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June 4th-7th, 2024
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Group Coaching Agreement

LARSON FAMILY HEALTH, LLC

RECLAIM YOUR METABOLISM GROUP COACHING AGREEMENT

 

This Group Coaching Agreement (“Agreement”) is made and entered into as of the date last written below (the “Effective Date”) by and between LARSON FAMILY HEALTH (“Company”) and the client named on the signature page hereto (“Client”). Either Company or Client may be referred to herein as a “Party”, or collectively as the “Parties”.  For good and valuable consideration, the Parties agree as follows:

 

  1. Services.   During the term of this Agreement, Client engages Company, and Company agrees to such engagement, to perform the services for Client more specifically described on Exhibit A (the “Services”). 

 

  1. Client Responsibilities/Code of Conduct. Client shall be expected to engage in courteous and respectful behavior with other group members and any additional guidelines set forth in any Codes of Conduct that may be set forth for members from time to time. Client shall be subject to an obligation of confidentiality with respect to any confidential information he or she learns from other group members during any private group sessions or in the group forum. 

 

  1. Scheduling and Communication Expectations.

 

Client shall communicate with Company by contacting Company at the following email address: [email protected] OR Client can ask any and all questions in the online group forum in Circle OR any and all questions can be asked in one of the scheduled weekly live coaching sessions as detailed on Exhibit A.  There will be no make-up session if Client is unable to attend any of the group sessions as scheduled, but Client will be able to review the recordings posted in the group forum. These are posted in the online forum in Circle. 

 

All individual appointments will be scheduled by the client through direct communication with the Provider. Client must provide no less than 24 hours’ notice of cancellation for any individual session or Client will be charged in full for the missed session.

 

  1. Fees. As compensation for the performances of the Services, Client will pay Company the fees listed on Exhibit B (the “Fees”) at such times and in such amounts as are further described in Exhibit B.  Client hereby acknowledges and agrees that if Client determines to utilize any payment plan offered with respect to the Services (if any), the Company, as well as any third party applications that process payment with respect to the Services, shall process payment on Client's credit card automatically without any additional consent required from Client in accordance with the terms of the payment plan. 

 

  1. Remedies Upon Failure to Pay. If Client fails to timely pay any fees, Client shall be responsible for the payment of all actual costs reasonably incurred by Company related to collection, including any attorney’s fees, and Company shall have the right to charge interest on any past due amounts up to the maximum rate allowed by law. If Client fails to timely pay Company, then Company shall further have the option to suspend provision of Services under this Agreement, remove access of Client to any group forums and group resources, cancel this Agreement with Client at any time, and pursue any other legal remedies available to it at law or in equity, including the right to send the accounts receivable to a collection agency to pursue payment. 

 

  1. Term and Termination.

 

  1. The term of this Agreement (the “Term”) shall commence on the Effective Date and continue until the date on which the Services have been performed in full, unless earlier terminated in accordance with the remainder of this section (such final date, the “Termination Date”).  

 

  1. Client may early terminate this Agreement upon 7 days advance written notice to Company, but Client acknowledges that in the event of early termination that Client will be subject to the refund policy set forth in Section [7].

 

  1. Client or the Company may terminate this Agreement, effective immediately upon written notice to the other party to this Agreement, if the other party materially breaches this Agreement, and such breach is incapable of cure, or with respect to a material breach capable of cure, the other party does not cure such breach within 10 days after receipt of written notice of such breach.

 

  1. Refund Policy. 

 

FULL REFUND ISSUED WITHIN 24-HOURS OF PURCHASE. 

 

NO REFUND AFTER 24-HOURS OF PURCHASE – ENTIRE FEE EARNED UP FRONT:

 

Due to the nature of Services rendered hereunder, the Company will not be able to provide any refunds  to Client after 24-hours of payment of any amounts paid hereunder. All Services purchased are final sale. In the event Client has elected to make payments under a payment plan, all future payments on the payment plan will continue to be due even if this Agreement is terminated.

 

  1. Independent Contractor. Company is and shall remain an independent contractor with respect to the Services provided to Client.

 

  1. Intellectual Property Rights.  All intellectual property rights, including copyrights, patents, inventions (whether patentable or not), trademarks (under common law or federally registered), trade secrets, know-how and other confidential information associated therewith, derivative works, original works, and all other rights (collectively, "Intellectual Property Rights") in and to all documents, work product and other materials that are delivered to Client under this Agreement or are prepared by or on behalf of the Company in the course of performing the Services (collectively, the "Deliverables") shall be owned by Company. Pursuant to this Agreement, Company grants Client a revocable license to use all Intellectual Property Rights in the Deliverables on a non-exclusive, non-transferable, non-sublicensable, perpetual basis to the extent necessary to allow Client to make reasonable non-commercial use of the Deliverables and the Services. For the avoidance of doubt, this means that any Deliverables that Client receives as part of the Services are for Client’s personal use only and must not be shared with or sold to any other individuals. 

 

  1. Confidentiality.  Either Company or the Client may disclose confidential information to one another under this Agreement. In such case, the disclosing party shall be referred to as the “Discloser” and the receiving party shall be referred to herein as the “Recipient”. “Confidential Information” means any information that is non-public, proprietary, and confidential of the disclosing party. The Recipient covenants and agrees that the Recipient will not disclose Confidential Information to any third parties without express written consent of the Discloser and will only use the Confidential Information in furtherance of the relationship hereunder. Information that (i) has been or is later received from a source independent of the Discloser known to Recipient to be free of any obligation of confidentiality to Recipient, or (ii) is or becomes generally known to the public other than by reason of Recipient’s breach of these confidentiality undertakings, shall not be subject to the use and disclosure restrictions contained in this Agreement. Notwithstanding the restrictions imposed by this Section [10], Recipient may disclose confidential information required by a subpoena, provided that Recipient (i) promptly notifies Discloser of such requirement; (ii) cooperates with Discloser’s efforts to obtain a protective order to protect such confidential information, at Discloser’s expense; and (iii) discloses only confidential information as is legally required. On Discloser’s request, Recipient shall return to Discloser or destroy any and all confidential information, and documents which contain such information.

 

Notwithstanding anything to the contrary herein, Client acknowledges and agrees that information that is shared amongst group members that are participants in Company’s group coaching program must be shared at Client’s own risk, and Company takes no responsibility for and shall have no liability to Client with respect to any information that is disclosed by other group members.  

 

  1. Indemnity.  Client shall indemnify, defend, and hold harmless the Company, its officers, directors, members, employees, agents, and any successors or assigns from and against any and all claims, losses, damages, liabilities, actions, penalties, fines, costs (including attorney’s fees) arising from or related to Client’s breach of this Agreement. 

 

  1. Limited Warranty. Company represents and warrants that it will perform the Services in a good and workmanlike manner in accordance with generally recognized industry standards. COMPANY MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, AND ALL OTHER WARRANTIES ARE EXPRESSLY DISCLAIMED. FURTHER, COMPANY DOES NOT GUARANTEE ANY SPECIFIC RESULTS OR OUTCOMES TO CLIENT AS A RESULT OF THE SERVICES OR DELIVERABLES PERFORMED OR PROVIDED UNDER THIS AGREEMENT.

 

  1. Disclaimers. 

 

  1. No Diagnosis or Treatment of Medical Concerns.  The Practitioner you will be working with at the Company (the “Practitioner”) is trained to evaluate nutritional needs and make diet, lifestyle, and non-medicinal supplement recommendations to support your overall health, well-being and vitality. The Practitioner is not a licensed Registered Dietitian, medical physician, psychologist or naturopathic doctor. The Practitioner recommends to ALWAYS speak to a licensed medical provider prior to making any changes to Client’s routine, including, but not limited to, nutrition, exercise, dietary supplementation, and use of home products and devices and personal care products. The Practitioner is not trained or licensed to, and does not, diagnose or treat any diseases, disorders, illnesses, injuries or conditions and none of the information, comments, or recommendations shared by the Practitioner should be taken as medical advice, prescription, disease diagnosis, disease prevention, or disease treatment. Since the Services provided herein are given through a group coaching format, the information you receive hereunder will not be tailored or individualized to your specific needs. 
  2. Health Concerns. If the Client suffers from a known or suspected medical or pathological disease, disorder or condition, the Client must promptly consult with an appropriate healthcare provider. The Practitioner is not a substitute for a licensed physician or other appropriate healthcare provider. If the Client is under the care of a healthcare provider, the Client will promptly contact such healthcare provider(s) and alert them to any changes in Client’s exercise routine, diet, and use of nutritional supplements. Client is not to change or discontinue treatments or recommendations prescribed by Client’s healthcare provider that prescribed any such treatments or recommendations without first consulting such provider. Furthermore, Client is not to delay or forego seeking medical advice or treatments because of any information or recommendations obtained from the Practitioner. It is Client’s responsibility to (i) disclose any medications and supplements that Client is currently taking to the Practitioner and (ii) discuss any potential interactions between medications and nutritional supplements with Client’s pharmacist or medical physician. If you have any physical or emotional reaction to any change in diet, supplementation or lifestyle as recommended by the Practitioner, discontinue such change immediately.
  3. Licensure. The Practitioner is certified in nutrition Washington state ONLY and is not licensed in dietetics in any state. Practitioner is Board Certified in Holistic Nutrition©. Laws and regulations regarding certification and licensure requirements relating to nutrition differ from state to state and occasionally change.
  4. Waiver of Liability. NEITHER THE COMPANY NOR THE PRACTITIONER IS LIABLE FOR THE CLIENT’S HEALTH OR SAFETY. IN CONSIDERATION OF CLIENT’S RECEIPT OF NUTRITIONAL THERAPY OR NUTRITION COACHING OR HEALTH COACHING, AS APPLICABLE, SERVICES FROM THE PRACTITIONER, THE CLIENT HEREBY ACCEPTS ALL RISKS, INCLUDING INJURY OR DEATH, THAT MAY RESULT FROM SUCH SERVICES AND THE CLIENT HEREBY RELEASES THE PRACTITIONER AND THE COMPANY, ON THE CLIENT’S BEHALF AND ON BEHALF OF THE CLIENT’S PERSONAL REPRESENTATIVES, ASSIGNS, HEIRS, ESTATE, AND NEXT OF KIN, FROM ANY AND ALL LIABILITIES, COSTS, CLAIMS, DEMANDS, CAUSES OF ACTION AND DAMAGES ARISING FROM ANY AND ALL ILLNESS OR INJURY TO THE CLIENT’S PERSON, INCLUDING DEATH, THAT MAY RESULT FROM OR OCCUR AS A RESULT OF THE CLIENT’S PARTICIPATION IN THE COMPANY’S SERVICES WHETHER CAUSED BY NEGLIGENCE OR OTHERWISE. THE CLIENT UNDERSTANDS THAT THE PRACTITIONER MAY DETERMINE, IN PRACTITIONER’S DISCRETION, WHETHER SOME OR ALL OF THE CLIENT’S NEEDS FALL OUTSIDE THE SCOPE OF PRACTITIONER’S PRACTICE, IN WHICH EVENT THE PRACTITIONER MAY REFER THE CLIENT TO ANOTHER PRACTITIONER. THE CLIENT ASSUMES FULL RESPONSIBILITY FOR ANY MANNER OF LOSS, INJURY, CLAIM OR DAMAGE WHATSOEVER, KNOWN OR UNKNOWN, INCURRED AS A RESULT OF WORKING WITH ANY OTHER PRACTITIONER TO WHICH PRACTITIONER MAY REFER CLIENT. 

 

  1. Limitation of Liability.  WITH RESPECT TO THIS AGREEMENT, THE LIABILITY OF COMPANY AND ITS OWNERS, PRINCIPALS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND CONTRACTORS (COLLECTIVELY, THE “COMPANY GROUP”) FOR ALL CLAIMS ARISING HEREUNDER SHALL NOT EXCEED THE FEES PAYABLE TO COMPANY FOR THE THREE-MONTH PERIOD PRECEDING THE OCCURRENCE OF SUCH LIABILITY. IN NO EVENT SHALL THE COMPANY GROUP BE LIABLE FOR, AND CLIENT HEREBY WAIVES CLAIMS FOR, ANY INDIRECT, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES WHICH MAY ARISE FROM THE PERFORMANCE OF THE SERVICES. 

 

  1. No Defamation. Client agrees to refrain from, either directly or indirectly, making any defamatory comments of any type or nature whatsoever to anyone about the Company or its employees, officers, directors, agents, consultants, affiliates, investors or business partners.

 

  1. Notices. All notices shall be in writing and addressed to the Parties at the addresses set forth on the signature page of this Agreement (or to such other address that may be designated by the receiving party from time to time in accordance with this Section). All notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees prepaid), email, or certified or registered mail (in each case, return receipt requested, postage prepaid)

 

  1. Injunctive Relief. The Company, in addition to any other remedies at law, shall be entitled to injunctive or other equivalent relief, restraining Client from any breach of any covenants herein.  

 

  1. Assignment.  This Agreement and the rights, interests, obligations and duties hereunder may not be assigned or subcontracted by Client without prior written consent of the Company.

 

  1. Entire Agreement/Amendment/Severability.  This Agreement, along with the Exhibits attached hereto, constitutes the entire agreement between Company and Client with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings and agreements, both written and oral, with respect to this subject matter. This Agreement may be amended only in writing executed by Company and Client.  If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

 

  1. Applicable Law; Waiver of Jury; Attorney’s Fees.  This Agreement shall be governed by the laws of the State of WASHINGTON. Both parties waive all rights to a trial by jury with respect to any cause of action arising hereunder. In any action or suit to enforce any right or remedy under this Agreement or to interpret any provision of this Agreement, the prevailing party shall be entitled to recover its reasonable attorney’s fees, costs and other expenses. 

 

  1. Survival. The obligations under Sections [9] (Intellectual Property Rights), [10] (Confidentiality), [11] (Indemnity), [12] (Limited Warranty), [13] Disclaimer, [14] (Limitation of Liability), and [15] (No Defamation) shall survive any termination of this Agreement.




[Remainder of Page Intentionally Left Blank; Signature Page Follows]

 

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date last written below.

COMPANY:

 

LARSON FAMILY HEALTH



Signature:

 

Name:

 

Title:

 

Date:

 

Address for Notices:



E-Mail Address: [email protected]




CLIENT: 



Signature:

 

Name:



Address for Notices:

 

__________________

__________________

 

E-mail Address: ______________________





Exhibit A

Services to be Rendered:

 

Group Coaching Services:

 

Services provided include lifetime access to online learning through the Reclaim Your Metabolism learning portal within Kajabi. Downloads are provided within this portal. Weekly 1-hour coaching provided via Zoom. Advanced notice is given when these sessions are canceled. These sessions are held at 12-1 pm PST.

 

Lifetime access to the RYM and Live Coaching groups within the Circle platform and app. 



[One-on-One Coaching Add-Ons:]

 

30-minute One-on-One Coaching Sessions may be added for an additional fee.

Exhibit B



Fees: At Client’s option, Client shall pay Company on the terms set forth in either option A or option B: 

 

Option A:

 

A one-time payment of [$1,500] shall be due upon execution of this Agreement.

 

Option B: 

 

The total Fee for the Services shall be [$1,650], payable in 3 monthly installments of $550 each.

 

One-on-One Coaching Add-Ons:

 

30-minute One-on-One Coaching Add-ons may be made for an additional fee of $150 per session.