is by and between Suzi Zobrist (DBA Root Medicine) (“Mentor”) and Client (“Client” or “You” and together with Mentor, the “Parties”, and each a “Party”).

WHEREAS, Mentor is in the business of providing an 1:1 Immersive Experience related to Pelvic and Womb Care; and

WHEREAS, Client desires to retain Mentor to provide said 1:1 Immersive Experience program, and Mentor is willing to perform such 1:1 Immersive Experience under the terms and conditions hereinafter set forth;

NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Mentor and Client agree as follows:

1. Client-Mentor Relationship. An effective Mentoring relationship requires mutual understanding and respect between the Mentor and the Client. That requires the parties to agree to some basic tenets of Mentoring, including:

Mentor and Client agree to communicate honestly, to be open to feedback, and to make time and space to participate fully in the Mentoring sessions called for hereunder. Client specifically agrees to be open to Mentoring.

A 1:1 Immersive Body Experience is intended for individuals who are in generally good health, are generally well adjusted, are functioning effectively, and are not in need of medical treatment (including for mental health disorders). Mentoring does not involve the diagnosis or treatment of any medical or mental disorders and does not prevent, cure, or treat any mental disorder or medical disease. Further, Mentoring is not a substitute for therapy, counseling, psychoanalysis, medical treatment, substance abuse treatment, or the advice or services of a medical professional. It is the Client’s responsibility to seek independent guidance from medical professionals to the extent necessary. 

By participating in the Mentoring, you agree to accept personal responsibility for the results of your actions. You agree that the Mentor has not made any guarantees about the results of taking any action, whether recommended during any Mentoring session or not. You recognize that your ultimate success or failure will be the result of your own efforts, your particular situation, and innumerable other circumstances beyond the control and/or knowledge of the Mentor.

1. Services. The Mentor agrees to provide Mentoring services to the Client as outlined in the Mentoring package selected by the Client. The specific details and scope of the services will be agreed upon by the Parties through separate correspondence or as described on the Mentor’s website. The services are intended to support the Client’s personal and professional development, and the Mentor will use their expertise to guide and assist the Client in achieving their goals.
2. Fees.  The Client agrees to pay the fees associated with the Mentoring services as outlined in the Mentoring package selected. The specific fees, payment schedule, and any applicable policies regarding refunds or cancellations will be provided through separate correspondence or as described on the Mentor’s website. Payment of fees is required prior to the commencement of services, unless otherwise agreed upon by the Parties.
3. Procedure and Scheduling.  Mentor and Client will agree to a mutually agreeable time for the 1:1 Immersive Experience. 
4. Cancellation Policy.  You may not cancel an individual Mentoring session unless you do so at least 72 hours before it is scheduled to begin. Mentor reserves the right to treat any meeting that Client misses or attempts to cancel less than 72 hours before it is scheduled to begin as part of the allotted Mentoring sessions.
5. The Experience. The program will be conducted [in person / online]. The specific details regarding the location or online platform will be provided to the Client in advance. Any changes to the mode of delivery will be communicated promptly to ensure the Client is fully informed.
6. Confidentiality. The Mentor shall treat the relationship with Client, as well as all information shared by the Client, as confidential. Mentor shall not disclose the existence of the relationship or any information shared during the 1:1 Immersive Experience program or Mentoring sessions without the Client’s written consent. This means that the Mentor will not disclose the Client’s name as a reference without the Client’s consent.  

Client should be aware that a Mentor-client relationship does not give rise to privilege or any other legally protected confidentiality. That means that Mentor could be ordered by a court to disclose information related to the relationship. Mentor will notify Client of any legal request that would implicate Client’s information prior to disclosing it but may not be able to oppose disclosing the information. 

Confidential Information does not include information: (a) known to Mentor prior to Client disclosing it; (b) that is generally known to the public or in the industry; (c) obtained by Mentor from a third party, without breach of any obligation to the Client; or (d) that is or was developed independently by Mentor without use of or reference to the Client’s confidential information.

1. Termination. This Agreement shall continue until terminated by one of the Parties. Either Party may terminate the Agreement without cause by providing 30 days written notice. In the event of termination under this provision, the Mentor shall continue to provide service through the end of the period for which the fees have been paid. There are no refunds for payments made and in the event of a cancellation on the part of the Client, the Client is required to pay all remaining program payments.

1. Publicity Waiver and Release.  As a condition of participating in the Experience, you hereby irrevocably permit, authorize, grant, and license Company and its affiliates, successors, and assigns, and the employees, officers, directors, and agents of each and all of them ("Authorized Persons"), the rights to display, publicly perform, exhibit, transmit, broadcast, reproduce, record, photograph, digitize, modify, alter, edit, adapt, create derivative works, exploit, sell, rent, license, otherwise use, and permit others to use any digital artifacts obtained during the Experience, including to the extent that your name, image, likeness, appearance, voice, or other identifiable information might appear.

The Company shall be the exclusive owner of all rights, including copyright of all experience material. You hereby irrevocably transfer, assign, and otherwise convey to Company my entire right, title, and interest, if any, in and to the digital material and all copyrights and other intellectual property rights in the recordings arising in any jurisdiction throughout the universe in perpetuity, including all registration, renewal, and reversion rights, and the right to sue to enforce such copyrights against infringers.  

In other words, the Company has the right to use the digital material – including any audio, photo, or video recordings of You participating in any sessions as part of the Experience – commercially, including as marketing material going forward. 

1. Limitation of Liability. In no event shall Mentor be liable to client or to any third party for any loss of use, revenue, or profit, or for any consequential, incidental, indirect, exemplary, special, or punitive damages whether arising out of breach of contract, tort (including negligence), or otherwise, regardless of whether such damage was foreseeable and whether or not Mentor has been advised of the possibility of such damages, and notwithstanding the failure of any agreed or other remedy of its essential purpose. 

You agree to absolve and do hereby absolve the Company of any and all liability or loss that you or any person or entity associated with you may suffer or incur as a result of use of the Experience and/or any information and resources contained in the Experience. You agree that the Company shall not be liable to you for any type of damages, including direct, indirect, special, incidental, equitable, or consequential loss or damages for use of the Experience.

To the maximum extent permitted by applicable law, in no event shall the Company and/or its suppliers be liable for any direct, indirect, punitive, incidental, special, consequential damages or any damages whatsoever including, without limitation, damages for loss of use, data, or profits arising out of or in any way connected with the use or performance of the Experience, with the delay or inability to use the Experience or related service, the provision of or failure to provide services, or for any information, software, products, services, and related graphics obtained through the Experience, or otherwise arising out of the use of the Experience, whether based on contract, tort, negligence, strict liability, or otherwise, even if the Company or any of its suppliers has been advised of the possibility of damages. Because some States or other jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitations may not apply to You.  

1. Personal Responsibility.

By participating in the Experience, you accept personal responsibility for the results of your actions. You agree that the Company has not made any guarantees about the results of taking any action, whether recommended in the Experience or not. The Company provides educational and informational resources that are intended to help participants in the Experience succeed. You nevertheless recognize that your ultimate success or failure will be the result of your own efforts, your particular situation, and innumerable other circumstances beyond the control and/or knowledge of the Company.

You also recognize that prior results do not guarantee a similar outcome.  Thus, the results obtained by others - whether clients of the Company or otherwise - applying the principles included in the Experience are no guarantee that you or any other person or entity will be able to obtain similar results.

You agree to take full responsibility for any harm or damage you suffer as a result of the use, or non-use, of the information available in the Experience. You agree to use judgment and conduct due diligence before taking any actions or implementing any plans or policy suggested or recommended in the Experience.

1. Entire Agreement. This Agreement constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter. 
2. Severability. If any term or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
3. Amendments. No amendment to or modification of this Agreement is effective unless it is in writing and signed by each Party. 
4. Waiver. No waiver by any Party of any of the provisions of this Agreement shall be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from this Agreement shall operate or be construed as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.
5. Relationship of the Parties. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.
6. Dispute Resolution. Each Party irrevocably and unconditionally agrees that any dispute arising under or related to this Agreement shall be resolved exclusively through arbitration to be held in Washington State under the rules of the American Arbitration Association / in the state or federal courts with jurisdiction for cases arising in Washington State. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of such courts and agrees to bring any such dispute only in such forum. Each Party agrees that a final judgment by such court is conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.  This Agreement shall be governed by and construed in accordance with the laws of Washington State, without effect of any conflicts of law provisions.
7. Counterparts. This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement. 

By participating in the Mentoring services provided by Suzi Zobrist (DBA Root Medicine), the Client acknowledges that they have read, understood, and agree to be bound by the terms and conditions outlined in this Agreement. The Client's participation in the program constitutes their acceptance of these terms.