Gaja Collective

Terms of Service

Gaja Collective, LLC and/or its affiliates (collectively, “Company”) provides websites, platforms, software, apps, courses, materials, content, events, products, and services, including but not limited to certain “Chopra” branded services (collectively, “Services”).  Your use of the Services is subject to these Terms of Service.  Some Services are subject to additional terms (e.g., Enrollment Agreement, Student/Academic Catalog, Student Handbook) (“Additional Terms”).  The Additional Terms and Terms of Service are collectively referred to herein as the “Terms.”  By using any of our Services, you agree to be bound by the Terms and any subsequent changes thereto.  PLEASE READ THE TERMS CAREFULLY, AS THEY GOVERN YOUR USE OF THE SERVICES AND INCLUDE A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER, WHICH AFFECTS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN US.  

Access and Use of the Services

Paid Services

Company offers paid Services, including various courses, for a fee.  You are subject to, and bound by, all applicable payment, refund, withdrawal, and transfer policies for all of the Services that you use, whether such terms are expressed herein, in Additional Terms (e.g., an Enrollment Agreement), or posted at the time of purchase.  You are responsible for paying all fees and applicable taxes associated with the Services at the time of purchase.  Fees may vary based on your location and other factors.  All fees are quoted in U.S. dollars, unless specifically stated otherwise.  Acceptable payment mechanisms may vary among Services and your location.  For example, you may be able to finances purchases through a third-party (e.g., Affirm), in which case, additional terms and conditions may apply.  Company reserves the right to change any fees at any time at its sole discretion, and any change will be effective immediately upon posting.  If, for any reason, your payment method fails or a payment is incomplete or untimely, you may be suspended or terminated from any or all Services until full payment of the then due amount, plus any fees, is received and processed.  Company may also refer you to a collections agency for overdue payments, in which case, you may be subject to additional costs and charges.  To ensure that the public receives consistent and accurate information about the fees for Services, you agree not to publish, advertise, or otherwise disclose the fees for Services, unless authorized by the Company.

Graduation / Completion Requirements

For Services that result in the conferral of a credential (e.g., certificate of completion), you may be required to satisfy certain requirements during the Service, which may be set forth in a Syllabus or Additional Terms.

Refunds

For Services that are subject to an Enrollment Agreement, the applicable refund policy will be set forth therein.  For Services that are not subject to an Enrollment Agreement, the following refund policies apply:

· For Services entitled Chopra Meditation Instructor Certification; Chopra Ayurvedic Health Instructor Certification; Chopra Coach Certification; and Chopra Yoga Teacher Training:

WITHDRAWALS BEFORE THE CLASS START DATE

o   If you withdraw from these Services within five (5) days of purchase and you have not yet accessed the Service(s) (i.e., you have not logged in to the Service(s)), you will receive a full refund.

o   If you withdraw from these Services within five (5) days of purchase and you have already accessed the Service(s) (i.e., by logging in to the Service(s)), you will be entitled to a full refund except for a non-refundable $99 registration fee.

o   If you withdraw from these Services six (6) or more days after the purchase and before the Services are open for access, you will be entitled to a full refund except for a non-refundable $99 registration fee.

WITHDRAWALS AFTER THE CLASS START DATE

o   If you withdraw before fifteen-percent (15%) of the applicable Service is available to access, you will be responsible for twenty-five-percent (25%) of the total cost of the Service. 

o   If you withdraw after fifteen-percent (15%) but before twenty-five-percent (25%) of the Service is open to access, you will be responsible for 50% of the total cost of the Service. 

o   If you withdraw after twenty-five-percent (25%) but before forty-percent (40%) of the Service is open to access, you will be responsible for 75% of the total cost of the Service. 

o   If you withdraw after forty-percent (40%) of the Service is open to access, you will not be entitled to any refund. 

The following Services are fully non-refundable at time of purchase: Chopra Yoga Foundations; Chopra Health Foundations; Chopra Meditation Foundations; Ayurveda for Balance: Chopra Health Enrichment; Deepening Your Practice: Chopra Meditation Enrichment

Company’s License to You

Subject to the Terms (and the Intellectual Property License and Terms of Use), Company grants you a limited, personal, non-exclusive, non-transferable, revocable license to use the Services you have purchased and access the Materials therein (described below) (“Your License”).  You agree to access and use the Services only as permitted under the Terms.  You agree not to copy, modify, rent, lease, loan, sublicense, sell, distribute, disassemble, decompile, reverse engineer, or create any derivative works or translations of or based on the Services. Using the Services does not give you any ownership of or any intellectual property rights in the Services or the content you access or use.

Your License to certain Services may be for a limited period of time (e.g., through completion of a course only or for limited period of time post-completion.  Likewise, the nature of your access to certain Services may change following your completion of completion of such Services (i.e., read-only access).  For Services offering “Lifetime Access,” access shall continue only for so long as Company continues to offer such Service(s) (i.e., Lifetime Access does not guarantee access to Service(s) for your lifetime). 

Company may modify the Service(s), the Materials, and/or the method of delivering the Services or Materials, which modifications shall not be considered a violation of Your License or the promise of Lifetime Access. Company may offer new versions of certain Services.  Your License provides you with access to the version available at the time of your purchase but may not entitle you to access a newer version of such Service.

Company Materials

The Services, and any resources or materials relating to them, including all concepts, techniques, methods, and/or other information (collectively, the “Materials”) constitute intellectual property and proprietary material owned by Company, its affiliates, or its licensors and is protected under intellectual property laws in the United States and other countries.  You acknowledge that Company has invested substantial resources in developing the Services and Materials, which constitute commercially valuable and confidential property of Company. Company reserves all ownership rights to the Services Materials, including any patents, copyrights, trade names, trademarks, trade dress, logos, or service marks therein.

All Services and Materials are protected from unauthorized use or unauthorized acts by intellectual property laws. No right, title or interest in or to the Services or any Materials is transferred to you, and all rights not expressly granted are reserved. Any use of the Services or Materials that is not expressly permitted by these Terms may be a breach of the Terms, and may violate intellectual property law and other laws.

Company Trademarks

All rights not expressly granted to you under the Terms are reserved by the Company and its licensors. The Company names and acronyms, including Gaja Collective, Gaja, and other Company trademarks, service marks, graphics, and logos used in connection with the Company’s Services are trademarks or registered trademarks of the Company in the United States and/or other countries. Other trademarks, service marks, graphics, and logos used in connection with the Services, including but not limited to, Chopra®, are the trademarks of their respective owners. The Company and its licensors do not grant to you any right or license in connection with any of the foregoing trademarks, service marks, graphics, or logos unless as part of the marks, badges, or certificates issued to you as part of graduation, or otherwise agreed upon by you and an authorized representative of Company in writing.

Company Copyrights

You agree to abide by all copyright notices and restrictions contained within the Terms, any of the Services, or any of the other applicable terms associated with the Services. You may not copy, distribute, enter into a database, display, perform, create derivative works, translate, or transmit any content contained in the Services, except as expressly set forth herein, or as otherwise agreed upon by you and an authorized representative of the Company in writing.

Personal, Non-Commercial Use Only

All Company Services and Materials are provided for your own personal, non-commercial use. You may not alter the text or remove any trademark or other notice displayed on the Company’s Services or Materials. You agree not to reproduce, copy, duplicate, distribute, lend, sell, or otherwise transfer or disclose to any other individual or party, the Services or Materials.

Third-Party Materials

Certain Services and Materials provided to you may be licensed to Company from third parties. In such cases, such third parties are the owners of all rights to the Services and may have the rights and responsibilities attributed to owners of such Services. You agree that Company is not responsible or liable for any losses, injuries, or consequences related to third party materials regardless of whether such third-party materials are offered in connection with Services or the Terms.

Digital Millennium Copyright Act (DMCA) Notice

Company respects the rights of other copyright holders. If you believe your copyright is being infringed, Company will respond to notices of alleged infringement submitted in accordance with 17 USC §512(c)(3).  Notice may be sent by email to: [email protected]

User Content

The Services may allow you to share your content (“User Content”) with Company employees, users, and others.  You acknowledge and agree that any User Content that you share will be deemed non-confidential.  You represent and warrant that you have the lawful right to use and share User Content and that it does not infringe any third party’s rights (including intellectual property rights or privacy rights) or violate any laws, the Terms, or any other Company policies.  Company may monitor, post, remove, reject, modify and store User Content, at any time and for any reason, without notice, but is not obligated to do so.  You agree that you are solely responsible for your User Content and your interactions with any other users in connection with the Services and Company will have no liability or responsibility with respect thereto. Company reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service. 

You grant Company a perpetual, fully-transferable, royalty-free, sub-licensable, non-exclusive, worldwide license to use, display, reproduce, distribute, modify, create derivative works, translate, and make publicly available and display such User Content for any commercial or non-commercial use in all media formats now known or hereafter created, without further notice to you, and with or without attribution to you. You waive any moral rights you may have in the User Content. 

Acceptable Use Policy

By using the Services, you agree not to post, share, or communicate any content that:

·                infringes or violates the intellectual property of Company or any other party;

·                promotes or depicts discrimination based on race, gender, sex (including pregnancy, sexual orientation, or gender identity), religion, national origin, physical or mental disability, sexual orientation, familial status, genetic information and/or age and any other protected class status;

·                is or contains material that is false, unlawful, libelous, defamatory, obscene, pornographic, harassing, threatening, bigoted, vulgar, offensive, sexually explicit, or otherwise objectionable as determined by Company in its sole discretion;

·                would create or threaten harm to any person or loss or damage to any property;

·                would assist with, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law, including, without limitation, regulations concerning privacy;

·                displays the look, feel and/or functionality of Company’s Services such that it suggests that it emanates from Company, or is sponsored by Company, because of a confusingly similar look and design;

·                impersonate, screen scrape, or deep link to any aspect of the Services or access any Services through technology or means other than those provided by us;

·                misrepresents your identity or impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity, including Company and any partners or affiliates of Company;

·                includes private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;

·                consists of, installs or attempts to install or promote spyware, malware or other computer code, viruses, corrupted data, or other harmful, disruptive or destructive files on Company’s or third parties systems, networks, software, and hardware;

·                disrupts or creates an undue burden on Company’s networks or services (as determined solely by Company);

·                collects other users’ e-mail addresses and/or their usernames or passwords for any illicit or unsolicited purpose;

·                consists of unauthorized commercial use such as, but not limited to, engaging in unsolicited promotions, political campaigning, advertising, or solicitations, hyperlinking, or collecting names and emails addresses for the purpose of sending unsolicited emails;

·                includes chain letters, bulk or junk e-mail;

·                involves commercial activities such as contests, sweepstakes and other sales promotions, barter, advertising or offers of sale or purchase of goods and services, unless expressly permitted by Company.

·                runs any paid ad that links to Company on Facebook, Instagram, Twitter, and/or other social media outlets, websites, and/or web applications; and/or

·                refers to the costs of Company’s Services.

Our Use of Personal Information

The Company’s collection and use of personal information is governed by the Terms and the Privacy Policy. You agree that the Company and its partners must collect, process, and store certain of your data to provide the Services to you. You understand that the data that the Company collects from you or that you provide to Company is stored on systems and data storage operating in the U.S. In using the Services or providing your data, you agree to the transfer of your data to the Company and its partners and the collection, processing, and storage of your data by the Company and its partners in the U.S.  Company will collect, process, and store your data to provide the Services to you in accordance with the Terms and Company’s Privacy Policy. 

If you do not agree to the transfer, collection, processing, and storage of your data to the U.S., do not use the Services.

You may be invited to share personal and/or private information with others. You agree that sharing such information and/or incorporating such information into your User Content is done voluntarily by you and at your own risk, and Company shall not be responsible or liable for any consequences associated with sharing your personal information in such manner.  You agree that the Company is not responsible for ensuring that others maintain the confidentiality of such information and you agree not to hold the Company liable or otherwise responsible for the disclosure of such information.

Your Account

When establishing an account with Company (“Account”), you agree to (i) provide complete and accurate information to the Company, (ii) create, access, and use only one (1) Account, and (iii) not to share your account or login information with others. Company will not be liable for any losses incurred because a third party accessed your Account, with or without your permission, and we may hold you liable for any losses the Company or another related party incurs because someone else used your Account.

Confidentiality of Your Information

Except as permitted by the Terms, the Privacy Policy, and any opt-in elections you have made, no Company employees shall divulge confidential information about you without your express written consent, except as required by law. You acknowledge and agree that the Company may de-identify and aggregate your learning data, as kept within its online products, your test scores and your product usage data with the same data of others and to use that aggregated data as the Company deems appropriate.  You acknowledge and agree that your certificate status is not confidential information and that the Company may disclose your current certificate status to third parties. Please reference the Privacy Policy for more information about the protection and use of data.

Consent to Receive Electronic Communications, Autodialed or Pre-recorded Calls, and SMS Messaging

You expressly consent to receive communications and documents (including, but not limited to legal, marketing, and educational in nature), notices, and disclosures (“Communications”) from Company in any and all forms, including electronically and hard copy.  By agreeing to receive Communications electronically and/or by providing us your e-mail address, telephone or mobile number, you agree that we may contact you in any way, including via e-mail, SMS messages (including text messages), calls using prerecorded messages or artificial voice, and calls and messages delivered using auto telephone dialing system or an automatic texting system. To opt out of receiving offers and promotions by phone or SMS, please text STOP in reply to any communication. You can opt-out of receiving any e-mail communications from us by clicking the “unsubscribe” link included at the bottom of any e-mail we send.

Notwithstanding your indicated email marketing preferences, we may send you administrative emails, including, but not limited to, order confirmations or information about Services you have purchased. We may also contact you via e-mail to respond to inquiries or other communication that you may have initiated with us.

You agree and consent that, in providing Company with your contact number, we may, upon notice at time of contact, record, listen in on, monitor, record, or transcribe telephone conversations between us (or our service providers) and you (or anyone acting on your behalf) for quality and training purposes, for our records, for our own protection, and/or for any other business-related reason. However, not all calls may be recorded by us, and, unless otherwise required by law, you do not have a right to said recordings.

Enforcement and Compliance

The Company reserves the right to take steps it believes are reasonably necessary or appropriate to enforce and/or verify compliance with any part of the Terms. You agree that the Company has the right, without liability to you or notice to you, to disclose any registration data and/or Account information and/or your identity to law enforcement authorities, government officials, and/or a third party, as the Company believes is reasonably necessary or appropriate to enforce and/or verify compliance with any part of the Terms (including but not limited to the Company's right to cooperate with any legal process relating to your use of the Services, and/or a third-party claim that your use of the Services is unlawful and/or infringes such third party's rights).

Disclaimers

Health and Medical Disclaimer

You acknowledge that the Services will not train you to become a medical doctor, nutritionist, dietician, or therapist. You further acknowledge that coaches and instructors (including those retained or employed by Company) are not doctors, nutritionists, or dieticians and you acknowledge that, insofar as the Services involve the teaching or dissemination of information about matters concerning health or wellness, such information is not meant to serve as medical advice to you or anyone else and you should not use any Services as a preventative health measure, for purposes of health assessment, or to diagnose or treat any health issues. If you have or suspect you have any health issues, disease, or other medical condition, please contact your healthcare provider.  Company does not endorse, sponsor or guarantee any of the information statements, opinions, or services of others, including advertisers, providers or partners, that may be accessible or made available through its Services.

You acknowledge that each jurisdiction has its own laws and regulations regarding the provision of services by medical doctors, therapists, nutritionists, dieticians, health coaches, and other health care providers, and you are solely responsible for ensuring that you do not violate any jurisdiction’s laws or regulations.

Warranties

THE COMPANY’S SERVICES ARE PROVIDED TO YOU "AS IS", "AS AVAILABLE", AND “WITH ALL FAULTS” BASIS TO THE FULLEST EXTENT PERMITTED BY LAW, WITHOUT WARRANTY OF ANY KIND, AND THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES WITH RESPECT TO ALL SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY PURPOSE, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY OR TITLE, COMPATIBILITY, SECURITY, ACCURACY,  QUIET ENJOYMENT, AND NON-INFRINGEMENT AND ALL WARRANTIES THAT MAY ARISE FROM A COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.  No oral or written statement by any Company employee or representative shall create a warranty or modify this section.  Certain jurisdictions do not permit the exclusion of implied warranties, so the forgoing exclusion may not apply to you.

YOU EXPRESSLY AGREE THAT your use of, or your inability to use, the Company’s Services is at your sole risk.  The Company does not warrant for the accuracy, reliability, or completeness of any information, text, graphic, links or other items contained within the Company’s Services or for any errors, omissions, or any outcomes related to your use of the Services. The Company takes precautions to protect itself against, but makes no warranties respecting, any harm that may be caused by the transmission of a computer virus, worm or other system or network infection or attack. The Company does not guarantee that your use of the Services will be reliable, error-free or uninterrupted. The Company does not warrant that the Services will operate in the configuration or with other hardware or software you use.

You acknowledge and agree that the Services may not be available at all times and in some geographic locations, and that certain usage limits may apply.

Third-Party Links

The Company may include material from third parties or include links to third-party websites in its Services. Company assumes no liability or responsibility for such third-party materials or websites and will not be held responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of any of the links or third-party websites. Please note that these third-party websites may have privacy policies and other policies that differ from those of the Company and the Company encourages you to carefully read those policies. The Company’s Privacy Policy applies only to information collected by Company.

Technology and Support

Certain Services are made available online.  Additional resources, including relevant Student/Academic Catalogs or Handbooks, may contain additional information regarding the technology requirements necessary to access and use the Services.  You are solely responsible for ensuring that you have the appropriate hardware, software, Internet access, and/or other equipment necessary to access and use the Services. Company will not be liable for any damage to any user’s computer, hardware, software, wireless devices, or technology, even if foreseeable or even if the Company is advised of or should know of the possibility of such damages.

Children

The Services are not intended for children under 13 years of age. We do not knowingly collect personal information from children under 13. If you are under 13, do not use the Services and do not send any information about yourself to us. If we learn we have collected or received personal information from a child under 13 without verification of parental consent, we will delete that information.

Limitation of Liability

IN NO EVENT WILL THE COMPANY, ITS OWNERS, SHAREHOLDERS, DIRECTORS, OFFICERS, MEMBERS, MANAGERS, EMPLOYEES, AFFILIATES, AGENTS, ATTORNEYS, CONTRACTORS, PRINCIPALS, OR LICENSORS (COLLECTIVELY, “COMPANY PARTIES”) BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOST PROFITS, LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS DISRUPTION, ARISING OUT OF OR IN CONNECTION WITH THE TERMS OR YOUR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY MATERIALS OR ANY LOSS, INJURY, OR DAMAGE OF ANY KIND, EVEN IF FORESEEABLE OR EVEN IF ADVISED OF THE POSSIBILITY OF SUCH LOSS, INJURY, OR DAMAGE. CERTAIN JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, AND IN SUCH JURISDICTIONS, THE COMPANY’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY APPLICABLE LAW. 

IN NO EVENT WILL THE COMPANY PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR INJURY RELATING TO ANY THIRD-PARTY PROVIDING YOU WITH SERVICES, INCLUDING, BUT NOT LIMITED TO, CHOPRA GLOBAL, LLC, CHOPRA PARTNERS AND CHOPRA CERTIFIED (MEDITATION AND HEALTH) TEACHERS AND CHOPRA CERTIFIED HEALTH AND WELLNESS COACHES.

CERTAIN JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, AND IN SUCH JURISDICTIONS, THE COMPANY’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY APPLICABLE LAW. 

In no event shall the Company's total liability to you for all damages exceed the amount you paid for the Services at issue. The foregoing limitations will apply even if the above stated remedy fails its essential purpose.

Indemnification

By using the Company’s Services, you accept the Terms and you agree that you will indemnify, defend, and hold harmless Company, its subsidiaries, and its affiliates, as well as their respective directors, officers, employees, attorneys, agents, shareholders, partners, members, managers, and owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses, including reasonable attorneys’ fees and costs, (collectively or individually, “Losses”) insofar as such Losses arise out of or are based upon: your performance of the Terms, or failure to perform under the Terms; your breach of any representation, warranty, or obligation under the Terms; your improper use of Materials; your use or misuse [KWN1] of Services; any violation of applicable law or regulation; disputes with or between other users that involve you providing the Company’s Services to that user or users; material misstatements and material misrepresentations; bodily injury, death of any person, or damage to any personal property resulting from your acts or omissions relating to you using the Company’s Services; and/or your violation of any privacy right, copyright, patent, trade secret, trademark, and/or other intellectual property right of any persons contracts or arrangements made or provided based on any materials provided via the Services. 

The indemnification obligations set forth in this paragraph are subject to the following: (i) Company shall have the option of assuming control over the defense and/or settlement of such claim, in which case your indemnification obligations set forth in this section are extinguished; and (ii) you shall not settle any claim or action on behalf of Company without first notifying Company of all details related to such settlement, and receiving Company’s prior written consent.

If applicable to you due to residency or location or any other applicable factor, you hereby waive California Civil Code Section 1542 in connection with the foregoing, which states: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

Binding Arbitration; Class-Action Waiver; Venue; Governing Law

THE FOLLOWING TERMS TO WHICH YOU ARE CONSENTING CONSIST OF A BINDING ARBITRATION PROVISION AND A CLASS-ACTION WAIVER.

Except with respect to the equitable remedies available to Company and you [KWN2] as set forth herein, in the event a dispute arises between you and Company, either arising from the Terms or any other terms or agreements between you and Company, YOU AND COMPANY SHALL SUBMIT TO BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION. ANY ARBITRATION COMMENCED BETWEEN YOU AND COMPANY MUST BE HELD IN SAN DIEGO COUNTY, CALIFORNIA.

YOU UNDERSTAND THAT CERTAIN LEGAL RIGHTS WILL BE FORFEITED, INCLUDING THE RIGHT TO SUE IN COURT, THE RIGHT TO A JURY TRIAL, AND THE RIGHT TO BRING, OR BE PART OF, A CLASS ACTION CASE. ARBITRATION MUST BE ON AN INDIVIDUAL BASIS. THIS MEANS NEITHER YOU NOR COMPANY MAY JOIN OR CONSOLIDATE CLAIMS IN ARBITRATION WITH OR AGAINST OTHER CLAIMANTS, OR LITIGATE IN COURT OR ARBITRATE ANY CLAIMS AS A REPRESENTATIVE OR MEMBER OF A CLASS.

You further understand and agree that: (i) the arbitrator shall not be empowered to award punitive, incidental, consequential, indirect, exemplary, or special damages; (2) under no circumstances will you be permitted to obtain awards for, and you hereby waive all rights to claim, punitive, incidental, consequential, indirect, exemplary, special, or any other damages other than the amount of any cost previously paid by you to Company; and (3) any and all claims, judgments, and awards shall be limited to, and shall not exceed, the costs previously paid by you to Company for the Services at issue.

Except as may be required by law, neither you, nor Company, nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both you and Company.

All issues and questions concerning the construction, validity, interpretation, and enforceability of the Terms, or the rights and obligations of any other party in connection with the Terms or the Services, shall be governed by, enforced under, and construed in accordance with, the laws of the State of California, without giving effect to any choice of law or conflict of law rules which would cause the application of the laws of any jurisdiction other than the State of California and specifically will not be governed by the United Nations Convention on contracts for the international sale of goods.  You agree that jurisdiction and venue, directly or indirectly arising out of or relating to the Services, will be in San Diego, California, and you hereby consent and submit to the exclusive personal jurisdiction and venue in San Diego, California.

If you need to initiate an arbitration claim, you must serve notice to Company by regular and certified mail (return receipt requested) at the following address:

Gaja Collective, LLC

care of Joshua P. Katz, Esq.

Higgs, Fletcher & Mack, LLP

401 West A Street, Suite 2600

San Diego, CA 92101

If Company needs to initiate an arbitration claim, it shall notify you at the address provided by you to Company at the time of creation of the Account or such other address that you have provided in writing to Company.

Rules for the AMERICAN ARBITRATION ASSOCIATION are available at: https://www.adr.org.

YOU HEREBY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THE FOREGOING ARBITRATION PROVISION AND CLASS-ACTION WAIVER.

Term and Termination of Services

The Terms shall remain in effect for so long as you use the Services subject to Your License and/or as otherwise provided in the Terms.  Your License to the Service(s) shall be subject to immediate termination or suspension, if, in Company’s sole discretion, you violate any of the Terms. You acknowledge that Company’s determination as to any violation of Your License or the Terms shall be final and conclusive and may subject you to civil penalties, monetary damages, and the immediate termination of Your License to use the Company’s Services. Upon termination of Your License, you shall cease all use of the Company’s Services and remain liable for paying all amounts that may be due and payable by you to the Company. The Company reserves the right to modify, suspend, remove, or disable access to any Company Services at any time without notice and in no event will the Company be liable for making any such changes. 

Miscellaneous

Time-Barred Claims

You agree that regardless of any statute or law stating the contrary, any claim or cause of action brought by you or on your behalf that arises out of or relates to your interactions with Company, including, but not limited to, the Services, must be filed within one year after such claim or cause of action arose or be forever barred.

Survivability

All rights, obligations, and duties hereunder, which by their nature or by their express terms extend beyond the expiration or termination of Terms, including but not limited to disclaimers and warranties, indemnifications, duty to arbitrate, intellectual property (including rights to and protection of intellectual property and proprietary information), confidentiality, and limitation of liability, shall survive the expiration or termination of these Terms.

Relationship of the Parties

Neither the Terms nor any other agreements or terms create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between you and Company.

Notices

Except as noted immediately below for arbitration, all notices, consents, waivers, and other communications under the Terms shall be in writing and shall be deemed to have been duly given and received when sent by electronic mail or by first-class mail to you. You agree to provide Company with your current, complete, and accurate email address and postal address and agree that notice can be delivered at either of those addresses. Notice can be sent to Company via email at [email protected]. This “Notices” paragraph does not apply to arbitration.  If you want to initiate an arbitration claim, you must comply with the notice requirements of the Arbitration paragraph above.

Modifications

The Company reserves the right to update and modify the Terms without advance notice to you or liability and such changes will be effective immediately when posted on this Site and will govern your continued use of the Company’s Services.  Your continued access to and/or use of the Services will be deemed your acceptance of these changes.

Company reserves the right to modify, discontinue, or suspend any aspect of the Services or the Services in their entirety, in its sole discretion and without notice or liability. Description of Services may be revised by Company at any time, without notice or liability, and any description of Services shall not be considered to be a representation that such features will always be available or included in Services.

Entire Agreement

The Terms represent the entire and exclusive agreement between the Company and you regarding your use of the Company’s Services and replaces any prior agreements between you and the Company regarding the subject matter herein.

Severability

If any provision of the Terms is held to be invalid or unenforceable by any law, rule, order, or regulation of any government or by the final determination of any state or federal court or arbiter, all remaining provisions hereof will remain in full force and effect.

No Waiver; Cumulative Remedies

The Company's failure to enforce any right under the Terms or failure to act in response to a breach will not constitute a waiver of such right or of any other right under the Terms and will not limit such right or our rights with respect to such breach or any subsequent breaches. The Company is not responsible for failing to fulfill its obligations hereunder for reasons that are outside of the Company's control. Other than as expressly stated in the Terms, the remedies available to Company are in addition to, and not exclusive of, any other remedies available to Company at law or in equity.

No Assignment

The Terms, and all rights granted herein, are not assignable by you and any attempt to do so is of no force and effect. Company may freely assign the Terms, and all rights granted therein.

Force Majeure

Company is not responsible for delays or failures to perform its responsibilities under the Terms or any other terms or agreements due to conditions beyond its control (including but not limited to epidemics, pandemics, other public health emergencies, emergency state or federal orders, natural disasters, viruses, denial of service attacks, strikes or other labor unrest, lockouts, blackouts, power outages, system outages, computer, telecommunications, internet service provider or hosting facility failures, interruption of internet service, delays involving hardware, software or power systems, Malicious Code, denial of service attacks, and inability to obtain energy, work slowdowns or stoppages, fires, acts of God, war, terrorism (or threat thereof)).

Foreign Access and Export

The Services are controlled and operated in whole or in part by Company in the U.S. Company makes no representation that the content provided as part of the Services is appropriate or available for use in other locations, and access to it from territories where the content may be illegal is prohibited.

You may not use or otherwise export or re-export the Services except as is permitted under U.S. laws and the laws of the jurisdiction where you reside.

Compliance with Laws

You agree to comply with all applicable federal, state, and local laws, including without limitation, all applicable laws in the jurisdiction where you reside, in your use of the Services.

Canada Residents

If you are in Canada, the Company and you confirm that it is their wish that this document and all other related documents be drawn up in English. (Translation in French: Company et vous reconnaissent avoir exigé la rédaction en anglais du présent document ainsi que tous les documents qui s’y rattachent.)

Attorneys’ Fees

If either you or Company files a legal proceeding arising out of or relating to the Terms or Services, the prevailing party (as adjudged by a court, arbitrator(s), or other fact-finder) shall be entitled to an award of all costs and expenses incurred in connection with such proceeding, including but not limited to, reasonable attorneys’ fees and costs and expert witness fees.

Potential Harm to Company

You acknowledge that your violation of the Restrictions or Intellectual Property provisions set forth in the Terms and your violation of intellectual property law as it relates to Company’s intellectual property will likely cause Company to suffer irreparable harm. Therefore, in the event of a breach or threatened breach of the aforementioned Company shall, in addition to damages and/or any other remedies available at law, be entitled to a temporary restraining order, preliminary and/or permanent injunction, specific performance, other equivalent relief (without the necessity of posting a bond with respect thereto), and the recovery of reasonable attorneys’ fees and costs.

Nondiscrimination Policy and ADA Accommodations

Company does not discriminate against any individual because of age, disability,  gender, sex (including pregnancy, sexual orientation, or gender identity), national origin, race, religion, veteran status, familial status, genetic information, or any other protected class. Company will provide reasonable accommodations to those with documented disabilities or other qualifying medical conditions pursuant to the Americans with Disabilities Act.  The Company reserves the right to determine the reasonableness of the accommodation requested and accommodation will be granted only to the extent that such accommodation does not fundamentally alter the applicable Services or cause an undue burden to the Company.  The cost of excessive accommodation requirements is to be borne by you.

Student Benefits and Live and Virtual Events

Company may, in its discretion, provide you with additional benefits, including, Materials, technological support, and other support.  Your access to and use of Student Benefits is subject to your compliance with the Terms. Student Benefits are subject to change and/or termination, at any time, with or without notice to you.

Company may invite you to attend live or virtual webinars and events (“Event(s)”) (collectively, “Student Benefits”).  By attending an Event, you acknowledge and agree that any photographs, audio, or video recordings (“Media”) of the Event taken by or on behalf of Company are the exclusive property of Company, and Company has the exclusive right to print, display, publish, exploit, disseminate, and otherwise utilize the Media, whether or not you, your likeness, and/or your voice is captured in the Media, and without any fees, royalties, payments, or consideration of any kind owed to you. You waive all rights and release and discharge Company from any claim, demand, or cause of action for defamation, invasion of privacy, infringement, or any other rights relating to the use of the Media. There are no refunds for failing to attend an Event, unless specifically stated otherwise.  In the event that the Company cancels an Event, you will be notified as soon as practical under the circumstances using the contact information you provided at time of registration.  Under no circumstances will the Company be liable for reimbursement of expenses incurred by you.

Please contact us at [email protected] if you have any questions about the Terms.