Coaching Agreement
THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY.
THESE TERMS REQUIRE THE USE OF ARBITRATION TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
BY PLACING AN ORDER FOR PRODUCTS OR SERVICES FROM THIS WEBSITE, YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS.
YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM THIS WEBSITE IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT, OR (C) ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE OR ANY OF THIS WEBSITE’S CONTENTS, GOODS OR SERVICES BY APPLICABLE LAW.
Coach:
Brooke Dunwell
Carbon Three Inc/Brooke Dunwell
212 N Alice Ave, Rochester, MI 48307
313.509.700
This Coaching & Job Search Review Agreement is in effect on the date and time of the purchase of service by and between you (“You” or “Client”) (hereinafter “Client”), and Brooke Dunwell (hereinafter “Coach or “us” or “our” or “we”), a (S-Corp) in (Michigan), having its principal place of business at (212 N Alice Ave, Rochester, MI 48307). Your use of the Brooke Dunwell website (the “Website”) and its web-based services (the “Services”) is governed by this contract.
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Purpose of Agreement
Client engages Coach to provide [one-on-one] coaching services in the field of personal career development to enhance career and Coach agrees to provide the services detailed below, according to the terms of this Agreement.
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Package Details
Client has selected one of the following package: General Career Coaching or a Job Search Review at a fixed price of $259 for 30 minutes or $469 for 60 minutes. This package includes:
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30-minute Job Search Review – Includes a one-on-one call
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30-minute Coaching Call – Includes a one-on-one call
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60-minute Coaching call – Includes a one-on-one call
Coach shall provide coaching services using their best efforts in each session. If additional services and/or hours that are not included in the package described in Section 2, Client will be billed hourly at a rate of [$469] per hour or may select another package offered by Coach. If Client chooses to purchase another package, the same terms shall control the terms of that agreement.
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Terms of Payment
Payment is due upon purchase of this Coaching or Job Search Review on the website.
You shall pay any and all applicable fees and taxes for purchases of services you make on our Website. You must provide accurate and up-to-date billing and credit card information. By making a purchase, you consent to Carbon Three Inc/Brooke Dunwell authorizing your credit card, debit card, bank account, or any other payment form provided to process the full payment of fees and applicable taxes, through our third-party payment processor.
If your billing information changes or your account or credit card is lost, stolen, or compromised, you must promptly inform us. If your purchase requires ongoing automatic payments and the credit card information you provided us with expires, you hereby authorize Carbon Three Inc/Brooke Dunwell to determine or obtain replacement expiration dates for your credit card in order to process your authorized payment.
Any additional services requested by Client outside the scope of services outlined in this Agreement, including additional hours, will be provided, subject to Coach’s availability and agreement, at an hourly rate of $469, to be billed to Client at the time of purchase. Payment shall be rendered and received prior to additional coaching transpires or Client will not receive coaching services.
Payment Methods
Acceptable forms of payment include PayPal, Venmo, or Credit Card.
Payment Failure
If, for any reason, Client’s payment method fails, including a declined credit card, Client shall have 24 hours to cure payment or a penalty fee of $20 shall apply. Failure to timely cure any payment shall be a material breach of this Agreement entitling Coach to retain the any deposit and terminate the Agreement without penalty in addition to other legal and equitable rights available.
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Disclaimer
Coach is not a licensed psychologist or health care profession and coach’s advice is not a substitute for medical care and advice or psychological counseling. If client is experiencing health problems, either physical or mental, including any thoughts or feelings of suicide, Client is urged to seek emergency medical attention right away.
Any information or content provided by Coach to Client is solely for educational and informational purposes. Coach is not a medical professional, licensed counselor, accountant, or attorney and does not hold herself out to be.
Client is encouraged to seek professional advice and counsel relating to medical, mental, psychological, legal, business, and financial matters. The information or content provided to Client by Coach is not represented in any way to be a substitute for such professional advice.
Coach does not make any guarantees of Client’s results or likely outcome from Coach’s services. Coach does not guarantee any specific outcome of any kind, whether financial, physical, emotional, psychological, social, spiritual, legal, or otherwise. Client’s outcome may be influenced by numerous variables including but not limited to Client’s cooperation, focus, energy, and dedication, as well as the influence of outside circumstances and variables.
Client’s decision to use information offered by Coach is purely voluntary and Client acknowledges, understands, and agrees that they use such information at their own risk. Coach is not liable for any harm or damages arising from or related to Client’s use or non-use of information or content provided by Coach under this Agreement or information or content that Coach fails to provide to Client.
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Coaching Schedule
Coach shall provide one-on-one coaching and job search review sessions to Client within 14 days of Client booking and paying for coaching service. Coach shall provide access to calendar availability within 24 hours upon payment received. Coaching sessions shall occur on the date and time the client selects on the coach’s calendar.
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Effective Date
The effective date of this Agreement at the time the client books and pays for the service.
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Postponement and Cancellation of Coaching Services
If Client postpones or cancels a job search review or a coaching session within 2 hours or less before the originally scheduled date, the session is non-refundable and forfeited by Client.
If Client postpones a coaching session or job search review within 2 hours or more before the originally scheduled date, Client must choose a rescheduled date for the review or session that is within 2 weeks of the originally scheduled date and at a time when Coach is available.
If Client does not choose a rescheduled date that is within 2 weeks of the original private coaching session date and/or at a time when Coaching is available, the postponement will be treated as a cancellation and will be non-refundable.
Furthermore, if Client fails to give Coach notice of postponement within 2 hours before a coaching session or job search review session date and time, the postponement will be treated as a cancellation and will be non-refundable and forfeited by Client.
Coach reserves the right to reschedule a job search review session, at a time when Client is available, if Client is provided with a 3-hour notice of the postponement.
In the unlikely event that Coach is unable to attend a scheduled coaching session and is not able to provide 3 hours or more of notice of the postponement, Client is entitled to a refund in the amount of purchase and a complimentary coaching session within 30 days.
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Term of Agreement
Unless this Agreement is terminated under the provisions of Section 15, Termination of Agreement, this Agreement shall terminate automatically after 24 hours the coaching session or job search review has been completed.
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Cooperation and Client Responsibilities
The Parties agree to communicate and cooperate with each other, as needed to execute the purpose and scope of this Agreement in an amicable manner. Client agrees to make a good effort to implement all guidance, advice, tips, and insights gained from the coaching relationship. Client also agrees to communicate information relevant to Client’s coaching sessions and the purpose of this Agreement openly and honestly with Coach. Client agrees to participate actively in coaching sessions. Client agrees to be on time for all coaching sessions and to make reasonable efforts to complete all assigned tasks and exercises to maximize Client’s results and foster the best possible outcome.
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Independent Contractor Status and Relationship of Parties
This Agreement is not an employment agreement. At all times, Coach will act and perform services as an independent contractor. Nothing in this Agreement should be deemed or interpreted to render Coach as an employee, partner, agent, or joint venture of Client.
Coach shall have no authority to enter into any binding agreement on behalf of Client or hold himself/herself out as having the authority to enter into agreements on behalf of Client. As an independent contractor, Coach is not entitled to any employee benefits from Client.
Coach is an independent contractor and is not an employee, agent, partner, joint venture, or legal representative of Client. Nothing in this Agreement is intended to, or shall, operate to create a partnership or joint venture of any kind between Coach and Client, nor authorize either Party to act as agent for the other. Neither Party has the authority to act in the name or on behalf of, or otherwise bind, the other Party in any way.
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Freedom to Provide Services Elsewhere
This Agreement does not restrict Coach from providing coaching services to other clients.
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Use of Coach’s own Equipment, Materials, Supplies, and Tools
Coach shall provide all necessary equipment, materials, supplies, and tools to complete the services outlined in this Agreement.
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Confidentiality and Mutual Non-Disclosure
Coach will not disclose the details of any information communicated to Coach by Client in the scope of the Parties Client-Coach relationship without the express written agreement of Client for purposes of a third-party consult.
Client agrees not to disclose any proprietary information, confidential information, or trade secrets relating to Coach’s services including methods and procedures.
However, Client understands, acknowledges, and agrees that the coaching relationship does not form a relationship of special legal or confidential privilege like that of an attorney-client or doctor-patient relationship.
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Taxes and Liabilities
Client and Coach agree that, as an independent contractor, Coach is responsible for paying any and all withholding and other taxes imposed by law. No income taxes or payroll taxes of any kind will be paid or withheld by Client. Coach agrees to indemnify Client for any tax liability imposed on Client due to Coach’s failure to pay any such required taxes.
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Termination of Agreement
If Coach is unable to fulfil Coach’s obligations under this Agreement for any reason, besides Client’s material breach of this Agreement or circumstances outside of Coach’s reasonable control, Client shall be refunded for any unused coaching sessions.
If Client no longer wishes to attend a coaching session or job search review, they may cancel their service and this Agreement, however, the full purchase price or service shall become non-refundable.
Either Party may terminate this Agreement in the event of a breach of contract by the other party. If Client breaches this Agreement by failing to perform its obligations outlined in this Agreement, Coach may terminate this Agreement immediately and Client will not be refunded for any future coaching sessions included in Client’s selected packages. In such an event, Client will also be responsible for the full purchase price of service.
If Coach breaches this Agreement by failing to perform its obligations outlined in this Agreement, Client may terminate this Agreement immediately and Client shall be refunded for any unused coaching sessions.
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Declaration by Coach
Coach declares that Coach has complied with all Federal, State and local laws regarding any required business licenses, permits, or insurance to perform the services outlined under this Agreement.
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Security
While Coach shall take all reasonable precautions to protect the security of the information Client provides to Coach, Client acknowledges the risk of transmitting data electronically and Client transmits such data at Client’s own risk.
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Force Majeure
In no event shall Coach, its directors, officers, employees, agents, or affiliates be liable for any delay or failure to fulfill its obligations to Client under this Agreement if the delay or failure is caused by forces beyond its reasonable control, including without limitation natural and nuclear disasters, fire, flood, riot, war (declared and undeclared), acts of terrorism, revolution, embargoes, strikes, work stoppages, civil or military disturbances, loss of communication or computer services, or acts of God. In any such event, Coach shall be relieved of any and all obligations under this Agreement during the applicable Force Majeure and resume performance of its obligations under this Agreement as soon as reasonably practicable.
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Warranties
Client represents, warrants, and covenants to Coach that Client shall comply with Client’s responsibilities and the terms of this Agreement.
Coach represents to Client that Coach will provide the services outlined in this Agreement in accordance with reasonable professional standards. Except for the express warranties and representations stated in this Agreement, Coach makes no further warranties, representations, or guarantees (express, implied, statutory, or otherwise) including, but not limited to, Client’s results or outcome.
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Limitation of Liability
Coach’s services and work product are sold “as is.” In no event shall Coach, its directors, officers, employees, agents, or affiliates be liable to Client for direct, indirect, special, incidental, punitive or consequential damages, losses or expenses, including loss of profits, loss of goodwill, loss of data, or business disruption, for any and all causes of action, whether in contract, tort (including negligence), or otherwise, relating to Client’s outcome in regard to Coach’s services under this Agreement, even if Coach, its directors, officers, employees, agents, or affiliates have been advised of the possibility of such damages. In any and all circumstances, Client’s maximum remedy and the maximum liability of Coach, its directors, officers, employees, agents, or affiliates to Client for any and all cause of action, whether in contract, tort (including negligence), or otherwise, shall be limited to the greater of the fees paid by Client to Coach under this Agreement during the three (3) month period immediately preceding the events giving rise to the claim or the total price of the package selected by Client under this Agreement.
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Indemnification
Client agrees to indemnify and hold harmless Coach from and against any and all third party losses, damages, expenses, liabilities, causes of action, and/or claims arising out of or related to Client’s performance or non-performance of its obligations under this Agreement, or Client’s violation or failure to abide by any laws relating to the terms of this Agreement.
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Governing Law
This Agreement is governed by the laws of Michigan as if it was executed and wholly performed there. The state and federal courts located in Michigan will have exclusive jurisdiction over any case or controversy arising from or relating to this Agreement. Client hereby unconditionally and irrevocably consents to the personal and subject matter jurisdiction of the federal and state courts of the State of Michigan for purposed of any claim or action arising out of or relating to this Agreement.
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Entire Agreement/Severability
Client and Coach agree that this Agreement represents the entire agreement between Client and Coach, besides additional specific project details expressly and mutually agreed upon by the Parties in writing. No other agreement, promise, or statement made on or before the Effective Date of this Agreement shall be binding on the Parties. This Agreement may be modified only in writing that is signed by both Parties.
The Parties also agree that if a court determines a provision of this Agreement is unenforceable, the remainder of that provision and the rest of the Agreement shall be severable and will remain in effect.
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Acknowledgement
Client acknowledges that they have read this entire Agreement prior to entering into this Agreement. Client has the right to have this Agreement reviewed by an attorney.
Complete Understanding
This Agreement supersedes any prior agreement, communication, or representations between you and Carbon Three Inc/Brooke Dunwell and constitute a complete and final agreement regarding your use of this Website.
Entire Agreement. This Terms and Conditions of Use agreement including the documents incorporated herein by reference, and as the same may be amended from time to time by Carbon Three Inc/Brooke Dunwell, constitute the entire agreement with respect to the Website and Services and supersedes all prior or contemporaneous understandings regarding such subject matter.
Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
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