Client Agreement | UpLevel Wellness

Client Services Agreement

This Client Services Agreement (“Agreement”) is entered into on the 08/16/2025 between ("Client") and Hushon Consulting LLC dba UpLevel Wellness , each a “Party” and together the “Parties”.

In consideration of the mutual covenants contained herein the Parties agree as follows:

Services

UpLevel Wellness shall provide Client with the following services (“Services”):

Breath Coaching

A four week experience designed for calm, clarity, energy or rest.

Understand the why behind the how — so you can breathe with intention and confidence.

Customizable routines you can use in under 5 minutes to support energy, focus, relaxation or better sleep.

Short, actionable practices to help you build consistency and see real results by the end of the 4 weeks.

Have questions or want feedback? You’ll have access to Raye throughout the experience via email.

Stay motivated and celebrate your progress with a printable breathwork habit tracker.

Pricing/Payment

For the Services, Client shall pay UpLevel Wellness the amount of $69.00. There are no refunds under any circumstances once access to the app has been provided.

Term and Termination

The term of this Agreement shall begin on the Effective Date and continue until the end of the 4 week session. There are no refunds if Client cancels prior to the expiration of any paid period.

Representations and Warranties

UpLevel Wellness represents and warrants that:

(i) it has the right and ability to enter into this Agreement;

(ii) this Agreement and the Services do not violate any other obligation or agreement to which Uplevel Wellness is a party; and

(iii) Uplevel Wellness will comply with all applicable federal, state and local laws in the performance of its obligations under this Agreement.

Client hereby represents and warrants that:

(i) Client has the right and ability to enter into this Agreement;

(ii) Client is in good physical health and does not suffer from any medical condition that would limit his or her participation in nutritional coaching, personal training, fitness training, or group training;

(iii) Client understands that it is his/her responsibility to consult with a physician prior to undertaking any training with Uplevel Wellness; and

(iv) Client understand the risks inherent in the activities offered by Uplevel Wellness and agrees to follow all instructions for safe participation in such activities.

Waiver and Release

Client hereby waives and releases UpLevel Wellness, its owners, officers, employees, independent contractors, coaches, and instructors from any claim, demand, or cause of action of any kind resulting from or related to Client’s participation in the programs offered through UpLevel Wellness. In taking part in breath coaching through UpLevel Wellness, Client understands and acknowledges that he or she is fully responsible for any and risks, injuries, or damages, known or unknown, which might occur as a result of Client’s participation.

No Guarantee of Outcome.

The outcome of the breath coaching is entirely dependent on factors outside the control of UpLevel Wellness, such as the effort and motivation of Client to fully participate in strategy sessions, accountability calls, and provided tools. Accordingly, UpLevel Wellness does not guarantee any specific outcomes from breath coaching.

LIMITATION OF LIABILITY

To the maximum extent allowed by law, UpLevel Wellness SHALL NOT BE LIABLE FOR INDIRECT DAMAGES OF ANY KIND, INCLUDING, ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING FROM OR IN CONNECTION WITH THIS AGREEMENT, EVEN IF UpLevel Wellness HAS BEEN INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, UpLevel Wellness’s MAXIMUM LIABILITY IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE COMPENSATION PAID TO UpLevel Wellness.

Indemnification

Client agrees to indemnify, and hold UpLevel Wellness, its affiliates, subsidiaries, assignees and licensees, harmless from and against any losses, costs, expenses (including reasonable attorney's fees), judgments, settlements, and damages resulting from any claim or action arising out of this Agreement, except to the extent any such damages are caused by any willful or grossly negligent act of UpLevel Wellness.

Force Majeure

UpLevel Wellness shall not be liable for delays or failures in performance resulting from acts beyond its control, including, but not limited to, acts of God, riots and acts of war, terrorism, epidemics, governmental regulations imposed after the fact, flood, fire, earthquakes, or other natural disasters. In the event that UpLevel Wellness is unable to perform any of its obligations under this Agreement because of such acts, the time for performance will be extended for the period that such failure or delay remains beyond the reasonable control of

UpLevel Wellness.

Governing Law and Dispute Resolution

This Agreement will be governed by the laws of the Commonwealth of Pennsylvania, without regard to conflicts of laws principles. All disputes relating to this Agreement that are not informally resolved will be adjudicated in the courts of York County, Pennsylvania. All Parties irrevocably consent to the personal jurisdiction of and exclusive venue in the courts of York County, Pennsylvania and waive any claims of inconvenient forum.

Miscellaneous

a. This Agreement may only be modified in writing signed by both parties.

b. This Agreement may not be assigned or delegated by either.

c. This Agreement shall be binding on and inure to the benefit of the Parties’ successors and permitted assigns.

d. All provisions of this Agreement that by their terms reasonably should survive termination or expiration shall survive.

e. If any term, condition, or provision of this Agreement is held to be unenforceable for any reason, such provision shall, if possible, be interpreted rather than voided, to achieve the intent of the parties to this Agreement to the extent possible. In any event, all other terms, conditions, and provisions of this Agreement shall be deemed valid and shall continue in full force and effect.

f. The Parties hereby agree that no agency, joint venture, or partnership is created by this Agreement and that the Parties are independent contractors to one another.

g. The Parties agree that this Agreement contains the entire understanding and agreement of the Parties and there are no other representations, warranties, promises or undertakings between the Parties. This Agreement supersedes and cancels all previous agreements between the Parties.

h. This Agreement may be executed by PDF or electronic signature and in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

Having read this Agreement and checked the box at checkout for this product, and intending to be bound by its terms, the Parties have executed this Agreement effective as of the Effective Date.

Contact

Please contact us with any questions or concerns regarding our policy.

Customer Support Team: [email protected]