By signing this Agreement, {{client.name}} ("Client") has retained Brittney Jones , ("Service Provider") to proceed with the requested services, and agrees to the terms and conditions as set forth within this agreement.
Agreed terms:
1. TERM OF ENGAGEMENT
1.1. You are engaging me as a Business Coach to provide marketing services on the terms of this agreement, as a part of one of my outlined coaching programs.
1.2. This contract between us will commence on the date you submit payment. Should the client choose to terminate this contract early, the client understands all outstanding payments will be due upon contract termination.
2. SESSIONS AND CANCELLATION
2.1. I may reschedule any given session and while all efforts will be made to give 24 hours notice, sessions can be rescheduled at any point in time. Notice will be given via email. All sessions will be held online.
2.2 It is the clients responsibility to schedule all sessions included in their contract and to reschedule their sessions if they need to cancel. The Service provider is not responsible to chase the client down for reschedules or booking in sessions.
2.3 There may be times during the project where the client will need to provide approval on work, submit portions of work so that the service provider can complete the project etc. The client understands that choosing to not complete this work does not relieve them from their contract and outstanding payments. The contract is not cancelled because of the client's lack of communication on the project. The service provider is not a project manager and is not responsible for reminding the client to do their work, the client understands they need to take responsibility for their own business.
3. DUTIES OF SERVICE PROVIDER
3.1. I shall provide the Services with due care, skill and ability. The service is as outlined on the webpage and checkout pages.
3.2. Other than as set out in Clause 3.1 above. a;; Warranties and representations are excluded to the fullest extent permitted by law. Due to the nature of this service, I do not guarantee any particular results.
3.3. If for any reason I am not able to provide the Services at the agreed time, I will provide you with as much notice as possible and we shall reschedule the Session for a time mutually agreed.
4. FEES
4.1. Client understands all payments are final and nonrefundable.
4.1. Your payment will be automatically deducted from your card per the schedule in
4.2. Should you need to change your credit card information, you must do so within 48 hours.
4.3. Without prejudice to any other right or remedy that I may have, if you fail to pay me on the due date I may:
4.3.1. charge interest on such sum from the due date for the payment at the annual rate of 4% above the base rate from the time of HSBC accruing on a daily basis and being compounded quarterly until payment is made, whether before or after any judgement and you shall pay the interest immediately on demand; and
4.3.2. suspend all Services until payment has been made in full.
4.4. All sums payable under this agreement shall become due immediately on termination of this agreement, despite any other provision. This clause 4.5 is without prejudice to any right to claim for interest under the law, or any such right under this agreement
4.5 It is the client's responsibility to make all payments on time. The service provider may provide email reminders for payments in certain circumstances but, not receiving an email reminder does not relieve the client from their obligation to submit payments on time. Client understands there is a $50 per day late charge for all missed payments.
5. CONFIDENTIAL INFORMATION
5.1. I acknowledge that in the course of providing the Services I will have access to Confidential Information (as defined in clause 16).
5.2. I agree not to (except in the proper course of my duties) use or disclose to any third party any Confidential Information. This restriction does not apply to:
5.2.1. any use or disclosure authorized by you or required by law;
5.2.2. by any use or disclosure which I in my absolute discretion consider necessary or advisable in order to prevent illegal acts or harm to you or to others; or
5.2.3. any information which is already in, or comes into, the public domain otherwise than through my unauthorized disclosure.
5.3. As is good practice in coaching, I undertake coaching and am part of supervision groups. You agree that I may disclose any issues which arise out of the Sessions with my own coach, supervisor and/or supervision group but I agree only to disclose such issues on a general basis and without disclosing your name.
5.4. You may disclose to third parties such information about the Sessions as you wish.
6. DATA PROTECTION AND INTELLECTUAL PROPERTY
6.1. You acknowledge and agree that your personal data will be processed by and on behalf of me as part of me providing you with the Services.
6.2. I am the owner or the licensee of all Intellectual Property Rights and all other rights in the materials and content that I use within the Sessions and nothing in this agreement or otherwise shall operate to transfer the ownership of the Intellectual Property Rights in such material or content to you or any other person.
6.3. You may not at any time copy, reproduce, publish in any form, share, sell, dispose of or otherwise make available to a third party in any way of the content or materials that I use in the Sessions.
6.4. I grant to you a limited, nonexclusive, nontransferable, nonsub licensable revocable license to use all of or any of the content or material used in the Sessions for the purposes for which the Sessions were provided only.
6.5. You may not without my prior written consent make any audio or visual recordings of all or any part of our Sessions.
7. OBLIGATIONS ON TERMINATION
7.1. If either of us give notice to terminate this agreement pursuant to clause 1.2, then as soon as reasonably practicable after such notice (and in any event before the date of termination of this agreement), you shall make yourself available for a final Session. Client understands that terminating the contract early does not release from payment obligations, and all outstanding payments will be due immediately upon cancellation. Due to the nature of this service based work, there is a no refunds policy.
7.2. On or before the date of termination of this agreement, you shall immediately pay any unpaid fees or other sums payable under this agreement.
7.3. Termination of this agreement shall not affect the accrued rights, remedies, obligations and liabilities of either of us at the date of termination of this agreement, including the right to claim damages in respect to any breach of the agreement which existed at or before the date of termination.
7.4. Clauses which expressly or by implication have effect after termination shall continue in full force and effect after the date of termination of this agreement, including the following clauses: clause 5 (Confidential Information), (Limitation on liability) and clause 15 (Governing law and jurisdiction).
8. STATUS
The relationship between us will be that of independent contractor and nothing in this agreement shall render me your employee, worker, agent or partner.
9. LIMITATION ON LIABILITY
9.1. Nothing in this clause 9 shall limit my liability for death or personal injury caused by my negligence or for my fraud or fraudulent misrepresentation or for any matter for which liability cannot be legally excluded or limited.
9.2. I shall not be liable for any loss of profits, loss of business, depletion of goodwill and/or similar losses, loss of anticipated savings, loss of goods, loss of contract, loss of corruption of data or information or any special, indirect, consequential or pure economic loss, cost, damages, charges or expenses suffered or incurred by you as a result of you entering into this agreement and me providing the Services.
9.3. My total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance or contemplated performance of this agreement shall in all circumstances be limited to the total price paid by you for the Sessions.
9.4. If I am prevented from or delayed in performing my obligations by your act or omission or by any circumstance outside of my control, I shall not be liable to you for any costs, charges or losses sustained or incurred by you that arise directly or indirectly from such prevention or delay.
9.5. The provisions of this clause 9 shall survive termination of this agreement.
10. FORCE MAJEURE
In no event shall the Service Provider be responsible or liable for any failure or delay in the performance of its obligations here under arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that the Service Provider shall use reasonable efforts which are consistent with accepted practices in the industry to resume performance as soon as practicable under the circumstances.
11. ENTIRE AGREEMENT AND PREVIOUS CONTRACTS
You acknowledge and agree that:
11.1. this agreement constitutes the entire agreement and understanding between us and supersedes any previous arrangements, understanding or agreement between us relating to the provision of the Services (which shall be deemed to have been terminated by mutual consent) ;
11.2. in entering into this agreement you have not relied on any PreContractual Statement (as defined in clause 16)
12. VARIATION
No variation of this agreement shall be valid unless it is in writing and signed by or on behalf of each of us.
13. COUNTERPARTS
This agreement may be executed in any number of counterparts, each of which, when executed, shall be an original, and all the counterparts together shall constitute one and the same instrument.
14. THIRD PARTY RIGHTS
14.1. A person who is not a party to this agreement shall not have any rights under the Contracts
(Right of Third Parties) Act 1999 to enforce any term of this agreement
14.2. The rights of the parties to terminate, rescind or agree in any variation, waiver or settlement under this agreement are not subject to the content of any person that is not a party to this agreement.
15. GOVERNING LAW AND JURISDICTION
15.1. This agreement and any dispute or claim arising out of or in connection with it or it’s subject matter or formation (including noncontractual disputes or claims) shall be governed by and construed in accordance with English law.
15.2. The parties irrevocably agree that the courts of Ontario shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement or its subject matter or formation (including noncontractual disputes or claims).
16. INTERPRETATION
16.1. The definitions and rules of interpretation in this clause apply in this agreement (unless the context requires otherwise).
Confidential Information: information in whatever form relating to you and your affairs that are confidential to you including (but not limited to): (i) information that I obtain in connection with the provision of the Services and (ii) the fact that I am providing the Services to you.
PreContractual Statement: any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to this agreement or not) relating to the provision of the Services other than as expressly set out in this agreement.
16.2. A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, or reenactment and includes any subordinate legislation for the time being in force made under it.
16.3. Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
16.4. Unless the context otherwise requires, words in the singular include the plural and in the plural include the singular.
17. FAILURE OF COMPANY TO PROVIDE SERVICES
17.1 In the unlikely circumstance where the service provider is unable to provide the services outlined in the contract, the service provider will bring on a professional who is able to perform the service at the same level of work to complete the remainder of the contract. The client agrees to this substitution.
18. INCLEMENT WEATHER CLAUSE
18.1 The service provider will continue service obligations unless the locations or area is deemed unsafe to be able to perform service obligations. As much notice as posisble will be provided to the client, and the project will resume when the area is deemed safe for working conditions again.