Blush Women’s Health Consulting, LLC

Blush Women’s Health Membership

This Membership Agreement (“Agreement”) is entered into as of the date of signature below by and between:

Blush Women’s Health Consulting, LLC, located at 505 20th St North Suite 1220 PMB #1035, Birmingham, Alabama, 35203 (“Company”); and

________________________________ (“Client”), located at the following business address _____________________________________________.

Note: The address provided by the Client will be used solely for official correspondence and legal notices and will remain confidential.

Program Name: Blush Women’s Health Membership (“Membership,” “Program,” “Services,” “Consulting,” or “Consultation”) refers to the Company’s membership-based consulting program, which may include up to one (1) 60-minute, 1:1 virtual consultation per month and up to two (2) non-urgent check-ins per month during an active Membership, subject to availability and the Company’s discretion. Unused consultations or check-ins do not roll over.

Program Duration: The Blush Women’s Health Membership operates on a month-to-month basis. The Membership begins on the date payment is successfully processed and continues through the end of the current billing period. The Membership automatically renews each month unless canceled in accordance with this Agreement. Any included consultations or check-ins must be used within the active billing period and do not roll over.

The Program Start Date This Agreement becomes effective on the date the Client signs this Agreement. The Program Start Date shall be the date the Client successfully enrolls in and submits payment for the Blush Women’s Health Membership.

By signing this Agreement and submitting payment, the Client agrees to the following terms:

1. Scope of Services

(a)   Program Includes:

Blush Women’s Health Membership (“Membership,” “Program,” “Services,” “Consulting,” or “Consultation”) includes access to the following during an active billing period, subject to the terms of this Agreement:

• Up to one (1) optional 60-minute 1:1 virtual consultation per billing month, conducted via a Company-designated platform. Sessions are provided upon request, subject to availability, and do not roll over if unused.

• Up to two (2) optional check-ins per billing month for non-urgent questions, clarification, or updates, delivered through a Company-designated method (e.g., secure form or platform). Unused check-ins do not roll over to future months.

• Access to the Company’s digital health interface, which may include tools for symptom tracking, reflection, and progress visualization, as determined appropriate by the Company.

• Access to educational or learning materials, which may be provided digitally and updated at the Company’s discretion.

(b)  Educational Services Only; No Medical Care:

All Services provided under this Agreement are educational and informational in nature only. The Company does not provide medical care, medical advice, diagnosis, treatment, or prescriptions.

The Services are not a substitute for professional medical advice, diagnosis, or treatment, and no physician-patient or provider-patient relationship is created by this Agreement or by the Client’s participation in the Membership.

The Client acknowledges and agrees that the Company will not:

• Diagnose medical conditions

• Recommend or prescribe medications or treatments

• Interpret laboratory results, imaging, or diagnostic testing; or

• Provide emergency or urgent medical services.

Clients are solely responsible for seeking care from a qualified healthcare provider for medical concerns, symptoms, diagnoses, or treatment decisions.

(c)   Optional Nature of Services:

Client acknowledges and agrees that:

• Consultations and check-ins are available but not required during any billing period.

• The Client’s decision not to use available Services does not entitle the Client to refunds, credits, or rollovers.

• Availability of Services is limited to the current billing period only.

(d)  Priority Access & Additional Opportunities

additional offerings, which may include but are not limited to:

• Virtual educational webinars led by the Company or invited specialists

• In-person workshops or community events

• Early access to new tools, programs, or educational offerings

Client understands and agrees that:

• Such offerings are not guaranteed, may be offered at no cost, discounted rates, or full cost, and may vary in frequency, format, or availability.

• Access to these offerings does not constitute an entitlement and may be modified or discontinued at the Company’s discretion.

(e)   Program Term

The Membership operates on a recurring monthly basis and begins upon successful payment and execution of this Agreement. The Program continues month-to-month unless terminated in accordance with the cancellation terms of this Agreement.

(f)    Communication Boundaries

Except as expressly stated herein:

• Communication between the Client and the Company is limited to the consultation sessions, check-ins, and designated platforms provided as part of the Membership.

• Informal, unlimited, or on-demand messaging is not included.

2. Payment Terms

(a) Membership Fee:
The Membership fee is $299.00 per month, billed on a recurring monthly basis. Payment is due in advance at the start of each Membership cycle. The Membership begins on the date the Client completes enrollment and submits payment and will automatically renew each month unless cancelled in accordance with this Agreement.

(b) Payment Method and Processing Fees:
By enrolling in the Membership, the Client authorizes the Company to charge the payment method on file for all applicable Membership fees. The Client acknowledges and agrees that third-party payment processors may assess processing, transaction, or convenience fees, which are non-refundable and outside the Company’s control. The Company is not responsible for fees imposed by banks, credit card issuers, or payment platforms.

(c) Failed or Declined Payments:
If a payment is declined or fails for any reason, the Company reserves the right to suspend or terminate access to Membership services until payment is successfully processed. Continued failure to remit payment may result in cancellation of the Membership without refund.

(d) Payment Disputes and Chargebacks:
The Client agrees not to initiate chargebacks or payment disputes for services properly rendered under this Agreement. In the event of a chargeback or dispute, the Company reserves the right to:

• Suspend or terminate the Client’s Membership immediately; and

• Recover any associated fees, administrative costs, or legal expenses incurred in responding to or contesting the dispute, to the extent permitted by law.

3. Client Responsibilities

• Participate actively in the Membership and implement any recommended strategies independently.

• Provide necessary information for the success of the Membership, including symptom tracking and requested updates.

• 1:1 Consultation: Arrive on time for any scheduled consultation. Each session will end at the scheduled time regardless of the Client’s arrival. Missed time will not be made up, and unused sessions do not roll over.

• Ensure reliable internet access, video/audio capability, and a private environment for any consultations or virtual interactions.

• Check-ins: The Client may submit up to two (2) optional check-ins per billing month using the designated Company method. Check-ins are non-transferable and do not roll over to future months.

• Scheduling: All consultation scheduling and rescheduling shall be managed through the Company’s online scheduling system. If the Client encounters a scheduling issue not permitted within the system’s parameters (such as attempting to reschedule fewer than 72 hours before a session), the Client must promptly notify the Company in writing at info@blushwomenshealth.com

• Client understands that Client’s success in the Membership is dependent upon Client’s level of participation in the Services. In order to get the most out of the Membership, Client must also work to implement the tools and strategies learned throughout the Consultation and make considerable efforts toward Client’s (business or personal) development on their own time during the term of the Membership. Client is responsible for making the most of the Membership.

Technology Use:

• Clients who are granted access to the digital health interface agree to use it responsibly, including maintaining the confidentiality of login credentials.

• Clients are responsible for ensuring their device, internet connection, and browser are compatible with the platform.

• Clients must not share, copy, or distribute any proprietary content or tools provided through the interface. Updates, submissions, and progress entries must be completed by the Client; the Company is not responsible for incomplete or missing data caused by client error or technical issues beyond the Company’s control. Access to the interface is provided at the Company’s sole discretion and may be revoked or withheld at any time.

4. Communication

Communication in our relationship is of the utmost importance. All communication related to the Membership will take place via Company-designated channels (e.g., the check-in form, scheduling system, or official membership portal).

• Optional 1:1 Consultation & Check-Ins: The Client may submit up to two (2) optional check-ins per month through the designated Company method. Consultations and check-ins are optional, non-transferable, and do not roll over to future months.

• Permitted Communication Does Not Include:

o   Emergency communication

o   Real-time or on-demand messaging outside the designated channels

o   Medical advice, diagnosis, or treatment beyond the scope of the Membership services

o   Unlimited or informal messaging.

The Company retains sole discretion to determine the method, frequency, and scope of any Membership-related communication. If either the Client or the Company will be unavailable (e.g., vacation, illness), this will be communicated within 72 hours whenever possible

Our contact info is as follows:

E-mail: info@blushwomenshealth.com

Website: www.blushwomenshealth.com

All communications will be acknowledged/responded to within 72 hours, not including weekends or holidays.

5. Cancellations and Refunds

a) Termination by Client:

Memberships are active for the paid billing cycle and will automatically renew unless canceled prior to the next billing date. To discontinue the Membership, the Client must provide written notice at least 72 hours before the next scheduled payment. Once a billing cycle has started, access to Membership services for that cycle will remain active until the end of the paid period.

(b) Termination by Company: The Company reserves the right to terminate this Agreement immediately if the Client engages in behavior deemed unprofessional, abusive, or disruptive to the Membership services. The Client forfeits access to all Membership services and materials, and no refunds will be provided.

(c) Missed 1:1 Consultation Session:

Clients are entitled to one (1) 60-minute, 1:1 Consultation per Membership cycle. Consultations must be scheduled at least 72 hours in advance. If the Client reschedules or cancels a session, the Company will do its best to accommodate the new date and time based on availability; however, if the Client misses the session or cannot schedule within the current cycle, the session is forfeited and cannot be carried over to the next cycle.

(d) Optional Check-Ins:

Clients may submit up to two (2) optional check-ins per Membership cycle. Check-ins do not roll over to future cycles.

(e) Technology Access:

• Access to Blush Women’s Health Consulting’s private digital health interface is granted at the sole discretion of the Company and is provided exclusively for the duration of the membership.

• Technology access is tied to active participation in the Program and adherence to the session schedule. Clients who do not complete sessions or whose Program participation is canceled may have their access to the interface revoked.

• The Company is not responsible for any loss of data or functionality related to missed sessions, expired access, or technical issues beyond the Company’s control.

(f) Refund Policy:

Due to the nature of Membership services, all payments are final. No refunds will be issued for lack of participation, failure to achieve desired results, or changes in personal circumstances. Client’s failure to participate in optional sessions or check-ins is not grounds for a refund.

6. No Guarantees

Company does not guarantee specific results, as success depends on Client’s efforts and participation. We cannot guarantee the outcome of the Services and/or participation in the Program. We make no guarantees other than that the Services described in the Scope of Services section of this Agreement shall be provided to you in accordance with this Agreement. Client acknowledges that Company cannot guarantee any results of the Services/Program as such outcomes are based on subjective factors (including, but not limited to, Client’s participation) that cannot be controlled by Company. Any testimonials or reviews shared by Company in marketing materials are not a representation of guaranteed results, only possible results. Client not achieving his or her desired results is not grounds for a refund.

From time to time, and upon Client’s request, Company and/or its representatives may provide Client with recommendations or referrals for third-party service providers. Company in no way guarantees the quality of service provided by any third party and bears no liability with respect to such service or experience.

7. Confidentiality and Non-Disparagement

(a) Confidentiality:

Both parties agree to maintain the confidentiality of all non-public information shared during the Program. This includes, but is not limited to, personal information, business strategies, and proprietary materials. Client agrees not to disclose or share Program materials with third parties without the Company’s written consent.

(b) Non-Disparagement:

Client agrees to refrain from making defamatory, false, or disparaging statements about the Company, its employees, representatives, or services during and after participation in the Program. This does not restrict the Client from sharing honest reviews or assessments in a lawful and professional manner.

(c) Violations of Confidentiality:

Client acknowledges that any breach or threatened breach of confidentiality under this Agreement may cause irreparable harm to the Company, for which monetary damages may be inadequate. In such cases, the Company shall be entitled to seek injunctive relief or other equitable remedies to prevent further violations, in addition to any other remedies available under law.

(d) Client Features:

Notwithstanding the confidentiality obligations in this Agreement, the Company may choose to feature the Client’s likeness, achievements, or success stories on its website, social media channels, or marketing materials. The Client grants the Company permission to share such information, provided that any sensitive or confidential details are excluded unless explicitly approved by the Client in writing.

The Company agrees to provide the Client with a preview of any feature that directly identifies them prior to publication. Features that do not name or specifically identify the Client will not require prior approval.

Opt-Out: If the Client wishes to opt out of being featured after granting permission, the Client must provide written notice to the Company. The Company will make reasonable efforts to remove or cease using the Client’s information in materials published after this opt-out notice is received.

8. Intellectual Property

Program materials are Company property and may not be reproduced, distributed, or shared without permission.

(a) Ownership of Materials:

The Program and all materials provided by the Company, including but not limited to course content, worksheets, frameworks, methodologies, audio/video recordings, templates, and proprietary tools (“Program Materials”), are the sole and exclusive property of the Company. All rights, title, and interest in the Program Materials remain with the Company and/or its licensors.

(b) Limited License:

The Company grants the Client a limited, non-exclusive, non-transferable, revocable license to access and use the Program Materials solely for the Client’s personal, non-commercial purposes. This license does not grant the Client any rights to modify, reproduce, distribute, or create derivative works from the Program Materials without the Company’s prior written consent.

(c) Restrictions on Use:

The Client agrees not to:

1. Share, sell, resell, or distribute the Program Materials to any third party.

2. Reproduce, modify, or create derivative works based on the Program Materials.

3. Use the Program Materials for commercial purposes, such as delivering similar programs or training.

4. Grant unauthorized access to the Program Materials to others, including sharing login credentials.

(d) Trademark Usage:

The Client acknowledges that any trademarks, service marks, logos, or taglines used in conjunction with the Program are owned exclusively by the Company. The Client agrees not to use these trademarks without the Company’s prior written authorization.

(e) Breach of IP Rights:

The Client acknowledges that any unauthorized use or distribution of the Program Materials constitutes a breach of this Agreement and may result in immediate termination of access to the Program, legal action, and/or financial liability for damages.

Client agrees to not share access to the Program materials with others. This includes parties that have not purchased access to the Program, or any other third party that Company has not authorized access to.

9. Liability Limitations

Company’s liability is limited to the fees paid under this Agreement.

(a) Exclusion of Damages:

To the fullest extent permitted by law, the Company shall not be liable to the Client for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or business opportunities, arising out of or related to this Agreement, even if advised of the possibility of such damages.

(b) Cap on Liability:

The Company’s total liability to the Client for any claim arising out of or related to this Agreement, whether in contract, tort, or otherwise, shall not exceed the total fees paid by the Client to the Company under this Agreement.

(c) No Guarantees or Warranties:

The Client acknowledges and agrees that the Company makes no guarantees regarding specific outcomes or results from participation in the Program. All Services and Program materials are provided “as is” and without any warranty of any kind, express or implied, including but not limited to fitness for a particular purpose or non-infringement.

(d) Client Responsibility:

The Client accepts full responsibility for their use of the Program materials and Services. The Company shall not be held liable for any decisions or actions taken by the Client based on information provided through the Program.

(e) Exceptions:

The limitations of liability set forth in this section shall not apply to claims resulting from gross negligence, willful misconduct, or breaches of confidentiality by either party.

(f) Force Majeure

Neither party shall be liable for delays or failure to perform any obligation under this Agreement due to events beyond their reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, war, labor strikes, or interruptions in utilities or internet services. Affected obligations will be suspended for the duration of the event, and both parties will make reasonable efforts to resume performance as soon as possible.

If the Force Majeure event prevents performance for more than 30 consecutive days, either party may terminate this Agreement with written notice, and the Client may be eligible for a prorated refund for services not rendered. Prorated refunds will be based on the unused portion of the program at the time of termination.

10. Disclaimers

(a) No Professional Advice:

The Client acknowledges that the information presented in the Program is not legal, financial, therapeutic, mental health, or medical advice. The Company is not a law firm, healthcare provider, or financial advisor. All information provided through the Program and Services, including resources delivered via phone/video conference, email, online forums, live events, webinars, and video/audio recordings, is for educational and informational purposes only. Such information should not be used as a substitute for hiring licensed professionals in legal, medical, mental health, or financial fields.

(b) Licensed Professionals Within the Program:

If a coach or individual associated with the Program holds a professional license (e.g., JD, MD, RN, PA, LMFT, WHNP, FNP, CNM, therapist, or mental health professional), the Client understands that such individuals are not acting in their licensed professional capacity. Any advice provided is intended solely for educational purposes and does not constitute professional consultation, diagnosis, or treatment or a substitute for care from a licensed healthcare provider. The Client is encouraged to seek independent professional advice for any medical, legal, or therapeutic concerns.

11. Independent Contractor Relationship

(a) Nature of the Relationship:

This Agreement establishes an independent contractor relationship between the Company and the Client. Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, or employment relationship between the parties. The Company provides services as an independent contractor and retains the right to determine the manner and means by which the Services are delivered, subject to the terms of this Agreement.

(b) Control and Autonomy:

The Company shall have full control over the methods, tools, and procedures used to deliver the Services and is not subject to the Client’s supervision or control. The Company is responsible for furnishing any necessary materials or equipment for performing the Services.

(c) Taxes and Benefits:

The Company is solely responsible for filing its own tax returns and paying applicable taxes under federal, state, and local laws. The Client will not withhold any taxes or other amounts on behalf of the Company. The Company is not entitled to, nor shall it claim, any employee benefits, including but not limited to health insurance, retirement benefits, paid leave, or unemployment insurance.

(d) Legal Compliance:

The Company agrees to comply with all applicable laws and regulations related to the provision of Services. Similarly, the Client agrees to ensure compliance with any legal obligations that may apply in the context of this Agreement.

12. Entire Agreement and Modifications

This Agreement represents the entire understanding between the parties. Changes must be made in writing and signed by both parties. This Agreement was prepared by Blush Women’s Health Consulting, LLC. It is expressly understood and agreed that this Agreement shall not be construed against Company merely because they were prepared by Blush Women’s Health Consulting, LLC or its counsel; rather, each provision of this Agreement shall be construed in a manner which is fair to both parties.

13. Governing Law

This Agreement shall be governed by the laws of the State of Alabama as applied to contracts that are executed and performed entirely in Alabama. The Parties agree that the exclusive venue for any proceeding based on or arising out of this Agreement shall be Jefferson County, Alabama. The Parties agree to attempt to resolve any dispute, claim, or controversy arising out of or relating to this Agreement by mediation, after a good faith effort to resolve such dispute amicably. Parties shall share in the costs. The parties further agree that their respective good faith participation in mediation is a condition precedent to pursuing any other available legal or equitable remedy, including litigation, arbitration, or other dispute resolution procedures.

14. Assignment

This Agreement shall be binding on the Parties to it and their respective heirs, legal representatives, successors, and assigns; provided, however, that Client may not assign any of its rights under this Agreement.

15. Notices 

All notices, requests, demands, and other communications under this Agreement shall be in writing and properly addressed as follows:

Blush Women’s Health Consulting, LLC

505 20th St North Suite 1220 PMB #1035

Birmingham, Alabama, 35203

E-mail: info@blushwomenshealth.com

To Client at Client’s mailing and/or e-mail address provided at the time of purchase.

16. Recovery of Litigation Expenses

If any legal action or any arbitration or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default, or misrepresentation in connection with any of the provisions of this Agreement, the successful or prevailing party or Parties shall be entitled to recover reasonable attorneys' fees and other costs incurred in that action or proceeding, in addition to any other relief to which it or they may be entitled.

17. Severability 

Wherever possible, each provision of this contract will be interpreted so that it is valid under applicable law. If any provision is held illegal or unenforceable, that provision will be reformed to the extent necessary to make the provision legal and enforceable. All remaining provisions will remain unaffected & will continue in full force and effect.

Both parties understand that signatures transmitted digitally and created electronically via touchscreen or computer mouse shall have the same force and binding effect under law as an original handwritten signature in ink.