Group Coaching Agreement

  • Group Coaching Agreement

    I am thrilled that you have decided to partner with me to create your authentic life! I’m delighted and honored to walk with you on this journey and am confident that our work together will take you to unprecedented levels of fulfillment, happiness, and evolution. I truly am energized as we begin the process of charting our course to craft the life you love and can hardly wait to witness the transformation that is about to take place.

    It is important to begin our relationship with a clear understanding of our work together, so that we can focus on achieving the outcomes you desire. Please read this Group Coaching Agreement carefully before signing. Of course, I am happy to clarify anything or answer any questions you may have before you sign.  

    Group Coaching Agreement - Beta Program

    This Coaching Agreement (“Agreement”) is entered into by and between you (“Client” / “You” / “Your”) and Live Authentically, LLC (“Coach” / “We” / “Us” / “Our”), an Illinois limited liability company with an address of 440 W. Colfax, Palatine, IL 60078-552 (collectively, “Parties”). The Agreement is entered into and is made effective as of the date the first coaching payment is made (“Effective Date”), and shall remain in effect until the Group Coaching Program is completed.


    Definition Of Group Coaching: Group Coaching is a professional relationship in which Coach works together with a number of clients in a group setting, facilitating discussions meant to clarify areas that the participants would like to improve, and to help clients work toward achieving their desired outcomes in those areas. 

    Group Coaching is distinct from consulting, in that the goal of the coach is to help clients come up with their own answers to their concerns, rather than providing clients with specific advice, strategy or assistance - professional or otherwise. Group Coaching is also distinct from therapy, in that while discussions in Group Coaching Sessions may address certain obstacles that the coach may suspect are keeping a participant from achieving their goals, under no circumstances will Coach provide therapy, nor will Coach render any medical or psychological advice or engage in any activity or practice that may require specialized training and/or licensing.

    Scope of Services – The Group Coaching Program. The Group Coaching Program (hereinafter referred to as the “Services”, “Group Coaching Sessions” or the “Group Coaching Program”) will begin on the date indicated in the Welcome E-mail sent by Coach after the first payment is made. Coaching will consist of the following:

    • A Welcome E-mail containing a Group Coaching Program overview, session schedule, homework plan, any workbooks and reading materials, and any other documents and instructions prepared by Coach to support you throughout the Group Coaching Program;

    • Access to a dedicated Facebook Group where participants of the Group Coaching Program can interact with Coach and each other, and where questions can be posted;

    • Six 60-minute Group Coaching Sessions over the course of six weeks, according to the schedule set forth in the Welcome E-mail;

    • During the Final Wrap-Up Session final questions are answered the program is brought to a conclusion and Coach and Participants can say goodbye in a meaningful way.

    Client understands that the Group Coaching Program is currently in the beta stage, and that Coach has not finalized the exact structure, content, schedule and manner of conducting the program. 

    Client acknowledges and agrees that by executing this Group Coaching Agreement and making payment on the checkout page, Client is signing up as a beta tester of this brand new service still in development, which is being offered to Client’s group at a highly reduced fee in exchange for feedback, participation and assistance with the development of the structure and content of the program. Client expressly acknowledges that, because this is a beta program, the structure of the coaching and all associated homework, session schedules, manner of meeting and other details may change and evolve as feedback is provided and information is gathered from all participants.

    Taking part in this beta program is a cooperative process between Client and Coach. Client agrees to participate and provide Coach with feedback, and Coach agrees to listen to Client’s questions, concerns and suggestions for improving the group coaching experience.

    Timeliness. Because Group Coaching sessions have more than one group coaching client present, sessions will begin on time, every time. Client is therefore advised to join the Group Coaching Sessions at least 5 minutes prior to the scheduled time by using the video conference link supplied by Coach prior to the meeting.

    Communications Between Sessions. If Client wishes to connect with Coach outside of the Group Coaching Sessions, 1-to-1 sessions may be scheduled at a discounted fee of $100 per 30-minute call available to members of the Group Coaching Program.


    Coaching Fees and Payment: The Coaching Fee for the Group Coaching Program is as noted on the checkout page.

    Recurring Credit Card Payments. If Client elects to make recurring payments via credit card, Coach may auto-charge Client’s credit card on file according to the payment schedule corresponding to the payment plan selected during checkout.  

    Refund Policy. The fees charged under this Agreement represent the work performed by Coach to analyze Client’s situation, onboard Client into the program, the foregoing of Coach’s ability to work with other clients, and the work performed by Coach with Client during the course of the Group Coaching Program. As a result, the Coaching Fees charged under this Agreement are non-refundable, and refunds will be given after Coach has commenced work pursuant to this Agreement. Partial refunds, if requested by Client for good cause prior to the commencement of the Group Coaching Program, may be given at Coach’s sole discretion, subject to an administrative and cancellation fee of 30% of the fees already paid.

    Keeping Appointments. Coaching is a commitment and Client is encouraged to attend all Group Coaching Sessions, as lack of attendance may negatively impact Client’s results. 

    Client Tardiness and Missed Appointments. Client acknowledges and understands that he/she is signing up for Group Coaching Sessions and as such, they cannot be re-scheduled or made up by Client. If Client is late for or misses a Group Coaching Session, the missed time will not be made up.

    If Coach needs to reschedule a session, Coach will give Client no less than 24 hours’ notice, unless an emergency or illness occurs barring such notice.

    Holidays and Scheduled Time off:  As You will come to learn during our Coaching Sessions, it is important to bring all aspects of our lives into balance across the spectrum, which includes both work and play. Accordingly, by entering into this Agreement, you acknowledge that Coach will have limited availability for Group Coaching Sessions during the holiday season from mid-December through early-January; however, Coach may still be reached via e-mail and text. There may be other occasions when Coach may not be available. Client will be provided no less than one week’s written notice in such instances of unavailability. 


    Coach’s Responsibility: Coach is fully committed to supporting You in achieving Your desired outcomes and having each session be meaningful and productive. Coach hereby agrees to conduct herself professionally and maintain the ethics and standards set by the International Coach Federation and the Board Certified Coach, accessible at the following URLs:


    http://coachfederation.org/about/ethics.aspx?ItemNumber=4045 

    http://cce-global.org/Assets/Ethics/BCCcodeofethics.pdf 


    Coach will not offer advice in any area in which Coach is not qualified, and will, upon request, assist Client in finding a trained or licensed professional for any matter that is outside Coach’s scope of expertise.

    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 group 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 group coaching services provided by Coach. Client understands that group 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 group coaching is a comprehensive process that may involve examination and work, in a group setting, 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 and/or the group, as well as the decision on how Client will handle any issues discussed during the group sessions and/or incorporate the principles learned during the Group Coaching Program is exclusively Client’s responsibility. 

    In an effort to get the most out of the Group Coaching Program, 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 Group Coaching Program – including but not limited to attending the Sessions as scheduled, participation in individual and group exercises, 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 Group Coaching Program.

    Mental and Financial Health. Client hereby represents and warrants that, to the best of Client’s knowledge, Client 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 on the checkout page.

    Not Substitute for Medical Treatment or Professional Advice. Client acknowledges that group coaching does not involve the diagnosis or treatment of mental disorders as defined by the American Psychiatric Association and that coaching, whether in an individual or group setting, 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 being entered into via this Agreement. 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, 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 Group Coaching Sessions, completing any “homework” and reading assigned, and implementing Coach’s suggestions where appropriate.

    Trust and Concerns. If Coach or another Group Coaching Program participant 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 most communications take place via written communications and 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 Group Coaching Program, they commit to give one another and other participants a reasonable amount of latitude and will promptly ask for clarification should there be any perceived mis-connection.

    Term and TerminationBecause a good termination process is important to your personal growth, Coach requests that You provide seven days’ written notice should you wish to terminate this Agreement prior to the completion date of the Coaching Engagement. This will give us the opportunity to review Your concerns, discuss further steps You can take, and can say goodbye in a meaningful way. If Coach seeks to terminate this Agreement prior to the completion of the Coaching Engagement, You will be provided with seven (7) days’ written notice of the termination. This Agreement may be terminated with written notice by either Party with immediate effect upon the other Party’s material breach of the terms herein.

    No Assignment. The Services contemplated hereunder are personal to the Parties, and neither Party shall have the right or ability to assign, sell, transfer, delegate, subcontract, or otherwise dispose of any rights or obligations hereunder and/or assign same to any third party without the prior written consent of the other Party. Any attempt to do so shall be null void.

    Independent Contractor Status. Notwithstanding any provision hereof, it is understood by both parties that in providing the Services, Coach is serving as an independent contractor, and is neither an employee nor a partner, joint venturer, agent or representative of the Client. Neither party shall bind or attempt to bind the other to any contract, and any such contracts entered into in violation of this provision shall be null, void and unenforceable. Client will not provide fringe benefits of any kind to Coach, and, as an independent contractor, Coach is solely responsible for all taxes, withholdings and other statutory or contractual obligations of any kind.   

    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. 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 by Client 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 IndemnificationClient 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. Client shall not be obligated to indemnify Coach for claims, losses, expenses, or damages resulting from Coach’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 made available to Client during the Group Coaching Program, 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 not 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. 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. If You wish to make an arrangement for the use of any Fern Gorin / The Life Purpose materials, please contact the Life Purpose Institute by email at support@lifepurposeinstitute.com or call 858-484-3400.

     

    Confidentiality. Your identity as a coaching client, and all Your communications with Coach, will be treated by Coach as confidential, unless you give Coach express permission to disclose specific information. Notwithstanding the foregoing, Client understands and acknowledges that group coaching may involve the sharing of information with other participants of the Group Coaching Program. As Coach cannot control of the actions of other participants, Coach cannot guarantee that information shared in any Group Coaching Session will be treated as confidential by all participants in attendance. Accordingly, Client hereby agrees to release and hold Coach harmless from any claims, losses, injuries, damages, and expenses of any kind that may result from the disclosure of information shared by Client during any Coaching Session by any participant of the Group Coaching Program. Additionally, in the event that there is evidence that Client is a potential danger to himself/herself or another, or in the even that Client discloses illegal activity, Coach is ethically bound to report same to the appropriate authority. In such case, Coach will discuss same with Client prior to taking such action.

    Client also acknowledges that, in connection with this Agreement, Client may be furnished with, or given access to, certain confidential and/or proprietary information, and that such information shall not be disclosed to any third party, and shall not be used for purposes other than those contemplated by this Agreement. 

    Confidential Information may include, but is not limited to, the following: a) any materials regardless of form furnished by either Party or any participant of the Group Coaching Program to any other Party for use; b) all communications and information shared between Client, Coach or any participant of the Group Coaching Program while this Agreement is in effect; c) any information furnished by any party or any participant of the Group Coaching Program, stamped “confidential,” “proprietary,” or with a similar legend, or any information that any party or any participant of the Group Coaching Program makes similar reasonable efforts to maintain secret; d) any business or marketing plans, strategies, customer lists, operating procedures, formulas, know-how, processes, programs, software, inventories, discoveries, improvements, sales projections, strategies, pricing information; and other confidential trade secrets, data and knowledge of either party or any participant of the Group Coaching Program; e) any non-public inventions and technical information, the rights to which have not been assigned to the party receiving the information; and other proprietary information owned by either party or any participant of the Group Coaching Program, (collectively “Confidential Information”), which are valuable, special and unique assets of that party. 

    Neither Client nor Coach will disclose or use, either during or after the term of this Agreement, in any manner, directly or indirectly, any such Confidential Information of the other party, for their own benefit. Neither party will use, share, divulge, disclose or communicate in any manner whatsoever any Confidential Information to any third party without the prior written consent of the other party, except to the extent required by law or permitted under this Agreement. Both parties will protect all Confidential Information of the other party and all other participants of the Group Coaching Program and will treat it as strictly confidential. A violation of this paragraph shall be a material violation of this Agreement.

    Notwithstanding anything in this Agreement to the contrary, Client acknowledges that it is impossible to protect the confidentiality of information transmitted electronically via e-mail, mobile phones or similar telecommunication and computer equipment, as well as any information stored on computers connected to the Internet. Therefore, Client waives any action, legal or otherwise, against Coach and holds Coach harmless for any interception of Client information resulting from the use of the above-mentioned equipment.

    If either party to this Agreement discloses or threatens to disclose the other party’s Confidential Information in violation of this Agreement, the party whose information is at issue will suffer irreparable damage and shall be entitled to an award by any court of competent jurisdiction of a temporary restraining order and/or preliminary injunction to restrain the other party from such unauthorized use or disclosure, in whole or in part, of such Confidential Information, without the need to post a bond, and/or from providing services to any party to whom such information has been disclosed or may be disclosed. 

    The infringing party further agrees to reimburse the party whose information has been disclosed for any loss or expense incurred as a result of the infringement, including but not limited to court costs and reasonable attorney fees incurred by the Disclosing Party in enforcing the provisions of this Agreement, in addition to any other damages which may be proven. The parties shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages.

    NoticesAll 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 AgreementThis 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.

    SeverabilityIf 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. 

    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.

    Acknowledgement of Terms. Each party acknowledges that they a) have read this agreement; b) understand the terms of this agreement; c) have consulted or had the opportunity to consult with independent legal counsel in connection with this agreement; and d) have signed this agreement voluntarily.


    Force MajeureEither 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; epidemics, pandemics and disease outbreaks; 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 ForumThe 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.

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