EFFECTIVE DATE November 12, 2024

These terms and conditions outline the rules and regulations for the use of The Journey website(s). Welcome to The Journey website, (the “Site”). These Terms and Conditions (“Terms”) are between The Journey. (“The Journey”, “us”, “we”, or “our”) and a user who accesses the Site or uses The Journey’s services (“customer”, “you”, or “your”). These Terms outline the terms and conditions of our relationship with you, as supplemented by our Privacy Policy. By using the Site or The Journey’s Services, you agree to be bound by the following terms and all applicable laws and regulations.

IMPORTANT: THESE TERMS AND ANY RELEVANT SPECIFIC TERMS GOVERN YOUR USE OF THE SITE AND USE OF OUR INTERNET-BASED SUBSCRIPTION MANAGEMENT AND BILLING SERVICES (“Services”). THESE TERMS AND ANY RELEVANT SPECIFIC TERMS ARE SUBJECT TO CHANGE AT ANY TIME IN AT THE JOURNEY’S DISCRETION AND YOU ARE ENCOURAGED TO REVIEW THE MOST CURRENT TERMS AND ANY RELEVANT SPECIFIC TERMS EACH TIME YOU VISIT. YOUR CONTINUED USE OF THE SITE AFTER SUCH CHANGES ARE IMPLEMENTED CONSTITUTES YOUR ACKNOWLEDGMENT AND ACCEPTANCE OF THE CHANGES. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, DO NOT USE OR ACCESS THE SITE OR USE OUR SERVICES.

Your use or access of the Site in any way signifies your constructive and actual notice and knowledge of, and your agreement to be bound by, the most current version of the Terms as posted on the Site and our Privacy Policy. It is solely your responsibility to ensure that your use of any and all third-party website or content is in compliance with any and all third-party requirements.

THE SERVICE To access Coaching Financing, there is a monthly fee. This fee must be paid monthly for your account to remain in good standing. The monthly fee will be billed using the card on file.

MONTHLY PAYMENTS In the event a monthly payment is missed (due to card expired or payment unable to process for any reason), The Journey will attempt to contact the customer via email and phone. If within 14 days no payment is made, the customer’s landing page access will be removed and reinstated once monthly payment is made. If payment is made within 90 days of the last successful billing of customer's card on file, the account will be reinstated at the same membership rate.

REMOVAL OF ACCOUNT If more than 90 days since last successful billing of card on file pass without a monthly payment, The Journey will remove the customer account. If the customer wants to enroll into The Journey again, a new account must be created and will be billed at current membership rates. If membership rates have changed, it is not possible to use past membership rates. The new account must be billed at current membership rates. Length of Contract Membership is month to month and may be canceled at any time by contacting The Journey customer support. Customer will not be charge any monthly membership fees after customer sends cancellation request to The Journey customer support via email.

REFUND POLICY. Membership in The Journey is for access to The Journey online community and UBESS course. You can cancel your membership via email at any time and stop billing from that time onward. Since membership is for access to the The Journey website(s), membership fees are not refundable. If our refund policy does not meet your needs or comply with your specific circumstance, we invite you to open a support-ticket directly with your payment card issuer. Your payment card issuer can contact us directly, and we will gladly work with your payment card issuer directly in order to reach a satisfactory outcome. We thank you for your understanding.

OWNERSHIP & LIMITED LICENSE Subject to the limited rights expressly granted hereunder, we reserve all rights, title, and interest in and to the Site and our Services, including all related intellectual property rights. No rights are granted to you hereunder other than as expressly set forth herein. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Site content, Services, use of the Services, or access to the Services without our express written consent. The look and feel of the Site and our Services is copyright © 2024 The Journey. All rights reserved. You may not duplicate, copy or reuse any portion of the visual design elements without our express written consent.

RESTRICTIONS ON USE You may use the Site only for purposes expressly permitted by the Site. You may not use the Site for any other purpose, including any other commercial purpose, without our express prior written consent. For example, you may not (and may not authorize any other party to) co-brand the Site or frame the Site without our express prior written permission.

USER REGISTRATION To obtain full access to the Site and our Services, you will be required to complete a registration. You will be asked to provide certain registration details or other information to establish an account. To create your Account, to login to the Site, and/or to participate in any Services offered by the Site, you must qualify and agree to the conditions set forth in the user terms and agreement provided to you upon creating an account. Failure to qualify and continuously abide by any of the following conditions constitutes a breach of these Terms and may result in the termination of your Account and authorization to use the Site and the Services.

Specifically, you agree that: You are the age of legal consent. We expressly reserve the right (but do not have the obligation) to request proof of your age, at any time; You acknowledge that, in establishing your Account and using our Services, you have provided us with certain personally identifiable information about you. Please see our Privacy Policy for the subject matter of the information collected and the duration of retention of said information; All information that you provide in your registration form with us for the purposes of establishing your Account is true and correct and you will promptly notify us of any changes to such information; All information that you provide to us about you has been provided with your consent.

You will use the information fields only to transmit information required to perform the Services requested and will not provide any additional personally identifiable information about you or your customers to us. It is a breach of these Terms for you to provide personally identifiable information to us which is not required to perform the Services requested; Your Account is for your sole use only and must not be used by any third party. You shall not allow any third party to use your Account, password, login, or user ID to access or use the Site, to arrange, enter, and/or participate in Services, or for any other purposes. We take no responsibility for any third-party access to your Account.

You shall notify us promptly of any unauthorized use of your password and identification and/or breach. You accept responsibility for all activities that occur under your Account, user ID, or password and all such use shall be deemed to be authorized by you; You have verified and determined that your use of the Site and the Services does not violate any law or regulation in any jurisdiction that applies to you. It is your sole responsibility to ensure that this is the case; You will not use the Site or the Services for fraudulent or otherwise illegal purposes; You understand that we may detect your Internet access location, without creating an obligation to do so, and may use techniques which are intended to block or restrict access from a jurisdiction in which participation in the Site or Services is illegal or restricted; You will not mask your identity in any way, including without limitation, IP masking or accessing the Site over any type of proxy server; and You will ensure that all use of your Account fully complies with these Terms. We may suspend or terminate your access to the Site and the Services without notice to you in the event that you do not use the Site or the Services for an extended period of time.

YOUR ACCOUNT Your Account must be registered under your current full legal name and your email address. It is your responsibility to keep your e-mail address current. If you need to update your email address, please contact The Journey customer support. To access the full functions of the Site, you must have a valid Account established. Further, you must meet all the conditions described throughout these Terms.

VERIFICATION OF ACCOUNT INFORMATION We reserve the right (but do not undertake the obligation) to conduct a review, at any time, to validate your Account information and/or to ensure that your participation in the Site and use of the Services does not breach these Terms and/or any applicable law. You authorize us and our agents to make any inquiries of you and for us to use and disclose to any third party we consider necessary to validate this information. To facilitate the foregoing validation, you agree to provide sufficient information or documentation as we, in our discretion, may request. If you do not provide such information within thirty (30) days of our request, if your responses are incomplete or otherwise insufficient, or if we cannot verify the information applicable to your Account, your Account may be terminated.

MODIFICATION & TERMINATION OF THESE TERMS We may modify these Terms from time to time. We will notify you via email or posting on the Site of such modification and will note the date of the last modification. If you use the Site or the Services after those updates are posted, you are deemed to accept and agree to be bound by those changes. These Terms will continue to apply until terminated either by you or by us as previously described in these Terms.

SERVICE USE & LIMITATIONS We will make commercially reasonable efforts to keep the Services operational twenty-four (24) hours a day, seven (7) days a week, except for: (a) planned downtime (for which we will provide at least eight (8) hours prior notice); or (b) any unavailability caused by circumstances beyond our control, including but not limited to, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems, or Internet service provider failures, server failures, or delays.

NO WARRANTY; DISCLAIMER & LIMITATION OF LIABILITY We have no obligation to check whether users are using the Site or the Services in accordance with these Terms or any other agreement. You understand that we cannot and do not guarantee or warrant that files available for downloading from the Internet will be free of viruses, worms, Trojan horses, or other code that may manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Site and the Services for the reconstruction of any lost data. We do not assume any responsibility or risk for your use of the Internet.

OUR SERVICES AND ALL MATERIALS ON THE SITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE JOURNEY MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY, COMPLETENESS, OR SUITABILITY OF ANY OF THE MATERIAL ON THE SITE, OR ON ANY WEBSITE OR WEBSITES “LINKED” TO THE SITE. THE JOURNEY MAKES NO WARRANTY THAT THE SITE AND OUR SERVICES WILL BE AVAILABLE, UNINTERRUPTED, ERROR FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL THE JOURNEY OR ITS AFFILIATES, CONTRACTORS, OR THEIR RESPECTIVE EMPLOYEES HAVE ANY LIABILITY TO YOU FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) (WHETHER BASED UPON PRINCIPLES OF CONTRACT, WARRANTY, NEGLIGENCE OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, THE FAILURE OF ANY LIMITED REMEDY TO ACHIEVE ITS ESSENTIAL PURPOSE, OR OTHERWISE) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE OR OUR SERVICES OR YOUR INABILITY TO USE THE SITE, OUR SERVICES, SITE CONTENT, OR ANY PRODUCTS OR SERVICES, OR ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, EFFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, LINE SYSTEM FAILURE, LOSS OF DATA, OR LOSS OF USE RELATED TO THE SITE, OUR SERVICES, OR ANY WEBSITE OPERATED BY ANY THIRD PARTY. IF YOU ARE DISSATISFIED WITH US, THE SITE, OUR SERVICES, OR THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE YOUR USE OF THE SITE AND OUR SERVICES.

RELEASE You agree that The Journey shall not be responsible or liable for any loss or damage of any sort incurred as the result of your use of the Site or our Services. You hereby release The Journey, its officers, employees, agents, and successors in rights from claims, demands, and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to our Site or our Services. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”

INDEMNIFICATION You agree to defend, indemnify and hold The Journey, its subsidiaries, affiliates, licensors, content providers, service providers, employees, agents, officers, directors, and contractors (the “Indemnified Parties”) from and against any and all liability, loss or damage, cost or expense, including but not limited to court costs, attorneys’ fees, and any awards or damages caused by, relating to or incident to: (a) your use of our Services; (b) the Site; (c) claims by your customers or payment gateway service provider; or (d) the products and/or services offered through the Site.

THIRD PARTY WEBSITES We may provide links and pointers to Internet sites maintained by others who are independent from The Journey (“Third-Party Sites”). We have not reviewed all of the Third-Party Sites linked to the Site and are not responsible for the content of or any products or services offered on such Third-Party Sites. The Journey makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any such website. Accessing any other website from the Site is at your own risk. From time to time, The Journey may display or otherwise make available promotions, advertisements and/or offers provided by third parties (“Third-Party Promotions”). You understand and agree to hold The Journey harmless and agree that The Journey shall have no liability whatsoever for such Third-Party Promotions. If you participate in, click on, or otherwise link to such Third-Party Promotions you do so solely at your own risk. Your sole remedy in connection with such Third-Party Promotions will be with the third party.

UNITED STATES ONLY All materials on the Site are provided solely for the purpose of promoting our operations and products in the United States and its territories. We make no representation that the products and services on the Site are appropriate or available for use in other locations. If, despite these conditions, you use the Site or our Services from outside the United States, you are solely responsible for compliance with any applicable local laws.

DISPUTE RESOLUTION YOU AGREE THAT, EXCEPT AS MAY OTHERWISE BE PROVIDED IN REGARD TO SPECIFIC THIRD PARTY MATERIALS ON THE SITE IN ANY SPECIFIC TERMS APPLICABLE TO THOSE THIRD PARTY MATERIALS, THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS, THE SITE, THE USER CONTENT, SITE CONTENT, AND THIRD PARTY MATERIALS (INCLUDING YOUR VISIT TO OR USE OF THE SITE) SHALL BE FINAL AND BINDING ARBITRATION, except that, to the extent that either of us has in any manner infringed upon or violated or threatened to infringe upon or violate the other party’s patent, copyright, trademark, or trade secret rights, or you have otherwise violated any of the user conduct rules set forth above, then the parties acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought before, during, or after the pendency of any arbitration proceeding brought pursuant to these Terms, or in lieu of such proceedings.

To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SITE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action, or proceeding by you related in any way to the Site (including your visit to or use of the Site) be instituted more than one (1) year after the cause of action arose.

GOVERNING LAW These Terms shall be governed by the laws of the State of Wisconsin without giving effect to any choice or conflict of law or rule (whether of the State of Wisconsin or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Wisconsin, provided, however, that disputes concerning patent, federal trademark, or federal copyright matters shall be governed by federal law. You consent to jurisdiction and venue in the state or federal courts of the State of Wisconsin.

TRADEMARKS, TRADE NAMES, AND SERVICE MARKS Unless otherwise indicated, all logos, names, package designs, and marks on the Site are trademarks or service marks owned or used under license by us or our business partners. The use or misuse of any of these marks or other information is strictly prohibited. We grant you permission to print individual pages from the Site, unless otherwise expressly noted, for your noncommercial use in learning. No other permission is granted to you to print, copy, reproduce, distribute, license, transfer, sell, transmit, upload, download, store, display in public, alter, modify, or create derivative works of these materials.

This grant of permission is not a transfer of title, and under this permission you may not: use the materials for any commercial purpose, or for any public display (commercial or noncommercial); remove any copyright, trademark, or other proprietary notations from the materials; or transfer the materials to another person or “mirror” the materials on any other server, except as permitted by law. We make no warranties or representations to you that your use of any materials displayed on the Site will not infringe the rights of third parties. In addition, you may not remove or alter, or cause to be removed or altered, any copyright, trademark, trade name, service mark, or any other proprietary notice or legend appearing on any of the content. Modification or use of this content except as expressly provided in these Terms violates The Journey’s intellectual property rights. Neither title nor intellectual property rights are transferred to you by your access to the Site.

COPYRIGHT & INTELLECTUAL PROPERTY The Journey understands the value and importance of intellectual property rights and makes every effort to respect the legitimate intellectual property rights of others. The Journey does not review all of the material posted on or submitted through the Site or Members area including form, chat, and message boards, and has no responsibility for any content that you may find or access when using the Site, products, or the Services. The Journey takes all concerns related to intellectual property seriously and it is our policy, at our discretion and in appropriate circumstances, to cancel, disable or terminate any user’s Account who infringes or appears to infringe the intellectual property rights of others. If you believe that any material on this website infringes a copyright, or any valid intellectual property right, please provide the following information to The Journey customer support.

A physical or electronic signature that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works on our website; Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted; Due to IT concerns, attachments cannot be accepted on notices sent via email.

Accordingly, any notification of infringement submitted electronically with an attachment will not be processed. SUBMITTED INFORMATION Except for Personal Data (as defined in our Privacy Policy), if you submit any other information to us, including any data, variables, comments, remarks, suggestions, ideas, notes, drawings, graphics, concepts, or other information, you are giving that information, and all your rights in it, to us free of charge, and that information will be treated as non-confidential and non-proprietary and may be used by us for any purpose, without your consent or any compensation to you or anyone else. This is true whether you submit such information to us by email, through a form on the Site, on a bulletin board, or in any other manner. You agree not to submit or transmit any material that is unlawful, threatening, libelous, defamatory, obscene, pornographic, profane, or might in any other way violate any law, regulation, or rule, or these Terms.

Through your usage of the Site and/or the Services, you may submit and/or we may gather certain limited information about you and your website usage in accordance with our Privacy Policy. Subject to the terms of our Privacy Policy, we are free to use such information for any purpose we deem appropriate, we will not be required to treat any such submission as confidential, and we may use any submission (including without limitation, for products or advertising) without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result.

MISCELLANEOUS TERMS Our failure to strictly enforce any right against you shall not constitute a waiver thereof. If any provision of these Terms is deemed invalid, illegal, or unenforceable, such provision will be deemed amended to conform to applicable laws and the remainder of the Terms shall remain in full force and effect to the fullest extent permitted by law. Your use of the Site and our Services is subject to our Privacy Policy. These Terms and the Privacy Policy represent the full understanding and agreement of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written communications with respect to the subject matter. Our relationship shall be that of independent contractors, and no agency, partnership, joint venture or employee-employer relationship is intended or created between us by these Terms. Neither party shall have the power to obligate or bind the other party.

COOKIES We employ the use of cookies. By using The Journey’s website you consent to the use of cookies in accordance with The Journey’s privacy policy. Most of the modern day interactive websites use cookies to enable us to retrieve user details for each visit. Cookies are used in some areas of our site to enable the functionality of this area and ease of use for those people visiting.

LICENSE Unless otherwise stated, The Journey and/or its licensors own the intellectual property rights for all material on The Journey, including the members area and any/all protected pages. All intellectual property rights are reserved. You may view and/or print pages from The Journey for your own personal use subject to restrictions set in these terms and conditions. All written, video, and image content within The Journey is protected by Copyright. You must not: Republish material from any page (including members area, Facebook Group, or any other related technology you have access to via the Site. Sell, rent or sub-license material from the Site. Reproduce, duplicate or copy material from the Site. Redistribute content from The Journey (unless content is specifically made for redistribution).

IFRAMES Without prior approval and express written permission, you may not create frames around our Web pages or posts or use other techniques that alter in any way the visual presentation or appearance of our Website.

RESERVATION OF RIGHTS We reserve the right at any time and in its sole discretion to request that you remove all links or any particular link to our Web site. You agree to immediately remove all links to our Web site upon such request. By continuing to link to our Web site, you agree to be bound to and abide by these linking terms and conditions.

DISCLAIMER To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to our website and the use of this website (including, without limitation, any warranties implied by law in respect of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill). The limitations and exclusions of liability set out in this Section and elsewhere in this disclaimer: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the disclaimer or in relation to the subject matter of this disclaimer, including liabilities arising in contract, tort (including negligence) and for breach of statutory duty. To the extent that the website and the information and services on the website are provided free of charge, we will not be liable for any loss or damage of any nature.

SERVICES 1.1 Subject to these Terms, The Journey will provide Customer with information and interactive discussions. 1.2 The Journey may modify the Services from time to time at The Journey’s sole discretion for any purpose deemed appropriate by The Journey. The Journey will use reasonable efforts to give Customer prior written notice of any such modification that will have a substantive impact on Customer’s use of the Services. 1.3 The Journey may engage third party companies and individuals to perform services on our behalf (e.g., without limitation, software maintenance services, advertising serving technologies, e-mail service providers, payment processing services, database management, web analytics and other services).

PAYMENT OF FEES Monthly Membership Fees: Your account is billed the first monthly Subscription fee immediately and every month thereafter and is debited via ACH/Check Draft from the provided merchant checking account.

BY ACCEPTING AND SIGNING THIS AGREEMENT, YOU REPRESENT AND WARRANT THAT YOU HAVE ALL NECESSARY AND REQUIRED APPROVALS AND ARE LEGALLY AUTHORIZED TO ENTER INTO SUCH AGREEMENT AND INTEND TO BE BOUND BY THE TERMS CONTAINED HEREIN.   LIMITED WARRANTY   THE SERVICES ARE PROVIDED “AS-IS,” WITHOUT WARRANTIES OF ANY KIND. The Journey (AND ITS AGENTS, AFFILIATES AND SUPPLIERS) HEREBY DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT.

INDEMNIFICATION 6.1 The Journey hereby agrees to indemnify and hold harmless Customer against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) arising from any third party claim that the Services infringe or misappropriate a third party’s intellectual property rights. 6.2 Customer hereby agrees to indemnify and hold harmless The Journey against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) arising from any third-party claim relating to Customer’s violation of these Terms. 6.3 The indemnified party under this Section 8 must (i) promptly notify the indemnifying party of the third-party claim, (ii) supply any information reasonably requested by the indemnifying party, and (iii) allow the indemnifying party to control, and reasonably cooperate in, the defense and settlement of the claim.

LIMITATION OF LIABILITY 7.1 IN NO EVENT WILL EITHER PARTY (OR ANY OF ITS AGENTS, AFFILIATES, LICENSORS OR SUPPLIERS) BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICES OR ANYTHING PROVIDED IN CONNECTION WITH THESE TERMS, THE DELAY OR INABILITY TO USE THE SERVICES OR ANYTHING PROVIDED IN CONNECTION WITH THESE TERMS OR OTHERWISE ARISING FROM THESE TERMS, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS OR LOST SALES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. EXCLUDING CLAIMS UNDER SECTION 3 (CONFIDENTIALITY) AND SECTION 8 (INDEMNIFICATION), THE TOTAL LIABILITY OF EITHER PARTY TO THE OTHER PARTY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR OTHERWISE, WILL NOT EXCEED THE FEES PAID OR PAYABLE TO The Journey HEREUNDER IN THE TWELVE-MONTH PERIOD ENDING ON THE DATE THAT A CLAIM OR DEMAND IS FIRST ASSERTED.

THE FOREGOING LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. MISCELLANEOUS 8.1 If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable. These Terms are not assignable by either party, except that (i) either party may, upon written notice to the other party, assign these Terms to an affiliate, and (ii) The Journey may, upon written notice to Customer, assign these Terms to a purchaser of all or substantially all the stock or assets of The Journey or to an entity into which The Journey is merged.

Both parties agree that these Terms are the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created because of these Terms, and Customer does not have any authority of any kind to bind The Journey in any respect whatsoever. In any action or proceeding to enforce rights under these Terms, the prevailing party will be entitled to recover costs and attorneys’ fees. All notices under these Terms will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e- mail; and upon receipt, if sent by certified or registered mail (return receipt requested), postage prepaid.

The Journey will not be liable for any loss resulting from a cause over which it does not have direct control. These Terms will be governed by the laws of the State of Wisconsin without regard to its conflict of laws provisions. The federal and state courts sitting in Montgomery county, Wisconsin will have proper and exclusive jurisdiction and venue with respect to any disputes arising from or related to the subject matter of these Terms, if either party may seek injunctive relief in any court of competent jurisdiction.