COACHING AGREEMENT, TERMS OF SERVICE, & PRIVACY POLICY

 

This Agreement dated January 5th, 2023 “Effective Date”

PURPOSE

The purpose of this Coaching Agreement (“Agreement”) is to set out the expectations for what it will be like for the Parties to work together. For mutual consideration, the receipt and sufficiency of which is acknowledged, the Parties agree to the terms and conditions set out below.

By signing this Agreement, Client confirms that they have read, understood and agreed to accept all of the terms and conditions in this Agreement.

TERMS OF AGREEMENT

Services

Coach may provide Client with the following services as part of the coaching program (“Services”); these may or may not include:

  •  1:1 sessions via zoom
  •  Group coaching
  •  Masterclasses
  •  Free webinars
  •  Online support through Signal, Email, or social media chat
  •  Access to community on Kajabi
  •  Relevant resources during group coaching programs

Additional Services

In addition to the Services set out above, Client may request the following additional services if needed from time-to-time, and at the sole discretion of Coach (“Additional Services”):

  •  Extra 1:1 Coaching

Extension of Term

Following completion of the Term, this Agreement may be extended by the Parties on mutual written agreement on the same terms and conditions set out in this Agreement or as may otherwise be agreed on by the Parties in writing. If the Term is extended, terms including but not limited to, Fees, Services and timelines are also subject to change and be approved by the Parties in writing.

CLIENT EXPECTATIONS

Late Arrivals

Client is expected to arrive on-time for the scheduled coaching sessions. Coach will provide a 10-minute grace period for Client to arrive and Coach may refuse attendance if Client is later than the grace period. The session will be deemed to be forfeited if Client is later than the grace period without refund.

Communication Requirement

During the Term, Client agrees to maintain communication, be on time for all sessions, and provide all information and feedback needed for Coach to carry out their obligations under this Agreement. Parties agree to inform the other using reasonable efforts, should a delay occur, or be expected to occur. If Client does not maintain communication or provide Coach with information as requested and required from time to time, Coach may, in their discretion, delay or cancel the Services.

Client Behaviour

It is expected that Client will be respectful and cooperative towards Coach and to fellow participants, both during the coaching sessions, as well as in any online, public or private forums included as part of the Services. Client also agrees not to make any false, disparaging or derogatory comments or statements in public or private regarding Coach, the Services or any related parties. If at any time Coach determines that Client is not acting in accordance with these expectations, Coach may terminate this Agreement without refund and any payments owing towards the Fee will immediately become due.

PAYMENT

Fees

In exchange for the Services, the fees are as follows (“Fee”). The Fee is payable in CDN.

  • 3 month Group Coaching Program: 400$ per month x 3 monthly payments
  • 3 month Group Coaching Program + 1-on-1: $575 per month x 4 monthly payments

Fees for Additional Services

Coach’s hourly rate is $250. Any coaching outside of the scope of Services set out in this Agreement, such as extra 1-on-1 coaching will be considered ‘Additional Services’.  Additional Services requested by Client will be charged to Client at the hourly rate set out above, or as may otherwise agreed upon by the Parties in writing.

  • 75 Minute 1-on-1 call: $300
  • 45 Minute 1-on-1 call: $200

Payment Schedule: Single Payment

The total Fee for Services is due and payable on date of purchase.

  • 75 Minute 1-on-1: $300
  • 45 Minute 1-on-1: $200
  • 3 pack of 75 Minute 1-on-1: $720

Payment Schedule: Recurring Payments

Group Coaching Program: Client will pay recurring payments of $400 on the first day of the month, for 3 months.

Group Coaching Program + 1-on-1: Client will pay recurring payments of $575 on the first day of the month, for 4 months.

Payment Method
Coach accepts payment by credit card. Please note that there may be processing fees charged for using certain payment methods.

Credit Card Authorization
Client acknowledges and authorizes Coach to automatically charge their credit card provided to Coach for all payments owing under this Agreement. Client authorizes Coach to charge all payments to Client’s credit card at the time payment is due and no separate authorization is required. If Client cancels or replaces credit card, Client must immediately provide Coach with new credit card information.

No Chargebacks
Client acknowledges and agrees that the terms of this Agreement and Coach’s termination and refund policies supersede the terms of use and refund policies of any third-party payment processor used by Coach. Client will be responsible for any fees, including legal fees, incurred by Coach as a result of recouping payments owing under this Agreement.

Late Payments
If any payment is not received on the payment due date, Coach may stop work on all Services until any outstanding payment is received in full. Client will be charged a late fee of 2% compounding monthly, equaling 24% annually, on all outstanding invoices starting from the payment due date.

RESCHEDULING, CANCELLATION AND REFUNDS

Changes to Schedule

The Coach may be required to make changes to the scheduled coaching sessions from time to time. In the event of any schedule change, Coach will provide as much notice as possible to Client and Client will not be entitled to any refund of any portion of the Fee.

Rescheduling

Coach requires 24h notice to reschedule a coaching session. The coaching session will be forfeited if less notice is provided and no refunds will be provided. Client may only reschedule a session 2 times within the Term.

Cancellation

In the event either Party wishes to cancel this Agreement, the Party who wishes to cancel will provide 30 days written notice to the other Party stating the last day Services are to be provided (“Cancellation Date”).

Cancellation by Client

In the event Client delivers notice of cancellation, Coach will deliver a final invoice for all Services completed up to and including the Cancellation Date, and Client will pay the final invoice in accordance with the Payment Terms. The deposit is non-refundable.

Cancellation by Coach

In the event Coach delivers notice of cancellation, Coach will deliver a final invoice for all Services completed up to and including the Cancellation Date, as well as any outstanding payment owing for Additional Services, less the Deposit, and Client will pay the final invoice in accordance with the Payment terms.

Refunds

If Client cancels this Agreement for any reason whatsoever, Client is not entitled to any refund of any amounts previously paid to Coach, including the Deposit.  Coach may provide a refund in limited cases where it deems, in its sole discretion, to be appropriate and in an amount to be determined by Coach on a case-by-case basis.

Termination of Agreement

This Agreement will end when Client has paid the Fee in full to Coach and Coach has performed the Services as set out in this Agreement. Any provisions that survive the termination of this Agreement will remain in full force.

CONFIDENTIALITY AND PRIVACY

Confidentiality and Non-Disclosure

The Parties acknowledge that during the Term, certain confidential information may be disclosed to the other Party, either orally or in writing. For the purpose of this Agreement, “Confidential Information” means information that is of value and is treated as confidential and proprietary by its owner, and includes, but is not limited to, health history, business records, financial data, marketing strategies, advertising campaigns, inventions, client lists, personal data, software, operation manuals, social media account metrics, passwords, intellectual property, trade secrets, and the contents of this Agreement (“Confidential Information”). Client and Coach each agree not to disclose to any other person or entity or make use of the Confidential Information without the express written consent of the other, except to the extent that such disclosure is necessary to carry out their duties under this Agreement or as required by law. At the end of the Term or early cancellation of this Agreement, each Party will return all Confidential Information to the other, and will remain bound by their duty of confidentiality to the other.

Privacy Policy
Coach may collect personal information during the Term, including Client name, address, email address, phone number, billing information, financial and business information, health data, or other personal information (“Personal Information”). By providing any Personal Information to Coach, Client consents and grants Coach permission to use and store such information in order to facilitate the Services. Client acknowledges and consents to the use of technology, telephones, e-mails, applications and third-party platforms that use video and audio, such as but not limited to, Zoom, Kajabi Video, and third-party payment providers to be used by Coach in order to deliver the Services. Client confirms Coach is not responsible for the terms and policies of any third-party platforms and it is Client’s responsibility to review third-party privacy policies and terms and conditions.

INTELLECTUAL PROPERTY

Ownership and Use of Materials

Client acknowledges that all content and materials used and distributed in providing the Services, including any content or resources on Coach’s website, social media platforms and member portal belongs exclusively to Coach, the sole copyright owner of the original materials, unless stated otherwise. By receiving any unique and original materials from Coach as part of the Services, Coach will grant a limited non-exclusive royalty-free license to Client for their use only and as directed by Coach. Client is strictly prohibited from reproducing any part of the written, video, audio and digital materials or sharing them with others without Coach’s explicit permission to do so. All of Coach's intellectual property, including copyrighted materials and trademarks, will remain the sole property of Coach.

Recordings

Client will not capture any of the coaching sessions in any way, including but not limited to video recording, photography, voice recording or screen shots. Any recordings provided by Coach will be for Client’s own use only and Client agrees they will not duplicate or share the recordings with any other person.

 RELEASE, INDEMNITY AND WAIVER

PLEASE READ CAREFULLY. It is important Client fully understands that there are risks associated with the Services, and ask questions as needed. Client acknowledges and understands that they are waiving certain legal rights by signing this Agreement.

Voluntary Assumption of Risks
Client acknowledges there are certain risks associated with Coach providing the Services, including, but not limited to, financial, physical, emotional, spiritual loss and damages, and Client voluntarily assumes such risks. Should Client have any concerns or doubts about ability to participate or receive Coach’s Services, Client will contact Coach immediately to inform them of any concerns and seek the appropriate professional medical advice as needed. Client confirms they have full capacity and are the age of majority in their jurisdiction of residence to enter into this Agreement.

Medical Disclaimer
Client acknowledges that Coach is providing coaching Services, however the Parties are not entering into a patient-healthcare-provider relationship. Coach is not acting in the capacity of a regulated healthcare provider. Client specifically acknowledges that Coach is not diagnosing or treating any illness or disease or prescribing any medications. Client confirms they are in good physical and mental health, sufficient to participate in the Services, and has consulted with their physician or other health care provider prior to participating in the Services.

Financial Disclaimer

Client understands and agrees that in using the Services, Coach is not providing legal, tax, or accounting advice. Coach strongly encourages Client to seek specific legal, tax, and accounting related inquiries to appropriately qualified professionals.

No Warranty
Client acknowledges Coach makes no warranty that the Services will lead to any specific Client goal, financial success or particular results and Coach makes no promise that each Client will experience the same or similar results. Client acknowledges that the Services and materials provided are provided without any express or implied warranties of any kind.

No Earnings Guarantee
Client acknowledges Coach makes no warranty or guarantee that Services will lead to any specific earnings, business growth or financial results or that Client will experience the same or similar results as others who use the Services.

Release, Waiver, and Indemnity

Client releases, indemnifies and saves harmless Coach, its directors, officers, agents, employees, contractors, volunteers, heirs, executors, administrators, successors, and assigns, as applicable (collectively, “Released Parties”) from any and all liability and damages arising from the Services, including financial damages or personal injuries, however caused, including negligence, during Client’s engagement of Coach for the Services. Client further agrees to forfeit all forms of legal recourse which may be available to Client, including but not limited to any form of damages, costs, losses or expenses as a result of the Services. Client acknowledges this release of liability is binding on Client’s heirs, executors and anyone else who may be able to bring a legal action on Client’s behalf in the future. This clause survives the expiration or early termination of this Agreement.

Limitation of Liability

In the event Coach is found liable for any reason for damages arising directly or indirectly from this Agreement, liability will be limited to the greatest extent possible in the governing jurisdiction and in no case exceed the Fee paid by Client to Coach.

Media Release

Client grants to Coach an irrevocable, worldwide, perpetual and unrestricted right to use any media, such as photographs, video, testimonials, audio recordings or social media posts, 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.

Testimonials

Coach wants to help improve Client’s relationship with food & body. If you have enjoyed the Services, Coach would greatly appreciate an honest written testimonial about your experience working together. Upon request, please provide Coach a written testimonial, and any other information that may be required, and in doing so Client permits Coach to use and share the materials provided in print or online and for any promotional and/or marketing purposes. If there are personal details Client wishes to exclude from the testimonial, such as full name, please notify Coach.

 GENERAL

Relationship of Parties
Nothing in this Agreement will be understood to create an employment, joint venture or partnership relationship between Coach and Client. The relationship is strictly that of Coach delivering the Services as a service provider. Further, the relationship does not extend to any relationship beyond the Services.

Good Faith

Each Party agrees it has acted in good faith and will continue to do so during the Term of this Agreement. This extends to good faith during any dispute resolution process.

Governing Law and Jurisdiction

This Agreement is governed by and interpreted in accordance with the laws of BC and the federal laws of Canada where applicable. Any disputes arising directly or indirectly from this Agreement will be submitted and heard exclusively in the courts of Kelowna, BC, Canada.

Dispute Resolution

In the event any dispute arises between the Parties in relation to this Agreement or a breach of this Agreement and the dispute is not resolved by negotiation, the Parties agree to submit the dispute for mediation prior to pursuing any other available remedy in relation to the dispute. The Parties may agree to virtual mediation, when available.

Force Majeure

Neither Party will be responsible for delays resulting from causes beyond their reasonable control, including without limitation fire, explosion, floods, storms, pandemics, state of emergency, hazardous situations, war, strike, or riot, and either Party may choose to excuse themselves from further performance of their obligations under this Agreement if such occurrence materially affects the performance of Services. The Party relying on Force Majeure will give the other Party reasonable notice of their desire to terminate or suspend the Services. Notwithstanding, all payments owing for Services rendered will remain due and payable with such amount to be determined by Coach.

Notice

Any notice to be given under this Agreement must be directed to the other Party using the contact information first set out above or as may otherwise be directed (“Notice”). For the purposes of this Agreement, e-mail will be considered sufficient for delivery of Notice. Notice will be deemed to be delivered on the date and time when the Notice is sent.

Assignment

This Agreement may not be assigned to any other party except with the express written consent of the other Party.

Severability

If any of the provisions of this Agreement are found to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not, to the extent permitted by law, in any way be affected and will remain enforceable.

Waiver of Breach

The waiver by one Party of any breach of this Agreement by the other Party will not be taken to be a waiver of any future breaches by the breaching Party. The non-breaching Party reserves the right to exercise or enforce their rights at a later date.

Full Agreement

This Agreement constitutes the full agreement between the Parties and supersedes any prior negotiation, understanding or Agreement between the Parties, whether oral or written, on the matters contained in this Agreement.

Amendments

The Parties may only amend this Agreement by mutual written agreement.

Survival

Any term of this Agreement which addresses performance or observance following the early termination or expiration of this Agreement will survive and continue to be in full force and effect. All things considered confidential during the Term will survive and always remain confidential.

Counterparts and Electronic Signing

This Agreement may be signed electronically and/or in counterparts that, when taken together constitutes a fully signed and legally binding Agreement.

Contact Information

Sandra Thies, RD

[email protected]