THIS AGREEMENTis made between Youand Heath Myers t/as Agent of Change Coaching and Consulting 72874367015 of 7/23 Dudley St Eltham Victoria 3095 (AOC) and governs your use of the resources that are provided to you as part of the Coaching Services.
- Definitions and Interpretation
- In this agreement the following definitions apply, except where the context otherwise requires:
Business Daymeans a day that is not a Saturday, a Sunday, or a public holiday in the principal place of business of a party.
Coaching Servicesmeans the provision of personal coaching services by the Founder as part of your participation in the Program including the benefits set out in paragraph 2 of this Agreement.
Commencement Datemeans the date on which you register for the Program.
Feemeans the fee payable for the Coaching Services as agreed.
Foundermeans Heath Myers.
Intellectual Property Rights means any and all intellectual and commercial property rights throughout the world including, without limitation, copyright, the Trade Marks and any other trade marks whether registered or unregistered, designs, patents, the right to keep confidential information confidential, know-how and trade secrets, whether or not now existing and whether or not registered or registrable and includes applications for and any right to apply for registration of such rights and includes all renewals and extensions.
Materialsmeans the audio, video, written and printed materials provided by AOC to you to as part of the Coaching Services which will either be handed to in person to You, made accessible online to download or be sent to you via email.
Programmeans the Agent of Change Mastery Matrix™ program inclusive of the Next Level Live Breakthrough Events, Inner Essence Peak State Practice events and the Mastery Matrix Facebook Group.
Membership Time Periodmeans the time period of membership from the Commencement Date during which you will be entitled to claim the benefit of the Coaching Services unless otherwise agreed between us.
Trade Marksmeans all registered and unregistered trade marks of in the name of Heath Myers and AOC and any other marks used by Heath Myers and AOC from time to time.
- Coaching Services
2.1 The Coaching Services offered by AOC include the following (unless stipulated otherwise):
– as indicated per service negotiated and invoiced for or stipulated in the enrolment process
- What AOC does and does not do
- AOC will provide high quality, professional and personal Coaching Services to you within the agreed Membership Time Period.
- AOC will use its best efforts to provide the Coaching Services at the agreed times. You understand that the Coaching Services are provided by the Founder personally and there may be times when the Founder is unexpectedly unable to meet appointments or training schedules.
- AOC will use its reasonable efforts to help you think, feel and act in alignment with your potential and purpose so you can achieve more impact in your business, profession and life. The benefits you obtain under this agreement will depend on your engagement with the Program and your continued application of the principles and techniques you learn.
- AOC does not give any guarantees about the results you will achieve, including the growth of your business.
- AOC warrants that the Founder is a:
- qualified trainer and assessor, master results coach, master NLP (neuro-linguistic programming) practitioner, holistic health practitioner and trained martial artist and is capable of providing the Coaching Services; and
- member of the International Institute for Complimentary Therapists (IICT)
- As part of the Coaching Services, AOC will provide you with access to online and downloadable Materials.
- You agree that all Intellectual Property Rights in the Program, Materials, Trade Marks and the various components of the Coaching Services provided to you are owned by Heath Myers and AOC.
- For the purposes of clause 4.1, AOC gives you a non-exclusive licence to use the Materials for your own personal use. For the avoidance of doubt, you have no authority to reproduce or authorise the reproduction by a third party, in whole or in part, of any of the Materials.
- Fees and payment
- You agree to pay any negotiated AOC Fees in full either as an upfront payment or in accordance with the payment schedule set out in Schedule 1 below.
- No part of the Fee is refundable unless otherwise agreed. By entering this agreement you have agreed to receive all of the Coaching Services and participate in the entire Program. If you decide not to take the benefit of all of the Coaching Services or cease participation in the Program, for whatever reason, you agree to pay the full Fee in its entirety unless otherwise agreed in writing with AOC.
- The Fee must be paid using one of AOC’s approved payment methods, which may include Stripe, Chargebee, PayPal and Ezidebit at AOC’s discretion.
- AOC will issue to You an invoice for the full Fee amount via e-mail upon payment of your deposit.
- If you are on a payment plan with AOC for the Coaching Services (in accordance with Schedule 1 to this Agreement) AOC’s payment agent (either Ezidebit, Stripe or Chargebee) will issue a receipt for each payment on the day of the payment.
- If you stop paying the Fee, for any reason, your ability to access the Coaching Services may be terminated in accordance with clause 7 or suspended until all outstanding amounts are paid. If the issue of settling any outstanding payments is not sufficiently remedied through negotiation with AOC we may also engage a debt recovery agency of our choice to collect the outstanding amounts.
- What You agree to do
- You agree to:
- participate in and be present for all aspects of the Program and the Coaching Services provided to you, where reasonably possible;
- stay engaged with the process provided under the Coaching Services and be responsible for attending your coaching engagements with AOC and maintain contact with AOC in the Mastery Matrix Facebook Group;
- to the best of your ability, actively apply yourself in all activities and techniques given to you including all actions, tasks, activities and home-play set within the Program;
- be honest with yourself, have fun and complete all tasks which are given to you by AOC when providing the Coaching Services;
- hold yourself fully accountable for achieving your desired results and meeting your own expectations from receiving the Coaching Services;
- put the learning, insights and techniques you have been taught by AOC into responsible actions for yourself;
- ask for help if needed; and
- attend any personal appointments and meetings set with AOC during the Membership Time Period.
- You must not:
- use any of the Materials other than for your own personal use;
- copy, reproduce or distribute any of the Materials without AOC’s prior written consent;
- train, employ or otherwise engage anyone else to deliver the Program;
- permit anyone else to use or reproduce, in part or in whole, the Materials;
- share your log in details with any third person or permit anyone else to access the Program or Materials via your account;
- do anything that would adversely affect AOC’s image and reputation in the Program;
- alter, obliterate or in any way tamper with the Trade Marks as they appear on the Materials.
- You agree that while participation in the Program can be fun and motivational, the processes may be personally challenging and that there may be occasions on which you feel emotional or tired after participating in a particular part of the Program.
- This agreement commences on the Commencement Date and unless terminated in accordance with clauses 7.2 or 7.3, will continue until the expiry of the Membership Time Period in accordance with your Commencement Date.
- AOC may terminate this agreement immediately by written notice to the other party:
- if that other party breaches a material term of this agreement and fails to remedy the breach within 14 Business Days after being given notice of the breach;
- if that other party breaches a material term of this agreement which is not capable of remedy; or
- the other party cannot pay its debts when they fall due or has entered into any form of insolvency, liquidation or external administration, whether voluntary or involuntary, formal or otherwise.
- AOC may terminate this agreement without cause on 14 days’ written notice to you. If this occurs, AOC will refund any part of the Fee that has been paid for Coaching Services not yet provided less the cost of the Next Level™ 3 Day Breakthrough Event (event valued at $3300 incl. GST) but not including the Fee for any Coaching Services already provided. You agree, if necessary, to pay for the Coaching Services and Membership already provided and for the Next Level™ Live 3 Day Breakthrough Event.
- Any times set for 1-on-1 coaching sessions or other appointments may be changed by either party giving at least one (1) hours’ notice to the other party.
- A session or appointment time will not be confirmed as changed until you receive written confirmation from AOC to this effect.
- If you do not attend your one-on-one session or appointment and you did not get the confirmation of change referred to in clause 8.2, AOC may charge a cancellation fee of up to $150 including GST. AOC will take into account the reason for your non-attendance when deciding whether or not to charge a cancellation fee.
- You may change the nominated Next Level Live 3 Day Event date registered for up to three (3) weeks before the event date. If you reschedule your next Level Live 3 Day Event after 3 weeks, for whatever reason, you will incur a cancellation and administration fee of $250 including GST.
- Health and personal risk
- You must notify AOC of any physical, emotional, mental or medical issues that you have, or any specific medical instructions you have received from a health practitioner, or of any medication that you take which may impact upon your health, wellbeing or enjoyment of participating in the Program.
- The Inner Essence™ practices which form part of the Coaching Services provided, may involve known and unanticipated risks that could result in physical or emotional injury. You are responsible for your own physical health and must be aware of your own capabilities. You must only engage in exercises or activities to the extent to which you consider they are safe and reasonable for you.
- Except as expressly set out in this agreement, and subject to any guarantees, warranties, terms or conditions that by law may not be excluded, all guarantees, warranties, terms and conditions implied by law or otherwise relating to the Coaching Services provided by AOC under this agreement are excluded.
- To the extent permitted by law, AOC, its directors, agents, employees or contractors, will not be liable for any special, indirect or consequential loss or damage (including personal injury), loss of profit or opportunity arising out of or in connection with the provision of the Coaching Services whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise.
- AOC’s liability will be capped at the Fee.
- A notice given under this agreement must be in writing and sent to the recipient at the address specified at the beginning of this agreement. A notice is deemed to be received:
- if sent by hand, when delivered to the addressee;
- if by post, 5 Business Days from and including the date of postage, on delivery to the addressee; or
- if by facsimile transmission, on receipt by the sender of an acknowledgement or transmission report generated by the machine from which the facsimile was sent;
but if the delivery or receipt is on a day which is not a Business Day or is after 4:00pm (addressee’s time) it is deemed to be received at 9:00am on the following Business Day.
- The following rules of interpretation apply unless the context requires otherwise:
- headings are for convenience only and do not affect interpretation;
- the singular includes the plural and conversely;
- a reference to a person includes a body corporate, an unincorporated body or other entity;
- where examples of a thing or set of things are given by reference to the word “including”, the meaning of references to the thing or set of things is not to be limited by reference to the examples.
- This agreement is governed by the laws of Victoria and the parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of Victoria.
- If part or all of any of this agreement is illegal or unenforceable it will be severed from this agreement and will not affect the continued operation of the remaining provisions of this agreement.
- You may not assign or sublicense any of their rights under this agreement.
- This agreement can only be amended, supplemented or waived in writing signed, by both parties. The failure of either party to enforce, or the delay by either party in enforcing, any of its rights shall not be deemed a continuing waiver or a modification of this agreement
- This agreement contains the entire agreement of the parties with respect to its subject matter.
Coaching Fee:As negotiated or invoiced for