COACHING AGREEMENT
Entered into and effective as of the date of purchase.
PURPOSE OF THE AGREEMENT
This Coaching Agreement (“Agreement”) is between Zoey Ann Simpson of 1056 Jay Crescent, Garibaldi Highlands, British Columbia, V8B 0P3 (“Coach”) and you, the participant (“Client”) and sets out the expectations for what it will be like for you to participate in the “She Who Breathes or The Nurtured Mother” group coaching program. For mutual consideration, the receipt and sufficiency of which is acknowledged, the parties agree to the terms and conditions set out below.
By electronically accepting this Agreement, Client confirms they have read, understood and agreed to accept all the terms contained in this Agreement.
TERMS
Program: Client chooses Coach’s “She Who Breathes” group coaching program.
Services: Coach shall provide Client with the following services for [PROGRAM DATES] (“Services”):
[INCLUDE DETAILS OF YOUR PROGRAM HERE
IE WEEKLY GROUP COACHING CALL
BE AS SPECIFIC AS POSSIBLE
Coach shall provide Client with the following additional Services as may be requested from time to time by Client and subject to Coach’s availability at Coach’s and for an amount determined by Coach and agreed to by the parties in writing:
[ADDITIONAL PRODUCT/SERVICE HERE, EX: EXTRA HOUR OF YOUR SERVICE]
[ADDITIONAL PRODUCT/SERVICE HERE, EX: EXTRA PROGRAM ACCESS]
[ADDITIONAL PRODUCT/SERVICE HERE, EX: EXTRA TIME]
Cost: The total cost ("Total Cost") for all Services is [$XXXXX] plus all applicable sales taxes. and due in full by [DATE OR DAY; EX: JUNE 15, 2020; THE FIRST OF EACH MONTH]. Client acknowledges and agrees that the Total Cost is non-refundable. [IF YOU HAVE A PAYMENT PLAN, INCLUDE THE FOLLOWING:] Client shall pay the Total Cost to Coach as follows:
[$XXXX] [OPTIONAL: Non-refundable Retainer] due by [DATE]
[$XXXX] due by [DATE]
[$XXXX] due by [DATE]
[$XXXX] due by [DATE]
[EXAMPLE:
$1000 Non-refundable retainer due by December 31, 2019
$1000 due by March 31, 2020
$1000 due by June 31, 2020
$1000 due by September 31, 2020]
Late Fees: [OPTIONAL PROVISION] If Coach does not receive payment from Client within fourteen calendar days of any payment date, then Client will be charged a late fee of 1.5% of the outstanding amount per each day that Coach does not receive payment. If Coach has made reasonable attempts to notify Client of Client’s outstanding balance, and Client’s balance remains unpaid or partially paid, then Coach reserves the right to send Client to collections for any and all outstanding payments. Client agrees to pay for all Coach’s reasonable collections and legal costs encountered while attempting to collect against Client.
[OPTIONAL EXPLANATION PARAGRAPH] For example, Client owes Coach $1000 due on April 1 and fails to pay by April 14th. On April 15th, Client owes Coach $1015. On April 16th, Client owes Coach $1030.23. On April 17th, Client owes Coach $1045.68, and so on.
Schedule: Coach shall deliver Services in accordance with the Program schedule. Client must respond to any Coach communication within a reasonable amount of time. a reasonable amount of time for feedback or any other Coach request(s), it is within the Coach’s discretion to delay or cancel a Client’s Services.
PROTECTIONS & RELATIONSHIP
Copyright Ownership: In the event that any copyrighted work(s) are created or shared as a result of the Services provided by Parties in accordance with this Agreement, the contributing Party owns all copyrights in any and all work(s) it creates or produces pursuant to federal copyright law, whether registered or unregistered. Any and all products, whether tangible or intangible, produced or created in connection with, or in the process of fulfilling this Agreement, are expressly and solely owned by the Party who creates the materials and may be used in the reasonable course of each Party's business going forward. For example, if Coach shares a spreadsheet that Client utilises, Client may not share, distribute, sell, or otherwise enjoy the privileges of said spreadsheet and copyrighted material contained within the spreadsheet.
Trademark Ownership: Any and all trademarks, whether registered or unregistered, remain the property of the contributing Party.
Permitted Uses of Material(s): Coach grants to Client a non-exclusive license of product(s) produced with and for Client for personal use only so long as Client provides Coach with attribution reasonably visible on primary or related course materials or marketing collateral. In no event is Client allowed to share Coach’s materials with any third party without Coach’s express prior written permission.
Confidentiality: Parties will treat and hold all information of or relating to this Agreement, the Services provided, and the Parties’ businesses in strict confidence and will not use any of this information except in connection with fulfilling the terms of this Agreement, and, if this Agreement is terminated for whatever reason, Parties will return all such information, including account access information, and any and all copies, to the original Party and will remain bound to the Confidentiality provision of this Agreement. Confidential information (known as “Confidential Information” is this Agreement) means information that is of value to its owner and is treated as proprietary or confidential including, but not limited to, intellectual property, inventions, trade secrets or information, financial data or information, speculation, knowledge, general Company data or reports, future business plans, strategies, customer lists and information, client acquisition strategies, advertising campaigns, information regarding executives and employees, and the terms and provisions of this Agreement.
Further, at all times neither Party shall use or disclose any Confidential Information relating in any way to the past, present, or future business affairs, conditions, clients, customers, efforts, employees, financial data, operations, practices, products, processes, properties, sales, or services of or relating in any way to the Parties in whatever form to any parties outside of this Agreement.
This Agreement imposes no obligation upon the Parties with respect to any Confidential Information that was possessed before initial business interactions commenced between the Parties; is or becomes a matter of public knowledge through no fault of receiving Party; is rightfully received from a third party not owing a duty of confidentiality; is disclosed without a duty of confidentiality to a third party by, or with the authorization of the disclosing Party; or is independently developed by either Party without prior knowledge of privileged or Confidential Information.
Relationship of the Parties: This Agreement constitutes a contract for the provision of services and not a contract of employment. Accordingly, the Coach shall be fully responsible for and in respect of the Coach’s income tax and National Insurance and social security contributions or that of its employees or consultants and any other liability payroll or payroll tax assessment or claim arising from or made in connection with the performance by the Coach of its obligations hereunder. In addition to the foregoing, this Agreement shall not constitute or imply any partnership, joint venture, agency, fiduciary relationship or other relationship between the Parties other than the contractual relationship expressly provided herein. For the avoidance of doubt, Coach has the right to hire assistants, subcontractors or employees to provide Client with its Services; and Coach has the sole right to control and direct the means, manner and method by which the Services in this Agreement are performed.
LIMIT OF LIABILITY
Maximum Damages: Client agrees that the maximum amount of damages s/he is entitled to in any claim of or relating to this Agreement or Services provided in this Agreement are not to exceed the Total Cost of Services provided by Coach.
Limit of Claim: If Client wishes to pursue legal action arising out of or related to this Agreement, the claim must be filed on or before [DATE-- USUALLY THE ANNIVERSARY OF WHEN THE WORK WAS COMPLETED].
Indemnification: Client agrees to indemnify and hold harmless Coach, its related companies, parties, affiliates, agents, independent contractors, assigns, directors, employees, and officers from any and all claims, causes of action, damages, or other losses arising out of, or related to, the Services provided in this Agreement. In the case of in-person meetings or coaching, Client agrees to either secure a reasonable amount of insurance coverage to pay for any claims, causes of action, damage, attorney fees, or other losses as a result of accident or negligence on behalf of the Parties to this Agreement, or if no insurance is secured, Client waives its right to directly or indirectly ask or force Coach to pay for any such damages.
Client Responsibilities: Client agrees that the accuracy of information supplied to Coach is the sole responsibility of Client, and that Coach is not responsible and shall not be held liable for the results of services performed on the basis of inaccurate, incomplete or untruthful information provided by Client.
Acknowledgement of Risk
Client acknowledges that there are inherent risks and dangers associated with participating in the Services, including but not limited to (i) minor injuries such as dizziness, light-headedness, scratches, bruises, muscle aches, soreness and sprains; (ii) major injuries such as joint or back injuries, bone breaks, eye injuries or loss of sight, heart attacks and concussions; and in rare cases (iii) catastrophic injuries including paralysis or even death. Client understands that the description of the risks in this Agreement is not complete.
Assumption of Risk: Client and related parties/participants expressly assume any risk of Services and related activities as described in this Agreement.
Medical Disclaimer
Client understands that Coach is not qualified to diagnosis or treat any physical, mental or emotional disorders, to provide health care, medical or nutrition therapy services, to diagnose, treat or cure any disease, condition or other physical or mental ailment. Client understands that Coach is not acting in the capacity of a doctor, licensed dietitian-nutritionist, psychologist or other licensed or registered professional, and that any advice given by Coach is not meant to take the place of advice by qualified medical professionals. It is recommended Client speak with their doctor before starting any new dietary or exercise regime. If Client is under the care of a health care professional or currently uses prescription medications, it is Client’s sole responsibility to discuss any dietary changes, fitness, exercise or lifestyle changes with their doctor, and Client should not discontinue any prescription medications without first consulting their doctor. Client expressly understands that any information received in relation to the Services and this Agreement should not be seen as medical advice and the Services are not meant to take the place of seeing licensed health professionals.
Guarantees: Coach cannot make any guarantees as to the results, including financial or other gains, of the coaching provided. Coach agrees to provide the Services listed in this Agreement in a reasonable and timely manner. Client agrees to take responsibility for Client’s own results.
Non-disparagement: The Parties mutually agree not to make public defamatory statements that would materially harm the reputation or business activities of any Parties to this Agreement.
Media Release
Client grants to Coach an irrevocable, worldwide, perpetual and unrestricted right to use any media, such as photographs, video, audio recordings or social media posts containing Client’s likeness, whether captured by Client, Coach or third party in relation to this Agreement and for any lawful purpose, including in its online or printed advertising or marketing materials and on all social media platforms, with or without reference to Client and without further notice, grant of permission or right to any financial compensation. Notwithstanding the foregoing, Coach will not use any images of Client’s face or use reference to their name in any image.
CANCELLATIONS OR RESCHEDULING
Cancellation by Client: Coach has a strict no refund policy. If Client desires to cancel the Services, Client shall provide notice to Coach as soon as reasonably possible. In the event of cancellation, Client is not entitled any refund of any amounts paid to Coach, and any outstanding payments of the Fee owing under this Agreement will immediately become due and payable to Coach.
Coach Desires to Cancel or Reschedule: In the event Coach cannot or will not perform his/her obligations in any or all parts of this Agreement, Coach (or a responsible party) will immediately give Notice to Client, and at the Coach’s discretion, either attempt to find a reasonable substitute to fulfill the terms of this Agreement or issue a refund or credit based on a reasonably accurate percentage of Services rendered. In the case of a refund where, at the discretion of the Coach, no reasonable substitute is found, Coach shall excuse Client of further performance obligations in this Agreement.
Force Majeure: Notwithstanding the above, either Party may choose to be excused of any further performance obligations in the event of a disastrous occurrence outside the control of either Party that materially affects the Services provided in this Agreement, including:
A natural disaster (fires, explosions, earthquakes, hurricane, flooding, storms, or infestation); or
War, Invasion, Act of Foreign Enemies, Embargo, or other Hostility (whether declared or not); or
Any hazardous situation created outside the control of either Party such as a riot, disorder, nuclear leak or explosion, or act or threat of terrorism.
GENERAL PROVISIONS
Governing Law: The laws of the Province of British Columbia govern all matters arising under or relating to this Agreement, including torts.
Severability: If any portion of this Agreement is deemed to be illegal or unenforceable, the remaining provisions of this Agreement remain in full force, if the essential provisions of this Agreement for each Party remain legal and enforceable.
Notice: Parties shall provide effective notice (“Notice”) to each other via either of the following methods of delivery at the date and time which the Notice is sent:
Coach: via the address set out above or to [INSERT DEDICATED CLIENT SUPPORT EMAIL ADDRESS]
Client: via the address used at the time of entering this Agreement or as may be updated by Client from time to time and which is Client’s sole responsibility.
Full Agreement: This Agreement constitutes the final, exclusive agreement between the Parties relating to the Services contained in this Agreement. All earlier and contemporaneous negotiations and agreements between the Parties on the matters contained in this Agreement are expressly merged into and superseded by this Agreement.
Assignment: Neither Party may assign or transfer any rights or obligations in this Agreement without proper Notice, unless otherwise provided in this Agreement.
Titles: The titles and section headers in this Agreement are provided for convenience only and should not be construed as part of this Agreement.
Dispute Resolution: Any controversy or claim arising out of or relating to this contract, or the breach of this Agreement, will be settled by alternative dispute resolution (ADR) prior to a formal complaint. ADR includes arbitration or mediation administered by an authorised entity, such as the Canadian Arbitration Association, in accordance with its Commercial [or other] Arbitration Rules. Any judgment on the award rendered by the arbitrator(s) or mediator(s) may be entered in any court having jurisdiction over this Agreement and related dispute resolution proceedings.
BY CLICKING “I ACCEPT”, CLIENT UNDERSTANDS AND AGREES THEY ARE ELECTRONICALLY SIGNING AND ENTERING INTO A LEGALLY BINDING AGREEMENT.