Responsibility of Client. Client is solely responsible for creating, implementing and maintaining Client’s own physical, mental, spiritual and emotional well-being, decisions, choices, and actions, including those that arise out of or in any way relate to or result from the coaching relationship. As such, the Client agrees that the Coach is not and will not be liable or responsible for any actions or inaction, or for any direct or indirect result of any services provided by the Coach. Client understands that coaching is not therapy and does not substitute for therapy if needed, and that Coaching does not prevent, cure, or treat any mental disorder or medical disease.
Client acknowledges that coaching is a comprehensive process that may involve examination and work on different areas of Client’s life, including but not limited to Client’s business or employment; physical, mental and emotional state; health and wellness; finances; relationships; education; family and family history; spirituality; recreation; and more. Client agrees that the ultimate decision as to the areas being discussed with Coach, as well as the decision on how Client will handle any issues discussed during the Coaching relationship and/or incorporate the principles learned during Client’s work with Coach is exclusively Client’s responsibility.
In an effort to get the most out of the coaching relationship, Client certifies that he/she is motivated and committed to taking action on his/her determined personal and professional goals. Client realizes and acknowledges that anything less than Client’s full, complete and intentional participation in the coaching program – including but not limited to attending the Sessions as scheduled, completion of any “homework,” and implementation of discoveries achieved during the Sessions – will not lead to any success.
Client hereby expressly accepts full and complete responsibility for his or her self, personal and business development, health, financial situation, and any actions Client may take as a result of the Coaching.
Mental and Financial Health. Client represents and warrants that to the best of Client’s knowledge, he/she is in good mental, physical, emotional, and psychological health so that engaging in coaching poses no risk of harm to Client.
Client further represents and warrants that he/she can financially afford the Coaching fee stated in this Agreement.
Not Substitute for Medical Treatment or Professional Advice. Client acknowledges that coaching does not involve the diagnosis or treatment of mental disorders as defined by the American Psychiatric Association and that coaching is not to be used as a substitute for counseling, psychotherapy, psychoanalysis, mental health care, substance abuse treatment, or other professional advice by medical, legal, or other qualified professionals, and that it is the Client’s exclusive responsibility to seek such independent professional guidance as needed.
If Client is currently under the care of a mental health professional, it is recommended that Client promptly confer with the mental health care provider of the nature and extent of the coaching relationship agreed upon by the Client and the Coach.
Coach is not trained in diagnosing psychological or medical conditions; therefore, if any issues arise during the term of this Agreement that should be addressed by a licensed therapist or physician, Client agrees to immediately attend to his/her health by contacting the appropriate professional.
Communications. In order to enhance the coaching relationship, the Client agrees to communicate honestly, remain open to feedback and assistance, and to create the time and energy to participate fully in the coaching process, including attending Coaching Sessions, completing any “homework” and reading assigned, and implementing Coach’s suggestions where appropriate. Client takes responsibility for creating value and results for himself/herself, and promises to openly communicate with Coach by asking for what Client wants in each Coaching Session, and to give Coach feedback about what does and does not work for Client, so that Coach can render the most effective assistance possible.
Coach also agrees to communicate openly and honestly and to gently and compassionately share her observations with Client during the course of the coaching relationship. Client is encouraged to be open and honest with Coach, as sharing the full picture with Coach is a necessary component of ensuring that Client obtains the best results from the work.
Trust and Concerns. If Coach ever says or does anything that upsets or offends Client, Conflicts with Client’s religion or moral principles, or otherwise does not feel right to Client, it should be brought to Coach’s attention so that the issue can be resolved or accommodated as soon as possible.
Open, honest, real and trusting communication is key in any coaching relationship; however, when much of the parties’ communications take place via e-mail, telephone or video conference, it is easy to have misunderstandings and miscommunications, as the parties often cannot see each other’s body language, facial expressions, and the like. Accordingly, the parties acknowledge that in order to maximize the benefits of the coaching relationship, they commit to give one another a reasonable amount of latitude and will promptly ask for clarification should there be any perceived mis-connection.
WARRANTY. COACH MAKES NO WARRANTIES, WHETHER WRITTEN OR ORAL EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, BY STATUTE OR OTHERWISE, WITH RESPECT TO ANY GOODS AND/OR SERVICES PROVIDED HEREUNDER, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF RELIABILITY, USEFULNESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR THOSE ARISING FROM THE COURSE OF PERFORMANCE, DEALING, USAGE OR TRADE. COACH EXPRESSLY DISCLAIMS THE FOREGOING AND ANY OTHER WARRANTIES WITH RESPECT TO THE SERVICES PROVIDED UNDER THIS AGREEMENT, WHICH ARE PROVIDED AS IS, AND NOTHING IN THIS AGREEMENT SHALL BE CONSTRUED AS A WARRANTY GIVEN BY COACH. Coach will pass along to the Client any third-party warranties relating to any goods purchased by Client from Coach in connection with the Services. By signing this Agreement, Client acknowledges that Coach neither owns nor governs the actions of any third party, person, entity, platform, search engine, software, program, or system, and Coach therefore makes no warranties in connection therewith. Client also acknowledges that, due to factors and conditions beyond Coach’s control, including but not limited to acts of god, the actions of the Client and any of its customers, partners, employees, agents and/or representatives, the actions of third parties, and other conditions and circumstances beyond Coach’s control, it is impossible for Coach to guarantee any specific results. Coach therefore does not guarantee and makes no warranties that the services provided hereunder will meet any specific intended results.
If applicable, Coach will pass along to the Client any third-party warranties relating to any goods purchased and/or installed hereunder. ALL OTHER WARRANTIES ARE EXCLUDED INCLUDING, WITHOUT LIMITATION, EXPRESS AND IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OF TRADE, OR COURSE OF PERFORMANCE.
Limitation of Liability. Client hereby agrees that, unless the result of Coach’s willful or intentional misconduct, Coach’s total liability to Client for any and all injuries, claims losses, expenses or damages, arising out of or in any way related to the Services and/or this Agreement, from any cause or causes, including but not limited to Coach’s negligence, errors, omissions, strict liability, breach of contract or breach of warranty (hereafter "Client’s claims"), shall not exceed the sum of the amount of fees paid to Coach by Client under this Agreement.
Release and Indemnification. Coach agrees to release, indemnify and hold Client harmless against all claims, losses, expenses, fees including attorney fees, costs, and judgments that may be asserted against Client as a result of the acts or omissions of Coach, its agents or employees, in connection with their negligent performance of the professional services rendered under this Agreement, to the extent that such losses or damages were caused by any act, failure to act, error, omission, breach of contract, or negligence of Coach, and/or its employees. In all claims for Indemnity under this paragraph, Coach’s obligation shall be calculated on a comparative basis of fault and responsibility between the Coach, Client, and any other party involved.
Client agrees to release, indemnify and hold Coach harmless, to the fullest extent permitted by law, from all claims, losses, expenses, fees including attorney fees, costs and judgments that may be asserted against Coach, to the extent that such losses or damages were caused by any act, failure to act, error, omission, breach of contract, or negligence of Client and/or its employees, agents, contractors, subcontractors or representatives, in connection with this Coaching Agreement and/or the work performed hereunder. In all claims for Indemnity under this paragraph, Client’s obligation shall be calculated on a comparative basis of fault and responsibility.
Neither party shall be obligated to indemnify the other in any manner whatsoever for claims, losses, expenses, or damages resulting from the other party’s own negligence.
Intellectual Property. Any and all Intellectual Property owned by Coach, including any trademarks, trade secrets, patents and copyrights, whether appearing on Coach’s website, in materials forwarded to Client during the coaching relationship, or elsewhere, shall at all times constitute Coach’s Intellectual Property. Except in circumstances expressly authorized in a written agreement, no such Intellectual Property, including any material(s) transmitted as part of the Services rendered pursuant to this Agreement, may be copied, reproduced, distributed, republished, uploaded, displayed, posted or transmitted by Client to any third party in any way whatsoever without the express, written consent of Coach.
Copyright. Any and all content on any Website(s), social media pages, groups, profiles, emails, as well as content transmitted with and/or as part of Coach’s products and/or Services or through any other channels, online or offline, including any designs, graphics, logos, icons, text, images, audio and video clips, the selection, compilation, collection, assembly and arrangement thereof are protected under U.S. and international copyright laws, and unauthorized use, distribution, reproduction, modification, transmission, display, performance, republishing, and any other means of dissemination without our express written consent, is prohibited by law.
Trademarks. Coach’s business, product and service names, page headers, logos, slogans, taglines, product names, and similar brand identifiers are trademarks, trade dresses and service marks owned by Coach. As such, any use of these marks in any manner likely to confuse consumers without the express, written consent of Coach is strictly prohibited. Any trademarks belonging to third parties require the consent of their respective owners prior to use or display.
Nothing in this document or the rendition of Services pursuant to this Agreement, gives any person the right to copy, reproduce, publish, upload, share, use, register as a domain name, or otherwise display any logo, slogan, tagline, trademark, trade name, service mark, trade dress, copyrighted material, patent, trade secret, or confidential information owned by Coach or any of its partners, sponsors, parents, subsidiaries, and affiliates.
During the coaching process, Client may also be assigned materials that are copyrighted by Fern Gorin and The Life Purpose Institute and/or Live Authentically, LLC. Please note that these are for your personal, non-commercial use only and may not be copied, sold, distributed, displayed, broadcasted, reproduced, republished, uploaded, posted, transmitted, or otherwise shared in any form, printed or electronic, with any third party in any way whatsoever without the express, written consent of Fern Gorin and The Life Purpose Institute and/or Live Authentically, LLC. If you wish to make an arrangement for the use of any Fern Gorin / The Life Purpose Institute and/or Live Authentically, LLC materials, please contact Live Authentically, LLC at pamela@liveauthentically.com.
Notices. All notices and other communications required or permitted under this Agreement shall be in writing, and shall be deemed delivered when sent by e-mail to the e-mail address of the party to be noticed as set forth on the signature page of this Agreement, or to such other e-mail address as such party last provided to the other by written notice confirming to the requirements of this paragraph.
Entire Agreement. This Agreement, together with all attachments and documents incorporated by reference herein, constitute the entire agreement between the parties, represent the final expression of the parties’ intent, contain all the terms and conditions that the parties agreed to relating to the subject matter, and replaces and supersedes all prior discussions, understandings, agreements, negotiations and any and all prior written agreements between the parties. Any subsequent changes to the terms of this Agreement may be amended or waived only with the written consent of both parties, and shall be effective upon being signed by both parties.
Severability. If any provision of this Agreement is declared by any court of competent jurisdiction to be illegal, void, unenforceable or invalid for any reason under applicable law, the remaining parts of this Agreement shall remain in full force and effect, and shall continue to be valid and enforceable. If a court finds that an unenforceable portion of this Agreement may be made enforceable by limiting such provision, then such provision shall be deemed written, construed and enforced as so limited.
Successors and Assigns. This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective heirs, legal or personal representatives, successors, and assigns.
Survival. All provisions that logically ought to survive termination of this Agreement, including but not limited to applicable Warranties, Limitation of Liability, Indemnity, Choice of Law, Forum Selection, and Confidentiality provisions, shall survive the expiration or termination of this Agreement.
No Waiver. The failure of any party to insist upon strict compliance with any of the terms, covenants, duties, agreements or conditions set forth in this Agreement, or to exercise any right or remedy arising from a breach thereof, shall not be deemed to constitute waiver of any such terms, covenants, duties, agreements or conditions, or any breach thereof.
Force Majeure. Either party shall be excused from any delay or failure of performance required hereunder if caused by reason of a Force Majeure Event as defined herein, as long as the nonperforming party complies with its obligations as set forth below.
For purposes of this Agreement, “Force Majeure Event” means any event, circumstance, occurrence or contingency, regardless of whether it was foreseeable, which is a) not caused by, and is not within the reasonable control of, the nonperforming party, and b) prevents the nonperforming party from its obligations under this agreement. Such events may include, but are not limited to: acts of war; insurrections; fire; laws, proclamations, edicts, ordinances or regulations; strikes, lock-outs or other labor disputes; riots; explosions; technical and electrical outages; failure of technology; and hurricanes, earthquakes, floods, landslides, and other acts of nature.
The obligations and rights of the party so excused shall be extended on a day-to-day basis for the time period equal to the period of such excusable interruption. When such events have abated, the parties’ respective obligations under this Agreement shall resume. In the event the interruption of the excused party’s obligations continues for a period in excess of thirty (30) days, either party shall have the right to terminate this agreement upon ten (10) days’ prior written notice to the other party.
Upon occurrence of a Force Majeure Event, the nonperforming party shall do all of the following: a) immediately make all reasonable efforts to comply with its obligations under this Agreement; b) promptly notify the other party of the Force Majeure Event; c) advise the other party of the effect on its performance; d) advise the other party of the estimated duration of the delay; e) provide the other party with reasonable updates; and f) use reasonable efforts to limit damages to the other party and to resume its performance under this Agreement.
Arbitration. The parties agree to submit the dispute to binding arbitration in accordance with the rules of the American Arbitration Association, and each party hereby consents to any such disputes being so resolved. Judgment on the award so rendered in any such arbitration may be entered in any court having jurisdiction thereof.
Choice of Law. This Agreement shall be governed and construed in accordance with the laws of the State of Illinois, excluding that State’s choice-of-law principles, and all claims relating to or arising out of this Agreement, or the breach thereof, whether sounding in contract, tort or otherwise, shall likewise be governed by the laws of the State of Illinois, excluding that State’s choice-of-law principles.
Choice of Forum. The parties hereby agree that all demands, claims, actions, causes of action, suits, proceedings, including arbitration, to the extent permitted under this Agreement and arising out of same, shall be filed, initiated, and conducted in the State of Illinois.
Attorney Fees. In the event that any arbitration, suit or action is instituted to resolve a dispute pertaining to matters covered under this Agreement, or enforce any provision thereof, the prevailing party in any such dispute or proceeding shall be entitled to recover from the losing party all fees, costs and expenses of enforcing any right of such prevailing party under or with respect to this Agreement, including without limitation, all reasonable fees and expenses of attorneys and accountants, court costs, and expenses of any appeals.
Headings Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be used to modify the meaning of the terms and conditions of this Agreement.
Counterparts. The parties agree that this Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall be deemed one and the same Agreement. The parties further agree that facsimile signatures and e-signatures carry the same weight and effect as traditional paper documents and handwritten signatures; therefore this Agreement may be electronically signed via any e-signature service compliant with the Electronic Signatures in Global and National Commerce (ESIGN) Act and the Uniform Electronic Transactions Act (UETA) as of the Effective Date of this Agreement.
Please let me know if you have any questions or concerns at any time during our coaching engagement. I look forward to having you as a client and helping you create a life you love!