Last updated: June 9, 2022
You (hereinafter: the “Client”) understands that by clicking the payment button, entering your credit card and/or debit card information, making a cash, PayPal or Stripe payment, or otherwise enrolling, electronically, verbally, or otherwise, that you agree to be provided with products, programs, or services provided by Kimberley Mauro, a Company in the province of Ontario (hereinafter: the “Coach”), and hereby understand that you are entering into a legally binding Coaching Agreement (hereinafter: the “Agreement”) with the Company.
THIS COACHING AGREEMENT is made and entered into as of the Effective Date, as determined by the date of purchase, by and between the Parties. This Agreement sets forth the legally binding terms and conditions for the Agreement.
IN CONSIDERATION OF this Agreement the Parties hereby acknowledge, understand, and agree to be bound by the following terms and conditions.
- PURPOSE OF AGREEMENT
1.1 The purpose of this Agreement is to develop a coaching relationship between the Parties in order to cultivate the Client’s goals and to create a plan, using the methods and systems prescribed by the Coach to carry out those goals (hereinafter: the “Coaching Services”). The Coach agrees to tailor the private coaching sessions to the specific needs and goals of the Client within the scope of the Coaching Services.
- SCOPE OF WORK
2.1 The Parties agree to the following Coaching Services: TVC VIP 1:1 Signature Program.
- TERM OF AGREEMENT
3.1 The term of this Agreement (hereinafter: the “Term”) will begin on the Effective Date of the Agreement and shall remain in full force and effect for twenty-four  weeks from the date the Coaching Services fee has been paid and accepted into the Coach’s bank account (hereinafter: the “Termination Date”). On the Termination Date, both Parties are able to renegotiate the terms herein or continue on an ongoing basis as mutually agreed upon.
3.2 In the event that either Party wishes to terminate this Agreement prior to the Termination Date, that Party will be required to provide seventy-two  hours written notice to the other Party. The Client agrees to provide written notice to the following email address: email@example.com.
- CLIENT RESPONSIBILITY
4.1 The Client agrees to communicate honestly, be open to feedback, assistance, and to create the time and energy to participate fully in the Coaching Services. The Client agrees that they are committed and ready to be challenged by the Coaching Services. The Client agrees and accepts that they are solely responsible for creating and implementing their own physical, mental, and emotional well-being, decisions, choices, actions, and results arising out of, or resulting from the Coaching Services, and accepts they are fully responsible for their own progress and results throughout the Coaching Services.
4.2 The Client further agrees and accepts to be fully committed to the process, attend every scheduled session, and bring complete associated tasks, homework, whilst maintaining integrity.
4.3 The Client agrees to use a journal as directed by the Coach, and bring said journal to all scheduled sessions. The Client understands that the Coach will not provide the Client with a journal and that the Client is responsible for obtaining their own journal.
4.4 The Client understands that the Coach will mentor with kindness and compassion but will not commiserate with them. The Coach will limit any sympathy provided for the Client, as the purpose of Coaching Services is for the client to be challenged and to take responsibility for their own choices, actions, and results thereof.
4.5 The Client agrees not to be coached by other coaches outside of this program on issues being addressed within this program as it could interfere with the Client’s progress in this program. While the Client is allowed to work with multiple coaches for a wide variety of purposes, the Client understands that the Coach will not advise, comment, or coach on another Coach’s program, advice, or tasks. If requested, the Coach will only advise or comment on another Coach’s program, advice, or tasks if the Coach consults with the other Coach beforehand. The Client understands that the Coach will only coach based on their own program and principles.
4.6. The Client agrees to download the Zoom video conferencing app prior to the first coaching session. The Client understands the Zoom video conferencing app must be set up and operational on their computer and/or any other electronic device they plan to use during coaching sessions. The Client understands that all Coaching Services will take place over the Zoom video conferencing app and that the Coach will provide the Zoom information to the Client prior to the coaching session.
4.7 The Client understands that they are responsible for ensuring they are in a private, quiet location, free of distractions and/or interruptions, with a stable and reliable internet or cellular connection and are fully present during the Coaching Services. The Client agrees to turn off all other electronic devices for the duration of the Coaching Services. This includes but is not limited to phones, computers, televisions, radio, and/or smart watches, to limit the distracting notifications.
5.1 In exchange for the Coaching Services, the Client accepts the fee shall be $10,000 USD, or as otherwise outlined at Checkout, plus applicable taxes. The fee is payable in full at the time of checkout.
5.2 The Client understands that the Coaching Services will not commence until the fee has been paid and accepted into the Coach’s bank account. This may take several business days.
5.3 The Client authorizes the Coach to charge their credit card account provided in full. The Client agrees to provide complete, current, and accurate payment information and to update the Coach should any payment information change, prior to the payment due date.
5.4 The Client accepts that the Coaching Services may be refused if payment has not been made as required by this Agreement, and that the Coach reserves the right to cancel any Coaching Services, and/or terminate this Agreement if there is a failure in paying the required fees.
- REFUND POLICY
6.1 Due to the nature of the Services, the Client understands there will be no refunds.
6.2 Subject to the Refund Policy herein, all sales are final and are not eligible for any refund under any circumstance, be it known or unknown now or in the future. The Client further agrees and understands that changing their mind about the Coaching Services, failing to complete, follow-through, or understand the details of the Coaching Services, not experiencing the results they expected or desired, or experiencing any other similar feelings or situations will not, under any circumstance, warrant a refund.
7.1 The Client agrees to engage in one  weekly private session of Coaching Services with the Coach over the course of twenty-four  weeks. The sessions shall be through the prescribed method of Zoom or as otherwise outlined by the Coach prior to the session. The time and date of the Coaching Services will be determined by the Parties based on a mutually agreed upon time and will continue on that agreed upon time and day for the duration of the Coaching Services. The sessions shall be sixty  minutes in length.
7.2 The Client accepts that in addition to the Coaching Services, they will have unlimited communication with the Coach through the prescribed method of WhatsApp. The Client understands that the Coach will make reasonable efforts to respond within seventy-two  hours between Tuesday through Thursday.
7.3. In addition to the Coaching Services, the Coach offers a complimentary Intensifier Coaching Session. The session is a ten  minute optional service to be used on an as needed basis. The Client is eligible for one  Intensifier Coaching Session per calendar month. The session shall not be transferable to following months and any unused time is not valid for future use. Any such request must be sent to firstname.lastname@example.org and is subject to the availability of the Coach.
8.1 In the event of rescheduling, the Client agrees to notify the Coach twenty-four  hours in advance of any scheduled session that needs to be rescheduled. All rescheduled sessions are at the discretion of the Coaches availability. Any such notice must be sent to email@example.com.
8.2 Subject to section 8.1, failure to notify the Coach a minimum of twenty-four  hours in advance of a scheduled session may result in forfeiture of the session. In the event a Client does not provide such notice on more than two  occasions the sessions shall be forfeited.
8.3 The Client understands that if they are late to a coaching session, the coaching session will stand to complete at the scheduled time. The Client further understands they forfeit the session if they are more than ten  minutes late to a session.
8.4 The Client further understands that if for whatever reason, they need to pause their continued participation in the Coaching Services, or must reschedule multiple calls, the Coaching Services must be fulfilled within a mutually agreed upon time frame as established between the Client and the Coach and may not exceed the length of forty-five  days from the end of the Coaching Services as outlined in this Agreement. Rescheduled Coaching Services may only be given in circumstances including but not limited to Client and/or Coach: holidays, illness, unpredictable and/or unexpected work obligations, and family emergencies. Any and all rescheduled sessions are subject to the availability of the Coach. Any coaching sessions not completed therein shall be forfeited.
9.1 The Client understands that either the Client or the Coach may terminate this Agreement by written notice seventy-two  hours prior to any scheduled session. Any such written notice must be sent to: firstname.lastname@example.org.
9.2 The Client further understands that the Coach retains the right to, and may limit, suspend or terminate the Coaching Services prior to the Termination Date, without refund if the Client:
(i) becomes disruptive or difficult to work with;
(ii) fails to follow program guidelines;
(iii) evidences they are not ready for the coaching, nor ready to be challenged;
(iv) fails to permit the Coach to consult with their therapist and/or counsellor and/or health professional upon the Coach’s request;
(v) is late by ten  or more minutes three  or more times to scheduled sessions without properly notifying the Coach;
(vi) misses three  or more appointments without properly notifying the Coach;
(vii) is found to harass the Coach or other Clients of the Coach;
(viii) participates in copyright infringement of any Intellectual Property produced and/or developed by the Coach;
(viiii) is negatively speaking about the Program and or Coaching Services offered by the Coach in public forums without prior consultation with the Coach as outlined herein.
The Client accepts that the Coach will provide a formal warning prior to any such termination.
9.3. The Client accepts that if the Coach were to terminate the Coaching Services, for any other reason than those aforementioned within this Agreement, the Coach will award a partial refund that is fair and equitable considering the investment and time left of the Coaching Services. Any sessions and/or Coaching Services already delivered will not be refunded.
9.4 The Client understands that any money owing to the Coach at the time of termination will become due at the effective date of termination, and the Client agrees to compensate the Coach for all Coaching Services agreed upon, regardless of termination if under the aforementioned circumstances.
- PRIVACY AND CONFIDENTIALITY
10.1 The Coach agrees to respect the Clients confidential and proprietary information, ideas, plans, and trade secrets, and further agrees to not disclose any information pertaining to the Client, nor the Client’s name, without the Client’s written consent.
10.2 The Client agrees to give the Coach permission to keep a confidential record of the Client’s name, contact information, and any documented notes throughout the Coaching Services.
10.3 The Client understands that the Coach and Client relationship does not constitute a legally confidential relationship (as is in the medical and legal professions) and therefore understands that communications are not subject to the protection of any legally recognized privilege.
- MEDIA RELEASE AND TESTIMONIALS
11.1 The Client understands that the Coach may want to share parts of the Coaching Services and/or results of the Coaching Services provided for future training and/or marketing purposes. The Coach will not release any confidential or proprietary information and will consult the Client before such use.
11.2 The Client grants permission for the Coach to photograph, and/or record any sessions, and/or work conducted in which the Client is participating, and further acknowledges that the Coach may use the photographs, motion pictures, videotapes, recordings or any other record of the Client’s participation in the sessions and/or work conducted for purposes of social media, website, advertising, online courses and archiving. The Coach will not release any confidential or proprietary information and will consult the Client before such use.
11.3. The Client understands that all calls between the Client and the Coach may be recorded for the personal use of the Parties.
11.4 In the event the Client provides a testimonial, the Client grants full permission for the Coach to use any and all photographs, motion pictures, videotapes, written words, and/or the recording for marketing purposes.
11.5 The Client releases the Coach from all claims by which the Client may have now or in the future for compensation of any kind arising out of the Client’s participation in the aforementioned photographs, motion pictures, videotapes, recordings, or any other record of the Clients participation in the Coaching Services or related activities.
- INTELLECTUAL PROPERTY
12.1 The Coach retains all ownership rights to any and all materials provided during the Client’s participation under this Agreement (hereinafter: the “Coaching Materials”). The Coaching Materials may include all forms of media, including written, oral, or video, in whatever format presented, including hard copy, electronic or recordings. All Coaching Materials will be deemed to be copyrighted materials under applicable laws. The Coaching Materials provided to the Client are for individual use only and provided with a single-user license. The Client is not authorized to share, copy, distribute, or otherwise disseminate any of the Coaching Materials without the Coach’s express prior written consent. All intellectual property, including the Coaching Materials, shall remain the sole property of the Coach and no license to sell or distribute the Materials is granted and/or implied. The Client agrees not to reproduce, duplicate, copy, trade, resell, or exploit for any commercial or personal purposes, any portion of the Coaching Services, including any of the Coaching Materials. The Client will be responsible for all incurred loss, cost, damage or expenses arising out of or in connection with the unauthorized use of the Coaching Materials, including all direct, indirect, or consequential loss, and will indemnify and hold the Coach harmless from all such unauthorized use of Coaching Materials.
13.1 The Coach makes no representations, warranties, guarantees or promises verbally or in writing pertaining to the achievement of any level of results from the Clients participation in, or use of the Coaching Services. The Client understands and agrees that they are voluntarily choosing to enroll in the Coaching Services and are solely responsible for any outcomes or results. While the Coach believes in the Coaching Services being provided, and that the Coaching Services are able to help many people, the Client acknowledges and agrees that the Coach is not responsible nor liable to the Client should the Client sustain any injuries, incur harm, or encounter any negative ramifications in response to, or during their participation in, the Coaching Services. The Client accepts that they are fully responsible for their own health and well-being, and participation in Coaching Services and any results therein.
13.2 The Client understands that the Coach does not offer any professional, medical, psychological, or financial advice and that it is their exclusive responsibility to seek such independent professional guidance as needed.
13.3 The Client understands that the Coaching Services are not therapy, and/or counselling, and therefore does not substitute therapy if needed, and does not prevent, cure, or treat any mental disorder or medical disease. The Client confirms and agrees that they will not use the Coaching Services as a substitute for counselling, psychotherapy, mental health care or substance abuse treatment.
13.4 The Client accepts that if they are currently under the care of a mental health professional, it is recommended that the Client promptly inform the medical health care provider details of the nature and extent of the Coaching Services agreed upon by the Client and the Coach.
13.5 The Client understands that if during the course of the Coaching Services, the Coach feels that the nature of the discussion is outside of the scope in which the Coach is able to provide services, that the Coach will either refer the Client to someone else and/or terminate the Coaching Services with a refund pro-rata.
13.6 In exceptional circumstances, if the Client is under the care of a therapist, counsellor and/or health professional, the Client understands that the Coach may request to consult with the Client’s therapist, counsellor and/or health professional to ensure compatibility with the Coaching Services. The Client understands that if they do not permit the Coach to consult with their therapist and/or counsellor and/or health professional, the Coach retains the right to terminate the Coaching Services.
- LIMITATION OF LIABILITY
14.1 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 results of the Coaching Services and/or Coaching Materials provided by the Coach. In no event shall the Coach be liable to the Client for any indirect, consequential or special damages.
14.2 The Client shall defend, indemnify, and hold harmless the Coach, from and against any and all liabilities and expense whatsoever – including without limitation, claims, damages, judgments, awards, settlements, investigations, costs, attorneys fees, and disbursements – which any of them may incur or become obligated to pay arising out of or resulting from the Coaching Services, excluding, however, any such expenses and liability which may result from a breach of this Agreement or sole negligence or willful misconduct by the Coach. In consideration of and as part of the Client’s payment for the right to participate in the Coaching Services, the undersigned, heirs, executors, administrators, successors and assigns do hereby release, waive, acquit, discharge, indemnify, defend, hold harmless and forever discharge the Coach and its subsidiaries, principals, directors, employees, agents, heirs, executors, administrators, successors, assigns and staff or clients from all actions, causes of actions, contracts, claims, suits, costs, demands and damages of whatever nature or kind in law or in equity arising from the Client’s participation in the Coaching Services.
- NO NEGATIVE STATEMENTS OR ACTIONS
15.1 The Client shall not at any time, directly or indirectly, take any action and/or make, publish, file or record any oral or written statements that would likely have a negative or injurious impact upon, or that is derogatory, defamatory, libel or slanderous in nature to the Coach and/or Coaching Services in any way.
16.1 The Coach may modify this Agreement from time to time. Any modifications will be notified to the Client, and the Client may either continue the Coaching Services under the new conditions or the Agreement will be terminated.
16.2 The Client understands that without any notice to the contrary, by continuing the Coaching Services after notification shall enforce the modified Agreement as effective and the Client agrees to be bound to any changes in the Agreement.
- DISPUTE RESOLUTION
17.1 In the event a dispute arises out of this Agreement and cannot be resolved by mutual consent, the Parties agree to attempt to mediate in good faith for up to thirty  days after notice is given. If the dispute is not so resolved, and in the event of legal action, the prevailing Party in any legal action will be entitled to be paid by the other Party, all costs and expenses incurred, including but not limited to attorneys’ fees.
18.1 If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable.
18.2 If the Court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
19.1 The failure of either Party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that Party’s right to subsequently enforce and compel strict compliance with every provision of this Agreement.
- FORCE MAJEURE
20.1 Either Party may choose to be excused of any further performance obligations in the event of a disastrous occurrence outside the control of either Party that materially affects the performance of the Coaching Services, such as:
- an act of God (inclusive of natural disasters, fires, explosions, earthquakes, hurricanes, flooding, storms or infestation);
- or other (inclusive of hostility, war, invasion);
- or any hazardous situation created outside the control of either Party (inclusive of a riot, pandemic, disorder, nuclear leak or explosion, or act or threat of impending terrorism).
21.1 This Agreement shall be interpreted and governed in accordance with the laws of the Province of Ontario, Canada.
- BINDING EFFECT
22.1 This Agreement shall be legal and binding upon the Parties hereto and their respective successors and permissible assigns. The Parties each represent that they have the authority to enter into this Agreement.
- ENTIRE AGREEMENT
23.1 This document reflects the entire Agreement between the Coach and the Client. The Parties agree to the terms and conditions set forth above as demonstrated by acceptance of the terms at the time of checkout.