Liability Release, Waiver, Assumption of Risk, POLICIES, and non-disclosure
By making a deposit to this retreat or virtual/online class or journey, you enter this Liability Release, Waiver, Assumption of Risk (“Waiver”), and Mutual Non-Disclosure with Soul Flow Arts LLC (DBA NaiAsa Institute, a subdivision of PT Pele Makena ‘Aina). As you enter this Waiver, you acknowledge that all parties involved are setting our intentions that only good will come of this contractual union, and that all parties and the Universe will benefit. You agree as follows:
A. FOR RETREATS (HEREIN CALLED “RETREATS”), AND VIRTUAL JOURNEYS OR ONLINE/LIVE TEACHER TRAININGS (HEREIN CALLED “VIRTUAL PROGRAMS”) - WHERE APPLICABLE
1. FOREIGN TRAVEL WAIVER
You acknowledge that travel to foreign countries may involve many risks not known to you or Soul Flow Arts LLC and their owners, operators, officers, employees, independent contractors, representatives, agents, or anyone else attending or participating in a Retreat or other Program. These risks may not be reasonably foreseeable at this time or at the time of the Retreat or Program in which you participate, and may not normally be associated with travel. You knowingly and voluntarily agree to assume any and all risks associated with such travel.
2. ASSUMPTION OF RISK
You are aware of and hereby acknowledge the inherent risks associated with Retreat or Virtual Program activities, including, but not limited to, the risks associated with yoga, dance, art, hoop, poi, transformative experiences, mountain nature excursions, hiking, swimming, foreign travel, travel to and from retreat location, and any other activities associated with the Retreat or Virtual Program you are attending. You are aware of the risks of injury, death, and property damage that may result from, among other causes, the acts or omissions of Soul Flow Arts LLC, and their owners, operators, officers, employees, independent contractors, representatives, and/or agents. I further assume all risks associated with my participation in the Retreat or Program including, without limitation, the risk of negligent or intentional acts or omissions or theft by other participants or third parties, and the risk of injury caused by the condition of any property, facilities or equipment used during the Retreat or Program.
3. RELEASE OF LIABILITY
In exchange for $100 (included in the total payment for the Retreat or Virtual Program), you voluntarily and while realizing the full legal significance of my action, waive and release, on behalf of yourself, your heirs and your estate, all claims of whatever nature against Soul Flow Arts LLC, and their owners, operators, officers, employees, independent contractors, representatives, and/or agents including, but not limited to, claims of any injury, loss, damage, accident, delay, irregularity or expense caused by strikes, war, weather, natural disaster, sickness, quarantine, government restrictions, or arising from any act or omission of any steamship, airline, railroad, bus company, hotel, restaurant, school or university, firm, agency or individual, or for any other cause whatsoever arising out of, resulting from or in connection with the Retreat or Program.
4. INDEMINFICATION AND HOLD HARMLESS
It is expressly understood and agreed that Soul Flow Arts LLC is not providing personal chaperones or supervision with respect to this Retreat or Virtual Program and that you are responsible for your individual conduct, health and safety at all times. You agree to defend, indemnify and hold harmless Soul Flow Arts LLC, and their owners, operators, officers, employees, independent contractors, representatives, and/or agents for any and all demands, costs, losses, expenses, claims, recoveries, judgments and liabilities (including attorneys’ fees) of any nature arising out of, or in consequence of, your acts, words, conduct, etc. in any way connected with your participation in the Retreat or Program including, but not limited to, damage to property, any injuries or death sustained by any person(s).
5. MODIFICATION OF PROGRAM
You understand that the remoteness of the destination, local custom, natural disasters, political upheaval or other political issues and/or prevailing weather conditions may cause minor inconvenience or modification to portions of the Retreat or Virtual Program. Soul Flow Arts LLC reserves the right to modify and/or cancel any tour arrangements due to reasonable circumstances.
6. TRAVEL DOCUMENTS AND INSURANCE
You understand that it is your responsibility to ensure that all necessary travel documents such as passports (at least six (6) months prior to expiration date), visas, and yoga qualifications (if applicable) are obtained and are valid. You understand that Soul Flow Arts LLC reserves the right to require travel insurance for any Retreat and further recommends travel insurance for all Retreats. Obtaining travel insurance is your responsibility and Soul Flow Arts LLC is not liable for any damages arising from your failure to obtain travel insurance.
7. REPRESENTATION OF GOOD HEALTH
Your are in good health, have no physical conditions that affect your ability to travel and/or participate in any of the activities involved in this Retreat or Program, and you have not been advised otherwise by a medical practitioner. You acknowledge that Soul Flow Arts LLC is in no way responsible for any costs related to my medical care.
8. CHOICE OF LAW; VENUE
You agree that if a dispute is not resolved first by good-faith negotiation between the parties to this Waiver, every controversy or dispute to this Waiver will be submitted to the International Centre for Dispute Resolution (www.icdr.org). The arbitration shall occur within ninety (90) days from the date of the initial arbitration demand and shall take place virtually through the ICDR guidelines. The Parties shall cooperate in exchanging and expediting discovery as part of the arbitration process and shall cooperate with each other to ensure that the arbitration process is completed within the ninety (90) day period. The written decision of the arbitrators (which will provide for the payment of costs, including attorneys’ fees) will be absolutely binding and conclusive and not subject to judicial review, and may be entered and enforced in any court of proper jurisdiction, either as a judgment of law or decree in equity, as circumstances may indicate.
9. BROAD CONSTRUCTION
This Waiver is a legally binding agreement and will be construed broadly to provide a release and waiver to the maximum extent permissible under applicable law.
10. ENFORCEABILITY
If any provision of this Waiver is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of the Waiver shall remain in full force and effect and shall in no way be impaired.
11. KNOWING AND VOLUNTARY EXECUTION
You acknowledge that you have carefully read this Waiver, understand its contents, and understand that this Waiver includes a release of liability and an assumption of the risk. You acknowledge that Soul Flow Arts LLC is materially relying on this waiver and is allowing you to engage in activities including but not limited to yoga, dance, art, hoop, poi, transformative experiences, and mountain nature excursions or any other excursions, etc.
12. USE OF PICTURES AND VIDEOS (applicable for virtual journeys also)
Soul Flow Arts LLC may use any pictures or videos taken of participants during the Retreat or Program. This includes digital images which may be posted on our website. By participating in any Soul Flow Arts LLC Retreat or Program, you agree that you are consenting to the use of your image or likeness by Soul Flow Arts LLC for any purpose, including but not limited to electronic and printed promotional material.
13. DISCLOSURE OF PERTINENT INFORMATION
It is essential that any pertinent information, including any social, emotional or physical problems that might limit your active participation in Soul Flow Arts LLC Retreats or Programs be discussed with the directors prior to acceptance and attendance in a Retreat or Progran. We want this to be a successful experience for the participant and Soul Flow Arts LLC.
*Caution: this is a release of legal rights. Please re-read, if necessary, to ensure your understanding before making your deposit.*
Policies
FOR RETREATS & VIRTUAL/ONLINE PROGRAMS (WHERE APPLICABLE)
1. Application & Registration
Every retreat or virtual journey may not have the same exact registration or application process. Since our retreats may not be for everyone and we want to ensure a good fit, the process is as follows:
Fill out the application and you'll be notified in 48 hours via email if it's accepted.
Send a deposit to hold your space via credit card and pay your balance in-full within 30 days of your deposit or via installments.
2. Deposits
A deposit holds your space and is non-refundable.
3. Payment of Balance
All payments, whether pay-in-full or installments, must be in US Dollars via credit or debit card. Should you choose the installment plan, then you agree and understand that you’ll be paying a finance charge of no more than 10%.
4. Room Types
Room types vary based on the retreat center, as detailed in each retreat section, and are available on a first-come-first-serve basis. Some rooms book faster than others and we cannot guarantee a certain type of room, nor can we guarantee the possibility of sharing a room. If you would like to share a room and are traveling alone, please indicate that in the application process. We'd be happy to match you up with someone else from the retreat if that is available.
Single means you will have the bungalow to yourself.
Double means 2 people in each bungalow.
5. Shuttles
Each retreat has pick-up/drop-off from the Denpasar airport which is included in the price of the retreat. Because we won’t have an unlimited supply of drivers, we will group as many of you as comfortably possible into a single transport, depending on your arrival into and departure from Bali. Please be mindful of the shuttle pick-up hours (usually btwn 9 a.m. - 9 p.m. Bali time) and plan your flights accordingly (we'll be sharing those shuttle times soon). If you choose to travel on dates or times outside of that window, we’ll still have a driver for you and you’ll be responsible for the over time above what we’ve subsidized. Sometimes flight times require that you stay the night prior to the start date of the retreat. Again, we are happy to support you in booking accommodation, but you are responsible for any additional costs associated with that.
6. Cancellations
A. RETREATS
While Soul Flow Arts LLC has never cancelled a retreat yet, there is always the possibility that something could occur that would require us to cancel.
If we have to cancel a retreat due to reasons outside of our control, including, but not limited to natural disasters, national or international states of emergencies, terrorism, government decrees, etc., there are no refunds, and only credit towards another retreat. In this case, we are committed to giving as much credit as reasonably possible, and the credit amount is at our discretion.
Should we cancel a retreat for reasons within our control, or at our own volition, then we will credit 100% of what you’ve paid towards another retreat.
Because of the possibility of a retreat cancellation, however slight, we HIGHLY RECOMMEND trip insurance.
If you as a retreat participator have to cancel a retreat for any reason, including but not limited to bad weather, natural disasters, acts of terrorism, flight delays or cancellations, illness, health conditions, medical or personal or family or work emergencies or change of mind, the policy is as follows:
Your deposit will not be refunded for any reason.
If you chose to Pay-in-Full and cancel:
more than 90 days in advance of retreat start date, 100% of your payment will be credited towards a future retreat or training, minus non-refundable deposit, will be given.
between 60 - 89 days of the retreat start date, 50% of your payment will be credited towards a future retreat or training, minus non-refundable deposit, will be given.
within 59 days of the retreat start date, no credit will be given.
If you chose to pay via Installments and cancel:
more than 90 days in advance of retreat start date, 100% of your payments up to that point will be credited towards a future retreat or training, minus non-refundable deposit will be given.
between 60 - 89 days of the retreat start date, 50% of your payments up to that point will be credited towards a future retreat or training, minus non-refundable deposit will be given.
within 59 days of the retreat start date, no credit will be given, including any payments that are due AFTER the retreat.
PLEASE NOTE THAT WE CAN ONLY APPLY THESE CREDITS IF WE HAVE NOT ALREADY PAID THE RETREAT CENTER, HOTEL, OR VILLA FOR YOUR STAY. IF WE HAVE, THEN WE ARE SUBJECT TO THE CANCELLATION POLICY OF THAT RETREAT CENTER, HOTEL, OR VILLA. (If we can’t get our money back from the retreat center, hotel, or villa, then we can’t credit you.)
Because of the possibility of a retreat cancellation, or a cancellation of your trip, however slight, for reasons completely beyond anyone’s control, such as natural or unnatural disasters, acts of war, government bans, government lockdowns due to a pandemic, or other circumstances, we HIGHLY RECOMMEND trip insurance.
We reserve the right to reasonably modify this policy at any time.
B. VIRTUAL PROGRAMS (INCLUDING BUT NOT LIMITED TO VIRTUAL JOURNEYS, COACHING PACKAGES, VIRTUAL/LIVE TEACHER TRAININGS, 1-ON-1 COACHING - WHERE APPLICABLE)
We reserve the right to cancel the program at any time for any reason before the start date. Should this be the case, then you will be notified and you can request a refund in writing. Should you need to cancel by the end of 1st month of the Program, no refunds shall be given, and any payments up to that point beyond the non-refundable deposit shall be used as credit towards a future retreat or program. No refunds or credits of any kind will be given for any cancellations after the 1st month (for a multi-month virtual class) or 1st week (for a multi-week virtual class) ; in addition, any remaining installments shall continue to be collected.
As a participant who has invested time and resources into these journeys to bring about a breakthrough in your life, we hope that you’re 100% committed to attending all the weekly & small group calls as well as reading/studying/printing (when asked) all the materials provided in the private portal as well as any advice or suggestions given to you by NaiAsa Institute, as best you can. While you’re solely responsible for your own transformation and may choose not to be “fully present” in the journey, we ask that your choice does not affect the experience of others. Should it be determined that a participant’s choice to not fully engage has affected their presence in the journey, or their actions within the group, has adversely affected the experience of others in the journey, then we will discuss this directly with the participant. If no corrective action is taken by the participant, then we will explore the possibility of them no longer continuing the journey, which may be in their best interests as well. If we determine, after careful consideration, that a participant’s actions during the journey is detrimental to the group, and their continued presence in it would adversely affect the journey’s experience of others, then we reserve the right to release that participant from the journey. Should a participant leave or be released from the program under these circumstances, then no refunds will be given.
We take these situations seriously.
While we have seen numerous cases of participants reaching their goals and accomplishing what they wanted from our courses, we know that this won’t be the case for everyone. Therefore, our counsel wants us to say the following:
WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, RELATED TO CONFIDENTIAL INFORMATION, DELIVERABLES, OR SERVICES PROVIDED BY US UNDER THIS AGREEMENT. WE SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY; FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
*Please re-read, if necessary, to ensure your understanding before making your deposit.*
MUTUAL NON-DISCLOSURE AGREEMENT
This Agreement is made and entered into as of the date deposit You make for this Retreat or Training, either in-person or online, (the “Effective Date”) by and between Soul Flow Arts, LLC, a Colorado corporation having its principal place of business at POB Box 19034, Boulder, CO 80308 ("Company") and You (the "Second Party").
WHEREAS Company and the Second Party (the “Parties”) have an interest in participating in discussions wherein either Party might share information with the other that the disclosing Party considers to be proprietary and confidential to itself (“Confidential Information”); and
WHEREAS the Parties agree that Confidential Information of a Party might include, but not be limited to that Party’s: (1) business plans, methods, and practices; (2) personnel, customers, and suppliers; (3) inventions, processes, methods, products, patent applications, and other proprietary rights; (4) personal information; or (5) specifications, drawings, sketches, models, samples, tools, computer programs, technical information, or other related information;
NOW, THEREFORE, the Parties agree as follows:
Either Party may disclose Confidential Information to the other Party in confidence provided that the disclosing Party identifies such information as proprietary and confidential either by marking it, in the case of written materials, or, in the case of information that is disclosed orally or written materials that are not marked, by notifying the other Party of the proprietary and confidential nature of the information, such notification to be done orally, by e-mail or written correspondence, or via other means of communication as might be appropriate.
When informed of the proprietary and confidential nature of Confidential Information that has been disclosed by the other Party, the receiving Party (“Recipient”) shall, for a period of three (3) years from the date of disclosure, refrain from disclosing such Confidential Information to any contractor or other third party without prior, written approval from the disclosing Party and shall protect such Confidential Information from inadvertent disclosure to a third party using the same care and diligence that the Recipient uses to protect its own proprietary and confidential information, but in no case less than reasonable care. The Recipient shall ensure that each of its employees, officers, directors, or agents who has access to Confidential Information disclosed under this Agreement is informed of its proprietary and confidential nature and is required to abide by the terms of this Agreement. The Recipient of Confidential Information disclosed under this Agreement shall promptly notify the disclosing Party of any disclosure of such Confidential Information in violation of this Agreement or of any subpoena or other legal process requiring production or disclosure of said Confidential Information.
All Confidential Information disclosed under this Agreement shall be and remain the property of the disclosing Party and nothing contained in this Agreement shall be construed as granting or conferring any rights to such Confidential Information on the other Party. The Recipient shall honor any request from the disclosing Party to promptly return or destroy all copies of Confidential Information disclosed under this Agreement and all notes related to such Confidential Information. The Parties agree that the disclosing Party will suffer irreparable injury if its Confidential Information is made public, released to a third party, or otherwise disclosed in breach of this Agreement and that the disclosing Party shall be entitled to obtain injunctive relief against a threatened breach or continuation of any such breach and, in the event of such breach, an award of actual and exemplary damages from any court of competent jurisdiction.
The terms of this Agreement shall not be construed to limit either Party’s right to develop independently or acquire products without use of the other Party’s Confidential Information. The disclosing party acknowledges that the Recipient may currently or in the future be developing information internally, or receiving information from other parties, that is similar to the Confidential Information. Nothing in this Agreement will prohibit the Recipient from developing or having developed for it products, concepts, systems or techniques that are similar to or compete with the products, concepts, systems or techniques contemplated by or embodied in the Confidential Information provided that the Recipient does not violate any of its obligations under this Agreement in connection with such development.
Notwithstanding the above, the Parties agree that information shall not be deemed Confidential Information and the Recipient shall have no obligation to hold in confidence such information, where such information:
Is already known to the Recipient, having been disclosed to the Recipient by a third party without such third party having an obligation of confidentiality to the disclosing Party; or
Is or becomes publicly known through no wrongful act of the Recipient, its employees, officers, directors, or agents; or
Is independently developed by the Recipient without reference to any Confidential Information disclosed hereunder; or
Is approved for release (and only to the extent so approved) by the disclosing Party; or
Is disclosed pursuant to the lawful requirement of a court or governmental agency or where required by operation of law.
Nothing in this Agreement shall be construed to constitute an agency, partnership, joint venture, or other similar relationship between the Parties.
Neither Party will, without prior approval of the other Party, make any public announcement of or otherwise disclose the existence or the terms of this Agreement.
This Agreement contains the entire agreement between the Parties and in no way creates an obligation for either Party to disclose information to the other Party or to enter into any other agreement.
This Agreement shall remain in effect for a period of two (2) years from the Effective Date unless otherwise terminated by either Party giving notice to the other of its desire to terminate this Agreement. The requirement to protect Confidential Information disclosed under this Agreement shall survive termination of this Agreement.
*Please re-read, if necessary, to ensure your understanding before making your deposit.*