Terms of Service

Last updated 11/28/2023

PLEASE READ THIS TERMS OF USE AGREEMENT (THE “AGREEMENT”) CAREFULLY. THE WEBSITE AND ITS SUBDOMAINS (COLLECTIVELY, THE “WEBSITE”), THE CONTENT ON THE WEBSITE, THE MOBILE APPLICATION (THE “APP”), AND THE SERVICES AND RESOURCES AVAILABLE OR ENABLED VIA THE WEBSITE AND THE APP (EACH A “SERVICE” AND COLLECTIVELY, THE “SERVICES”), ARE CONTROLLED BY BREATHE AND BIRTH BROOKLYN. (“BREATHE AND BIRTH” “WE,” OR “OUR,” OR “US”). DO NOT USE THESE SERVICES FOR EMERGENCY MEDICAL NEEDS. IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, YOU SHOULD DIAL “911” IMMEDIATELY.  

ACCEPTANCE – THIS AGREEMENT GOVERNS YOUR ACCESS TO AND USE OF THE SERVICES PROVIDED BY BREATHE AND BIRTH BROOKLYN. BY COMPLETING THE REGISTRATION PROCESS, BROWSING THE WEBSITE, DOWNLOADING OR USING THE APP, BROWSING SOICAL MEDIA CONTENT OR OTHERWISE ACCESSING OR USING ANY OF THE SERVICES, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE AGREEMENT AND (2) YOU HAVE THE AUTHORITY TO ENTER INTO THE AGREEMENT PERSONALLY OR ON BEHALF OF THE LEGAL ENTITY IDENTIFIED DURING THE ACCOUNT  AND/OR CLASS REGISTRATION PROCESS AND TO BIND THAT LEGAL ENTITY TO THE AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THE AGREEMENT, YOU MAY NOT ACCESS OR USE ANY OF THE SERVICES.      

COMMUNICATIONS – PLEASE BE AWARE THAT SECTION 15.4 OF THE AGREEMENT BELOW CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING, VIA TEXT, E-MAIL, AND PUSH NOTIFICATIONS, SUBJECT TO OUR OBLIGATIONS PURSUANT TO APPLICABLE PRIVACY LAWS.

BOOKING – COURSES, CLASSES, ONLINE OR IN PERSON. Breathe and Birth Brooklyn reserves the right to decline to process a booking for any reason whatsoever. If the booking is not able to be fulfilled the full cost will be refunded. To secure dates for a private or group Hypnobirthing course, a deposit of $75 is required. The deposit is non-refundable. The complete fee is due 7 days before the course or class starts.

REFUND AND CANCELLATION.                                                      

A full refund will be issued if your baby arrives before the course starts, or in the very unlikely event of the course being cancelled.  If your baby arrives part-way through the course you’ll be refunded the cost of the remaining sessions, minus the welcome pack ($30).  The $75 deposit to secure your place is non-refundable.

An exception of course would be made for refunds in the case of baby loss.

The complete fee is due 7 days before the course starts. If a session for any reason needs to be rescheduled, you will be given as much notice as possible.

Any behaviour I consider to be rude, disrespectful of me, my content or anyone else in the group will not be tolerated and I reserve the right to remove you and your partner(s) from the sessions and the WhatsApp group with immediate effect.  The fee for any remaining sessions (minus the cost of the welcome pack) will be refunded.

U.S. RESIDENTS ONLY – IMPORTANT INFORMATION ABOUT ARBITRATION, CONSENTS AND UPDATES TO THE AGREEMENT – PLEASE BE AWARE THAT SECTION 14 OF THESE TERMS CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND BREATHE AND BIRTH BROOKLYN HAVE AGAINST EACH OTHER WILL BE RESOLVED, INCLUDING WITHOUT LIMITATION, ANY DISPUTES THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THE AGREEMENT. SECTION 14 CONTAINS, AMONG OTHER THINGS, AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND BREATHE AND BIRTH BROOKLYN BE RESOLVED BY BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN THIRTY (30) DAYS OF THE EFFECTIVE DATE OF THE AGREEMENT: (I) YOU AND BREATHE AND BIRTH BROOKLYN WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST THE OTHER PARTY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND YOU AND BREATHE AND BIRTH BROOKLYN WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (II) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.  

PERSONAL USE ONLY – THE SERVICES ARE INTENDED FOR PERSONAL USE ONLY AND ARE NOT INTENDED FOR USE IN A BUSINESS OR COMMERCIAL CAPACITY AND SUCH USE IS EXPRESSLY PROHIBITED. BY USING THE SERVICES, YOU REPRESENT AND WARRANT THAT YOU ARE DOING SO IN YOUR CAPACITY AS A CONSUMER. BREATHE AND BIRTH BROOKLYN ACCEPTS NO LIABILITY FOR BUSINESS OR COMMERCIAL LOSSES RESULTING FROM YOUR USE OF THE SERVICES.

CHANGES TO TERMS – PLEASE NOTE THAT THE AGREEMENT IS SUBJECT TO CHANGE BY BREATHE AND BIRTH BROOKLYN IN ITS SOLE DISCRETION AT ANY TIME. WHEN CHANGES ARE MADE, BREATHE AND BIRTH BROOKLYN WILL MAKE A COPY OF THE UPDATED AGREEMENT AVAILABLE ON THE SERVICES AND UPDATE THE “LAST UPDATED DATE” AT THE TOP OF THESE TERMS. IF WE MAKE ANY MATERIAL CHANGES TO THE AGREEMENT OR WHERE OTHERWISE REQUIRED BY APPLICABLE LAW, WE WILL PROVIDE NOTICE OF SUCH MATERIAL CHANGES ON THE SERVICES AND ATTEMPT TO NOTIFY YOU BY SENDING AN E-MAIL TO THE E-MAIL ADDRESS PROVIDED IN YOUR ACCOUNT REGISTRATION. ANY CHANGES TO THE AGREEMENT WILL BE EFFECTIVE IMMEDIATELY FOR NEW USERS OF THE SERVICES AND WILL BE EFFECTIVE FOR EXISTING REGISTERED USERS UPON THE EARLIER OF (A) THIRTY (30) DAYS AFTER THE “LAST UPDATED DATE” AT THE TOP OF THESE TERMS, OR (B) YOUR CONSENT TO AND ACCEPTANCE OF THE UPDATED AGREEMENT IF BREATHE AND BIRTH BROOKLYN PROVIDES A MECHANISM FOR YOUR IMMEDIATE ACCEPTANCE IN A SPECIFIED MANNER (SUCH AS A CLICK-THROUGH ACCEPTANCE), WHICH BREATHE AND BIRTH BROOKLYN MAY REQUIRE BEFORE FURTHER USE OF THE SERVICES IS PERMITTED. IF YOU DO NOT AGREE TO THE UPDATED AGREEMENT, YOU MUST STOP USING ALL SERVICES UPON THE EFFECTIVE DATE OF THE UPDATED AGREEMENT. OTHERWISE, YOUR CONTINUED USE OF ANY OF THE SERVICES AFTER THE EFFECTIVE DATE OF THE UPDATED AGREEMENT CONSTITUTES YOUR ACCEPTANCE OF THE UPDATED AGREEMENT. PLEASE REGULARLY CHECK THE SERVICES TO VIEW THE THEN-CURRENT AGREEMENT. YOU AGREE THAT BREATHE AND BIRTH BROOKLYN ’S CONTINUED PROVISION OF THE SERVICES IS ADEQUATE CONSIDERATION FOR THE CHANGES IN THE UPDATED AGREEMENT.

1. USE OF THE SERVICES. The Service, and the information and content available on them, are protected by applicable intellectual property laws. Breathe and Birth Brooklyn, its suppliers and service providers reserve all rights not granted in the Agreement. Unless subject to a separate license between you and Breathe and Birth Brooklyn, your right to use any and all Services is subject to the Agreement. ‍

        1.1 Description of Services. The Services of Yoga are to support people with the practices of prenatal and postnatal specific yoga classes (including but not limited to yoga asana (postures), pranayama (breathing exercises), mediation).

Any questions or doubts that you have about the use of Hypnobirthing and/or Yoga by you or any third party in any part should be discussed by you with your medical provider, midwife or obstetrician and the safety of or the appropriateness of this programme to you or any third party whom you represent be confirmed with your medical provider, midwife or obstetrician prior to undertaking the programme. 

Stacey Epstein & Breathe and Birth Brooklyn accept no responsibility for the inappropriate use of Hypnobirthing techniques or complications or harm to any third party resulting from the use of Hypnobirthing techniques as a substitute for medical advice.  Hypnobirthing, Yoga and all content provided is intended solely as an 'aid' to help increase the comfort of labour, birth and postpartum recover and is not in any way a guarantee or promise of expected, imagined or actual outcome of the labour or birth in any way shape or form. 

 

Participation in Hypnobirthing classes in any part or in total by any person or third party is undertaken with the understanding by any persons or third party that no litigation or legal action whatsoever will be initiated or that no form of compensation or reimbursement or refund will be claimed or applied for at any time now or in the future against Stacey Epstein and Breathe and Birth Brooklyn.  

All course material provided is for general information purposes only and should not under any circumstances be construed in any way as being particular individual medical advice or instruction.  I accept no responsibility for any of the decisions you make in regards to your pregnancy and birth and postpartum period.

Breathe and Birth Brooklyn accepts no responsibility or liability for any injury caused by taking part in any physical activity on the courses. When taking part in any physical activity on our courses, you are responsible for ensuring your space and equipment are safe to use.  If you, or your partner, feel unwell whilst attending a course you should immediately seek the advice of your Medical Provider.

        1.2 Limitations of Services. BREATHE AND BIRTH BROOKLYN’S SERVICES, INCLUDING BREATHE AND BIRTH BROOKLYN’S ANALYTICS, ARE NOT INTENDED TO PROVIDE MEDICAL ADVICE TO USERS AND ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY. YOU ACKNOWLEDGE AND AGREE THAT BREATHE AND BIRTH BROOKLYN DOES NOT PROVIDE ANY MEDICAL OR OTHER CLINICAL ADVICE OF ANY KIND OR MAKE ANY MEDICAL OR OTHER CLINICAL DECISIONS. YOU ACKNOWLEDGE AND AGREE THAT BREATHE AND BIRTH BROOKLYN DOES NOT ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR THE ACCURACY, EFFICACY, VERACITY, COMPLETENESS, APPROPRIATENESS, OR SAFETY OF ANY ANALYTICS RECEIVED OR PROVIDED OR MADE AVAILABLE THROUGH THE SERVICES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. BREATHE AND BIRTH BROOKLYN DOES NOT RECOMMEND OR ENDORSE ANY SPECIFIC TESTS, CLINICIANS, PRODUCTS, PROCEDURES, OPINIONS, OR OTHER INFORMATION OR RESOURCES MADE AVAILABLE THROUGH THE SERVICES. BREATHE AND BIRTH BROOKLYN DOES NOT ITSELF PROVIDE SERVICES REQUIRING PROFESSIONAL LICENSURE OR QUALIFICATIONS (E.G., PHYSICIAN OR OTHER MEDICAL PROFESSIONAL SERVICES) AND THE DATA PROVIDED BY THE SERVICES DO NOT CONTAIN OR CONSTITUTE, AND SHOULD NOT BE INTERPRETED AS, MEDICAL OR OTHER CLINICAL ADVICE OR OPINION.

        1.3 No Physician-Patient Relationship with Breathe and Birth Brooklyn. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING A HEALTH CONDITION AND BEFORE STOPPING, STARTING, OR MODIFYING ANY TREATMENT.  NEVER DISREGARD PROFESSIONAL MEDICAL OR CLINICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF SOMETHING YOU HAVE READ OR HEARD ON THE SERVICES. THE SERVICES ARE NOT INTENDED FOR EMERGENCY USE. IF YOU THINK YOU HAVE A MEDICAL EMERGENCY, CALL 911 OR SEEK IMMEDIATE OR OTHER APPROPRIATE EMERGENCY ATTENTION. The information generated by us or the Services should not be interpreted as a substitute for a healthcare professional consultation, evaluation, or treatment, and the information made available on or through the Services should not be relied upon when making medical or other clinical decisions or to diagnose or treat a health condition.  Nothing contained in the Services should be construed as such advice or diagnosis. YOUR USE OF THE SERVICES DOES NOT CREATE A PATIENT OR LICENSED MEDICAL PROFESSIONAL RELATIONSHIP, PHYSICIAN-PATIENT PRIVILEGE, OR DOCTOR-PATIENT CONFIDENTIALITY BETWEEN YOU AND BREATHE AND BIRTH BROOKLYN.  You represent to us (which representation shall be deemed to be made each time you use the Services), that you are not using the Services or participating in any of the activities offered by the Services for purposes of seeking medical attention. You further agree that, before using the Services, you shall consult your physician.  If any information you receive or obtain from using the Services is inconsistent with the medical advice from your physician, you agree to follow the advice of your physician.

        1.4 Supplemental Terms.  Your use of, and participation in, certain features and functionality of the Service may be subject to additional terms (“Supplemental Terms”).  Such Supplemental Terms will either be set forth in the applicable supplemental Service or will be presented to you for your acceptance when you sign up to use the supplemental Service.  If these Terms of Use are inconsistent with the Supplemental Terms, then the Supplemental Terms control with respect to such supplemental Service. All applicable Supplemental Terms are hereby incorporated into the Agreement by reference.

        1.5 Updates.  You understand that the Services are evolving. You acknowledge and agree that Breathe and Birth Brooklyn may update the Services with or without notifying you.  You may need to update third-party software from time to time in order to use the Services.

        1.6 Certain Restrictions. The rights granted to you in the Agreement are subject to the following restrictions, to the fullest extent permitted by applicable law: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit any of the Services; (b) you shall not frame or utilize framing techniques to enclose any logo, or other parts of the Services (including images, text, page layout, or form); (c) you shall not use any metatags or other “hidden text” using BREATHE AND BIRTH BROOKLYN’s name; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile, or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices, or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools, or the like) to “scrape” or download data from any web pages contained in the Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services. Any future release, update or other addition to the Services shall be subject to the Agreement.  

        1.7 Breathe and Birth Brooklyn Communications. By entering into the Agreement or using the Services, you agree to receive communications from us, including via emails, text messages, and push notifications through the Services, subject always to our obligations pursuant to applicable privacy laws. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications from Breathe and Birth Brooklyn may include but are not limited to: operational communications concerning your Account or the use of the Services, updates concerning new and existing features on the Services, communications concerning promotions run by us or our third-party partners, and news concerning Breathe and Birth Brooklyn and industry developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages that we send. IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF. IF YOU WISH TO OPT OUT OF PROMOTIONAL CALLS OR TEXTS, YOU MAY TEXT “END” IN REPLY TO ANY SUCH PROMOTIONAL MESSAGE FROM THE MOBILE DEVICE RECEIVING THE MESSAGES. YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO RECEIVE PROMOTIONAL TEXTS OR CALLS AS A CONDITION OF USING THE SERVICES. IF YOU WISH TO OPT OUT OF ALL TEXTS FROM US (INCLUDING OPERATIONAL OR TRANSACTIONAL TEXTS), YOU CAN TEXT THE WORD “STOPALL” IN REPLY TO ANY SUCH TEXT, FROM THE MOBILE DEVICE RECEIVING THE MESSAGES.  HOWEVER, YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS MAY IMPACT YOUR USE OF THE SERVICES AND ABILITY TO ACCESS CERTAIN FEATURES AND FUNCTIONALITY.

  1. REGISTRATION

        2.1 Registering Your Account.  In order to access certain features of the Services you may be required to become a Registered User.  For purposes of the Agreement, a “Registered User” is a user who has registered an account with Breathe and Birth Brooklyn through the Services (“Account”). To become a Registered User, you must be at least sixteen (16) years of age to register. If you are between the ages of sixteen (16) and eighteen (18), you must use the Services under the supervision of a parent or legal guardian, and your parent or legal guardian agrees to the terms of this Agreement on your behalf and takes full responsibility for your compliance with this Agreement. If you are under eighteen (18) (or under the age of majority where you live), you understand that you cannot later void the Agreement with Breathe and Birth Brooklyn as a minor without losing access to your Account, and your parent or legal guardian is responsible for your actions and any obligations you have incurred while enjoying the benefits of access to the features and functions of the Services.

        2.2 Registration Data. In registering an Account, you agree to (a) provide true, accurate, current, and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete. You represent that you are not a person barred from using the Services under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by any other persons and you will accept full responsibility for any such unauthorized use.  You may not share your Account login or password with anyone, and you agree to (y) notify Breathe and Birth Brooklyn immediately of any unauthorized use of your password or any other breach of security; and (z) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current, or incomplete, or Breathe and Birth Brooklyn has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current, or incomplete, Breathe and Birth Brooklyn has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself.  You agree not to create an Account or use the Services if you have been previously removed by Breathe and Birth Brooklyn, or if you have been previously banned from any of the Services.

        2.3 Your Account. Notwithstanding anything to the contrary herein, and subject to your rights pursuant to applicable privacy laws, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of Breathe and Birth Brooklyn.

        2.4 Necessary Equipment and Software. You must provide all equipment and software necessary to connect to the Services. You are solely responsible for any fees, including Internet connection, that you incur when accessing the Services.  

  1. ‍RESPONSIBILITY FOR DATA.

        3.1 Types of Data. You acknowledge that all content, including data, information, and text (collectively, “Data”), is the sole responsibility of the party from whom such Data originated. This means that you, and not Breathe and Birth Brooklyn, are entirely responsible for all Data that you input, transmit, or otherwise make available through the Services (“Your Data”), and that you and other Registered Users of the Services, and not Breathe and Birth Brooklyn, are similarly responsible for all Data that you and they make available through the Services (“User Data”). For the avoidance of doubt, any Data that is imported through your wearable device constitutes Your Data.

        3.2 No Obligation to Pre-Screen Data. You acknowledge that Breathe and Birth Brooklyn has no obligation to pre-screen User Data, including pre-screening User Data for inaccuracies, although Breathe and Birth Brooklyn reserves the right in its sole discretion to pre-screen, refuse, or remove any User Data.  By entering into the Agreement, you hereby provide your irrevocable consent to Breathe and Birth Brooklyn’s monitoring of Your Data, subject always to our obligations pursuant to applicable privacy laws. In the event that Breathe and Birth Brooklyn pre-screens, refuses, or removes any of Your Data, you acknowledge that Breathe and Birth Brooklyn will do so for Breathe and Birth Brooklyn’s benefit, not yours. Without limiting the foregoing, Breathe and Birth Brooklyn shall have the right to remove any of Your Data that violates the Agreement or is otherwise objectionable.

        3.3 Storage. Unless expressly agreed to by Breathe and Birth Brooklyn in writing elsewhere, Breathe and Birth Brooklyn has no obligation to store any of Your Data. Breathe and Birth Brooklyn has no responsibility or liability for the deletion or accuracy of any User Data, including Your Data; the failure to store, transmit, or receive transmission of any User Data; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services, in each case subject always to our obligations pursuant to applicable privacy laws. Certain Services may enable you to specify the level at which such Services restrict access to Your Data. You are solely responsible for choosing the appropriate level of access to Your Data. You agree that Breathe and Birth Brooklyn retains the right to create reasonable limits on Breathe and Birth Brooklyn’s use and storage of User Data, including Your Data, such as limits on file size, storage space, processing capacity, and similar limits as determined by Breathe and Birth Brooklyn in its sole discretion.

        3.4 Privacy. Breathe and Birth Brooklyn will collect and use your personal information in accordance with the terms of its Privacy Policy.

  1. ‍OWNERSHIP.

        4.1 Services. Except with respect to Your Data and other User Data, you agree that Breathe and Birth Brooklyn and its suppliers own all rights, title, and interest in the Services, including the Analytics.  You agree not to remove, alter, or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any Services.

        4.2 Trademarks. Breathe and Birth Brooklyn’s name and all related stylizations, graphics, logos, service marks and trade names used on or in connection with any Services are the trademarks of Breathe and Birth Brooklyn and may not be used without permission in connection with your, or any third-party, products or services. Third party trademarks, service marks, and trade names that may appear on or in the Services are the property of their respective owners.

        4.3 Your Data.  Breathe and Birth Brooklyn does not claim ownership of Your Data.  However, when you submit Your Data on or in any Services, you represent that you own or have all necessary rights to do so.

        4.4 License to Your Data. Subject to any applicable Account settings that you select and to your rights pursuant to applicable privacy laws, you hereby grant (and you represent and warrant that you have the right to grant) Breathe and Birth Brooklyn a fully paid, royalty-free, worldwide, non-exclusive right (including any moral rights) and license to (i) use, reproduce, modify, adapt, display, store, and otherwise process Your Data (in whole or in part) for the purposes of operating and providing the Services to you and other users, subject to any features or settings selected by you, and (ii) aggregate and de-identify Your Data for purposes of creating Analytics and otherwise providing and improving the Services. To the extent you make Your Data available to third parties via privacy settings, tools, or other functionalities of the Services, you hereby grant to such third parties a worldwide, non-exclusive, royalty-free, fully paid-up right and license to access and use the Your Data in connection with their use of the Services. You agree that you, not Breathe and Birth Brooklyn, are responsible for all of Your Data, including with respect to creating any backup copies of Your Data at your sole cost and expense. You acknowledge and agree that Breathe and Birth Brooklyn has the right to delete Your Data upon termination of this Agreement.

        4.5 Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Breathe and Birth Brooklyn through email, the App, the Website and/or suggestion pages (“Feedback”) is at your own risk and that Breathe and Birth Brooklyn has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback.  You hereby grant to Breathe and Birth Brooklyn a fully paid, royalty-free, perpetual, irrevocable, worldwide, and non-exclusive right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation, improvement, and maintenance of the Services and/or Breathe and Birth Brooklyn’s business.

  1. ‍USER CONDUCT.  As a condition of use, you agree not to use any of the Services for any purpose that is prohibited by this Agreement or by applicable law. To the fullest extent permitted by applicable law, you shall not (and shall not permit any third party to) either: (a) take any action or (b) make available any Data on or through the Services that: (i) infringes, misappropriates, or otherwise violates any intellectual property right, right of publicity, right of privacy or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (iii) impersonates any person or entity; (iv) interferes with or attempt to interfere with the proper functioning of the Services or uses the Services in any way not expressly permitted by the Agreement; or (v) attempts to engage in or engage in, any potentially harmful acts that are directed against the Services, including but not limited to violating or attempting to violate any security features of the Services, introducing viruses, worms, or similar harmful code into the Services, or interfering or attempting to interfere with use of the Services by any other user, host, or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Services.  

  2. ‍INDEMNIFICATION. To the fullest extent permitted by applicable law, you agree to indemnify and hold Breathe and Birth Brooklyn, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a “Breathe and Birth Brooklyn” and collectively, the “Breathe and Birth Brooklyn”) harmless from any losses, costs, liabilities, and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) Your Data; (b) your use of any Service in violation of the Agreement; (c) your violation of any rights of another party, including any Registered Users; or (d) your violation of any applicable laws, rules or regulations.  Breathe and Birth Brooklyn reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to fully cooperate with Breathe and Birth Brooklyn in asserting any available defenses. This provision does not require you to indemnify any of the Breathe and Birth Brooklyn Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Services. Some jurisdictions do not allow such indemnification, so the above obligations may not apply to you.

  3. ‍INTERACTIONS WITH OTHER USERS.

        7.1 User Responsibility.  You are solely responsible for your interactions with other Registered Users and any other parties with whom you interact; provided, however, that Breathe and Birth Brooklyn reserves the right, but has no obligation, to intercede in such disputes.  You agree that Breathe and Birth Brooklyn will not be responsible for any liability incurred as the result of such interactions. YOU UNDERSTAND THAT BREATHE AND BIRTH BROOKLYN DOES NOT CURRENTLY CONDUCT CRIMINAL BACKGROUND CHECKS ON ITS USERS.  BREATHE AND BIRTH BROOKLYN ALSO DOES NOT INQUIRE INTO THE BACKGROUNDS OF ITS REGISTERED USERS OR ATTEMPT TO VERIFY THE STATEMENTS OF ITS REGISTERED USERS. BREATHE AND BIRTH BROOKLYN MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF REGISTERED USERS.

        7.2 Content Provided by Other Users.  The Services may contain content, such as other User Data, provided by other Registered Users.  Breathe and Birth Brooklyn is not responsible for and does not control such content.  Breathe and Birth Brooklyn has no obligation to review or monitor, and does not approve, endorse, or make any representations or warranties with respect to such content.  You use all content and interact with other Registered Users at your own risk.

  1. ‍FEES AND PURCHASE TERMS

        8.1 Fees for Services.  You shall pay all fees or charges (“Fees”) to your Account in accordance with the fees, charges and billing terms in effect at the time a Fee is due and payable..  Your failure to provide accurate payment information to Breathe and Birth Brooklyn and/or our Third Party Service Provider or our inability to collect payment constitutes your material breach of this Agreement.  Except as set forth in this Agreement, all Fees for the Service are non-refundable.

(a) Deposits. If you book services with a deposit, it is non-refundable. You shall pay all outstanding fees by 7 days before the beginning of the first class or session. Failure to do so will mean you will loose your deposit and possibly your place on the course, class or session.

(b) On Demand Classes. The services offered ‘on demand’ such as  yoga classes and course and that have immediate access online are non refundable at the time of purchase and are available to you for as long as the content is live. The services and content purchased on demand will remain live no less than 6 months from your purchase date, but may remain active for as long as Breathe and Birth Brooklyn deems appropriate. After 6 months access may be terminated without notice to you.

               

        8.2 Free Trials and Promotional Access.  Any free trial or other promotion that provides users access to the Service must be used within the specified time of the trial.  At the end of the trial or promotional period, your use of that Service will automatically roll into a paid Subscription at our then-current Service Subscription Fees and you will be charged for such Subscription as set forth in Section 8.2 (Subscriptions) if you do not cancel prior to Subscription Service Commencement Date.  If you are inadvertently charged for a Subscription and provide us with written notice of the error, Breathe and Birth Brooklyn will have the charges reversed.

        8.4 Taxes. The Fees do not include any Sales Tax (defined below) that may be due in connection with the Service provided under this Agreement, unless required by the law applicable in your country of residence.  If Breathe and Birth Brooklyn determines it has a legal obligation to collect Sales Tax from you in connection with this Agreement, Breathe and Birth Brooklyn shall collect such Sales Tax in addition to the Fees.  If any services or, or payments for any services, under this Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Breathe and Birth Brooklyn, you shall be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you shall indemnify Breathe and Birth Brooklyn for any liability or expense Breathe and Birth Brooklyn may incur in connection with such Sales Taxes.  Upon Breathe and Birth Brooklyn’s request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes.  For purposes of this section, “Sales Tax” means any sales or use tax and any other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.

  1. ‍DISCLAIMER OF WARRANTIES AND CONDITIONS.

        9.1 As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BREATHE AND BIRTH BROOKLYN PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES AND ANY CONTENT.  IN PARTICULAR, AND WITHOUT LIMITATION:

                (a) THE BREATHE AND BIRTH BROOKLYN PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; OR (3) THE INFORMATION THAT MAY BE OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE.

                (b) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM BREATHE AND BIRTH BROOKLYN OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

                (c) FROM TIME TO TIME, BREATHE AND BIRTH BROOKLYN MAY OFFER NEW BETA FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT BREATHE AND BIRTH BROOKLYN’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.

        9.2 Not Intended for Emergency Use. BREATHE AND BIRTH BROOKLYN’S GOAL IS TO PROVIDE HELPFUL AND ACCURATE INFORMATION ON THE SERVICES.  HOWEVER, THE SERVICES ARE DEPENDENT UPON A NUMBER OF FACTORS THAT ARE OUTSIDE THE CONTROL OF BREATHE AND BIRTH BROOKLYN. USE OF THE SERVICES SHOULD NOT REPLACE YOUR GOOD JUDGMENT AND COMMON SENSE. IF YOU BELIEVE YOU ARE EXPERIENCING A MEDICAL OR OTHER EMERGENCY, CALL 911.

        9.3 Medical Disclaimer. THE INFORMATION GIVEN IN RELATION TO ALL CLASSES, HYPNOBIRTHING, CHILDBIRTH AND ALL YOGA IN CONNECTION WITH THE SERVICES ARE NOT INTENDED TO DIAGNOSE, TREAT, CURE, OR PREVENT ANY DISEASE OR MEDICAL CONDITION. BREATHE AND BIRTH BROOKLYN DOES NOT OFFER MEDICAL ADVICE OR DIAGNOSES OR ENGAGE IN THE PRACTICE OF MEDICINE. THE CONTENTS OF THE SERVICES, WEBSITE, SOCIAL MEDIA CONTENT, FOR INFORMATIONAL PURPOSES ONLY, AND IS NOT INTENDED TO BE A SUBSTITUTE FOR YOUR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, TREATMENT, OR PUBLIC HEALTH INFORMATION.

        9.4 No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT BREATHE AND BIRTH BROOKLYN PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD v PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.

        9.5 No Liability for Conduct of Other Users.  YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU UNDERSTAND THAT BREATHE AND BIRTH BROOKLYN DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICES AND MAKES NO WARRANTY REGARDING THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF ANY USER CONTENT OR USER DATA AVAILABLE TO YOU. BREATHE AND BIRTH BROOKLYN MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES.  YOU ACKNOWLEDGE AND AGREE THAT BREATHE AND BIRTH BROOKLYN DOES NOT CONDUCT BACKGROUND CHECKS ON ANY USER.

        9.6 Third-Party Materials.  As a part of the Services, you may have access to materials that are hosted by another party.  You agree that it is impossible for Breathe and Birth Brooklyn to monitor such materials and that you access these materials at your own risk.

        9.7 Statutory Rights. SOME JURISDICTIONS DO NOT ALLOW SOME OF THE DISCLAIMERS SET OUT IN THIS SECTION 9, SO SOME OR ALL OF THE DISCLAIMERS SET OUT ABOVE MAY NOT APPLY TO YOU. YOU MAY BENEFIT FROM ADDITIONAL RIGHTS UNDER THE MANDATORY LAW OF YOUR COUNTRY OF RESIDENCE, AND THE AGREEMENT IS NOT INTENDED TO EXCLUDE OR LIMIT SUCH ADDITIONAL RIGHTS.

  1. ‍LIMITATION OF LIABILITY.  

        10.1 Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BREATHE AND BIRTH BROOKLYN PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN EACH CASE WHETHER OR NOT BREATHE AND BIRTH BROOKLYN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR THE SERVICES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (1) THE USE OR INABILITY TO USE THE SERVICES; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (4) ANY OTHER MATTER RELATED TO THE SERVICES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY.  THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A BREATHE AND BIRTH BROOKLYN PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A BREATHE AND BIRTH BROOKLYN PARTY’S NEGLIGENCE; (B) ANY INJURY CAUSED BY A BREATHE AND BIRTH BROOKLYN PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION; OR (C) ANY OTHER LIABILITY WHICH IT IS NOT LAWFUL TO EXCLUDE.

        10.2 Cap on Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL BREATHE AND BIRTH BROOKLYN PARTIES BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) ONE HUNDRED DOLLARS ($100) AND (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A BREATHE AND BIRTH BROOKLYN PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A BREATHE AND BIRTH BROOKLYN  PARTY’S NEGLIGENCE; (B) ANY INJURY CAUSED BY A BREATHE AND BIRTH BROOKLYN PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION; OR (C) ANY OTHER LIABILITY WHICH IT IS NOT LAWFUL TO EXCLUDE.

        10.3 Data.  BREATHE AND BIRTH BROOKLYN ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY DATA, USER COMMUNICATIONS, OR PERSONALIZATION SETTINGS.

        10.4 Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN BREATHE AND BIRTH BROOKLYN AND YOU.

        10.5 Mandatory Law. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN DAMAGES OR LOSSES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

  1. ‍ENFORCEMENT.

        11.1 Breathe and Birth Brooklyn reserves the right to (a) take any action with respect to any of Your Data that we deem necessary or appropriate in our sole discretion, including if we believe that such Data violates the Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for Breathe and Birth Brooklyn; (b) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services; and/or (c) terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of this Agreement.

        11.2 If Breathe and Birth Brooklyn becomes aware of any possible violations by you of the Agreement, Breathe and Birth Brooklyn reserves the right to investigate such violations.  If, as a result of the investigation, Breathe and Birth Brooklyn believes that criminal activity has occurred, Breathe and Birth Brooklyn reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities.  Breathe and Birth Brooklyn is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Services, including Your Data, in v’s possession in connection with your use of the Services, to (i) comply with applicable laws, legal processes, or governmental request; (ii) enforce the Agreement, (iii) respond to any claims that Your Data violates the rights of third parties, (iv) respond to your requests for customer service, or (v) protect the rights, property, or personal safety of v, its Registered Users or the public, and all enforcement or other government officials, as Breathe and Birth Brooklyn in its sole discretion believes to be necessary or appropriate.

  1. ‍TERM AND TERMINATION.  

        12.1 Term. The Agreement commences on the date when you accept them (as described in the preamble above) and will remain in full force and effect while you use the Service, unless terminated earlier in accordance with the Agreement.

        12.2 Prior Use. Notwithstanding the foregoing, you hereby acknowledge and agree that the Agreement commenced on the earlier to occur of (a) the date you first used the Services or (b) the date you accepted the Agreement and will remain in full force and effect while you use any Services, unless earlier terminated in accordance with the Agreement.

        12.3 Termination for Convenience.  Breathe and Birth Brooklyn may terminate this Agreement for convenience at any time, upon written notice to you.

        12.4 Termination of Services by You. If you want to terminate the Services provided by Breathe and Birth Brooklyn, you may do so by contacting us at stacey@breatheandbirthbrooklyn.com in line with our Refund and Cancellation policy.

(a) Private Classes. Require no less than 48 hours in advance notice to postpone or rearrange a class (hypnobirthing or yoga) without cost to you to a mutually agreed alternative time and date within 2 months. Within 48 hours the session is forfeited and no refund or rearrangement is given. At Breathe and Birth Brooklyn we appreciate it is not always possible, please contact us as early as possible in this window, is it is at the sole discretion of Breathe and Birth Brooklyn if any accommodations will be made within this 48 hours. No Shows will full fees will be charged.

        12.5 Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service.  Termination of all Services also includes deletion of your password and all related information, files and Data associated with or inside your Account (or any part thereof), including Your Data. Upon termination of any Service, your right to use such Service will terminate immediately. Breathe and Birth Brooklyn will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Data.  All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.

        12.6 No Subsequent Registration. If your registration(s) with, or ability to access, the Services or any other Breathe and Birth Brooklyn community, is discontinued by Breathe and Birth Brooklyn due to your violation of any portion of the Agreement or for conduct otherwise inappropriate for the community, then you agree that you shall not attempt to re-register with or access the Services through use of a different member name or otherwise, and you acknowledge that you will not be entitled to receive a refund for any fees related to those Services to which your access has been terminated. In the event that you violate the immediately preceding sentence, Breathe and Birth Brooklyn reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.

  1. ‍THIRD PARTY SERVICES.

        13.1 Third Party Service Provider.  Breathe and Birth Brooklyn uses the third party service providers for payment services (e.g., card acceptance, merchant settlement, and related services) such as FloDesk, Vimeo, Google Inc., Apple Inc., or their respective affiliates (a “Third Party Service Provider”).  By making any purchase on the Services, you agree to be bound by their own Terms and Policies and hereby consent and authorize the Breathe and Birth Brooklyn to share any information and payment instructions you provide with one or more Third Party Service Provider(s) to the minimum extent required to complete your transactions.  

        13.2 THIRD-PARTY WEBSITES, APPLICATIONS AND ADS. The Services may contain links to third-party websites applications and advertisements for third parties (collectively, the “Third-Party Websites, Applications and Ads”).  When you click on a link to Third-Party Websites, Applications and Ads, we will not warn you that you have left the Services and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites, Applications and Ads are not under the control of Breathe and Birth Brooklyn.  Breathe and Birth Brooklyn is not responsible for any Third-Party Websites, Applications and Ads. Breathe and Birth Brooklyn provides these Third-Party Websites, Applications and Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites, Applications and Ads, or any product or service provided in connection therewith. You use all links in Third-Party Websites, Applications and Ads at your own risk. When you leave our Service, the Agreement and our policies no longer govern.  You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites, Applications and Ads, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

        13.3 App Stores. You acknowledge and agree that the availability of the App and the Services is dependent on the third party from whom you received the App license, e.g., the Apple App Store or Google Play Store (each, an “App Store”). You acknowledge that the Agreement is between you and Pathize and not with the App Store. Pathize, not the App Store, is solely responsible the Services, including the App, the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual property infringement).  In order to use the App, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with the Services, including the App. You agree to comply with, and your license to use the App is conditioned upon your compliance with all terms of agreement imposed by the applicable App Store when using the Services, including the App. You acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of the

  1. ‍U.S. RESIDENTS ONLY – ARBITRATION CLAUSE AND CLASS ACTION WAIVER. If you reside in the United States, please read the following arbitration agreement in this section (“Arbitration Agreement”) carefully. It requires that you and Breathe and Birth Brooklyn arbitrate disputes against one another.

Dispute Resolution: PLEASE BE AWARE THAT THIS SECTION 14 CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND BREATHE AND BIRTH BROOKLYN HAVE AGAINST EACH OTHER WILL BE RESOLVED. AMONG OTHER THINGS, THIS SECTION 14 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND BREATHE AND BIRTH BROOKLYN BE RESOLVED BY BINDING AND FINAL ARBITRATION. THIS SECTION 14 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ THIS SECTION 14 CAREFULLY.

        14.1 Applicability of Arbitration Agreement. Subject to the terms of this Arbitration Agreement, you and Breathe and Birth Brooklyn agree that any dispute, claim, or disagreement arising out of or relating in any way to your access to or use of the Services, any communications you receive, any products sold or distributed through the Services, or the Agreement, including claims and disputes that arose between us before the effective date of this Agreement (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (i) you and Breathe and Birth Brooklyn may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (ii) you or Breathe and Birth Brooklyn may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of the Agreement as well as claims that may arise after the termination of the Agreement.  

        14.2 Informal Dispute Resolution. There may be instances when a Dispute arises between you and Breathe and Birth Brooklyn. If that occurs, Breathe and Birth Brooklyn is committed to working with you to reach a reasonable resolution. You and Breathe and Birth Brooklyn agree that good faith informal efforts to resolve Disputes can result in a prompt, low‐cost and mutually beneficial outcome. You and Breathe and Birth Brooklyn therefore agree that before either party commences arbitration against the other (or initiates an action in small claims court if a party so elects), we will personally meet and confer telephonically or via videoconference, in a good faith effort to resolve informally any Dispute covered by this Arbitration Agreement (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you also agree to participate in the conference.

The party initiating a Dispute must give notice to the other party in writing of its intent to initiate an Informal Dispute Resolution Conference (“Notice”), which shall occur within 45 days after the other party receives such Notice, unless an extension is mutually agreed upon by the parties in writing. Notice to Breathe and Birth Brooklynthat you intend to initiate an Informal Dispute Resolution Conference should be sent by email to info@pathizehealth.com or regular mail to our offices located at 215 N Peoria St., Floor 8, Chicago, Illinois, 60607. The Notice must include: (i) your name, telephone number, mailing address, e‐mail address associated with your account (if you have one); (ii) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (iii) a description of your Dispute.

The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree. In the time between a party receiving the Notice and the Informal Dispute Resolution Conference, nothing in this Arbitration Agreement shall prohibit the parties from engaging in informal communications to resolve the initiating party’s Dispute. Engaging in the Informal Dispute Resolution Conference is a condition precedent and requirement that must be fulfilled before commencing arbitration. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the Informal Dispute Resolution Conference process required by this section.

        14.3 Waiver of Jury Trial. YOU AND BREATHE AND BIRTH BROOKLYN HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Breathe and Birth Brooklyn are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled “Applicability of Arbitration Agreement” above. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

        14.4 Waiver of Class and Other Non-Individualized Relief. YOU AND BREATHE AND BIRTH BROOKLYN AGREE THAT, EXCEPT AS SPECIFIED IN SUBSECTION 14.9 (BATCH ARBITRATION), EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under the subsection 14.9 (Batch Arbitration) entitled “Batch Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, not subject to any further appeal or recourse, that the limitations of this subsection, “Waiver of Class and Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Breathe and Birth Brooklyn agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in Chicago, Illinois. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or Breathe and Birth Brooklyn from participating in a class-wide settlement of claims.

        14.5 Rules and Forum. This Agreement evidences a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings. If the Informal Dispute Resolution process described above does not resolve satisfactorily within sixty (60) days after receipt of Notice, you and Pathize agree that either party shall have the right to finally resolve the Dispute through binding arbitration. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or request for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitratio n/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any JAMS fees and costs will be solely as set forth in the applicable JAMS rules.  

A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include: (i) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration and the account username (if applicable) as well as the email address associated with any applicable account; (ii) a statement of the legal claims being asserted and the factual bases of those claims; (iii) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States Dollars; (iv) a statement certifying completion of the Informal Dispute Resolution process as described above; and (v) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration.

If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that: (a) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (b) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (c) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery.  

Unless you and otherwise agree, or the Batch Arbitration process discussed in subsection 14.9 (Batch Arbitration) is triggered, the arbitration will be conducted in the county where you reside. Subject to the applicable JAMS rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of the arbitration.

You and Breathe and Birth Brooklyn agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.

        14.6 Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California and will be selected by the parties from the JAMS roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Request, then JAMS will appoint the arbitrator in accordance with the applicable JAMS rules, provided that if the Batch Arbitration process under subsection 14.9 (Batch Arbitration) is triggered, JAMS will appoint the arbitrator for each batch.

        14.7 Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except for the following: (i) all Disputes arising out of or relating to the subsection entitled “Waiver of Class and Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of Class and Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection entitled “Waiver of Class and Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator; (ii) except as expressly contemplated in the subsection entitled “Batch Arbitration,” all Disputes about the payment of arbitration fees shall be decided only by a court of competent jurisdiction and not by an arbitrator; (iii) all Disputes about whether either party has satisfied any condition precedent to arbitration shall be decided only by a court of competent jurisdiction and not by an arbitrator; and (iv) all Disputes about which version of the Arbitration Agreement applies shall be decided only by a court of competent jurisdiction and not by an arbitrator. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties, except as expressly provided in the subsection entitled “Batch Arbitration.” The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.

        14.8 Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If you or Breathe and Birth Brooklyn need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect from the other party its reasonable costs, necessary disbursements, and reasonable attorneys’ fees incurred in securing an order compelling arbitration. The prevailing party in any court action relating to whether either party has satisfied any condition precedent to arbitration, including the Informal Dispute Resolution process, is entitled to recover their reasonable costs, necessary disbursements, and reasonable attorneys’ fees and costs.

        14.9 Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and Breathe and Birth Brooklyn agree that in the event that there are one hundred (100) or more individual Requests of a substantially similar nature filed against Breathe and Birth Brooklyn by or with the assistance of the same law firm, group of law firms, or organizations, within a thirty (30) day period (or as soon as possible thereafter), JAMS shall (i) administer the arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left over after the batching described above, a final batch consisting of the remaining Requests); (ii) appoint one arbitrator for each batch; and (iii) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”).

All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise JAMS, and JAMS shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Breathe and Birth Brooklyn.

You and Breathe and Birth Brooklyn agree to cooperate in good faith with JAMS to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (a) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (b) the adoption of an expedited calendar of the arbitration proceedings. This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.

        14.10 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: 149 W 9th Street, Brooklyn, NY 11231, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your Breathe and Birth Brooklyn account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of the Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.

        14.11 Invalidity, Expiration. Except as provided in the subsection entitled “Waiver of Class and Other Non-Individualized Relief,” if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. You further agree that any Dispute that you have with Breathe and Birth Brooklyn as detailed in this Arbitration Agreement must be initiated via arbitration within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in the applicable court of competent jurisdiction.

        14.12 Modification. Notwithstanding any provision in the Agreement to the contrary, we agree that if Breathe and Birth Brooklyn makes any future material change to this Arbitration Agreement, it will notify you. Unless you reject the change within thirty (30) days of such change becoming effective by writing to Breathe and Birth Brooklyn at: 149 W 9th Street, Brooklyn, NY 11231, your continued access and use of the Services, including the acceptance of products and services offered on or through the Services, following the posting of changes to this Arbitration Agreement constitutes your acceptance of any such changes. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of this Agreement and did not validly opt out of arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Services, any communications you receive, any products sold or distributed through the Services or the Agreement, the provisions of this Arbitration Agreement as of the date you first accepted the Agreement (or accepted any subsequent changes to the Agreement) remain in full force and effect. Breathe and Birth Brooklyn will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of the Agreement.

  1. ‍GENERAL PROVISIONS.

        15.1 ANY DISPUTE, CLAIM, OR REQUEST FOR RELIEF RELATING IN ANY WAY TO YOUR USE OF THE SERVICES WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF NEW YORK, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT. HOWEVER, IF YOU RESIDE IN A MEMBER STATE OF THE EUROPEAN ECONOMIC AREA OR IN THE UNITED KINGDOM, YOU MAY BENEFIT FROM ADDITIONAL RIGHTS AFFORDED TO YOU BY MANDATORY PROVISIONS OF THE LAWS OF YOUR COUNTRY OF RESIDENCE, AND NOTHING IN THE AGREEMENT WILL AFFECT THE APPLICATION OR ENFORCEABILITY OF THESE ADDITIONAL RIGHTS.

        15.2 Exclusive Venue.  To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Breathe and Birth Brooklyn agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in Chicago, Illinois. However, if you reside in a member state of the European Economic Area or in the United Kingdom, you may bring a claim to enforce such mandatory rights in a court of your country of residence.

        15.3 Agreement Updates.  When changes are made, Breathe and Birth Brooklyn will make a new copy of this Agreement as applicable, available on the Services, and we will also update the “Last Updated” date at the top of this Agreement.  If we make any material changes and you have registered an Account with us, we will also send an email with an updated copy of this Agreement to you at the email address associated with your Account.  Breathe and Birth Brooklyn may require you to provide consent to the updated Agreement in a specified manner before further use of the Service is permitted.  IF YOU DO NOT AGREE TO ANY CHANGE(S) AFTER RECEIVING A NOTICE OF SUCH CHANGE(S), YOU SHALL STOP USING THE SERVICES WITH IMMEDIATE EFFECT.

        15.4 Electronic Communications. The communications between you and Breathe and Birth Brooklyn may take place via electronic means, whether you visit the Services or send Breathe and Birth Brooklyn e-mails, or whether Breathe and Birth Brooklyn posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Breathe and Birth Brooklyn in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Breathe and Birth Brooklyn provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq. (“E-Sign”).  

        15.5 Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Breathe and Birth Brooklyn’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.

        15.6 Force Majeure.  Breathe and Birth Brooklyn shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, pandemics, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor, or materials.

        15.7 Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Services, please contact us at: stacey@breatheandbirthbrooklyn.com. We will do our best to address your concerns.  If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.

        15.8 Notice.  Where Breathe and Birth Brooklyn requires that you provide an e-mail address, you are responsible for providing Breathe and Birth Brooklyn with your most current e-mail address. In the event that the last e-mail address you provided to Breathe and Birth Brooklyn is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Breathe and Birth Brooklyn’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Breathe and Birth Brooklyn at the following address: 149 W 9th Street, Brooklyn NY 11231. Such notice shall be deemed given when received by Breathe and Birth Brooklyn by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.

        15.9 Waiver.  Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

        15.10 Severability.  If any portion of the Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.

        15.11 Third Party Rights. The Agreement is between you and Breathe and Birth Brooklyn, and no other person shall have any rights or obligations pursuant to the Agreement.

        15.12 Consumer Complaints.  In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

        15.13 Entire Agreement.  The Agreement is the final, complete, and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.