CONSULTING AGREEMENT
Consulting Agreement for coaching sessions, Between The Lighthouse Network LLC and Client, Legal Disclaimer , Updated April 16, 20024This Consulting Agreement (this “Agreement”) is made as of the Effective Date by and between and The Lighthouse Network LLC (the “Consultant”) and (the “Client”). This Agreement is effective upon execution of the purchase of the coaching session, by the last of the Parties to sign (the “Effective Date”). In consideration of the mutual covenants and agreements contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:
1. Services
Client hereby retains Consultant to provide coaching and other services (the “Services”) as described on a “Scope of Work” in the form of Exhibit A attached to and by this reference incorporated into this Agreement which has been agreed to and executed by the Parties, and Consultant hereby accepts this engagement, pursuant to the terms and conditions of this Agreement. If the Parties desire to amend or expand the Services, the Parties shall prepare and sign an amended Scope of Work prior to Consultant’s performance of such amended or expanded services.
2. Consultant Availability and Schedule.
Coaching appointments are scheduled at the mutual convenience of both Parties and may be held in-person, online, or by telephone. Consultant will be available to Client by email and voicemail in-between scheduled meetings during the hours of 9:00am and 5:00pm Monday through Friday and will strive to respond to Client within __2_ business days. Consultant may also be available for additional time, per Client’s request at the Consultant’s hourly rate or other agreed upon fee.
3. Cancellations
Client must give at least 24 hours notice if Client needs to cancel or reschedule a coaching appointment, and Consultant will use best efforts to reschedule the coaching appointment. Cancellation with less than 24 hours notice and/or no-show appointments are billed to the Client in full.
4. Fees and Payment Terms
Retainer. (Only applicable if retainer is required) Prior to Consultant commencing the Services, Client shall pay a retainer in the amount of $______________________ (the “Retainer”). Consultant will hold the Retainer during the Term and may apply the Retainer to any outstanding invoice not paid when due. Any remainder of the Retainer not applied to any outstanding invoice shall be returned to Client upon expiration or termination of the Term as long as Client is not in default under this Agreement.
b. Fees on Scope of Work. Client shall pay to Consultant for the Services the fees stated on each agreed upon Scope of Work pursuant to the schedule of payments stated on such Scope of Work.
c. Hourly Rate. $225. In addition to any other fees due under this Agreement, the Parties may agree upon an hourly rate for the Services (the “Hourly RATE $225”) by stating such Hourly Rate in any agreed upon Scope of Work. If the Parties agree to an Hourly Rate for any Services, Consultant will invoice Client at the conclusion of each month in which Services are provided, which invoice shall state the number of hours worked in such month and include a reasonable description of the Services provided. Consultant may require that a deposit be paid for any agreed upon Services prior to commencing to provide such
5. Client Responsibilities
Client is solely responsible for Client’s own physical, mental, and emotional well-being, decisions, choices, actions, and results arising out of or resulting from the coaching relationship.
b. Client understands and agrees that coaching is not therapy and does not substitute for therapy and does not prevent, cure, or treat any mental disorder or medical disease.
c. Client shall maintain communications with Consultant and promptly respond to any requests and/or communications from Consultant relating to the Services.
6. Independent Contractor.
Consultant is an independent contractor, engaged in a distinct, independent business. Consultant will use its own equipment, tools, and material to perform the Services. Each Party is responsible for its own taxes, insurance, and compliance with applicable laws. No employer-employee relationship exists or is intended to be created between the Parties. Nothing in this Agreement or any Scope of Work shall prohibit Consultant from working for or providing Services to any other person or entity, including a person or entity directly competitive with Client. Consultant may provide services to others concurrently with Consultant’s provision of Services to Client. Nothing in this Agreement shall create any association, partnership, employment, joint venture, or agency relationship between the Parties, and the Parties shall not have the right or authority to create any obligations of any kind for the other Party, make any representation or warranty on behalf of the other Party, or to bind the other Party in any respect.
7. Mutual Nondisclosure
The Parties may discuss future plans, business affairs, customer lists, financial information, job information, goals, personal information, and other private information. Consultant will not voluntarily communicate the Client’s information to a third party unless the Consultant is required to do so by law, or if Consultant reasonably believes there to be an imminent or likely risk of danger or harm to the Client or others. Client agrees not to disclose or communicate information about Consultant’s practice, materials, or methods to third parties without Consultant’s express written consent.
8. Term and Termination
The Term of this Agreement commences on the Effective Date and continues until expiration or termination pursuant to this Section. If any agreed upon Scope of Work includes an end date, the Term shall expire automatically after such date unless the Parties agree to extend the Term in writing. Consultant may
terminate this Agreement by delivering written notice to Client at any time. If Consultant terminates pursuant to this Section, Consultant shall refund to Client any amounts which have been paid to Consultant for Services not rendered. Client may terminate this Agreement and Consultant’s provision of Services at any time upon fourteen (14) days written notice to Consultant, provided that no such termination shall release Client from the obligation to pay or entitle Client to any refund for any portion of the fees due or paid, as applicable, for Services rendered pursuant to any Scope of Work approved by Client. In the event of termination of this Agreement by either Party for any reason, Client shall remain obligated to pay all accrued amounts due up to the effective date of termination, and Consultant shall be entitled to invoice Client for all Services provided up to the effective date of termination. Sections 7 through 10 shall survive termination of this Agreement.
9. Indemnification
To the fullest extent permitted by law, Client shall indemnify, defend, and hold harmless Consultant and its employees, consultants, contractors, or other individuals associated with Consultant, from any and all claims, demands, causes of action, and liabilities of any kind and nature whatsoever arising out of or in connection with Consultant’s performance of the Services, this Agreement, and any violation of Client’s obligations and representations in this Agreement. This indemnification shall extend to claims occurring after this Agreement is terminated as well as while it is in force. The indemnity shall apply regardless of any act or omission of Consultant, or its agents or employees, but Client shall not be obligated to indemnify any party for claims arising from the gross negligence or willful misconduct of such party or their agents or employees.
10. Limited Liability
Except as expressly provided in this Agreement, Consultant makes no guarantees, representations, or warranties of any kind or nature, express or implied with respect to the Services agreed upon and rendered. In no event shall Consultant be liable to the Client for any indirect, consequential, or special damages. Notwithstanding any damages that Client may incur, Consultant’s entire lability under this Agreement, and the Client’s exclusive remedy, shall be limited to the amount actually paid by Client to Consultant for the provision of Services under this Agreement for all Services rendered through and including the termination date.
11. Notices
All notices required or permitted to be sent under this Agreement shall be in writing and sent to the address of the recipient listed on the signature page of this Agreement (unless and until the recipient provides a new address for delivery of notices in writing), and also sent via email. Any such notice may be delivered by hand, by overnight courier, or certified mail with return receipt and will be deemed to have been received (1) if delivered by hand – at the time of delivery, (2) if delivered by overnight courier – 24 hours after the date of delivery to courier with evidence from the courier, or (3) if delivered by certified mail with return receipt – the date as verified on the return receipt.
12. Attorneys’ Fees
In any dispute relating to this Agreement or the Services, the prevailing Party shall be entitled to an award of its reasonable attorney fees and costs.
13. Miscellaneous
This Agreement constitutes the entire agreement and understanding of the Parties with respect to the subject matter of this Agreement and supersedes all prior understandings and agreements, written or oral, among the Parties with respect to such subject matter. Except as expressly provided in this Agreement, no term or condition of this Agreement may be amended or deemed waived, except by a writing signed by the Parties that refers to this Agreement. This Agreement may be executed in identical duplicate counterparts, each of which, when so executed, will be deemed
an original, but all of which will constitute one and the same agreement. This Agreement may be executed by electronic signatures. If any term or part of a term of this Agreement is invalid, illegal, or unenforceable, such provisions may be stricken and the rest of the Agreement shall remain in effect. This Agreement shall be governed by and construed in accordance with the laws of the state of Idaho, without regard to conflict of laws principles. Any claim arising out of this Agreement, including tort claims, must be resolved in Canyon County, Idaho. Any provision or condition of this Agreement may be waived at any time, in writing, by the Party entitled to the benefit of such provision or condition. Waiver of any breach of any provision, whether express or by inaction, will not be a waiver of any succeeding breach of the provision or a waiver of the provision itself or any other provision. Any person signing this Agreement on behalf of a Party represents that it has the full authority to sign this Agreement and to bind such Party hereto.