Business Coaching Agreement

This Business Coaching Agreement ("Agreement") is made and entered into by and between [Client's Name], hereinafter referred to as the "Client," and [Program Provider's Name], hereinafter referred to as the "Program Provider," collectively referred to as the "Parties."

I. Payment Method and Compensation

Hereinafter known as the "Payment Method." The Payment Amount and Payment Method collectively shall be referred to as "Compensation."

II. Inspection of Programs

Any Compensation shall be subject to the Client inspecting the completed Programs provided by the Program Provider. If any of the Programs performed by the Program Provider pursuant to this Agreement are defective or incomplete, the Client shall have the right to notify the Program Provider, at which time the Program Provider shall promptly correct such work within a reasonable time.

III. Confidentiality

a)

Confidential Information

: The Program Provider acknowledges and agrees that all property owned by the Client, including amounts paid, client and customer lists, and any other data and information related to the Client’s business, is confidential ("Confidential Information"). Except for disclosures required to advance the Client's business and information that is a matter of public record, the Program Provider shall not, during the term of this Agreement or after its termination, disclose any Confidential Information for the benefit of the Program Provider or any other person, except with the prior written consent of the Client.

b)

Return of Documents & Property

: The Program Provider acknowledges and agrees that all originals and copies of records, reports, documents, lists, plans, memoranda, notes, and other documentation related to the business of the Client containing Confidential Information shall be the sole and exclusive property of the Client and shall be returned to the Client upon termination of this Agreement or upon written request of the Client.

c)

Injunction

: The Client agrees that it would be difficult to measure damage to the Client's business from any breach by the Program Provider under this Section; therefore, any monetary damages would be an inadequate remedy for such breach. Accordingly, the Program Provider agrees that if they breach this Section, the Client shall be entitled to, in addition to all other remedies it may have at law or equity, an injunction or other appropriate orders to restrain any such breach, without showing or proving actual damages sustained by the Client.

d)

No Release

: The Program Provider agrees that the termination of this Agreement shall not release them from the obligations in this Section, including all previously agreed monies due to the Provider as defined in Section IV. Payment Amount of this Agreement.

IV. Contractor Taxes

The Program Provider shall pay and be solely responsible for all withholdings, including, but not limited to, Social Security, State unemployment, State and Federal income taxes, and any other obligations. In addition, the Program Provider shall pay all applicable sales or use taxes on the labor provided and materials furnished or otherwise required by law in connection with the Programs performed.

V. Independent Contractor Status

The Program Provider acknowledges that they are an independent contractor and not an agent, partner, joint venture, or employee of the Client. The Program Provider shall have no authority to bind or otherwise obligate the Client in any manner, nor shall the Program Provider represent to anyone that they have a right to do so. The Program Provider further agrees that in the event the Client suffers any loss or damage as a result of a violation of this provision, the Program Provider shall indemnify and hold harmless the Client from any such loss or damage.

VI. Safety

The Program Provider shall, at their own expense, be solely responsible for protecting their employees, sub-contractors, material suppliers, and all other persons from risk of death, injury, or bodily harm arising from or in any way related to the Programs or the site where it is being performed ("Work Site"). In addition, the Program Provider agrees to act in accordance with the rules and regulations administered by federal law and OSHA. The Program Provider shall be solely responsible and liable for any penalties, fines, or fees incurred.

VII. Alcohol and Drugs

The Program Provider agrees that the presence of alcohol and drugs is prohibited on the Work Site and while performing their Programs. If the Program Provider or any of their agents, employees, or subcontractors are determined to be present or with alcohol or drugs in their possession, this Agreement shall terminate immediately.

VIII. Successors and Assigns

The provisions of this Agreement shall be binding upon and inure to the benefit of heirs, personal representatives, successors, and assigns of the Parties. Any provision hereof which imposes upon the Program Provider or Client an obligation after termination or expiration of this Agreement shall survive termination or expiration hereof and be binding upon the Program Provider or Client.

IX. Default

In the event of default under this Agreement, the defaulting Party shall reimburse the non-defaulting Party or Parties for all costs and expenses reasonably incurred by the non-defaulting Party or Parties in connection with the default, including, without limitation, attorney’s fees. Additionally, in the event a suit or action is filed to enforce this Agreement or with respect to this Agreement, the prevailing Party or Parties shall be reimbursed by the other Party for all costs and expenses incurred in connection with the suit or action, including, without limitation, reasonable attorney’s fees at the trial level and on appeal.

X. No Waiver

No waiver of any provision of this Agreement shall be deemed or shall constitute a continuing waiver, and no waiver shall be binding unless executed in writing by the Party making the waiver.

XI. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado.

XII. Severability

If any term, covenant, condition, or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired, or invalidated.

XIII. Additional Terms & Conditions

If this contract is entered into by the Client and the "Initial Payment" has been made and the Client decides for any reason to terminate, they acknowledge that there are no refunds available, and the Client agrees to the forfeiture of any monies paid as of that date as well as future planned monies as defined above.

XIV. No-Show Policy

In the event that the Client does not show up for a scheduled session without providing at least 24 hours' notice, the Program Provider reserves the right to bill the Client for the full amount of the missed session. No refunds will be issued for missed sessions, and the Client acknowledges that the payment for the missed session is non-refundable.

XV. Entire Agreement

This Agreement constitutes the entire agreement between the Parties regarding its subject matter and supersedes all prior contemporaneous agreements, representations, and understandings of the Parties. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing by all Parties.

IN WITNESS WHEREOF

, the Parties hereto agree to the above terms and have caused this Agreement to be executed in their names by their duly authorized officers.