AGREEMENT TERMS & CONDITIONS
THIS NON-DISCLOSURE AGREEMENT (this “Agreement”) is entered into on date of purchase by and between (collectively, the “Client”) and The March Agency, LLC (including its affiliates, the “Coach”).Collectively, all of the above people or businesses entering this Agreement will be referred to as the “Parties”.Please review the following terms and conditions. Purchase of this program means you agree to the below terms and conditions in full.
01 / NO EMPLOYMENT
Neither party is by virtue of this Agreement authorized as an agent, employee, or legal representative of the other. Neither party shall have the power to control the activities and operations of the other and its status at all times will continue to be that of an independent contractor relationship.
Client may allow Coach to act as an authorized legal representative in certain circumstances under the terms of this Agreement, but such circumstances will be agreed to by both Parties in writing beforehand.
02 / COACHING TERMS
A coaching relationship between two Parties is essentially a relationship whereby the Coach assists the Client in meeting the Client’s potential within the areas the coaching relationship is meant to focus on.
Client hereby acknowledges and agrees:
- Client is solely and exclusively responsible for the choices that Client makes with regard to this coaching relationship, as well as the Coach’s recommendations and input.
- Client is solely and exclusively responsible for Client’s own mental health, physical health, business decisions, and any other actions or inaction Client chooses to take.
- Client agrees to be on time for each coaching session. and will be 100% focused;
- Client will provide full payment for the Program prior to first coaching session.
- Client will complete action steps in between coaching sessions, be open to new ideas, and will be ready to take action and make quick decisions.
- Client will make the program a priority.
- Client will take responsibility for their outcomes.
- Coach is not liable for any result or non-result or any consequences which may come about due to Client’s relationship with Coach.
- Coaching is not a therapeutic relationship or a medical one. Coach may not provide therapy or medical services and Client is responsible for procuring these services at Client’s own will and discretion if needed.
- Coach will provide a safe space where Client can express themself and be heard.
- Coach will offer support, encouragement, feedback, and guidance throughout the Program.
03/ DESCRIPTION OF SERVICES
The Client hereby engages the Coach, and the Coach accepts such engagement to provide the following coaching services for the Client (hereinafter, the “Services”):
- Accountability Coaching Program
- (12) 45-minute, 1:1 video calls
- Unlimited Flock (or similar tool) support (Monday – Friday during work hours)
All 12 calls are to be used within three (3) months. Appointments not completed within three (3) months of start date will only be rescheduled at Coach’s sole discretion.
The Client hereby engages the Coach, and the Coach accepts such engagement to provide the following coaching services for the Client (hereinafter, the “Services”):
Coach and Client will use the following methods of contact for meetings throughout the coaching relationship:
- Video conferencing such as Zoom or similar service
- Phone (if video is unavailable)
- Flock or similar chatting tool
Coach may agree in a separate, written document to expand the scope of Services to include additional tasks. Such written document may be informal, such as an email and will include additional fees, as applicable.
05 / FEES & EXPENSES
The cost of the Program will be paid in full either before signature of contract or at time of signing. If Client would like to secure additional time with Coach, an hourly rate of $150.00/hour will incur. The hourly rate will include all forms of communication, such as meetings, calls, emails, etc.
For past due invoices, a late fee of $35.00 per week will be incurred.
06 / REFUND POLICY
Client understands that there are absolutely no refunds on Coaching and Consulting services. We cannot guarantee results in a coaching or consulting relationship because results depends on your openness to being coached and your willingness to do the work.
Finally, a great deal of energy, time, thought and heart goes into preparing for and being present on our calls together. If you’re late for your appointment, you lose that time. If you don’t show, you’ll still be charged in full. In turn, we promise to honor our appointments, and be on time as well.
Failure to Perform Services: In the event Coach cannot or will not perform its obligations in any or all parts of this Agreement, it (or a responsible party) will:
Immediately give Notice to Client via the Notice provisions detailed in this Agreement; and
Issue a refund or credit based on a reasonably accurate percentage of Services rendered; and
Excuse Client of any further performance and/or payment obligations in this Agreement.
07 / CANCELLATION & RESCHEDULE POLICY
Client or Coach may, from time to time, need to cancel or reschedule any of the coaching meetings. If Coach is responsible for the reschedule, Coach will become available to Client as the soonest possible opportunity within five (5) business days. If Client is responsible for the cancellation or reschedule, Client agrees to notify Coach no less than 24 hours prior to the scheduled meeting. If Client cancels or reschedules within the 24-hour period, Client agrees to pay the full amount required for the meeting, if requested by Coach (at Coach’s sole and exclusive discretion). The Parties will then attempt to reschedule the meeting in good faith.
08 / COLLECTIONS
Coach reserves the right to collect any and all monies owed from Client by whatever means Coach deems necessary. Client shall pay for any costs Coach incurs to collect such costs, including reasonable attorney’s fees and collection agency costs.
09 / WARRANTIES
Coach represents and warrants that Coach has the knowledge, skills, and experience necessary to provide the Services. Coach agrees that during the term of this Agreement, Coach will agree to provide the Services at the request of the Client.
The Package does not guarantee any additional consultations or future work with Jaemi Graham, The March Agency, LLC, or its affiliates.
10 / NON-EXECLUSIVITY
Coach may be engaged or employed in any other coaching business, trade, profession, or other activity which does not place Coach in a conflict of interest with the Client. Client hereby explicitly acknowledges and agrees that Coach may be engaged or employed with any other business or industry, including, if applicable, Client’s direct competitors.
11 / LAPSED SERVICES
We understand life happens and circumstances may prevent you from starting or even completing your coaching within an appropriate timeline. However, if you pay for coaching services and fail to start or have your initial session with six (6) months of your initial payment, you forfeit any payments received and no refunds will be issued. Attempts will be made to provide you with a comparable service through a digital product or online program within one (1) year of your initial payment; however, 1:1 coaching services are not guaranteed as coaching program offerings and pricing may have changed since your initial payment. After one (1) year from your initial payment, you will be required to contract for new and existing coaching services.
12 / RECORD RETENTION POLICY
Coach and Client hereby acknowledge and agree that they have specifically discussed Coach’s record retention policy. Coach will maintain communications, documents, information, and notes related to Client, in a manner most convenient for Coach, for the following time period of 1 year.
13 / RESPONSE TIME
Client agrees to respond to Coach no later than the following 24 hours after being reached out to for communication.
In the event of an emergency or other similar conflict, Coach will give the Client as much notice as possible if there is the possibility of interruption to the Services, whether that interruption is temporary or long-term.
14 / CONFIDENTIALITY
The existence of this coaching relationship, as well as any information that Coach receives from Client, are to be fully and completely confidential under the terms of this Agreement. Client hereby acknowledges and agrees, however, that a Coach-Client relationship is not considered a legally confidential relationship and therefore communications between Coach and Client are not subject to any legal confidentiality requirement or privilege. Coach will not, however, disclose Client’s name or any of Client’s information without Client’s consent, unless subject to a legal requirement, such as a court order, subpoena, or law enforcement inquiry. It will be the Client’s responsibility to address any confidentiality issues with the Coach.
Confidential information under this Agreement shall specifically not include the following categories: (1) information that is generally known to the public or known to Client’s specific industry, (2) information freely given by Client to any third-party; (3) information received by Coach from any source that is not Client; (4) information in Coach’s possession prior to this contractual Agreement; (5) information developed independently by the Coach; (6) information which is received by the Coach from the Client but that may imminently harm the Client or another individual; or (7) information about any illegal activity.
15 / TERMINATION
This Agreement will automatically terminate after 90 days from date of purchase. The Parties may choose to renew this Agreement, with all of its terms and conditions, by providing notice at any given time. A new agreement and full purchase payment will need to be paid to continue for another 3 months.
The Parties may also terminate this Agreement prior to its natural expiration under certain circumstances.
This Agreement may be immediately terminated in the event that there is a breach of the terms by either Party. For a material breach, the Parties are required to give notice, in writing, specifying what the breach was, but do not have to give advance notice to terminate the Agreement.
This agreement will also immediately terminate upon the death of the Coach or Client, the inability of the Coach to perform the Services because of a sudden and medically-documented physical or mental disability, the liquidation, dissolution or discontinuance of the business of the Client in any manner, or the filing of any petition by or against the Client or Coach under federal or state bankruptcy or insolvency laws.
This Agreement may also be terminated by either Party in writing for any reason. Notice shall be given at least the 30 days before termination.
Upon termination, no fees will be refunded to Client.
16 / INTELLECTUAL PROPERTY
Coach and Client agree that all inventions, trade secrets, confidential and/or proprietary information, and work-product conceived, created or developed by each of the Parties, respectively, will be the sole and exclusive property of the Party to whom the information originally belonged. There shall be no transfer of intellectual property through this Agreement.
All copyrights, patents, trademarks, or other intellectual property shall stay with the original Party owner.
17 / PORTFOLIO USE
As described above, Coach shall be permitted to use all produced items of work in Coach’s professional portfolio, if applicable, but may not use Client’s name, likeness, or other identifying details without express written permission from the Client.
18 / LIMITATION OF LIABILITY
Coach’s liability in contract, tort or otherwise arising through or in connection with this Agreement or through or in connection with the completion of obligations under this Agreement shall be limited to Fees paid by the Client to the Coach. To the extent it is lawful, neither Party shall be liable to the other Party in contract, tort, negligence, breach of statutory duty or otherwise for any loss, damage, costs, or expenses of any nature whatsoever incurred or suffered by that other Party of an indirect or consequential nature including without limitation any economic loss, data loss, loss of goodwill, or other loss of turnover, profits, or business.
19 / INDEMNIFICATION
Coach and Client shall each defend, indemnify, and hold the other harmless (including all affiliates, officers, directors, employees, agents, successors, and assigns) from and against all losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs, or expenses of whatever kind (including reasonable attorneys’ fees) arising out of or resulting from bodily injury, death of any person, or damage, real or intangible, to personal property resulting from the other’s acts or omissions or the breach of any representation, warranty, or obligation under this Agreement.
20 / SURVIVAL
Any provision of this Agreement which by its terms imposes continuing obligations on either of the Parties shall survive termination of this Agreement.
21 / DISPUTE RESOLUTION
In case of a dispute between the Parties relating to or arising out of this Agreement, the Parties shall first attempt to resolve the dispute personally and in good faith. If these personal resolution attempts fail, the Parties shall then submit the dispute to binding arbitration. The arbitration shall be conducted in the county and state noted in the Governing Law provision of this Agreement. The arbitration shall be conducted by a single arbitrator, and such arbitrator shall have no authority to add Parties, vary the provisions of this Agreement, award punitive damages, or certify a class. The arbitrator shall be bound by applicable and governing Federal law as well as the law of Georgia. Each Party shall pay their own costs and fees. Claims necessitating arbitration under this section include, but are not limited to: contract claims, tort claims, claims based on Federal and state law, and claims based on local laws, ordinances, statutes or regulations. Intellectual property claims by the Coach will not be subject to arbitration and may, as an exception to this sub-part, be litigated. The Parties, in agreement with this sub-part of this Agreement, waive any rights they may have to a jury trial in regard to arbitral claims.
22 / GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the internal laws of Georgia without giving effect to any choice or conflict of law provision or rule. Each party irrevocably submits to the exclusive jurisdiction and venue of the federal and state courts located in Cobb county in any legal suit, action, or proceeding arising out of or based upon this Agreement or the Services provided hereunder.
23 / BENEFIT
This Agreement shall be binding upon and shall inure to the benefit of each of the parties hereto, and to their respective heirs, representatives, successors, and assigns.
24 / NO WAIVER
No action or inaction of either Party shall constitute waiver of any of the terms of this Agreement. Waiver may only be executed explicitly in writing.
25 / COUNTERPARTS
This Agreement may be executed in counterparts, all of which shall constitute a single agreement. The Agreement shall be effective as of the date set forth above.
26 / NOTICES
All notices, requests, consents, claims, demands, waivers and other communications hereunder (each, a “Notice”) shall be in writing and addressed to the Parties at the addresses set forth on the first page of this Agreement. All notices shall be delivered by email or at the address which the parties may designate to each other through personal delivery, nationally recognized overnight courier (with all fees prepaid), or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only if (a) the receiving party has received the Notice and (b) the party giving the Notice has complied with the requirements of this Section.
27 / FORCE MAJEURE
Coach is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
28 / HEADINGS
Headings to this Agreement are for convenience only. Headings shall in no way affect the provisions themselves and shall not be construed in any way that would limit or otherwise affect the terms of this Agreement.
29 / ENTIRE AGREEMENT; MODIFICATION
The agreement embodies the entire agreement between the Client and Coach relating to the subject matter hereof. This Agreement may be changed, modified, or discharged only if agreed to in writing by both parties.