THIS AGREEMENT is made on the …………..day of……….20……., entered into by the Client and the Contractor (Client and Contractor collectively referred to as the “Parties” or individually as the “Party”) and includes that Party’s successors and assigns.
In consideration of covenants and agreements contained in this agreement, and other good and valuable consideration, the receipt of which is hereby acknowledged, Parties agree to the following terms and conditions and to be bound thereby:
COMMENCEMENT AND DURATION
This agreement shall be valid from _________________________until _____________________.
The Contractor shall provide coaching services to the Client (the “services”) at the contract sum defined below. The Contractor shall use reasonable good faith efforts in providing the services and per the Association for Coaching (AC) AC Global Code of Ethics for Coaches, Mentors and Supervisors, which the Contractor aligns to.
The services shall be provided through six sessions which may be weekly or biweekly as agreed with the Client with the opportunity for renewal.
For their services rendered, the Client shall pay the Contractor $_________________ which shall be due seven business days prior to the 1st session.
Except as otherwise provided in this agreement; The Contractor will have full control over working time, methods, and decision-making in relation to the provision of the services per the agreement. The Contractor will work autonomously and not at the direction of the Client. However, the Contractor will be responsive to the reasonable needs and concerns of the Client and obey the Client rules.
Except as otherwise provided in this agreement; The Contractor shall provide any resources necessary to deliver the services per the agreement at the Contractor’s own expense.
The relationship of the parties hereto is that of an independent contractor. Accordingly, the Parties hereto are not deemed agents, partners, or joint venturers of the others for any purpose due to this agreement or the transactions contemplated thereby. The Client is not required to pay or make any contributions to any social security, local, state, or federal tax, unemployment compensation, workers compensation, insurance premium, profit-sharing, pension, or any other employee benefit for the Contractor during the term. The Contractor is responsible for paying and complying with reporting requirements for all local, state, and federal taxes related to payments made to the Contractor under this agreement.
The Contractor hereby agrees that it will not represent to any third party that its engagement by the Client is in any capacity other than as an independent contractor.
This agreement is personal to the Parties, and neither Party shall assign, transfer, subcontract, or deal in any other manner with any of its rights and obligations under this agreement.
RETURN OF THE PROPERTY
Upon the expiration or termination of this agreement, each Party shall return any property, documentation, records, or confidential information belonging to the other Party.
Each Party hereto agrees to perform any further acts and to execute and deliver any further documents that may be reasonably necessary to carry out the provisions of this agreement.
For this agreement, “Force Majeure” means an event which a diligent party could not have reasonably avoided in the circumstances, which is beyond the control of a party and includes, but is not limited to, war, riots, civil disorder, earthquake, storm, flood or adverse weather conditions, strikes, lockouts or other industrial action, terrorist acts, confiscation or any other action by government agencies.
A Party’s failure to fulfill its obligations due to Force Majeure, shall not be considered a breach of this agreement, provided that the Party has taken all reasonable precautions, due care, reasonable alternative measures, and minimal delay all to carry out the terms of this agreement.
Parties agree that disputes under this agreement shall be settled amicably between themselves as per the
Association for Coaching (AC) directions. However, should this fail, a formal complaint may be made to the Association for Coaching (AC) for breach of a clause of the AC Global Code of Ethics for Coaches, Mentors and Supervisors (misconduct) or due to professional misconduct for breach of ethical standards expected of any member of the coaching profession, which could include conduct not explicitly covered within the AC Global Code of Ethics for Coaches, Mentors and Supervisors.
COURT COSTS AND ATTORNEYS’ FEES
In any action under this agreement, the prevailing Party shall be entitled to recover costs of court and reasonable attorneys’ fees from the other Party, which fees shall be in addition to any other relief that may be awarded.
Either Party may terminate this agreement upon giving the other Party no less than ________days’ notice in writing. If a Party wishes to terminate the contract with less than these stated days, the other Party reserves the right to charge costs they have already paid in advance or incurred.
The Client may terminate this agreement due to but not limited to if they believe goals are not met.
The Contractor may terminate this agreement due to but not limited to if they believe there are other forms of support that would be of better service to the Client or if inadequate commitment to the coaching partnership is demonstrated consistently.
The termination of this agreement shall not discharge the liabilities accumulated by either Party.
Any Clauses intended by the Parties or this agreement to survive the termination of this agreement shall survive the termination of this agreement by whatever cause.
CHANGES TO THE AGREEMENT
Either Party may request changes to the agreement, but they will only be effective if agreed in writing and signed by all Parties. If any ambiguity is found in the agreement or various documents forming this agreement, the Parties shall issue any necessary clarification or instruction.
All non-public, confidential or proprietary information of a Party, disclosed by that Party (Disclosing Party) whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as “confidential” in connection with this agreement is confidential, solely for the use of performing this agreement and may not be disclosed or copied unless authorized by law or in advance by the Disclosing Party in writing. Upon the Disclosing Party’s request, the Receiving Party shall promptly return all documents and other confidential materials received from the Disclosing Party. The Disclosing Party shall be entitled to injunctive relief for any violation of this Section. This Section does not apply to information that is: (a) in the public domain; (b) known to the Receiving Party at the time of disclosure, or (c) rightfully obtained by the Receiving Party on a non-confidential basis from a third party. The Receiving Party’s duty to hold the confidential information in confidence shall remain in effect until the confidential information no longer qualifies as confidential information or until the Disclosing Party sends the Receiving Party written notice releasing the Receiving Party from this agreement, whichever occurs first.
Without limiting the generality of the above, specific discussions of sessions shall be kept confidential, but a progress report based on actions and outcomes will be made available to the Client where necessary.
Failure by either Party to enforce any of the terms or conditions of this agreement shall not be a waiver of their right to enforce the terms and conditions of this agreement.
The provisions of this agreement are severable. If any provision is held to be invalid or unenforceable, it shall not affect the validity or enforceability of any other provision.
This agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which taken together shall constitute one instrument.
This agreement constitutes the entire agreement between the parties. It supersedes all prior oral or written agreements or understandings between the Parties concerning the subject matter of this agreement. All documents annexed to this agreement shall be subject to the terms under this agreement, provided that the Parties append their signatures on the documents. The Parties will exercise utmost good faith in this agreement.
The article and section headings in this agreement are for convenience; they form in no part of this agreement and shall not affect its interpretation.
All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular, or plural, as the identity of the person or entity may require. As used in this agreement: words of the masculine gender shall mean and include corresponding neuter words or words of the feminine gender, and words in the singular shall mean and include the plural and vice versa.
The Parties shall be served through the following addresses (including email), in writing and where applicable, delivered in person or sent by registered or certified mail (return receipt requested) or nationally recognized overnight delivery service, postage prepaid, or delivered via telecopier or facsimile transmission, and either Party may change the below addressees by reasonable notice in writing given to the other Party.
THE CLIENT: __________________________________________________________________
THE CONTRACTOR: ______________________________________________________________
The Parties acknowledge that they have been provided with the opportunity to negotiate this agreement and to seek legal counsel before signing this agreement. In addition, the Parties acknowledge that they have entered into this agreement with the capacity and authority to contract freely and voluntarily.
This agreement shall be governed in all respects by the laws of the United Kingdom (UK).
IN WITNESS WHEREOF, each of the Parties has executed this agreement, as of the day and year set forth below.
Signed by the duly authorized representative of the CLIENT Signature: Name: Designation: Date:………………………………………………….
Signed by the duly authorized representative of the CONTRACTOR Signature: Name: Designation: Date:…………………………………………………..
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