Coaching Agreement
Welcome to the Real You Leadership program and community!
By participating in the Real You Leadership program (“the Program”) a contract between you (“the Client”) and Nadia De Ala Coaching (the “Company”), you are agreeing to the following terms. This agreement governs your use of the program and site (“the Site”) and services (“the Services”). Company is willing to provide you access to the Site and the Program only on the condition that you accept all the terms and conditions (the “Terms”) in this Agreement. This Agreement governs your use of the Site and attendance of the Program. Please read all terms carefully before accessing or using the Company’s proprietary materials which includes any written, audio or visual presentations or documents associated with the Program. If you do not understand or do not accept this agreement, please do not access any of the Company’s proprietary materials. Company reserves the right to modify the Terms at any time by sharing a notice by email to notify the Client. Your use of the Site after the notice is posted indicates you agree to the changes.
In consideration of Client retaining Company to perform business coaching services and community access, it is agreed as follows:
1. The Program Scope of Services
The Program for all Real You Leadership clients includes the following services:
6 months of access to Real You Leadership learning materials on the Site;
6 months of access of support from the Company team during business hours via private Slack community or the Company’s alternative platform of choice;
One onboarding call and one graduation call
Two 30-minute 1:1 coaching calls with a coach
Three live group coaching sessions each month
Weekly pre-recorded coaching video of any Program items Client turns in at the designated weekly deadline
The Program must be utilized during the paid enrollment period by Client
Any additional services provided by the Company to Client may require additional fees to be discussed and agreed upon by the parties.
Coaching is not therapy, counseling, consulting, or mental healthcare. The Company and coaching team is not functioning as a licensed mental health professional, and coaching is not intended as a replacement for counseling, psychiatric interventions, mental illness treatment, professional medical advice, financial assistance, legal counsel or other professional services. The services to be provided are coaching, as defined by the International Coach Federation (ICF) and designed jointly with the client. The following is the ICF definition of coaching (from http://www.coachfederation.org):
“Professional Coaching is an ongoing professional relationship that helps people produce extraordinary results in their lives, careers, businesses or organizations. Through the process of coaching, clients deepen their learning, improve their performance, and enhance their quality of life.
In each meeting, the client chooses the focus of conversation, while the coach listens and contributes observations and questions. This interaction creates clarity and moves the client into action. Coaching accelerates the client's progress by providing greater focus and awareness of choice. Coaching concentrates on where clients are now and what they are willing to do to get where they want to be in the future. ICF coaches recognize that results are a matter of the client's intentions, choices and actions, supported by the coach's efforts and application of the coaching process.”
2. Client Duties
Compensation: In consideration for the Program provided by us to you as set forth above, Client agrees to pay Company the current program fee at the time of joining as a one lump sum payment or in recurring monthly installments that you agreed to at the time of purchase. You understand that you will not receive an invoice reminder for these payments. In the event that any authorized charge applied by us or your card fails, you remain responsible for payment as agreed herein, as well as any penalty fees as detailed in paragraph
Late payment fee. If any fee outlined in paragraph (a) remains unpaid on the 7th day following it’s due date, a penalty fee of ten percent (10%) of the payment will be assessed. We reserve the right to restrict your services, or terminate your participation in the services unless and until all outstanding program fees and assessed penalties are paid in full.
Payment Security and Chargebacks. To the extent that Client provides Company with Credit-Card(s) information for payment on Client’s account, Company shall be authorized to charge Client’s Credit Card(s) for any unpaid charges on the dates set forth herein. If a client uses a multiple-payment plan to make payments to Company, Company shall be authorized to make all charges at the time they are due and not require separate authorization in order to do so. Client shall not make any chargebacks to Company’s account or cancel the credit card that is provided as security without Company’s prior written consent. Client is responsible for any fees associated with recouping payment on chargebacks and any collection fees associated therewith. Client shall not change any of the credit card information provided to Company without notifying Company in advance.
Tools to be Provided by You. You agree to provide all tools, information and documentation that may be required by us to effectively perform said responsibilities in connection with the Services.
Additional Client Duties. You understand that your success in the program is dependent upon your level of participation in the Program. In order to get the most out of the Program, you must also work to implement the tools and strategies learned throughout the Program, and make considerable efforts toward your own professional and personal development on your own time during the term of Program Services. You are responsible for requesting additional support from us, if needed.
3. TERMINATION FOR UNPROFESSIONALISM
We are committed to providing all Program participants with a positive experience. By signing below, you agree that the Company may, at its sole discretion, terminate this agreement, and limit, suspend, or terminate your participation in the Program without refund or forgiveness of remaining monthly payments if you become disruptive or difficult to work with, if you fail to follow the Program guidelines, including but not limited to violating the privacy and confidentiality of the participants or Company, or if you otherwise impair the participation of Program participants in the Program.
4. No Refunds
Client understands that all payments made at the time of enrollment and purchase are non-refundable. Joining Real You Leadership is a deep commitment you are making to yourself and one that we are making with each other. Client understands that this is a small business run by a team of all Women of Color, and the passion, energy and services we deliver to the Program in exchange for payment supports us and the families and communities that are extensions of us. The Company team is just as committed and passionate about you achieving your goals as you are and honor the Terms and the Services to be delivered in paragraph 1a.
It is expected for the Client to complete their 6 months immediately after enrolling. If the client has a need to Pause participation, payment schedules will not be affected and will continue as originally agreed. Clients may Pause at a price of $50 per month, maximum two (2) months. Client needs to reach out to Company staff to confirm details.
5. No Guarantees
We do not have a money back guarantee. We make no guarantees other than that the Services described in Paragraph 1(a) shall be provided to you in accordance with the Terms. You acknowledge that we cannot guarantee any results of the Program as such outcomes are based on subjective factors (including, but not limited to, your participation) that cannot be controlled by us.
As such, the Client agrees that the Company coaching team 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 Company coaching team.
6. Force Majeure
The Company is not liable for failure or delay in performance of the Company’s obligations under this Agreement if such failure or delay in performance is as a result of causes and/or circumstances beyond the Company’s reasonable control and without its fault or negligence, including but not limited to accident, illness, Acts of God (including fire, flood, earthquake, storm, hurricane, or other natural disaster) or of the Public Enemy, acts of war, acts of the government in its sovereign capacity, fires, floods, epidemics, quarantine restrictions, unusually severe weather, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity or telephone service.
Should any such occurrence impede or delay travel and execution of any obligation under this Agreement, every reasonable effort will be made by the Company to mitigate, modify or alter this Agreement as to meet the stated and agreed upon obligations. The Company is not entitled to terminate this Agreement in such circumstances, except by mutual consent and agreement in writing pursuant to the Force Majeure provisions. If the Company asserts Force Majeure as an excuse for failure to perform the party's obligation, then the Company must prove that it took reasonable steps to minimize delay or damages caused by foreseeable events, that the Company substantially fulfilled all non-excused obligations, and that the Client was timely notified of the likelihood or actual occurrence of an event described in this Paragraph 5. Should Force Majeure render the need for Company's Services null and void, the Participant agrees to terminate the contract amicably and bear their own expenses incurred to date unless otherwise indicated or specified.
7. Alterations to the Service
Company reserves the right to make reasonable alterations to the program of the Program and accompanying Services, including activities or scheduling as necessary to maintain the safety of participants, the integrity of the program experience and to honor the coaching team’s humanity, rest and wellness needed. Participants understand that the route, schedules, itineraries, amenities and mode of transport to and from any activities may be subject to alteration without prior notice due to local circumstances or events, which may include sickness or mechanical breakdown, flight cancellations, strikes, events emanating from political disputes, entry or border difficulties, extreme weather and other unpredictable or unforeseeable circumstances or any other reason whatsoever.
8. Release of Liability
Participant hereby takes the following action for herself or themselves, her or their executors, administrators, heirs, next of kin, successors, and assigns:
(a) I waive, release, and discharge the Company and/or its directors, officers, employees, volunteers, sponsors, representatives, and agents, from any and all liability, including but not limited to, liability arising from the negligence or fault of the entities or persons released, for my death, disability, personal injury, property damage, property theft, or actions of any kind which may hereafter occur to me during the trip or during my travels to and from the Program.
(b) I indemnify, hold harmless and promise not to sue the Company or persons mentioned in this document from any and all liabilities or claims made as a result of participation in the Program, whether caused by negligence or otherwise.
9. Photo & Video Release
By participating in the Program, Client understands that portions of the Program may be recorded in video and audio and/or captured in still and/or digital photographs by the Coach. Participants agree that the Coach has the right and permission to make such recordings and share with all paid and enrolled Clients and members of the Program.
10. Confidentiality
(a) Client Information: Any and all Client information and data of a confidential nature, including but not limited to any and all design, creative, marketing, sales, operating, performance, know how, business and process information (hereinafter referred to as “Confidential Information”), shall be treated by Company in the strictest confidence and not disclosed to third parties or used by Company for any purpose other than for providing Client with the services specified hereunder without Client’s express written consent, other than to comply with law. Confidential Information shall not include any information which (a) becomes available to the public through no breach of confidentiality by Company, (b) was in Company’s possession prior to receipt from the disclosure, (c) is received by Company independently from a third party free to disclose such information, or (d) is independently developed by Company without use of the Client’s Confidential Information.
(b) Participant Information: Client agrees to keep confidential any Confidential Information, as defined in paragraph 9 (a), shared by fellow participants in the Program (herein referred to as “Participants”). Any Confidential Information shared by Participants is confidential, Proprietary, and belongs solely and exclusively to the Participant who discloses it. Client agrees not to disclose, reveal or make use of any Confidential Information or any transactions, during discussions, on the Slack group or otherwise. Client agrees not to use such Confidential Information in any manner other than in discussion with other Participants during the Program. Confidential Information shall not include information rightfully obtained from a third party. Client will keep Participants’ Confidential Information in strictest confidence and shall use the best efforts to safeguard the Confidential Information and to protect it against disclosure, misuse, loss and theft.
(c) Company Information: Client agrees to keep confidential any Confidential Information, as defined in paragraph 9(a), shared by the Company in the Program. Any Confidential Information shared by Company, its employees or contractors is confidential, Proprietary, and belongs solely and exclusively to Company. Client agrees not to disclose, reveal or make use of any Confidential Information or any transactions, during discussions, on the Slack group or otherwise. Client agrees not to use such Confidential Information in any manner other than in discussion with other Participants during the Program. Confidential Information shall not include information rightfully obtained from a third party. Client will keep Company’s Confidential Information in strictest confidence and shall use the best efforts to safeguard the Confidential Information and to protect it against disclosure, misuse, loss and theft.
(d) Non-Disparagement: Client shall, during and after the participation in the Program refrain from making any statements or comments of a defamatory or disparaging nature to any third party regarding Company, or any of Company’s officers, directors, employees, personnel, agents, policies, services or products, other than to comply with law.
(e) Violations of Confidentiality: Client agrees that if Client violates or displays any likelihood of violating this paragraph 9 the Company and/or the other Program Participant(s) will be entitled to injunctive relief to prohibit any such confidentiality violations to protect against the harm of such violations.
11. Ownership of Intellectual Property
(a) IP Ownership: Client agrees that the Company will share proprietary content (“Intellectual Property”) that is owned solely by Company and/or its licensors and is protected by copyright, trademark, and any other applicable intellectual property laws. Company retains the sole right to use, reproduce, and distribute the Intellectual Property throughout the world in any and all mediums. Company grants Client a license to use the Intellectual Property solely for Client’s own noncommercial purposes. Client agrees that it has no right to create derivatives of, share, reproduce, distribute, modify, translate, post, license, sell, loan or otherwise exploit the Intellectual Property, whether commercially or non-commercially, and acknowledges that doing so constitutes a violation of law. For the avoidance of doubt, Client agrees not to create any derivative products, blog posts, websites, guides, worksheets, tool kits, videos, audio recordings, or the like based on Company’s Intellectual Property or that in any way violate Company’s Intellectual Property. Any registered or common law trademark, service mark, logo or tagline used in conjunction with the Program is property of the Company. Client may not use such trademarks or service marks for any purpose except with written permission by Company.
(b) No Resale of Services Permitted: Client agrees not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Program (including course materials), use of the Program, or access to the Program. This agreement is not transferable or assignable without the Company’s prior written consent.
12. Limitation of Liability
(a) IN NO EVENT SHALL COMPANY HAVE ANY LIABILITY TO CLIENT FOR ANY LOST INCOME OR JOB OR PROFIT, LOSS OF USE, PROFESSIONAL INTERRUPTION, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, MULTIPLE, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT EITHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE; AND
(b) IN NO EVENT SHALL COMPANY’S LIABILITY TO CLIENT EXCEED THE FEES PAID BY CLIENT UNDER THESE TERMS, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY.
(c) THE FOREGOING LIMITATIONS IN THIS SECTION 11 SHALL NOT APPLY TO A BREACH OF CONFIDENTIALITY BY A PARTY HEREUNDER OR THE OBLIGATIONS UNDER PARAGRAPHS 6 AND 10.
13. Group Coaching Session Procedures
The Program coaching sessions under this agreement will be primarily by Zoom or another alternative video platform at a preset time and recorded for the Program members to have access to and review as needed for learning. By signing this you are agreeing to be recorded and for each enrolled client to have access to the recording. A zoom link will be provided to join each weekly group session.
Please be sure you are able to be fully present on our calls by eliminating possible distractions (computer, co-workers, driving while on the phone), preferably somewhere you can move and express yourself freely. This will allow you to get the full benefit of our time together.
14. Effect of Headings
The subject headings of the paragraphs and subparagraphs of these Terms and Conditions are included for convenience only and shall not affect the construction or interpretation of any of its provisions.
15. Entire Agreement; Modification; Waiver
This Terms constitutes the entire agreement between the parties pertaining to the subject matter contained in it and supersedes all prior and contemporaneous agreements, representations, and understandings of the parties. No supplement, modification, or amendment of these Terms and Conditions shall be binding unless executed in writing by all the parties. No waiver of any of the provisions of these Terms and Conditions or the Real You Leadership Program Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver.
16. Changed Terms
We may at any time amend these Terms and Conditions. Such amendments are effective immediately upon notice to you by us posting the Site or e-mail. Any use of the Site or Service by you after being notified means you accept these amendments. We reserve the right to update any portion of our Site and Service, including these Terms and Conditions at any time. We will post the most recent versions to the Site and list the effective dates on the pages of our Terms and Conditions or notify you directly by email.
17. Assignment
These Terms and Conditions shall be binding on, and shall inure to the benefit of, the parties to it and their respective heirs, legal representatives, successors, and assigns; provided, however, that Client may not assign any of its rights under these Terms and Conditions, except to a wholly owned subsidiary entity of Client. No such assignment by Client to its wholly owned subsidiary shall relieve Client of any of its obligations or duties under these Terms and Conditions.
18. Severability
If any term, provision, covenant, or condition of these Terms and Conditions is held by an arbitrator or court of competent jurisdiction to be invalid, void, or unenforceable, the rest of the These Terms and Conditions shall remain in full force and effect and shall in no way be affected, impaired, or invalidated.
By signing the agreement, the Client agrees to all terms & conditions.
19. Governing Law; Venue; Attorney Fees.
Any action brought under this contract must be brought in the State of California. Further, this Agreement shall be governed by the laws of the State of California without regard to its conflict of laws principles. In the event of any breach of this Agreement and action for enforcement, the prevailing party will be entitled to recover from the other party all costs, expenses and attorney's fees reasonably incurred with interest at the highest rate permitted by law.