Agreement

AGREEMENT FOR SERVICES

This Agreement (“Agreement”) is made effective by and between Jen Michelle Coaching and Client.

1. DESCRIPTION OF SERVICES. Beginning on (Date) __________, Jen Michelle Coaching will provide to Client the following services described in the provision named ( “Services”).

2. PAYMENT. Payment shall be made in a timely manner and prior to the services rendered.

In addition to any other right or remedy provided by law, if Client fails to pay for the Services when due, Jen Michelle Coaching has the option to treat such failure to pay as a material breach of this Agreement, and may cancel this Agreement and/or seek legal remedies.

3. SERVICES/TERM. Individual Coaching and Group Coaching Sessions are offered. Each coaching session will be through a zoom meeting.
DISCLAIMER: THE SERVICES PROVIDED ARE NOT THERAPY SESSIONS, BUT
RATHER PROFESSIONAL COACHING SESSIONS. YOU WILL PARTICIPATE IN SUCH SESSIONS AT YOUR OWN RISK. THE DECISION TO ACCEPT THE INFORMATION PROVIDED IN EACH COACHING SESSION IS UP TO YOUR DISCRETION.

4. CANCELLATION POLICY. 24 hour notice is required for the cancellation of a session. Failure to notify within such timeframe will result in a full session charge.

5. REFUND POLICY. No Refunds will be provided for unused sessions.

6. WARRANTIES. Jen Michelle Coaching shall provide its services and meet its obligations under this Agreement in a timely and workmanlike manner, using knowledge and
recommendations for performing the services which meet generally acceptable standards in Jen Michelle Coaching community and region, and will provide a standard of care equal to, or superior to, care used by service providers similar to Jen Michelle Coaching on similar projects.

7. TERMINATION. This Agreement will terminate automatically upon completion by Jen Michelle Coaching of the Services required by this Agreement. Upon failure of complying with the terms in this agreement, Jen Michelle Coaching reserves the right to terminate this agreement.

8. DEFAULT. The occurrence of any of the following shall constitute a material default under this Agreement:

a. The failure to make a required payment when due.

b. The insolvency or bankruptcy of either party.

c. The subjection of any of either party’s property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or by any creditor or government agency.

d. The failure to make available or deliver the Services in the time and manner provided for in this Agreement.

9. REMEDIES ON DEFAULT. In addition to any and all other rights a party may have available according to law, if a party defaults by failing to substantially perform any provision, term or condition of this Agreement (including without limitation the failure to make a monetary payment when due), the other party may terminate the Agreement by providing written notice to the defaulting party. This notice shall describe with sufficient detail the nature of the default. The party receiving such notice shall have 10 days from the effective date of such notice to cure the default(s). Unless waived by a party providing notice, the failure to cure the default(s) within such time period shall result in the automatic termination of this Agreement.

10. FORCE MAJEURE. If performance of this Agreement or any obligation under this Agreement is prevented, restricted, or interfered with by causes beyond either party’s reasonable control (“Force Majeure”), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, plague, epidemic, pandemic, outbreaks of infectious disease or any other public health crisis, including quarantine or other employee restrictions, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.

11. DISPUTE RESOLUTION. The parties will attempt to resolve any dispute arising out of or relating to this Agreement through friendly negotiations amongst the parties. If the matter is not resolved by negotiation, the parties will resolve the dispute using the below Alternative Dispute Resolution (ADR) procedure.

Any controversies or disputes arising out of or relating to this Agreement will be submitted to mediation in accordance with any statutory rules of mediation. If mediation does not successfully resolve the dispute, the parties may proceed to seek an alternative form of resolution in accordance with any other rights and remedies afforded to them by law.

12. CONFIDENTIALITY. Client and its employees, agents, or representatives will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Client or divulge, disclose, or communicate in any manner, any information ,including but not limited to zoom session recordings, that are proprietary to Jen Michelle Coaching. Client and its employees, agents, and representatives will protect such information and treat it as strictly confidential. This provision will continue to be effective after the termination of this Agreement.

Upon termination of this Agreement, Client will return to Jen Michelle Coaching all records, notes, documentation and other items that were used, created, or controlled by Jen Michelle Coaching during the term of this Agreement.

13. NOTICE. Any notice or communication required or permitted under this Agreement shall be sufficiently given if delivered in person or by certified mail, return receipt requested, to the addresses listed above or to such other address as one party may have furnished to the other in writing. The notice shall be deemed received when delivered or signed for, or on the third day after mailing if not signed for.

14. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties regarding the subject matter of this Agreement, and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.

15. AMENDMENT. This Agreement may be modified or amended if the amendment is made in writing and signed by both parties.

16. SEVERABILITY. 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. If a 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.

17. WAIVER OF AGREEMENTUAL RIGHT. 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.

18. APPLICABLE LAW. This Agreement shall be governed by the laws of the State of Florida.

19. SIGNATORIES. This Agreement shall be signed on behalf of Client and on behalf of Jen Michelle Coaching by Owner and effective as of the date first above written.

By: __________________________________ Date: __________________
Client:

Service Provider:
Jen Michelle Coaching

By: ___________________________________ Date: __________________
Owner: Jennifer Underwood

NON-DISCLOSURE AGREEMENT

This Non-disclosure Agreement (this “Agreement”) is made effective as of
_________________ (the “Effective Date”), by and between Jen Michelle Coaching (the
“Business”), and _________________________ (the “Client”)

Information will be disclosed to Client as part of all the services rendered.
The Business has requested and the Client agrees that the Client will protect the confidential material and information which may be disclosed between the Business and the Client. Therefore, the parties agree as follows:

I. CONFIDENTIAL INFORMATION. The term “Confidential Information” means any information or material which is proprietary to the Business, whether or not owned or developed by the Business, which is not generally known other than by the Business, and which the Client may obtain through any direct or indirect contact with the Business. Regardless of whether specifically identified as confidential or proprietary, Confidential Information shall include any information provided by the Business concerning the business, technology and information of the Business and any third party with which the Business deals, including, without limitation, business records and plans, trade secrets, technical data, product ideas, contracts, financial information, pricing structure, discounts, computer programs and listings, source code and/or object code, copyrights and intellectual property, inventions, sales leads, strategic alliances, partners, and customer and client lists. The nature of the information and the manner of disclosure are such that a reasonable person would understand it to be confidential.

II. PROTECTION OF CONFIDENTIAL INFORMATION. The Client understands and
acknowledges that the Confidential Information has been developed or obtained by the Business by the investment of significant time, effort and expense, and that the Confidential Information is a valuable, special and unique asset of the Business which provides the Business with a significant competitive advantage, and needs to be protected from improper disclosure. In consideration for the receipt by the Client of the Confidential Information, the Client agrees as follows:

A. No Disclosure. The Client will hold the Confidential Information in confidence and will not disclose the Confidential Information to any person or entity (entities include but are not limited to Facebook, Instagram, YouTube, Pinterest, Snapchat, Websites, Blogs) without the prior written consent of the Business.

B. No Copying/Modifying. The Client will not copy or modify any Confidential Information without the prior written consent of the Business.

C. Unauthorized Use. The Client shall promptly advise the Business if the Client becomes aware of any possible unauthorized disclosure or use of the Confidential Information.

III. UNAUTHORIZED DISCLOSURE OF INFORMATION – INJUNCTION. If it appears that the Client has disclosed (or has threatened to disclose) Confidential Information in violation of this Agreement, the Business shall be entitled to an injunction to restrain the Client from disclosing the Confidential Information in whole or in part. The Business shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages.

IV. NON-CIRCUMVENTION. For a period of one (1) year after the end of the term of this Agreement, the Client will not attempt to do business with, or otherwise solicit any business contacts found or otherwise referred by Business to Client for the purpose of circumventing, the result of which shall be to prevent the Business from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Business. If such circumvention shall occur the Business shall be entitled to any commissions due pursuant to this Agreement or relating to such transaction.

V. RETURN OF CONFIDENTIAL INFORMATION. Upon the written request of the
Business, the Client shall return to the Business all written materials containing the Confidential Information. The Client shall also deliver to the Business written statements signed by the Client certifying that all materials have been returned within five (5) days of receipt of the request.

VI. RELATIONSHIP OF PARTIES. Neither party has an obligation under this Agreement to purchase any service or item from the other party, or commercially offer any products using or incorporating the Confidential Information. This Agreement does not create any agency, partnership, or joint venture.

VII. NO WARRANTY. The Client acknowledges and agrees that the Confidential Information is provided on an “AS IS” basis. THE BUSINESS MAKES NO WARRANTIES, EXPRESS OR
IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY
EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT
SHALL THE BUSINESS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION.
The Business does not represent or warrant that any product or business plans disclosed to the Client will be marketed or carried out as disclosed, or at all. Any actions taken by the Client in response to the disclosure of the Confidential Information shall be solely at the risk of the Client.

VIII. INDEMNITY. Each party agrees to defend, indemnify, and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives, and employees from any and all third party claims, demands, liabilities, costs and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation, or warranty under this Agreement.

IX. ATTORNEY’S FEES. In any legal action between the parties concerning this Agreement, the prevailing party shall be entitled to recover reasonable attorney’s fees and costs.
X. TERM. The obligations of this Agreement shall survive so long as services are retained, from the Effective Date or until the Business sends the Client written notice releasing the Client from this Agreement. After that, the Client must continue to protect the Confidential Information that was received during the term of this Agreement from unauthorized use or disclosure for an additional Forever.

XI. GENERAL PROVISIONS. This Agreement sets forth the entire understanding of the parties regarding confidentiality. Any amendments must be in writing and signed by both parties. This Agreement shall be construed under the laws of the State of Florida. This Agreement shall not be assignable by either party. Neither party may delegate its duties under this Agreement without the prior written consent of the other party. The confidentiality provisions of this Agreement shall remain in full force and effect at all times in accordance with the term of this Agreement. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the remaining portions of this Agreement shall remain in full force and effect and construed so as to best effectuate the original intent and purpose of this Agreement.

XII. SIGNATORIES. This Agreement shall be executed by Jennifer Underwood, Business, on behalf of Jen Michelle Coaching and Client and delivered in the manner prescribed by law as of the date first written above.

BUSINESS: Jen Michelle Coaching

By:_______________________________ Date: ________________________ Business: Jennifer Underwood

CLIENT:

By:_______________________________ Date: ________________________
Client: