ELEVATING ACCESS: 1:1 COACHING SERVICES AGREEMENT

This AGREEMENT (“Agreement”) applies to the Services (as outlined below) offered to Client (“Client”), and made available by Hayley Haywood of Elevating Access (“Provider” and together with Client, the “Parties”).

1.     Purpose of the Agreement 

Client wishes to hire Hayley Haywood of Elevating Access to provide services relating to identity-conscious coaching. Provider has agreed to provide such services according to the terms of this Agreement. 

2.     Services

Provider shall provide Client with the following services (herein known as “Services”) at the frequency and throughout the specified period as indicated on the payment link via Stripe.

·       One onboarding call 

·       Coaching sessions

·       Weekly reflection form to support progress & accountability (in select packages)

3.     Payment

In full consideration for the Services and Sessions provided under this Agreement, Client hereby agrees to pay Provider a nonrefundable payment to be deducted from the total services fee (the “Fee”) prior to start of Services. Acceptable payment methods include check, credit card, wire transfer or PayPal.

For 1:1 Coaching Client sessions, the rate is as listed on your payment link. Current price is agreed upon for this contract only, and is subject to change. All payments must be received prior to the final coaching session. 

a.     Cost 

The total cost of all Services Provider agrees to provide to Client is referred to as the “Total Cost.” Total Cost is inclusive of Provider’s Services, any setup time, travel time, administrative fees, assistance and sub-Provider costs. 

b. Expenses 

Any additional agreed upon expenses incurred by Provider while providing Client with Services will be invoiced to Client in a timely manner. 

c. Overtime Fees 

Provider’s standard rate for additional support beyond coaching services is $275 per each hour spent on Client’s Services over the allotted amount of time purchased via services. This is a special rate as part of the coaching partnership and is not reflective of rates charged for additional projects outside of the scope of this Agreement. Provider will communicate any potential for additional charges and gain consent prior to any actions that will incur an invoice. Additional extended coaching sessions beyond this package will be billed at a separate rate depending on the services needed.

d.    Late Fees 

If Provider does not receive payment from Client within fourteen calendar days of any payment date, then Client will be charged a late fee of 1.5% of the outstanding amount per each day that Provider does not receive payment. Lack of payment within 30 days may lead to a disruption, modification or termination of services. 

4.     Pre-service Consultation 

Upon receipt of initial deposit, Provider shall provide Clients with up to 30 minutes of pre-Service consultation, via an onboarding meeting. Client acknowledges that services will be based on the findings of these initial conversations and the expertise and research learnings of the Provider.

The Parties shall agree on an acceptable date and time for conducting the pre-Service consultation, but the manner by which the consultation shall be conducted shall be at the discretion of the Provider. In most instances, this consultation is conducted via video chat. This consultation may be scheduled no later than one week prior to the start of services. 

5.     Confidentiality

Parties will treat and hold all information of or relating to this Agreement, the Services provided and the Parties’ businesses in strict confidence and will not use any of this information except in connection with fulfilling the terms of this Agreement, and, if this Agreement is terminated for whatever reason, Parties will return all such information, including account access information, and any and all copies to the original Party and will remain bound to the Confidentiality provision of this Agreement. Client grants Provider full use of unidentifiable information for the purpose of spreading awareness about the work of Elevating Access. Identifiable testimonials may also be used with prior consent of the client. Confidential information (herein “Confidential Information”) means information that is of value to its owner and is treated as proprietary or confidential including, but not limited to, intellectual property, inventions, trade secrets or information, financial data or information, speculation, knowledge, general Company data or reports, future business plans, strategies, customer lists and information, client acquisition strategies, advertising campaigns, information regarding executives and employees, and the terms and provisions of this Agreement. 

Further, at all times neither Party shall use or disclose any Confidential Information relating in any way to the past, present, or future business affairs, conditions, clients, customers, efforts, employees, financial data, operations, practices, products, processes, properties, sales, or services of or relating in any way to the Company in whatever form to any parties outside of this Agreement, unless agreed upon in writing. 

This Agreement imposes no obligation upon the Parties with respect to any Confidential Information that was possessed before initial business interactions commenced between the Parties; is or becomes a matter of public knowledge through no fault of receiving Party; is rightfully received from a third party not owing a duty of confidentiality; is disclosed without a duty of confidentiality to a third party by, or with the authorization of the disclosing Party; or is independently developed by either Party without prior knowledge of privileged or confidential information. 

6.     Intellectual Property 

Provider retains the ownership of its copyright in any and all designs pursuant to federal copyright law (Chapter 17, Section 201-02, of the United States Code.) Any and all work produced in connection with, or in the process of fulfilling this Agreement, are expressly and solely owned by Provider. Provider grants to Client a nontransferable, non-exclusive, royalty-free license of designs produced with and for Client for the specific purpose of review of materials for any current participants of the coaching services within the term of this Agreement. Any unauthorized use of the design, such as using the design for other purposes than those specified herein, will result in additional fees and/or royalty payments to Provider. Parties own their respective trademarks and intellectual property used in the normal and separate course of their business and agree not to infringe upon or otherwise use each other’s respective intellectual property except for in the course of providing Client with its Services. 

7.     Style Release 

Client has spent a satisfactory amount of time reviewing Provider’s work and has a reasonable expectation that Provider’s Services can produce a reasonably similar outcome and result for Client. Provider will use reasonable efforts to ensure Client’s services are carried out in a style and manner consistent with Provider’s current portfolio and services, and Provider will try to incorporate any suggestions Client makes. However, Client understands and agrees to the following: 

• Every client and final delivery is different, with different tastes, budgets, and needs;
• Coaching is a subjective service and Provider is a provider with a unique vision, with an ever-evolving style, knowledge and technique;

• Coaching does not guarantee any financial or personal outcome; nor is this a substitute for therapy, legal advice, or medical care of any kind
• Provider will use her personal judgment to create favorable results for Client, which may not include strict adherence to Client’s suggestions;
• Dissatisfaction with Provider’s independent judgment or individual management style are not valid reasons for termination of this Agreement or request of any monies returned. 

8.     Cancellations and Rescheduling 

a.     Client desires to cancel or reschedule. 

1:1 Coaching. Clients are expected to provide at least 24 hours’ notice if seeking to cancel or re-schedule a session. The first re-scheduled session with proper notice will be accommodated at no cost to the client. In the case of “no shows” or subsequent cancellations within 24 hours’ notice, the client will be responsible for the full session payment. If session cancellation or rescheduling happens repeatedly, the Provider may use her discretion to conclude the coaching relationship, with no refunds of prior payments or deposits.

b.     Provider desires to cancel or reschedule. In the event Provider cannot or will not perform her obligations in any or all parts of this Agreement, she (or a responsible party) will immediately give Notice to Client, and at the Provider’s discretion, either attempt to find a reasonable substitute to fulfill the terms of this Agreement, reschedule, or issue a credit based on a reasonably accurate percentage of Services yet to be rendered. In the case of a refund where no reasonable substitute is found,  the Client will be released from further performance obligations in this Agreement. 

9.     No-shows or Failure to Act

If it becomes impossible for Provider to render Services due to the fault of the Client or parties related to Client, such as failure to provide necessary elements of the Services or failure of one or more essential parties to the Services to complete tasks in a timely manner, it is within the Provider’s sole discretion to allow for any additional time or dates to render Services. In such an event, any outstanding amount will immediately become due and payable to Provider. The Provider is not responsible for outcomes, performance, or damages due to Client lack of attendance at any related service, workshops, meetings, or trainings. Program services will not be extended due to Client failure to act based on the program timeline.

10.  Limit of Liability 

Client agrees that the maximum amount of damages she is entitled to in any claim of or relating to this Agreement or Services provided herein are not to exceed Provider’s total cost as set forth in this Agreement. 

11.  Indemnification

Client agrees to indemnify and hold harmless Provider and its employees, agents and independent Providers for any injury, property damage, liability, claim or other cause of action arising out of or related to Services provided herein. 

12.  Assumption of Risk 

Client and related parties/ participants expressly assume any risk of participation in equity or identity-oriented activities and related activities as described herein. If Client becomes disrespectful or disruptive of Provider’s coaching or ability to participate in the space, the Provider will consult with the Client to identify possible recourse. If disruption continues, the Provider reserves the right to remove said participant(s) from the program at no refund, credit or reduction in costs to the Client.

13.  Force Majeure

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 Services, such as: pandemics, an act of God (fires, explosions, earthquakes, hurricane, natural disasters, flooding, storms or infestation), or War, Invasion, Act of Foreign Enemies, Embargo, or other Hostility (whether declared or not), or any hazardous situation created outside the control of either party such as a riot, disorder, nuclear leak or explosion, or act or threat of terrorism. 

14.  Governing Law

This Agreement, its subject matter and the parties’ respective rights and obligations hereunder shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without giving effect to principles regarding conflicts of law.

15.  Notice

Parties shall provide effective notice (“Notice”) to each other, including any payments or invoices, via either of the following methods of delivery at the date and time which the Notice is sent: 

Provider’s Contact Information: 

Hayley Haywood

Hayley@elevating-access.com

 Client notice will be provided via the email provided during the onboarding process.

16.  Severability

To the extent that any provision hereof is deemed unenforceable, all remaining provisions of this Agreement shall not be affected thereby and shall remain in full force and effect.

17.  Amendments. The parties may amend this Agreement only by the parties’ written Agreement with proper Notice. 

18.  Assignments

Neither party may assign or subcontract any rights or obligations in this Agreement without proper Notice, unless otherwise provided herein. 

19.  Titles

The titles and section headers in this Agreement are provided for convenience only and should not be construed as part of this Agreement. 

IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the date of purchase. By completing this transaction through Stripe, you agree to the terms above.