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Claim Your Light Retreat

Terms of Purchase

Last Modified: September 1, 2024

1. PARTIES. In consideration of being permitted to participate in The Claim Your Light Retreat (the “Services”), and the value you will gain by participating in the Services, you hereby agree to these Terms of Purchase. These Terms of Purchase are entered into between you (hereinafter “you” or the “Client”) and Jessica Zweig, Inc. (hereinafter “Company”, “Jessica Zweig” “we” or “us”). You and the Company are collectively referred to herein as the “Parties”.

2. ACCEPTANCE OF TERMS OF PURCHASE. The following Terms of Purchase (“Terms”) govern your use of and access to the Services. These Terms are legally binding and it is your responsibility to read them before you begin to use the Services. By using and participating in the Services, you accept and agree to be bound and abide by these Terms.

3. RETREAT DETAILS. 

Name of Retreat: Claim Your Light: Riviera Maya, Mexico with Jessica Zweig (the “Retreat”) Retreat Dates: January 26, 2025 to January 30, 2025 

Location: Rivera Maya, Mexico 

Total Fees: Option 1 $19,997 USD (“Total Fees”)

Pay in full Total Fees: Option 2 $20,691 (“Total Fees”); 3 payments plan. First payment due upon sign up and the following payments are auto-drafted the same day each month for 2 more months until payment is made in full. 

  • payment 1) $6,897 USD, due upon signing
  • payment 2) $6,897 USD
  • payment 3)$6,897 USD

Additional terms regarding the Retreat, such as included meals and amenities, transportation, Covid-19 requirements, etc., if applicable, are set forth at Nashville Retreat — Jessica Zweig (the “Website”), and are hereby incorporated by reference. Organizer may also provide additional details to you through emails and additional communications prior to the Retreat.

4. CONFIRMATION. 

In order to purchase the Retreat package, you must complete and execute this Agreement. You will receive a confirmation from Organizer which will outline the details of your completed registration. Organizer may request the provision of additional information, such as identification and travel information and/or additional forms and questionnaires. You hereby consent to receive all such correspondence related to the Retreat, including the itinerary. Please be advised the itinerary is subject to change and may be modified by Organizer at any time. You hereby acknowledge and agree that Organizer has a right to do so for any reason, including, but not limited to weather, third-party vendors or providers, and any local circumstances.

5a. PAYMENT. 

At the time of booking the Retreat, The Total Fees must be paid at the time of booking the Retreat, or if paying via payment plan, by the date in the below schedule. All fees are nonrefundable. If you cancel your spot in the Retreat, you will not be entitled to any refund of the Total Fees or any additional fees paid. If the Total Fees are not received by Organizer by the date listed above, your spot may be cancelled without prior notice to you. 

5b. Payment Schedule. 

  • 1st payment due upon registration 
  • 2nd payment auto processed on same day the following month (month 2)
  • 3rd payment auto processed on same day the following month (month 3)

6. TRAVEL DOCUMENTATION. 

You are solely and exclusively responsible for maintaining up-to-date and valid travel documentation, such as passports, as well as any required and applicable travel visas, immunizations, or other required documentation for the locations being visited. Organizer is not liable or responsible for any Guest being denied entry or exit to or from any location or country.

7. TRAVEL INSURANCE. 

You are required to purchase and maintain travel insurance during the entire length of the Retreat (including through the return date). You are individually responsible for paying for travel insurance and ensuring adequate coverage. Coverage should include, but not be limited to: illness, injury, property damage, loss of personal items, death, cancellation and any other potential losses, damages, expenses, and/or liabilities. Organizer is not responsible or liable for any loss, damage, expense, cost, or any other travel issue. You will not be permitted to travel on the Retreat without providing proof of travel insurance.

9. CANCELLATION, MODIFICATION. 

a. It may be necessary for Organizer to modify the advertised content, timing, date and/or location of the Retreat, and Organizer reserves the right to do so at any time and without liability to Guest; provided that the Retreat, as altered, is substantially similar to the Retreat as originally advertised. Organizer will provide Guest with notice of any alterations as soon as is reasonably practicable. 

b. Organizer reserves the right to cancel the Retreat at any time and will provide Guest with notice of the same as soon as is reasonably practicable. 

c. In the event that Organizer cancels the Retreat or materially modifies the advertised content, timing, date and/or location of the Retreat, Organizer’s sole and exclusive liability and Guest’s sole and exclusive remedy shall be for Guest to either: (i) request a credit for a future retreat held by Organizer (up to the value of amount paid by Guest to Organizer for the Retreat); or (ii) request that the fees paid by Guest be applied to the rescheduled Retreat, if applicable.

10. LATE FEES. If Company does not receive payment from you within fourteen (14) calendar days of any payment date, then you will be charged a late fee of 1.5% of the outstanding amount per each day that Company does not receive payment.

11. CHARGEBACKS. You are to make every attempt to file for a refund prior to attempting a chargeback with your financial institution. You will remain responsible for amounts due under this Agreement in the event you dispute payment with your financial institution. In the event of a chargeback attempt, you expressly agree to forfeit any and all intellectual property or deliverables afforded to you in exchange for your purchase of the Services. Company reserves the right to present proof of purchase and this Agreement to the financial institution investigating the dispute.

12. RECURRING SUBSCRIPTIONS. If you select a Service with a recurring subscription (autorenewal), you authorize Company to maintain your account and payment information and charge that account automatically upon the renewal of the Service.

13. MEDIA RELEASE. 

You acknowledge and agree that before and during the Retreat, you may be subject to photographs, video, sound recordings, or other media captures of your face, name, voice, or likeness. In consideration for your participation in the Retreat, you hereby and irrevocably consent to the use, publication, distribution, broadcasting, reproduction, live-streaming, editing, recording, posting, copyrighting, licensing, digitization, and/or re-release of the Released Media (described below) by Organizer, as well as any employees, affiliates, associates, vendors, contractors, representatives, or agents (collectively referred to as the “Representatives”) for any legal reason or purpose, including but not limited to social media, commercial products, education, course materials, video footage, sales, marketing, or any other medium in any form that has been or will be invented. “Released Media” will include, but are not limited to, all photographs, videos, sound recordings, paintings, sculptures, and all other media currently known or hereinafter developed, captured of you or your likeness before and during the Retreat by Organizer or its Representatives. 

You hereby release Organizer and its Representatives from any and all claims and demands arising out of or in connection with any use of the Released Media, including, without limitation, claims for privacy violations, right of publicity claims, defamation and/or any other intellectual property rights. You claim no ownership of the Released Media and forego any opportunity, whether past or present, to copyright or trademark the Released Media. You give consent to the use of this Released Media while knowing and understanding that your name, comments, and other identifying factors may be revealed to the general public.

14. PHYSICAL ACTIVITIES. 

You hereby acknowledge and agree that you will voluntarily be participating in certain physical activities (“Physical Activities”) on the Retreat. The Physical Activities may include, but are not limited to: walking, swimming, hiking, biking, yoga, fitness activities, climbing, or other types of strenuous physical activities. You understand and are aware that your participation in the Physical Activities involves risks. These risks may lead to tangible or intangible harm, and you agree that they may result not only from your own actions but also from the actions of others. With the knowledge and understanding of these risks, you choose, of your own will and volition, to continue participating in the Physical Activities. 

You also acknowledge and agree that there are risks that you may not have considered, yet you waive your right to any claims that may occur from these unconsidered risks and choose, of your own will and volition, to participate in the Physical Activities. 

You acknowledge and agree that by attending the Retreat you consent to waive certain legal rights, including the right to sue Organizer and/or its Representatives, from any physical, material, tangible or intangible, loss or damages that may happen to you during your participation in any of the Physical Activities undertaken while under their instruction or thereafter.

15. HEALTH ELIGIBILITY. 

Your participation in the Retreat indicates your acknowledgment and agreement with the following:

a. It is your responsibility to consult a physician before participating in this or any Retreat to ensure your eligibility for strenuous Physical Activity and you affirm that you have no medical conditions that would restrict you from participating in any of the Physical Activities. 

b. You agree to hold Organizer and its Representatives, harmless from any damage, whether tangible or intangible, that may happen to you while participating in the Retreat. Such injuries may include, but are not limited to, muscle strains, muscle sprains, muscle spasms, heart attacks, raised blood pressure, and broken, fractured, or dislocated bones. 

c. You agree that if you do experience medical issues, you will contact your doctor immediately.

d. You agree and verify that all of the information that you have given Organizer and/or its Representatives is accurate, up-to-date, and without the omission of any known medical issues.

e. You agree and verify that if you have omitted any necessary personal information, whether knowingly or unknowingly, you will hold Organizer and its Representatives harmless against all liability for any damages that may occur to yourself or to others because of my actions or inactions.

f. You agree to keep Organizer apprised of any changes or upcoming changes concerning your physical health and personal information. 

g. You understand and agree that it is your responsibility to let Organizer know if you have any pain or discomfort before, after, or during the Retreat. 

h. If you do require medical treatment or attention while or after participating in the Retreat, you agree that the medical costs are yours and yours alone and hold Organizer and its Representatives harmless from any charges, fees, or costs that your conditions may incur. 

16. GENERAL ASSUMPTION OF RISK. 

You agree and understand that your participation in the Retreat may involve risks. These risks may lead to tangible or intangible harm, as discussed above. Additional risks, such as those risks involved in being in another country, a country where medical services are not available, or a country with an unsteady political, cultural, or geographical climate, may also be present. 

It is your responsibility to familiarize yourself with all possible risks involved in participation in the Retreat. You agree that neither Organizer nor any of its Representatives is liable, to the fullest extent permissible by law, for any harm that may come to you due to your participation in the Retreat. 

YOU ACKNOWLEDGE THAT YOUR DECISION TO ATTEND THE RETREAT IS MADE WITH FULL KNOWLEDGE OF ALL INFORMATION DESCRIBED ABOVE AND THAT YOU ARE ATTENDING OF YOUR OWN WILL AND VOLITION. YOU AGREE TO BE THE SOLE PARTY RESPONSIBLE FOR ASSUMPTION OF ALL RISK INVOLVED IN CONNECTION WITH THE RETREAT. IN NO EVENT WILL ORGANIZER OR ANY OF ITS REPRESENTATIVES BE LIABLE FOR ANY LIABILITIES ARISING FROM OR IN CONNECTION WITH YOUR PARTICIPATION IN THE RETREAT.

17. INTELLECTUAL PROPERTY. 

You acknowledge and agree that Organizer and/or its licensors retains all rights, title, interest and ownership, of and all intellectual property rights with respect to the Retreat. You understand that Organizer may provide materials to you solely for your personal and individual use, including but not limited to information, notes, recordings, chats, analyses, courses, studies, videos, books, presentational materials and other aids, procedures, frameworks, techniques, operating methods, know-how, processes, formulas, data, improvements, plans, modifications, and/or derivative works and any other information which could reasonably be expected to benefit competitors of Organizer (collectively, “Pre-Existing Materials”). You further understand that the Pre-Existing Materials that you receive are confidential and proprietary to Organizer, and shall not be sold, loaned, rented, given away, distributed, advertised for sale on the Internet and/or through any other medium, and/or exploited in any manner, and the commercial use, reproduction, transmission or distribution of any Pre-Existing Materials made available through the Retreat without the prior written consent of Organizer is strictly prohibited. You agree not to tape-record, video-record, transmit, photograph, and/or otherwise reproduce the Pre-Existing Materials without first receiving Organizer’s prior written consent.

18. PARTICIPATION. 

Guest agrees not to participate in the Retreat for any unlawful purpose or any purpose prohibited under this section. If Guest believes any condition to be unsafe, Gust will immediately discontinue further participation in the Retreat. Guest agrees not to undertake any action which may damage Organizer or its Representatives in any way. Guest further agrees not to: 

a. Harass, abuse, or threaten others or otherwise violate any person’s legal rights; 

b. Violate any intellectual property rights of Organizer or any third party; 

c. Perpetrate any fraud; 

d. Engage in or create any unlawful activity; or 

e. Unlawfully gather information about others.

19. DISPUTES WITH OTHER GUESTS. 

Guest hereby releases Organizer and its Representatives, from any claims, demands, damages or other legal action which may arise from Guest’s dispute with any other guest.

20. TERMINATION. 

This Agreement shall continue until canceled as specified above or until Guest attends and completes the Retreat. Any provision of this Agreement which by its terms imposes continuing obligations on either of the parties shall survive termination of this Agreement.

21. ASSIGNMENT; RESALE. 

Guest is prohibited from assigning, selling or reselling Guest’s space in the Retreat, unless Guest has specifically executed a written agreement with Organizer that expressly allows for such activity. 

22. INDEMNIFICATION. 

Guest agrees to defend and indemnify Organizer and its Representatives and hold them harmless against any and all legal claims and demands, including reasonable attorneys’ fees, which may arise from or relate to Guest’s attendance at the Retreat, Guest’s breach of this Agreement, or Guest’s conduct or actions. Guest agrees that Organizer shall be able to select its own legal counsel and may participate in its own defense, if so desired.

23. LIMITATION OF LIABILITY.

ORGANIZER’S TOTAL AND CUMULATIVE LIABILITY FOR DIRECT DAMAGES ARISING OUT OF AND/OR IN CONNECTION WITH THIS AGREEMENT SHALL IN NO EVENT EXCEED THE FEES PAID BY YOU TO ORGANIZER IN CONNECTION WITH THE RETREAT. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT AND/OR ANY ORDER FORM, IN NO EVENT WILL ORGANIZER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL AND/OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS) EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

24. REPRESENTATION. 

Guest represents that he/she is over 18 years of age and may legally consent to and enter into this Agreement.

25. DISPUTE RESOLUTION. 

In case of a dispute between the parties relating to or arising out of this Agreement, the parties shall first attempt to resolve the dispute personally and in good faith. If these personal resolution attempts fail, the parties shall then submit the dispute to binding arbitration. The arbitration shall be conducted in Davidson County, Tennesee. The arbitration shall be conducted by a single arbitrator, and such arbitrator shall have no authority to add parties, vary the provisions of this Agreement, award punitive damages, or certify a class. Each party shall pay their own costs and fees. Claims necessitating arbitration under this section include, but are not limited to: contract claims, tort claims, claims based on federal and state law, and claims based on local laws, ordinances, statutes or regulations. Intellectual property claims by Organizer will not be subject to arbitration and may, as an exception to this section, be litigated. 

26. GENERAL. 

If any provision of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the provisions will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force. Headings to this Agreement are for convenience only. Headings shall in no way affect the provisions themselves and shall not be construed in any way that would limit or otherwise affect the terms of this Agreement. All notices and other communications given or made pursuant to this Agreement must be in writing, sent to the persons designated herein or to such other persons and addresses as the parties may designate from time to time and will be deemed to have been given upon the earlier of actual receipt or: (a) personal delivery to the party to be notified, (b) when sent, if sent by facsimile or electronic mail during normal business hours of the recipient, and if not sent during normal business hours, then on the recipient’s next business day, (c) five (5) days after having been sent by registered or certified mail, return receipt requested, postage prepaid, or (d) one (1) business day after deposit with a nationally recognized overnight courier, freight prepaid, specifying next business day delivery, with written verification of receipt. This Agreement and the materials and documents referenced herein will constitute the entire agreement of the parties with respect to the subject matter hereof and supersedes all previous communications, representations, understandings, and agreements, either oral or written, between the parties with respect to the subject matter of this Agreement. The Agreement may be executed in counterparts, each of which will be an original, and all of which together will constitute one and the same document. No modification of this Agreement will be binding unless in writing and signed by both parties.

27. BUSINESS HOURS. Company ‘s business operating hours are as follows: Monday –Thursday from 9:00am to 4:00pm Central Time. All emails will be responded to within twenty-four (24) hours during Business Operating Hours. If communication is made to Company during the weekend, it will be addressed the following Business Day. Company will be closed on holidays and for vacation(s), which may affect Company’s business operating hours. Company’s closures for vacation are within the Company’s sole authority and discretion.

28. CLIENT CONFIDENTIALITY. During the course of the Company’s performance of Services, you may receive, have access to and create documents, records and information of a confidential and proprietary nature to the Company. This confidential information may include but is not limited to Company work product, coaching materials, company and member financial information, marketing plans and strategies, market research, client and other mailing lists, business transactions, supplier or vendor relationships, contract terms, present and future projects and products, and pricing and cost information, and other information that is not generally known to the public (“Confidential Information”). You acknowledge and agree that such Confidential Information is an asset of the Company, is not generally known to the trade, is of a confidential nature and, to preserve the goodwill of the Company and must be kept strictly confidential and used only in the performance of your performance under this Agreement. You agree that you will not use, disclose, communicate, copy or permit the use or disclosure of any such information to any third party in any manner whatsoever except as otherwise directed by Company in the course of your performance under this Agreement, and thereafter only with the written permission of Company. You shall notify the Company immediately in the event you become aware of any loss or disclosure of any Confidential Information. Upon termination of this Agreement or upon the request of Company, you will return to Company all of the Confidential Information, and all copies or reproductions thereof, which are in your possession or control. You also acknowledge your continuing obligation to raise any confidentiality questions or concerns with the Company in a timely manner.

29. FORCE MAJEURE. If either Party hereto is unable to perform any of its obligations, with the exception of payment, by reason of fire or other casualty, strike, act or order of public authority, global pandemic, administrative order by governmental authority, act of God, or other cause beyond the control of such Party (hereinafter, a “Force Majeure Event”), then such Party shall be excused from such performance during the pendency of such cause. COVID-19 and any related governmental orders or shutdowns are known phenomena and not Force Majeure events. The Party suffering a Force Majeure Event shall give written notice within five (5) days of the Force Majeure Event to the other Party, stating the period of time the occurrence is expected to continue and shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized.

30. NO REPRODUCTION. You may not reproduce, distribute, modify, create derivative works of, republish, transmit, sell, resell, or exploit any of the material displayed or provided in connection with the Services.

31. PRIVACY. You agree that all information you provide to register for the Services, including, but not limited to, through the use of any interactive features on the Company’s website, is governed by our Privacy Notice, and you consent to all actions we take with respect to your information consistent with our Privacy Notice [https://jessicazweig.com/privacy-policy/].

32. COMMUNITY GUIDELINES. You hereby agree to the Company’s Website Terms of Use [https://jessicazweig.com/terms-and-conditions/] and all Community Guidelines outlined therein.

33. USER CONTRIBUTIONS. If you submit a comment, photo, video or other materials to Company in connection with the Services, you agree that we have a non-revocable commercial license to republish your submission in whole or in part, unless you explicitly state in writing that we do not have such permission.

34. GENERAL DISCLAIMER. To the fullest extent permitted by law, we expressly disclaim any liability for any direct, indirect or consequential loss or damage incurred by you or others in connection with our Services, including without limitation any liability for any loss of revenue; loss of actual or anticipated profits; loss of contracts; loss of business; loss of opportunity; loss of goodwill; loss of reputation; damage to or corruption of data; or any indirect or consequential loss, whether such loss or damage was foreseeable or in the contemplation of the Parties, whether caused by negligence, breach of contract or otherwise. Neither the Company nor any person associated with the Company makes any warranty or representation with respect to the completeness, security, reliability, quality, accuracy or availability of the Services or that the Services will otherwise meet your needs or expectations. Neither the Company nor anyone associated with the Company warrants that the Services or its related content will be error-free, accurate, reliable, or uninterrupted, that defects will be corrected, that the website or the server that makes it available are free from viruses or other harmful components. The foregoing does not affect any liability that cannot be excluded or limited under applicable law. Services are for informational/educational purposes only. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. The Company shall not be liable for any and all liability arising from any reliance placed on such materials by you or by anyone who may be informed of any of its contents. We are not medical, legal, financial or other professionals, or if we are, we are not acting in any professional capacity, including medical, legal, financial or otherwise. The Services should not be construed as medical, legal, or financial advice. 

35. WARRANTIES DISCLAIMER. Your use of the Services or items obtained throughout your participation in the Services is at your own risk and are provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.

36. EARNINGS AND RESULTS DISCLAIMER. While we may reference certain results, outcomes or situations in connection with the Services, you understand and acknowledge that we make no guarantee as to the accuracy of third-party statements made or the likelihood of success for you as a result of these statements. You understand that individual results and outcomes will vary. We cannot guarantee your success merely by your participation in the Services or your access, purchase or completion of any material provided relating to the Services. Any results provided in connection with the Services are not guaranteed or typical.

37. COACHING DISCLAIMER. Client understands that Company’s employees and teachers are not Client’s agents, therapists, business managers, or public relations managers. They do not provide counseling, therapy, advice, answers, or direction. Their role is to assist Client in understanding and completing the Services and, if applicable and Client qualifies, obtaining the certification.

38. TECHNOLOGY DISCLAIMER. We make reasonable efforts to provide you with modern, reliable technology. However, in the event of a technological failure, you accept and acknowledge our lack of responsibility for said failure. We cannot guarantee that all information provided in connection with the Services is completely accurate, complete or up to date, and disclaim liability for any such errors or omissions.

39. WARRANTIES AND REPRESENTATIONS. Parties represent and warrant to each other that each is free to enter into this Agreement and that this engagement does not violate the terms of any agreement between either Party and any third party. The Parties represent and warrant to each other that each is at least 18 years of age at the time of execution of the Agreement.

40. ASSIGNMENT. This Agreement is personal to each of the Parties. No rights or obligations may be assigned or delegated by either Party at any time, unless such assignment is in writing and signed by both Parties.

41. ASSUMPTION OF RISK. By participating in and accessing the Services, whether paid or unpaid, you assume the risk of your access and any subsequent actions you choose to take as a result of the informational or educational materials provided to you.

42. LIMITATION ON LIABILITY. You understand and agree that, to the maximum extent permitted by applicable law, the Company will not be liable for any direct, indirect or consequential loss or damage incurred by you or others in connection with our Services, including without limitation any liability for any loss of revenue; loss of actual or anticipated profits; loss of contracts; loss of business; loss of opportunity; loss of goodwill; loss of reputation; loss of contracts; damage to or corruption of data; or any indirect or consequential loss, whether such loss or damage was foreseeable or in the contemplation of the Parties, whether caused by negligence, breach of contract or otherwise. The foregoing does not affect any liability that cannot be excluded or limited under applicable law.

The failure by us to enforce any provision of these Terms will not constitute a present or future waiver of such provision nor limit our right to enforce such provision at a later time. All waivers by us must be in writing to be effective.

43. LIMITATION ON TIME TO FILE CLAIMS. Any cause of action or claim you may have arising out of or relating to these Terms of Purchase or the Services must be commenced within one (1) year after the cause of action accrues; otherwise such cause of action or claim is permanently barred.

44. SEVERABILITY. If any portion of these Terms is held to be invalid or unenforceable, the remaining portions of these Terms will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to effect and intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from these Terms, but the rest will remain in full force and effect.

45. NOTICES. All notices, claims, and demands made upon Company under this Agreement must be in writing and addressed to Company at the email address set forth below. A notice by a Party is effective only if the Party giving the Notice has complied with the requirements of this Section.

Notice to Company: Jessica Zweig, Inc.

Attention: Jessica Zweig

support@jessicazweig.com

46. ENTIRE AGREEMENT. These Terms are the entire agreement between you and us regarding the subject matter of these Terms. These Terms supersede all prior or contemporaneous representations, understandings, agreements, or communications between you and us, whether written or verbal, regarding the subject matter of these Terms. We will not be bound by, and specifically object to, any term, condition, or other provision that is different from or in addition to the provisions of these Terms (whether or not it would materially alter these Terms). The English version of these Terms will control if there is any conflict.

47. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Tennessee without giving effect to any choice or conflict of law provision or rule.

48. MEDIATION. In the event a dispute shall arise between the Parties that is related to or arises out of these Terms, the Parties agree to attempt to resolve the dispute through mediation. The mediation will take place in Davidson County, TN or remotely via Zoom. The Parties agree to cooperate with one another in selecting a mediation service, and shall cooperate with the mediation service and with one another in selecting a neutral mediator and in scheduling the mediation proceedings. For a mediation, the parties will agree to use commercially reasonable efforts to begin the mediation within 15 business days of the selection of the mediator and to conclude the mediation with 30 days of the start of the mediation. The costs of the mediation will be equally split between the Parties. If the Parties fail to agree at the completion of the mediation, the requesting part may commence legal proceedings to resolve the dispute.

49. JURISDICTION AND VENUE. If the Parties cannot resolve any dispute for any reason, including, but not limited to, the failure of either party to agree to enter into mediation or agree to any settlement proposed by the mediator, either party may file suit in a court of competent jurisdiction in the state or federal courts of Davidson County, TN and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.