TERMS & CONDITIONS :
1.The Programme
1.1 By entering into this Agreement the Client understands and accepts that they are entering into a 12-month group coaching arrangement (the “Programme”) which is to be delivered by way of weekly LIVE group coaching sessions and Monthly Masterclasses. (the “Sessions”).
1.2 The total cost of the Programme which the Client shall pay is $1997 (the Fee”) the fee Payable before commencement OR
- a) by suitable payment plan arranged between the client and the coach
1.3 The Client agrees to make payment of the Fee to the Coach in accordance with the payment terms set out in Schedule 2 to this Agreement.
1.4 Where a payment plan has been agreed for payment of the Fee then the details of such plan and the relevant instalments shall be set out in Schedule 1.2 to this Agreement.
1.5 The Fee is to be paid to the Coach via Quickbooks invoice or Kajabi/Stripe checkout through the online platform. Once cleared payment of the Fee (or cleared payment of the first instalment if a payment plan is agreed) is received by the Coach, the Coach shall provide a receipt to the Client and commence with a discovery pack.
2.The Services
2.1 The services to be provided by the Coach as part of the Programme shall include: coaching, mentoring and support services (“the Services”) which are designed to support the Client in achieving growth within yourself and your business.
2.2 In delivering the Services the Coach agrees to provide them with reasonable care and skill.
2.3 In delivering the Services the Coach may engage the services of their employees, contractors, and other third-party providers as necessary.
2.4 The Coach will deliver the Services by way of Live Group Mentoring Sessions. The Sessions will take place by weekly zoom meetings, monthly masterclasses, the online membership portal digital content and assessments.
2.5 The Client understands and accepts that it is the Client’s responsibility to follow the programme and complete all assessments provided to them via the online platform before moving onto their next Session.
2.6 In the event the Coach is unable to attend a scheduled Session then the Coach will make all reasonable attempts to provide the Client with as much notice as possible and shall ensure that either the Session is rescheduled to a mutually convenient time or provide a professional replacement coach for that session.
2.7 The Client understands and accepts that it is the Client’s responsibility to attend the Sessions at the agreed time and attend all classes available to him/her. All sessions however will be recorded and loaded into the google drive for future playback and review. Each student gains free lifetime access to these recordings.
2.8 The Client accepts that in the event the Client fails to attend any Bonus 1:1 session offered without giving 24 hours’ notice of cancellation, the Client shall forfeit the right to that Session and no refunds will be given.
2.9 In addition to the Services set out at Clause 2.1 above, for the duration of the Programme, the Coach and her team agrees to be available to the Client by email at [email protected]. The Coach or her team shall use all reasonable endeavours to respond to email messages within 48 hours of receipt.
2.10 Should the Client require any further services in addition to the scheduled group Sessions, the contact set out at Clause 2.9 above, or otherwise as set out within this Agreement then such contact will be in addition to the Services agreed herein and a further agreement will need to be arranged and separate terms agreed.
2.11 In the event that the Client is invited to attend virtual retreats events or similar then the Client shall be responsible for arranging and funding their own travel and accommodation in order to participate in such activities.
2.12 The Coach reserves the right to make amendments, revisions or changes to the Programme or cancel, amend, change or reschedule any part of the Programme as is reasonably required by the Coach. The Coach shall not be liable to the Client for any changes or cancellations that are made.
3. Client’s Obligations
3.1 The Client accepts and acknowledges that entering into this Agreement does not establish any form of legal business relationship and that the Coach is only liable to the Client in respect of the Services provided and to the extent as set out herein.
3.2 The Client accepts that as part of the Client’s participation in the Programme they may be required to review and make decisions concerning their personal and home life, business and career, finances, lifestyle, education and development and health and wellness and that any such reviews, subsequent decisions, implementation, and action will be the sole responsibility of the Client.
3.3 The Client accepts and understands that they are solely responsible for making decisions and taking appropriate action because of any matters reviewed or discussed during the Programme and that the Coach shall not be liable for the Client’s failure to make decisions, put into action plans or strategy, or for any results whether direct or indirect arising out of the Client’s participation in the Programme.
3.4 In the event that the Client is currently undergoing medical or other professional help concerning their mental health then the Client should inform their practitioner of the existence of this Agreement and the extent of the Services being provided and inform the Coach if appropriate and relevant.
3.5 The Client acknowledges that it is their responsibility to attend the Sessions as agreed and during such Sessions to participate fully and communicate openly and honestly.
3.6 In the event the Client has any concerns as to the Coach’s delivery of the Services or the Client’s participation in the Programme in any way the Client agrees to notify the Coach of such concerns by email as soon as possible. The Coach agrees that upon receipt of notification of such concerns that the Coach will use all reasonable efforts to work with the Client to resolve the Client’s concerns.
3.7 The Client understands that, once signed, this Agreement can only be cancelled or terminated in accordance with the relevant provisions contained within this Agreement and that refunds only apply as set out in Clause 5.
3.8 The Client confirms that all information provided to the Coach, including information which is personal and/or confidential, is true, correct, up to date and complete.
3.9 The Client agrees and understands that participation in the Programme does not guarantee results or success. As part of the Programme the Client will have access to information, resources, people and support all designed to benefit the Client but it is the Client’s responsibility to take action and to implement the necessary information received and/or skills or tools shared.
3.10 The Client accepts and understands that any materials and information provided during the Programme and delivery of the Services is for general information purposes only and does not constitute legal or financial advice.
3.11 The Client agrees that they will not canvass, promote, or advertise their products or services to any employee, client or contractor of the Coach or use their participation within the Programme to canvass, promote or advertise their products or services without the Coach’s express consent, such consent not to be unreasonably withheld.
3.12 The Client agrees that during the Programme and for a period of 12 months afterwards, that they shall not solicit any of the Coach’s clients or prospective clients without the Coach’s express consent, such consent not to be unreasonably withheld.
3.13 The Client agrees that for the duration of the Programme and for a period of 24 months afterwards, that the Client will not employ, engage or attempt to induce, employ, solicit or entice away from the Coach any of the Coach’s employees, or contractors that were engaged, employed or contracted to the Coach at any point during the period of the Programme without the Coach’s express consent in writing, such consent not to be unreasonably withheld.
3.14 The Client agrees to indemnify and hold harmless the Coach for any action taken against the Coach due to the Client’s violation or disregard of: a) any provision of this Agreement; b) the Client’s participation in any way in the Programme.
4. Late Payment
4.1 The Client is responsible for ensuring that Payment of the Fee or any instalment of the Fee is paid in full and on time in accordance with the payment terms set out in Schedule 2 to this Agreement.
4.2 If payment of the Fee or any instalment of the Fee is beyond 7 days overdue, then the Coach shall be entitled to any or all of the following remedies:
4.2.1 to withhold delivery of Services until payment has been made in respect of the outstanding amount.
4.2.2 to apply a fixed sum charge of $60 to the Client’s account.
4.2.3 to apply interest to the Client’s account daily as from the date payment is due until full payment (including accrued interest) is received by the Coach. Interest will be calculated on the outstanding Fee at a rate of 8% over the Bank of Australia base rate from time to time.
4.3 In the event a Client's account is beyond 30 days overdue the Coach shall be entitled to instruct a collection agent or solicitor to seek recovery of the Fee along with interest and any accrued costs incurred.
5.Refund Policy
5.1 No refund policy shall apply to the Client’s purchase of the Live Mentoring or Coaching Programme. This is a LIVE coaching program with access to your coach on a weekly basis.
6. Termination
6.1 This Agreement may be terminated by either party providing written notice in accordance with the terms of this Agreement in the following circumstances: a) either Party commits a material breach, and in the event that it is a breach being capable of remedy, the Party in breach fails to remedy the breach within 14 days of being notified of the breach by the other Party; or b) either Party commits a material breach which is incapable of being remedied;
6.2 The Coach will be entitled to limit the Services or suspend, and/or terminate the Agreement without refund of any Fee, whether paid or remaining due and payable, if the Coach reasonably determines that the Client:
6.2.1 is becoming disengaged, disruptive or if the Client impairs the participation or progress of the Programme and/or provision of the Services. For the purposes of this Agreement the terms disengaged and disruptive shall be given their ordinary dictionary meaning and examples of such behaviour shall include, but not be limited to, displaying a lack of interest in the Services, repeatedly requesting Sessions to be rescheduled without reasonable justification or reason, failing to positively contribute to discussions during Sessions or other contact, repeatedly ignoring or failing to respond to emails or other messages, communicating in a way which is abusive or intended to cause offence; and/or
6.2.2 is failing to follow or abide by any of the terms set out within this Agreement or any other terms or guidelines as may be agreed whether such action constitutes a material breach or not.
6.3 Upon termination for any reason, the Client’s access to all Services, access to any private social media accounts or groups, and any other online resources, will be removed, unless expressly agreed otherwise. The Coach will not be liable to the Client for any claims relating to the removal of that access.
7. Confidentiality, Intellectual Property and Data Protection
7.1 In order to maximise the efficiency and results of the Programme the Client accepts that they will be encouraged to disclose personal and / or confidential information. The Coach understands and respects the value of such information and shall not, either directly or indirectly, communicate or disclose, make available to, or use for his/her own benefit or for the benefit of any other person or entity, the Client’s Confidential Information. For the purposes of this Agreement Confidential Information shall include, but not be limited to ideas, know-how, business practices, concepts and techniques, plans, trade secrets, and other confidential and/or proprietary information (collectively, “Confidential Information”).
7.2 Confidential Information for the purposes of this Agreement excludes any information that: a) was already known to the Coach prior to being provided with that information by the Client; b) is already accessible in the public domain; c) is provided to the Coach by a third party separately from this Agreement and without any breach of the terms of this Agreement; or d) is produced, developed or collated by the Coach independently of the Client and without any breach of the terms of this Agreement.
7.3 By entering into this Agreement the Client hereby agrees and undertakes that from the date of this Agreement.
7.3.1 not to infringe any of the Coach’s copyrights, patents, trademarks, trade secrets or other intellectual property rights.
7.3.2 that any Confidential Information disclosed by the Coach is confidential and proprietary, and belongs solely and exclusively to the Coach;
7.3.3 not to disclose, communicate, make available to or use for his/her own benefit, whether directly or indirectly the Coach’s Confidential Information other than in discussion during Programme sessions.
7.3.4 that all materials, content, documents, video and audio recordings, presentations, resources, downloads, podcasts, workbooks, handouts and any other information and data provided by the Coach is the Coach’s confidential and proprietary intellectual property and belongs solely and exclusively to the Coach, and may only be used by the Client as expressly authorised by the Coach and that nothing within this Agreement constitutes a transfer of any intellectual property or grant of a licence or any right to use unless expressly set out in this Agreement or expressly agreed by the Coach in writing.
7.3.5 the reproduction, distribution, and/or sale of any information or materials provided during provision of the Services or at any time thereafter by anyone but the Coach is strictly prohibited. The Client agrees that in the event of any breach of their obligations contained in this Agreement then damages, loss or irreparable harm may arise and that in such circumstances the Coach will be entitled to seek relief, including injunctive relief against the Client.
7.4 As part of delivery of the Services the Coach will provide certain materials and resources under licence. These materials shall include, but not be limited to, Programme handouts, workbooks, Programme materials and resources. Where any of the materials and resources provided by the Coach contain intellectual property belonging to a third party and not the Coach, the use of that material will be governed by that third party’s terms and it shall be the Client’s responsibility to seek consent to use that material. The Coach will not be liable to the Client in respect of the Client’s use or attempted use of materials which contain intellectual property belonging to a Third Party.
7.5 The Coach will grant to the Client a personal, limited, non-transferable, nonexclusive, revocable licence to access and use the materials and resources provided as part of the Programme solely for the Client’s business purposes and for the purposes as intended by this Agreement.
7.6 The Client must not use any of the materials or resources provided by the Coach during delivery of the Programme for: a) any commercial purpose or benefit without first obtaining the Coach’s express written permission and relevant licence if applicable; b) any purposes which are unlawful, would cause harm or distress to another person or would cause damage to our business or reputation.
7.7 No recording of any of the Programme Sessions or any live webinars or video resources that are shared by the Coach, is permitted without the Coach’s express consent.
7.8 In respect of the Services to be provided under this Agreement each party agrees that in relation to any information, whether confidential or not, that is shared between the Parties that they shall be individually responsible to comply with any and all relevant data protection laws and legislation.
7.9 Any information or data that is provided by the Client pursuant to this Agreement, including personal data and Confidential Information, will be maintained by the Coach and stored, accessed and processed in accordance with recognised data protection legislation. For full details of how the Coach processes personal data, reference should be made to the Privacy Notice displayed at www.elisajames.com
7.10 Both Parties agree to take appropriate steps to keep all Confidential information safe and secure and to protect against loss and destruction, including accidental, and any unlawful or unauthorised processing.
7.11 Both Parties agree to provide a copy of all personal information held upon receipt of a proper and reasonable data request. Any such request shall be dealt with in a reasonable time.
7.12 All documentation and information provided to the Coach during the Programme will be retained in accordance with relevant retention guidance for a period of no less than 6 years.
7.13 The obligations set out within this Clause 7 shall survive the termination of this Agreement.
8. Liability
8.1 The Coach has made every effort to accurately represent the Programme and the Services. Any testimonials and/or examples of results experienced are not intended to represent or guarantee that anyone will achieve the same or similar results. Everyone’s success depends on many factors, including his or her background, dedication, desire, and motivation. As with any business endeavour, there is an inherent risk of loss of capital and the Coach makes no guarantee, representation, or warranty with respect to the Services provided.
8.2 The Coach will not be liable to the Client for any indirect, consequential, or special damages.
8.3 In the event damages are incurred by the Client because of the Coach’s default or violation of any of the terms of this Agreement, the Coach’s entire liability under this Agreement is limited to the amount paid by the Client to the Coach as at the time the loss is sustained.
8.4 During the term of this Agreement and at any time thereafter, the Client agrees to take no action which is intended, or would reasonably be expected, to harm the Coach, his agents, employees, contractors, or clients, or its or their reputation or which would reasonably be expected to lead to unwanted or unfavourable publicity to the Coach, his agents, employees, contractors, or clients.
8.5 In the event a dispute arises in connection with this Agreement and the provision of the Services which is incapable of being resolved by mutual consent then the Parties agree to submit the matter for mediation by an independent mediator. In the event a resolution is still not possible following mediation then legal action shall be commenced.
8.6 The Parties agree that they have adequate Insurance cover to meet any liabilities that may arise in connection with this Agreement.
9. Notice
9.1 Where reference in this Agreement is made to the provision of a notice then any such notice shall be validly served if sent by email, or first-class post to the address of the other party as set out in this Agreement and shall be deemed served as follows:
9.1.1 if sent by email, upon receipt of a valid delivery notification, if prior to 5pm AEST Australia time, or at 9am the following business day;
9.1.2 if by post, on the second business day after posting.
10.General
10.1 The failure of either Party to actively enforce any provision of this Agreement shall not prevent that party from subsequently seeking to enforce any term or obligation of this Agreement and any such failure shall not constitute a waiver, diminution, or limitation of any right.
10.2 In the event any provision of this Agreement is deemed to be invalid, or unenforceable for any reason then that provision shall be struck out and the remaining provisions shall remain valid and enforceable.
10.3 This is the entire agreement between the Parties and supersedes all other negotiations, drafts, correspondence, and discussions prior to the execution of this Agreement.
10.4 Every effort will be made to carry out this Agreement and provide the Services, but the Coach shall not be liable for any delay or failure in provision of the Services should the Coach be prevented or delayed by reason of an Act of God, Strike, War, Riots, Lock Outs, Fire, Flood, Accident, Delays in Transit, any Act or Omission of a Telecommunications officer or Third Party Supplier of Services, or any other circumstances beyond the Coach’s control. In such circumstances time of delivery of Services shall be extended until a reasonable time after the
event preventing or interfering with the due execution, and under no circumstances will the Coach be liable for any loss or damage suffered by the Client as a result thereof.
10.5 The Coach acknowledges the importance of telecommunications to the delivery of the Programme and agrees to use all reasonable endeavours to provide reasonable contingency provisions to limit any impact or delay which may be caused to the provision of the Services by delay or failure of Telecommunications services. Nothing in this provision will affect the application of this clause where an unexpected event occurs.
10.6 This Agreement is formed in Australia the principal place of business for the Coach and this Agreement and the rights of the parties to this Agreement shall be governed by the laws of Australia. The Parties to this Agreement submit to the exclusive jurisdiction of the Courts of Australia and the laws from time to time in force.
10.7 The Client agrees that no other representations have been made by the Coach to induce the Client into entering into this Agreement and no modification to the terms of this Agreement shall be effective unless in writing and signed by both parties
10.8 Save as provided for in clause 8.4 the Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement.
10.9 The Client acknowledges that he/she has been given sufficient time to seek legal advice prior to entering into this Agreement. I confirm that my signature indicates my full understanding and agreement with the information outlined above.