Financial Coach Jess Coaching Agreement

            This Coaching Agreement is made the day 12 Weeks to Wealth is purchased between the client and Financial Coach Jess, (Coach or Coach Jess).

            Client desires to retain Coach Jess as an independent contractor to provide Financial 1-1 Coaching for Client, and Coach is willing to perform such services, on the terms described below. In consideration of the mutual promises contained herein, Client and Coach (collectively, the Parties) agree as follows:

  1. Coaching Agreement.

 

      Client hereby retains Coach as an independent contractor to provide 1-1 Financial Coaching services to Client based on the terms set forth in this Agreement. Coach shall perform such Services diligently, for the best interest of Client and in a manner consistent with the standards customarily applicable to persons rendering similar services. Coach does not and will not provide legal or tax advice under this Agreement.

 

 

  1. Coaching fee. As compensation to Coach for such Services, Client shall pay Coach a coaching fee as laid out on the corresponding sales page. The payment specified herein shall be paid to Coach on or before the Coaching start date and will occur weekly/monthly/yearly as stated on the sales page.
  2. Reimbursable expenses. Client agrees to reimburse Coach, upon receipt of suitable documentation, for reasonable and necessary travel and other expenses that Coach may incur at the specific request of Client that have been approved in advance in writing by Client in connection with performing the Services pursuant to this Agreement.
  3. Coach is an independent contractor and not an employee of the Client, and as such will not be entitled to benefits provided to current Client employees, including but not limited to health insurance and pension benefits. To the extent that Coach may inadvertently become eligible for any benefit programs maintained by Client, Coach shall be deemed to have waived any right to participate in such programs. Coach's exclusion from benefit programs maintained by Client, and corresponding waiver, represent a material component of the terms of compensation negotiated by the Parties, and are not premised on any representation or assumption as to Coach's status as an independent contractor with respect to Client.

 

  1. Length Of Agreement.

This Agreement shall be in effect for the period commencing on the day the program is purchased and ending 3 months later. Subject to earlier termination as described in Paragraph 4 below.

 

  1. Termination of Agreement.

 

  1. Mutual consent. This Agreement may be terminated at any time by mutual consent of the Parties.
  2. Death or disability. The Agreement will terminate immediately upon the death or disability of the Coach. Disability for purposes of this Agreement shall mean disability or incapacitation of Coach for a period of two months or longer that renders Coach unable to perform Coach's duties under this Agreement.
  3. Termination for cause. Client may terminate this Agreement and Coach's services at any time if Coach engages in misconduct or any fraudulent or dishonest act against Client or in connection with providing services to Client; Coach violates any applicable law or regulation relating to dishonesty or respecting Client's business, or that disqualifies Coach from being affiliated with Client; Coach habitually neglects his/her duties or provides substandard service; or Coach otherwise violates any of the terms of this Agreement.

       If Coach's services are terminated for misconduct, fraudulent or dishonest acts, or violation of laws or regulations, any fees that have not been paid will be forfeited and not paid to Coach. If any of the other events identified in this paragraph occur, payments will end on the date Coach's services are terminated.

  1. Although a Client may terminate services and/or this Agreement, he/she will not be entitled to a refund after 24 hours of engaging in Coach’s services.

 

  1. Confidential Information.
  2. Definition of confidential information. Confidential Information as used in this Agreement shall mean any and all information of Client, whether in writing or not, including but not limited to, all data, compilations, summaries, programs, devices, strategies, or methods concerning or related to:

(i) Client's finances, financial condition, results of operations, employee relations, and any other data or information relating to internal affairs and policies of Client;

(ii) Client's marketing and business plans, future plans, concepts, competitive strategies, pricing, margins, designs, models, apparatus;

(iii) Customer and suppliers lists and the identities and business preferences of Client's actual and prospective customers and suppliers;

(iv) the terms and conditions of purchases, sales and offers regarding potential or actual projects contemplated or evaluated hereunder;

(v) the terms, conditions, and current status of Client's agreements and relationships with any customer, supplier, or business associate, affiliate or partner whether or not in writing;

(vi) Client's trade secrets as defined by state and federal law, and/or as defined by the jurisdictions, whether foreign or domestic, in which Client operates;

(vii) Client's pricing structure, including its costs, margins, and mark-ups

viii. any other information and knowledge with respect to all projects or plans of Client in any stage of development or evaluation by Client;

(ix) any communication between Client and its officers, directors, employees, accountants, Coaches and attorneys –and–;

(x) any other matter or thing, whether or not recorded on any medium by Client, from which Client may derive actual or potential economic value by virtue of it not being generally known to other persons or entities who might obtain any value from its disclosure or use or that gives Client an opportunity to obtain an advantage over its competitors who do not know of or use the same.

 

Confidential Information does not include information that: (1) is or becomes part of the public domain other than as a result of disclosure by Coach; (2) becomes available to Coach on a non-confidential basis from a source other than Client, provided that source is not bound with respect to that information by a confidentiality agreement with Client or otherwise prohibited from transmitting that information by a contractual, legal or other obligation; (3) is compelled to be disclosed by public authority, or any information of a type not otherwise considered confidential by persons engaged in the same business or a business similar to that of Client; or (4) can be proven by Coach to have been in Coach's possession prior to disclosure of the same by Client. Coach shall have the burden of proving the applicability of any of the above exceptions.

  1. The Parties acknowledge and agree that in the course of the provision of the Services, Coach shall have access to and become acquainted with Confidential Information. Coach agrees that, during the period of this Agreement with Client and at any time thereafter, except as required by Client, Coach will not use, publish, disclose, appropriate or communicate, directly or indirectly, any Confidential Information. Coach acknowledges and agrees that all Confidential Information is valuable proprietary information of Client, and that it is solely due to Coach's services under this Agreement that Coach has or will come into contact with the Confidential Information.

            This Agreement (including but not limited to the foregoing provisions of Paragraph 5) is not intended to have, and shall not be construed as having, the effect of preventing Coach at any time from being employed by, performing services for or engaging in any other business activity with any other business entity (whether or not a competitor of Client) in any executive, administrative or other capacity and/or using in such employment, services or business activity Coach's professional, executive, administrative and managerial skills, abilities, know how, training and experience, without regard to when or in whose employment all or part of same may have been acquired; provided that in so doing, Coach is prohibited from disclosing or using Confidential Information in violation of the foregoing provisions of Paragraph 5.

  1. Return of Client Documents and Property.

Coach’s will not obtain any of Client’s documents or property to conduct services under this Agreement.

  1. Conflicts Of Interest.

            Although Coach may become an employee of, or provide coaching services to, other companies, Coach agrees not to engage in any activity that could conflict or interfere with the performance of his/her duties under this Agreement, or that could result in a conflict of interest.

            Additionally, Client agrees not to engage in any activity that could conflict or interfere with the performance of his/her participation in the Coaching Program. If Client agrees to voluntarily terminate this agreement due to a personal conflict or engage in any activity that could conflict or interfere with the performance of his/her participation in the Coaching he/she will not receive a refund.

  1. Independent Contractor.

      It is understood and agreed that Coach shall perform the Services as an independent contractor, and nothing herein shall be construed to be inconsistent with such relationship or status. This Agreement does not establish an employment, partnership, joint venture or agency relationship between Coach and Client. Coach is retained by Client only for the purposes and to the extent set forth in this Agreement for the performance of the Services. Coach is not required to provide services exclusively to the Client and Coach is free to undertake other engagements with other business entities in accordance with Paragraphs 5(b) and 7. above. Coach shall be solely responsible for the performance of the Services, and, subject to the terms of this Agreement, shall have sole discretion and control to determine the method, details and means of performing the Services, subject to the specifications and limitations of Client. Client shall have no right to, and shall not, control the manner or determine the method of accomplishing the Services, but Client retains the right to control the overall objectives regarding the duties and/or work to be performed by Coach pursuant hereto.

  1. Coach hereby represents and warrants that Coach is solely and exclusively responsible for paying all federal, state and/or local taxes and withholdings with respect to any fees Coach receives as a result of the performance of the Services. In addition, Coach represents and warrants that he/she will comply with any other applicable statutory or contractual obligations, including but not limited to, workers' compensation insurance, health insurance, and unemployment insurance as part of Coach's status as an independent business. Coach on behalf of his/her officers, directors, employees and agents” if any represents and warrants that they are not eligible, and will have no claim against Client, for employee benefits, including but not limited to vacation or holiday pay, sick leave, health insurance, retirement benefits, unemployment insurance benefits, separation payments or other employee benefits of any kind (collectively, Benefits). If any government agency or court determines that Coach should be reclassified as an employee, Coach hereby waives any right to Client Benefits and acknowledges and understands that such reclassification shall not entitle Coach to any Benefits offered to Client's employees.

 

  1. Coach shall not have authority to, nor shall Coach represent herself as having such authority to, bind or incur any liabilities on behalf of Client nor shall Coach hold herself out as an employee of Client or hold herself out as an agent of Client in any other manner, or for any other purpose, than is specifically prescribed in this Agreement.

 

  1. Coach shall perform the Services at any place or location and at such times as Coach shall determine, subject to the deadlines specified by Client. Coach shall provide Coach's own equipment to perform the Services and acknowledges that he/she has the required equipment, skills, facilities and tools for the performance of the Services.
  2. Insurance.

            Coach agrees that from the time of commencement of services until termination of services hereunder, Coach shall provide and maintain in effect the types and minimum amounts of insurance required by the applicable government of the jurisdiction where the Services are primarily performed. When required by Client, Coach will furnish certificates of insurance as evidence of the above-required policies.

  1. Indemnity.

            Coach agrees that Coach will be totally responsible for and indemnify Client completely for any and all personal injury to third parties and tangible property, personal or realty, of third parties caused by Coach's negligence or willful misconduct in performing the Services.

            Client agrees that Client will be totally responsible for and indemnify Coach completely for any and all personal injury to third parties and tangible property, personal or realty, of third parties caused by Client's negligence or willful misconduct in performance of its obligations under this Agreement.

            Coach also agrees to indemnify, protect and hold Client harmless from any and all tax liabilities and responsibilities for payment of all federal, state and local taxes, including, but not limited to all payroll taxes, self-employment taxes, workers' compensation premiums, and any contributions imposed or required under federal, state and local laws, with respect to Coach. Coach's obligations hereunder shall include Client's cost of defense (i.e., legal fees and costs), as well as the payment of any final judgment rendered against Client.

  1. Compliance.

            Coach shall at all times comply with any and all laws, ordinances, statutes, executive orders and regulations, federal, state, county and municipal, insofar as applicable to Coach's performance or services under this Agreement.

  1. Assignments and Subcontractors.

            This Agreement, and all duties and obligations herein, are personal in nature, and neither Coach nor Client shall assign or subcontract all or any part of this Agreement without the prior written consent of the other party. Client shall have the right to assign this Agreement to its divisions, subsidiaries, affiliates and to any successor Client in the event of a sale or merger affecting any of its operations relating to this Agreement.

  1. Parties Bound.

            Subject to the provisions of Paragraph 12., this Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and assigns.

  1. Entire Agreement.

            This Agreement constitutes the entire agreement between the Parties with respect to the services to be performed by Coach under this Agreement.

  1. Modifications.

             None of the provisions of this Agreement may be waived, changed or altered except by an instrument in writing signed by both Parties.

  1. Headings.

            Headings used throughout this Agreement are for administrative convenience only and shall be disregarded for the purpose of construing and enforcing this Agreement.

  1. Waiver of Breach or Violation Not Deemed Continuing.

            The waiver by either party of a breach or violation of any provision of this Agreement shall not operate as, or be construed to be, a waiver of any subsequent breach or violation.

  1. Governing Law.

            This Agreement and all matters relating to the meaning, validity or enforceability thereof and the performance of services hereunder shall be governed by the laws of the State of Missouri.

  1. Notices.

            Any notice required or permitted to be given by one party to the other pursuant to this Agreement shall be in writing and shall be given either by telegram, telex, facsimile or certified letter (postage prepaid) addressed to the party intended.

  1. Model Release.

            The Client hereby assigns the Financial Coach Jess the irrevocable and unrestricted right to use and publish photographs or video of the Client testimonials or in which the Client may be included, for editorial, trade, advertising, educational and any other purpose and in any manner and medium; to alter the same without restriction; and to copyright the same without restriction. The Client releases all claim to profits that may arise from use of images and video.

  1. Force Majeure.

            Neither party shall be liable for any failure or delay in performing its obligations under this Agreement if and to the extent that such failure or delay is caused by a Force Majeure event. A Force Majeure event means, in relation to either party, any event or circumstance beyond the reasonable control of that party including, but not limited to, act of God, fire, explosion, flood, epidemic, pandemic, power failure, governmental actions, war or threat of war, acts of terrorism, national emergency, riot, civil disturbance, sabotage, labor disputes and strikes (other than in respect of the workforce of the party affected). A party affected by the Force Majeure (the "Affected Party") shall immediately notify the other party (“Non-Affected Party”) in writing of the event, giving sufficient details thereof and the likely duration of the delay. The Affected Party shall use all commercially reasonable efforts to recommence performance of its obligations under this Agreement as soon as reasonably possible.

  1. Construction.

            This Agreement shall be construed and interpreted fairly in accordance with the plain meaning of its terms, and there shall be no presumption or inference against the party drafting this Agreement in construing or interpreting the provisions hereof. Each party further acknowledges and agrees that they have had the opportunity to consult with, or have consulted with, attorneys of their own choice regarding each term and condition of this Agreement, that they both understand the meaning and effect of each provision contained in this Agreement, and that they have voluntarily and knowingly entered into this Agreement.

            Further, Client and Coach expressly represent and warrant that in executing this Agreement it has not relied upon any representation or statement not set forth herein made by Client's or Coach's agents, representatives, or attorneys regarding the subject matter, basis, or effect of this Agreement or otherwise.

  1. Counterparts.

            This Agreement may be executed via facsimile, in electronic format, and/or in multiple, original counterparts, each of which will be an original but all of which, when taken together, shall constitute one and the same document. This Agreement, when taken together, bears an authorized signature of Client and Coach.

 

COACHING DISCLAIMER

 

I understand that the coaching services I will be receiving from my Coach are not offered as a substitute for professional accounting, bookkeeping, or tax services, and are not intended to cure, correct, or amend any previous accounting, financial, or tax issue. I also understand that my Coach is not acting as a tax or legal professional.

 

I understand that coaching is not a substitute for legal, tax, medical, mental health, or similar professional advice or therapy.

 

I understand and agree that I am fully responsible for my well-being during my coaching sessions, and subsequently, including my choices, decisions, and ultimate results.

 

I understand that all comments and ideas offered by my Coach are solely for the purpose of assisting me in achieving the defined financial goals I create with my Coach.

 

I have the capability to provide my informed consent, and hereby give such consent to my coach to assist me in achieving such goals. I further understand that results are not guaranteed.

 

I understand that to the extent our work together involves career or business, my Coach is not promising outcomes included but not limited to increased clientele, profitability and or business success.

 

I understand that my Coach will protect my information as confidential unless I state otherwise in writing. If I report child, elder abuse or neglect or threaten to harm myself or someone else, I understand that necessary actions will be taken, and my confidentiality agreement limited in this capacity.

 

I understand that if my Coach is ordered by a court, or by subpoena, or other legal process to provide information, documentation, or to testify, she will do so to the extent the law requires.

 

I understand that the use of technology is not always secure, and I accept the risks of confidentiality in the use of email, text, phone, Skype, Zoom, Client Management Systems, and other technology when communicating with my Coach.