Service Vacation Agreement

This Service Vacation Agreement (“Agreement”) is effective on the date next to the signatures at the end of the Agreement (“Effective Date”) by and between Be Humanitarian, a Utah Non-Profit corporation (“Non-Profit” “us” or “we” or “our”) and You, the individual whose name is listed and identified as the volunteer who will be traveling and participating on the Service Vacation (“Volunteer,” “You,” or “your” (if you are under the age of eighteen (18) then “Volunteer,” “you,” or “your” also includes the legally responsible party). This Agreement, our policies, the publicity release, Service Vacation Guide, forms, checklists, Behavior Contract, Notifications, Trip Details, and all other related documentation are mutually integrated. You and we may be referred to individually as a “party” or collectively as the “parties.” The parties, intending to be legally bound, agree as follows:

1. Scope of Services. Non-Profit facilitates active humanitarian service vacations (“Service Vacation”) with groups of individuals (“Participants”) to the country of Guatemala. For each Service Vacation, Volunteers will be given a Service Vacation Guide which includes important information about participating with us on a Service Vacation (“Guide”). Once signed up, the specifics will be emailed to you, like dates, payment of fees, links to forms, etc. about the Service Vacation that You have chosen to sign up as a volunteer with us (your “Trip Details”).
2. Fees. We are entitled to compensation for performing those tasks and duties related to the Service Vacation as listed in your Trip Details (“Fees”).
   1. Reserve a Spot. To reserve a spot to participate on a Service Vacation, you agree to pay an initial deposit amount as stated in your Trip Details (“Deposit”). You agree to pay the Fees described in your Trip Details in full or with monthly payments as set forth in your Trip Details until the balance is paid in full (“Final Payment”). The total amount of Fees is due on or before the Final Payment is due (see your Trip Details).
   2. Not Included with the Fees. The following is a list of what is NOT included, and you will be responsible to pay for:
      1. Round-trip airfare, departure taxes, and checked baggage fees.
      2. Passport fees, visas, and visa photos as required.
      3. Travel insurance (see Section 6(d)).
      4. Cancellation fees (see Section 5(b)).
      5. Personal items such as souvenirs, laundry services, beverages/wines, liquors, a-la-carte orders, meals other than specified in your Trip Details.
      6. Expenses incurred in making individual travel arrangements in conjunction with the Service Vacation.
      7. Any other items not specifically mentioned in your Trip Details.
   3. If you choose to opt-out of included activities while on the Service Vacation, for whatever reason, no refund will be given for that activity.
3. Payment for Service Vacation. The Fees charged are fully earned by us at the time of payment and the funds that you pay belong to the Non-Profit. You clearly understand that all Fees paid to us is for services rendered with no guarantee of results. To submit payment, you are required to provide “Payment Information” such as your credit card or bank account information and additional information may be required, such as your email address, name, and mailing address.
   1. Autopay Authorization. For purchases that include monthly payments, such as the Fees for Service Vacations, you authorize the “Autopay” of purchases by credit card or ACH by providing either a credit card number or ACH information for automatic withdrawal of payment from an authorized bank account (“Account on file”) and you agree that no “prior notification” for the charges is required. You understand that this authorization to charge the Account on file for such purchases will remain in effect until you terminate this authorization for Autopay by notifying us in writing.
   2. Authorized User. You acknowledge that the origination of payment transactions to the Account on file must comply with the provisions of U.S. law. You certify that you are an authorized user of the Account on file used to pay the purchases and you will not dispute these payment transactions with your bank or credit card company, so long as the transactions correspond to the terms indicated with your purchases.
   3. Third-Party Payment Vendor. You understand and agree that your Payment Information is collected and processed by a “Third-party Payment Vendor” via the Payment Gateway pursuant to the terms and conditions of the Third-party Payment Vendor’s privacy policies and terms of use. You agree that the Third-party Payment Vendor, and not us, is solely responsible for your Payment Information, and we will not be liable for any damages, claims or liabilities arising from your Payment Information.
   4. If Payment Fails. In the case of a charge being declined or returned for insufficient funds (“Failed Payment”), you understand that additional attempts will be made to process the payment. However, if the additional attempts continue to result in a Failed Payment, then you will have seven (7) days from our notice of the Failed Payment to pay the amount due or we may terminate the purchases at our discretion. For each Failed Payment, an additional thirty-dollar ($30) charge will be initiated as a separate transaction from the authorized payment.
   5. Collection Costs. You agree to be bound by the Uniform Consumer Credit Code for the state of Utah. If your account is referred to collection, you agree to pay any collection costs incurred including reasonable attorney’s fees, filing fees and court fees. Fees that are thirty (30) days past due may be subject to a late fee of up to 1.5%
4. Required Volunteer Information. To participate in the Service Vacation, you certify the following:
   1. Age of Volunteer. You are 18 years of age or older or if you are younger than 18 years of age then you are required to have a legal guardian sign this Agreement.
   2. Passport. You will provide us with a copy of your passport as requested. It is your responsibility to check that your passport is valid six (6) months past the date the Service Vacation ends. If not, then you will be required to process a new passport prior to departure.
      1. Past Due Passport: If you are unable to participate on the Service Vacation due to an expired passport, any refund of monies will be based on our cancellation policies set forth below.
   3. Travel Arrangements. Arrival and departure flight details are required to be submitted by email to us no later than the Final Payment due date. This information is required to know when Volunteers are expected, and when applicable, to arrange transfers.
   4. Personal Information. You agree to provide us with information about any allergies, dietary restrictions, medications, and an emergency contact, etc. when completing the Volunteer Registration Form (see Guide) but any changes to this information must be submitted to us no later than the Final Payment due date. This information is held in confidence and is only used in case of an emergency.
   5. Medical or Psychological Conditions. If you have any medical or psychological conditions, it’s very important you let us know well before departure so that we can make extra arrangements, if necessary. We have the right to disqualify anyone at any time during the Service Vacation if we feel that the Volunteer is mentally or physically incapable to continue and/or if a Volunteer’s continued participation jeopardizes that Volunteer’s or the other Volunteers safety.
5. Cancellation Policies.
   1. Cancellation By the Non-Profit. On rare occasions, we must cancel a Service Vacation, either because there are not enough Volunteers to operate the Service Vacation or for other reasons outside the control of the Non-Profit. If we cancel due to lack of Volunteers, then we will notify you about such cancellation prior to the due date of the Final Payment. However, we reserve the right to cancel at any time up to the day of departure, for any reason including reasons due to no fault of the Non-Profit. In the event of a cancellation by us, all Fees paid will be promptly refunded to you, minus any penalties imposed on us by the airlines or other affiliates or any other amounts we paid that are non-refundable.
   2. Cancellation by Volunteer. You understand that if you need to cancel then such cancellation must be submitted in writing, sent by email or letter via US mail no less than sixty (60) days prior to departure of the Service Vacation. The effective date of the cancellation, and any cancellation penalties, will be based on the date of receipt of the written cancellation (“Cancellation Notice”). Any penalty imposed by your airline(s) is the complete responsibility of the Volunteer. Refunds for payments made directly to third parties are subject to their refund policies, irrespective of the date of cancellation. “Cancellation Fees” will apply as follows:
      1. Volunteer Cancels More than 60 Days. If you cancel more than 30 days prior to departure, then you understand and agree that the Deposit is non-refundable and a PARTIAL REFUND of the Fees will be refunded to you within thirty (30) days from the Cancellation Notice. This means that all or a portion of the Fees is non-refundable unless we agree to apply all or a portion of the Fees to another service vacation or another individual (“Transferrable Fee”). Any Transferrable Fee is at our discretion and is not guaranteed. Please refer to our Notifications (described in Section 9 below) for details about cancellation dates and percentage of refund if applicable for this specific Service Vacation.
      2. Volunteer Cancels Less than 60 Days. If you cancel less than 60 days prior to departure, then you understand and agree that NO REFUNDS will be issued.
6. Service Vacation Policies.
   1. Activity Level and General Fitness Requirements. Volunteer should consider carefully any medical or health condition that would endanger Volunteer, or others on the Service Vacation, or diminish the enjoyment of the Service Vacation for Volunteer and the others on the Service Vacation. Factors of age, weight, lack of conditioning, heart or other disease can become exacerbated by the travel and physical activity of the Service Vacation. It is critical that you are in reasonably good health and physical fitness at the time of departure so that we can focus our attention equally on all Service Vacation Volunteers.
      1. Walking. All Service Vacations require walking and other physical exertion. You can expect to walk 2-5 miles on average over the course of a day, navigate steps, get in and out of transportation. For these reasons, our Service Vacations are not suitable for anyone physically challenged, anyone who is walking impaired, or a slow walker who cannot keep up with the pace of the group.
      2. Responsible for Personal Needs. We cannot provide individual assistance to you for walking, hiking, dining, getting on and off buses and trains, carrying baggage, or other personal needs.
   2. Room-sharing Arrangements. We will arrange a roommate for you if you have not requested to share a room with a specific individual, as follows:
      1. Most shared rooms have two (2) beds and are non-smoking rooms unless otherwise noted.
      2. For Service Vacations where all Volunteers are female, then Volunteers will share a room with a woman of similar age whenever possible.
      3. No special request, of any type, regarding your roommate can be accommodated.
      4. After Final Payment, no changes can be made to the room type (double or single occupancy).
      5. Once on tour, Volunteers wanting a single room, for whatever reason, must pay for a single room directly with the hotel, if available.
   3. Arrival, Transfers and Delays.
      1. You understand that the Service Vacation begins with your arrival at the airport in Guatemala and ends with your departure from the same airport.
      2. Volunteers arriving by air are responsible for allowing sufficient time to deplane, gather luggage and travel to the designated meeting location to join the Service Vacation. We will not delay the departure for Volunteers arriving after the designated Service Vacation start time as listed in your Trip Details.
      3. Volunteers are required to notify us in the event the airline should change the arrival or departure time of a flight by sending a message to our team lead through a messaging application where we have a group chat for the Service Vacation.
      4. Volunteers who are delayed for whatever reason are responsible for notifying us of their situation and to communicate regularly with us as to their anticipated arrival time. Delayed Volunteers are responsible for joining the group as soon as possible and at their own expense if their arrival occurs after the last scheduled transfer.
      5. On Service Vacations where scheduled transfers are provided, Volunteers who elect to take alternate transportation to the hotel, for any reason, will not be reimbursed for the transfer expense incurred.
   4. Trip Cancellation Insurance. Purchase of “Trip Cancellation Insurance” is mandatory and is not included in the Fees for the Service Vacation. A link for you to purchase your own Travel Insurance is provided in the Guide. Be aware that such insurance will not cover fear of getting Covid 19 or of not being admitted because of Covid 19 regulations were not met (i.e., immunizations, testing, etc.).
   5. Itinerary Changes. Non-Profit reserves the right to make route, hotel, other lodging, itinerary and Service Vacation modifications as required or desired to improve the Service Vacation quality and/or to accommodate the comfort and well-being of the Volunteers.
   6. Documents Required to Travel. It is your responsibility to obtain and present the required documents necessary for travel. This includes, but is not limited to, a valid government issued photo ID, passport, Visa, Letter of Invitation, shot record, etc. Volunteers who have any question as to their ability to obtain and present the required documents necessary to travel to a country should address their questions to the embassy or consulate of the country to which they will be traveling BEFORE signing up to participate on a Service Vacation.
      1. Visas. If applicable, we will offer to obtain a Visa for Volunteers. However, Volunteers must be a passport holder from the United States or Canada, cannot have a criminal conviction, and cannot have an exception that would prohibit the routine issuance of a Visa. In such cases Volunteers will be responsible to obtain their own Visa.
      2. Volunteers who cannot obtain proper documentation to travel, no matter when or how that discovery is made, will be responsible for whatever cancellation penalties are in force at the time of cancellation from the Service Vacation or denial of travel.
   7. Early Departure from a Service Vacation in Progress.
      1. You understand that Non-Profit reserves the right to refuse as a Volunteer, or remove from a Service Vacation, without refund, any person it judges to be incapable of meeting the rigors and requirements of participating in the activities, who is abusive to other Volunteers, leaders or third parties, who does not follow the laws of the local government and the country of Guatemala, or who it determines detracts from the enjoyment of the Service Vacation by others.
         1. You understand that illegal items brought into or purchased in Guatemala will result in a fine and possible arrest by the Guatemalan Government. You understand that bringing illegal items puts the other Volunteers and the Non-Profit at risk. You will not bring illegal drugs or illegal items with you or purchase such items while in Guatemala.
      2. If any Volunteers voluntarily choose to leave a Service Vacation prior to its scheduled conclusion, we will not refund any Fees for the unused portion of the Service Vacation arrangements. Transportation costs from the Service Vacation departure point to the airport, airline penalties, and any other expenses will be the responsibility of the Volunteers.
   8. Your Obligations as a Volunteer. As a Volunteer, You assume certain obligations to the Non-Profit and the other Volunteers. It is your responsibility to:
      1. Understand the conditions implied under this Section 6, Service Vacation Policies.
      2. Arrive on time for departures, meals, service activities, city tours, etc.
      3. Prepare for the Service Vacation by familiarizing yourself with your Trip Details, preparation materials listed in the Guide, the volunteer activities and collecting donations.
      4. Attend meetings to prepare for the Service Vacation.
      5. Bring appropriate gear and clothing as advised by Non-Profit.
      6. Follow considerate standards of personal hygiene to reduce risk of contracting diseases.
      7. Follow considerate social behavior with other Volunteers and respect their habits.
      8. Act in an appropriate and courteous manner befitting the customs of Guatemala.
      9. Respect the places we visit by using environmentally safe products, staying on established routes of travel, and not littering.
      10. Follow all written and verbal rules of safety presented to you by Non-Profit.
      11. Follow the guidelines set forth in the Non-Profit’s “Behavior Contract.”
7. Privacy. You authorize Non-Profit to use your personal information such as email address, telephone number (“Personal Information”) and Payment Information (collectively “Information”) to:
   1. provide and improve our Services;
   2. solicit your feedback; and
   3. inform you about our Services.
8. You understand that we engage third-party companies and individuals to perform functions on our behalf. These other companies will have access to the Information only as necessary to perform their functions and to the extent permitted by law. To the extent permitted by law, we may also disclose the Information: (i) when required by law, court order, or other government or law enforcement authority or regulatory agency; or (ii) whenever we believe that disclosing such Information is necessary or advisable, for example, to protect the rights, property, or safety of us or others, including you. We take commercially reasonable steps to protect the Information from loss, misuse, and unauthorized access, disclosure, alteration, or destruction. You understand that no security system is impenetrable. We cannot guarantee the security of our databases or the databases of the third parties with which we may share such Information, nor can we guarantee that the Information you supply will not be intercepted while being transmitted over the Internet. Email sent to us may not be secure, and you should therefore take special care in deciding what information you send to us via email.
9. Online Participation. Your use of our “Website” located here: https://behumanitarian.org/ and our social media sites like Facebook, LinkedIn, Twitter, Instagram, etc. (“Social Media Sites”) requires you to consent to the Website terms and conditions, privacy policy and disclaimer which can be reviewed here: https://behumanitarian.org/terms/
10. Electronic Communications. When you use the Website, the Social Media Sites to send messages or post, send e-mails to us, or use a mobile phone or software applications to call or text us you are communicating with us electronically. You consent to receive communications from us electronically (“Notifications”) such as your Trip Details and other information that would be applicable. We will communicate with you by e-mail, by telephone or by text or chat messaging. You agree that all agreements, Notifications, disclosures, and other communications that we provide you electronically satisfy any legal requirements that such communications be in writing.
11. Intellectual Property Ownership. You acknowledge and agree that the Scope of Services provided by us contain proprietary and confidential information that is the property of Be Humanitarian, a Utah Non-Profit corporation, is protected by applicable intellectual property and other laws. You further acknowledge and agree that content contained in advertisements or information presented to you on the Website, Social Media Sites, other online platforms, by Electronic Communications or advertisers (“Content”) is protected by copyright, trademarks, service marks, patents or other proprietary rights and laws.
    1. Non-Profit Trademarks. You acknowledge our exclusive rights in our trademark and service mark’s for Be Humanitarian. Trademarks, service marks, logos, and copyrighted works appearing on the Content are the property of Be Humanitarian. We retain all rights with respect to any of our respective intellectual property appearing on the Content, and no rights in such materials are transferred or assigned to you.
12. Advertising. Non-Profit is authorized to use photographs or video footage taken or contracted by Non-Profit, from the Service Vacations, in any advertising, marketing, or for other business practices. Non-Profit will have no obligation or liability related to the use of the photographs or video footage to you as set forth in the Publicity Release that is mutually integrated with this Agreement.
13. Non-Disparagement. The parties will refrain from interfering with the other’s business (if applicable) by making any false, negative, critical, or disparaging statements, implied or expressed, concerning the other in any manner likely to be harmful to them or their business, business reputation or personal reputation including, but not limited to, social media platforms, verbal communications, and print media.
14. Confidentiality. The parties may gain access to confidential and proprietary information about the other party. The parties will not divulge such information that is reasonable to believe is confidential or is designated by either party as sensitive or confidential, without the express written consent of the other party. Confidential Information does not include information that is: (1) publicly known at the time of disclosure or subsequently becomes publicly known through no fault of the Receiving party; (2) discovered or created by the Receiving party before disclosure by Disclosing party; (3) learned by the Receiving party through legitimate means other than from the Disclosing party or it’s representatives; or (4) is disclosed by Receiving party with Disclosing party’s prior written approval.
15. Assignment of Contract. Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the prior written consent of the other.
16. No Guarantees. You acknowledge that we have made no promises or representations to you, nor given you any assurances as to the favorable or successful outcome of the Service Vacation. All the opinions relative to the Services are limited only to opinions based upon our experience and judgment. You acknowledge that such expressions should not be considered as representations, promises, or any guarantee of results.
17. DISCLAIMER: Be Humanitarian makes no representation or warranty with:
    1. Authenticity of the Volunteers or any travel companion,
    2. Quality of the Service Vacation, or
    3. Participation and the outcome of the Service Vacation experience.
18. Assumption of All Risks. You have voluntarily applied to participate in the Service Vacation designated in this Agreement and your Trip Details. You acknowledge that the enjoyment and excitement of adventure travel is derived in part from the inherent risks incurred by travel and activity beyond the accepted safety of life at home or work. You agree to be always responsible for your own welfare even if You are absent from supervised or for non-supervised activities and You accept all risks of delay, unanticipated events, inconvenience, illness, injury, emotional trauma, or death. You are participating in this Service Vacation with the knowledge of the numerous risks and dangers involved including but not limited to:
    1. Negligence in any manner on the part of Non-Profit including without limitation, negligence in the conduct or arrangement of the Service Vacation in any respect from inception to completion, negligence about equipment selection or maintenance, the use of such equipment, etc., in the maintenance or operation of any van or other motor vehicle utilized to transport passengers, etc.
    2. Uncontrollable Events (See Section 22).
    3. Physical exertion for which you are not prepared.
    4. Negligent, reckless, or illegal behavior by Volunteer or others.
    5. Your inability to properly operate any equipment.
    6. Forces of nature, weather conditions, transportation failures or the failure of any transportation mechanism to arrive or depart timely or safely, whether by plane, train, auto, boat, canoe, kayak, bicycle, ski, horseback, or other animal, by foot, or by any other conveyance.
    7. Consumption of alcoholic beverages, medications, or other substances whether or not prescribed.
    8. Risks associated with food, food allergies or impure water.
    9. Terrorism or the threat of terrorism, criminal activity.
    10. Bites from or dangers associated with wild or other animals, pests, or insects.
    11. Negligence or willful misconduct by third parties.
    12. Breakdown or failure of equipment.
    13. Financial default of any supplier.
    14. High altitude, accident, allergic reaction, or illness without access to means of rapid evacuation or availability of medical supplies or services, the adequacy of medical attention once provided.
    15. Epidemics or the threat of epidemics including, but not limited to, exposure to COVID-19 by any means of transmission.
    16. Stolen, lost, or misplaced luggage or property, and theft or break-ins into vans, lodging rooms or elsewhere.
    17. The U.S. State Department and the Centers for Disease Control publish important country-specific information for Volunteers. We recommend you review this information at: https://travel.state.gov/content/travel/en/traveladvisories/traveladvisories.html/ and https://wwwnc.cdc.gov/travel/notices.
19. Release of Liability. Be Humanitarian, its shareholders, board members, subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, directors, contractors, successors, volunteers, representatives, and assigns (collectively “Non-Profit Affiliates”) do not own or operate any entity which provides, or is to provide, goods or services for the Service Vacation including, for example, lodging facilities, transportation companies, food service or entertainment providers, equipment suppliers, operators of recreational, adventure or other activities (regardless of whether such activities are included), babysitters or daycare providers, etc. As a result, Be Humanitarian and Non-Profit Affiliates are not liable for any negligent or willful act or failure to act of any such third person, or of any other third party (“Release of Liability”). Knowing the risks, and in consideration for being permitted to participate on a Service Vacation, and as an inducement for Be Humanitarian to allow you to participate on a Service Vacation, you acknowledge that the Fees for Service Vacations is based upon Volunteers executing this Release of Liability, Assumption of All Risks (Section 17), Limitation of Liability (Section 18(a)), and Indemnification terms (Section 19) set forth in this Agreement. You agree that this Agreement is legally binding upon you personally, all members of your family and all minors travelling on this Service Vacation, you and their heirs, successors, assigns, and legal representatives. You execute this Release of Liability voluntarily and with full knowledge of its significance, and with the intent of fully assuming all the risks associated with this Service Vacation and to release Be Humanitarian and Non-Profit Affiliates from all liability to the maximum extent permitted by law. Volunteer expressly agrees that this Release of Liability is intended to be as broad and inclusive as permitted by law. Volunteer has carefully read this Release of Liability section and fully understands its contents.
    1. Limitation of Liability. In no event will the collective liability of Be Humanitarian and Non-Profit Affiliates, regardless of the form of action (whether in contract, tort, or otherwise), exceed the greater of the amount of Fees you paid for the Service Vacation.
    2. Limitation of Time to File Claims. Any cause of action or claim you may have relating to any Services provided must be commenced within ONE (1) year after the cause of action accrues otherwise such cause of action or claim is permanently barred.
20. Indemnity. Volunteer indemnifies, defends, protects and holds Be Humanitarian and Non-Profit Affiliates, free and harmless from and against all claims, losses, liabilities (including, but not limited to, negligence, tort, breaches of statutory duties, and strict liability), damages, judgments, suits, and all legal proceedings, and any and all costs and expenses in connection therewith (including attorneys’ fees) arising out of or in any manner related to the disposition of the Scope of Services or with this Agreement and other incorporated documents, including, without limitation,(a) claims for injury to or death of persons and for damage to property, (b) claims relating to patent, copyright, or trademark infringement, and (c) claims relating to defects in the equipment, tools, or products used whether or not discoverable by Non-Profit. Volunteer agrees to give Non-Profit prompt notice of any such claim or liability. This provision survives the end of the travel participation with us.
21. Attorneys’ Fees. In the event of litigation to enforce any provision of this Agreement, the prevailing party in such litigation is entitled to recover reasonable attorneys’ fees and expenses incurred in such litigation, including on appeal, in addition to any other recovery to which such party may be legally entitled.
22. Non-Profit Status. Non-Profit retains sole and absolute discretion in the manner and means of carrying out its activities and responsibilities under this Agreement. This Agreement will not be considered or construed to be a partnership or joint venture, nor will Non-Profit be deemed to owe a fiduciary obligation to you, but only those obligations specifically identified in this Agreement. Non-Profit will not act as an agent of you, ostensibly or otherwise, nor bind you in any manner, unless specifically authorized to do so in writing.
23. Uncontrollable Events. Non-performance by either party, other than an obligation to pay money, will be excused to the extent that performance is rendered impossible by strike, fire, flood, governmental acts, orders, or restrictions, acts of God, extreme weather, illness, car accident or any other reason to the extent that the failure to perform is beyond the reasonable control of the non-performing party. The non-performing party will give prompt notice to the other party of such delay and will use its best efforts to complete the performance, within a reasonable time frame of such act which has been delayed.
24. Jury Trial Waiver. The parties irrevocably and knowingly waive, to the fullest extent permitted by law, any right to a trial by jury in any action or proceeding arising out of this Agreement. The parties agree that any such action or proceeding will be tried before a court and not a jury. In the event the parties’ waiver of a trial by jury is deemed invalid, the parties agree that any action or claim arising out of any dispute in connection with this Agreement, any rights, remedies, obligations, or duties hereunder, or the performance or enforcement will be determined by judicial references.
25. Amendment. No modification of or amendment to this Agreement, nor any waiver of any rights under this Agreement, will be effective unless in writing signed by the party to be charged. No oral statement to either party may alter the terms of this Agreement.
26. Severability. If any provision(s) of this Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.
27. Cumulative Remedies. All rights and remedies provided in this Agreement are cumulative and not exclusive, and the exercise by either party of any right or remedy does not preclude the exercise of any other rights or remedies that may now or subsequently be available at law, in equity, by statute, in any other agreement between the parties, or otherwise.
28. No Third-Party Beneficiaries. This Agreement benefits solely the parties to this Agreement and their respective permitted successors and assigns and nothing in this Agreement, express or implied, confers on any other person any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.
29. No Waiver of Contractual Right. The failure of either party to enforce any provision of this Agreement will not be construed as a waiver or limitation of that party’s right subsequently to enforce and compel strict compliance with every provision of this Agreement.
30. Governing Law. The parties agree that this Agreement is governed by, and construed in accordance with, the laws of the state of Utah.
31. Consent to Personal Jurisdiction. The parties expressly consent to the personal jurisdiction of the state and federal courts located in the state of Utah for any lawsuit filed there by either party arising from or relating to this Agreement.
32. Notices. Any notice or other communication provided or given to a party will be in writing and be given in person, by email, or by mail (registered or certified mail, postage prepaid, return receipt requested) to the respective party. Notices sent in accordance with this Section are deemed effective on the date of dispatch. Any changes in the information set forth in this Section are upon notice to the other party delivered in the manner set forth in this Section. Both parties agree to keep each other informed as to current mailing addresses, telephone numbers and email addresses.
33. Surviving Terms. The covenants, agreements, indemnification obligations, representations, and warranties of each of the parties will survive the Termination until the expiration of the applicable statute of limitations.
34. Headings. Headings in this Agreement are for convenience of reference only and are not to be used in any interpretation of the agreement between the parties.
35. Time of the Essence. Time is of the essence in this Agreement.
36. Entire Agreement & Counterparts. This Agreement constitutes the entire understanding between the parties, and supersedes all prior agreements and negotiations, whether oral or written. There are no other agreements between the parties, except as set forth in this Agreement. This Agreement may be executed in one or more counterparts, each of which will be an original, but all of which will constitute one and the same instrument. An executed signature page delivered via handwritten signatures sent by .pdf via email, facsimile transmission or by electronic signature will be deemed as effective as an original executed signature page (“Executed Signatures”). The parties intend to be bound by the Executed Signatures, are aware that the other party will rely on the Executed Signatures and waive any defenses to the enforcement of the terms of this Agreement based on the form of signature.

KNOWING & VOLUNTARY EXECUTION. You have carefully read and fully understand the contents and legal ramifications of this Agreement as well as all the conditions regarding cancellation fees and refund policies. You understand that this is a legally binding and enforceable contract and sign it of your own free will.

[Signatures To Follow]

The parties execute this Agreement as of the Effective Date.

NON-PROFIT:

Be Humanitarian

/S/ Tobie Spears, Director