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MKLMD Coaching LLC
Shining With Gratitude MD
Services Agreement
This Agreement, between you, the undersigned (“Client ” or “You”) and MKLMD Coaching LLC, describes the terms and conditions under which you may participate in Shining With Gratitude MD coaching program (the “Program”).
THE PROGRAM
The goal of the Program is to empower the Client to better understand their thoughts and realize that their thoughts create their feelings which significantly influence their actions and their results. Company will strive to help the Client achieve different results in their lives by encouraging them to notice their thoughts, realize that many thoughts are optional, and help them to purposefully identify thoughts, feelings, and actions that may serve them better to help them achieve their goals.
Services
The Program is designed for physicians (M.D. or D.O.). The Program includes the following services (“Services”):
Life Coaching Individual Sessions – Fifteen (15) weekly 45 minutes sessions via Zoom or phone call, to be completed in 6 months.
Client agreed to pay the total of $6000 in two separate payments of $4500 and $1500 - to be paid in full within 3 months from the first payment.
The Program does not include the following:
Medical Care. Company does not diagnose, treat, or claim to cure any medical or psychological condition. Further the Services are not designed to replace conventional treatment methods of medical or psychological conditions. Even if one or more of Company’s employees or contractors is a licensed healthcare provider (for example, a licensed MD or clinical psychologist), such person is not operating in a professional, licensed capacity, and does not provide medical or psychological care.
Emergency or urgent care. No emergency or urgent care is provided by Company and access via phone, email or text does not constitute urgent or emergent medical care or advice.
Recommended follow-up therapies. Company may suggest you seek a licensed medical or psychological healthcare provider for additional care. Company does not pay for the cost of these providers
This Agreement becomes effective on the date that you sign this Agreement or Company receives and accepts payment for the Program, whichever is later. Client shall be responsible for the full extent of the Fee. If Client cancels participation for any reason whatsoever, Client will receive no refund.
Confidentiality The Coach shall treat the relationship with Client, as well as all information shared by the Client, as confidential. Coach shall not disclose the existence of the relationship or any information shared during the coaching sessions without the Client’s written consent. This means that the Coach will not disclose the Client’s name as a reference without the Client’s consent.
Client should be aware that a coach-client relationship does not give rise to privilege or any other legally protected confidentiality. That means that Coach could be ordered by a court to disclose information related to the relationship. Coach will notify Client of any legal request that would implicate Client’s information prior to disclosing it but may not be able to oppose disclosing the information.
Confidential Information does not include information: (a) known to Coach prior to Client disclosing it; (b) that is generally known to the public or in the industry; (c) obtained by Coach from a third party, without breach of any obligation to the Client; or (d) that is or was developed independently by Coach without use of or reference to the Client’s confidential information.
DECLINATION; TERMINATION An individual may be declined Services if Company in its sole discretion determines that the individual should be referred for medical or psychological or other care from a licensed healthcare practitioner. Further, Service may be terminated by Company at any time, at the sole discretion of Company, for nonpayment of fees, abusive or disruptive conduct, harassment, or if Company determines that this program may not be a good fit for Client or Company.
Not Primary or Medical Care: You understand, acknowledge, and agree that neither Company nor any Company personnel are providing primary or medical care.
Fair Market Value. The Practice believes that the Fee represents fair market value of the services contemplated hereunder; is not determined in a manner that takes into account the volume or value of any referrals or business otherwise generated between the parties and does not involve the counseling or promotion of a business arrangement or other activity that violates any state or federal law. Nothing contained in this Agreement, including any compensation paid or payable, is intended or shall be construed to require, influence, or otherwise induce or solicit either party regarding referrals of business, or recommending the ordering of any items or services, of any kind whatsoever to the other party or any of its affiliates, or to any other person, or otherwise generate business between the parties.
Disclaimer of Warranties; Limitation of Liability. Company disclaims all warranties, both express and implied, including any warranty of non-infringement, fitness for a particular purpose or merchantability; and Company’s liability hereunder shall be limited to the aggregate fees paid to Company by you for the Program until termination. Company has no liability to you for any incidental and consequential damages, whether or not foreseeable or contemplated by Company (including but not limited to any loss, cost, injury, or expense caused by, or resulting from, a delay in responding to Client, whether from technical failures or otherwise).
Disclaimer of Guarantee: Client accepts and agrees that he or she is 100% responsible for progress and results from the Program. Company makes no representations or guarantees verbally or in writing regarding performance of this Agreement other than those specifically enumerated herein. Although Company aims to enhance overall wellness which can lead to good outcomes, Company makes no guarantee or warranty that the Program will meet your requirements or that all participants will achieve the same results, or any particular result.
Indemnification: Client will defend, indemnify, and hold harmless Company, Company’s shareholders, trustees, affiliates, and successors from and against any and all liabilities and expense whatsoever— including without limitation, claims, damages, judgments, awards, settlements, investigations, costs, attorney’s fees, and disbursements—which any of them may incur or become obligated to pay arising out of or resulting from the offering for sale, the sale, and/or use of services or products or services under this Agreement; excluding, however, any such expenses and liabilities which may result from a breach of this Agreement or sole negligence or willful misconduct by Company, or any of its shareholders, trustees, affiliates or successors.
Intellectual Property: Company’s copyrighted and original materials will be provided to Client for individual use only and a single-user license. Client is not authorized to use any of Company’s intellectual property for your business purposes. Client is not authorized to share, copy, distribute, or otherwise disseminate any materials received from Company electronically or otherwise without the prior written consent of Company. All intellectual property, including Company’s copyrighted course materials, shall remain the sole property of Company. No license to sell or distribute Company’s materials is granted or implied.
Clear understanding. You acknowledge that the terms of this Agreement are clear and that no undue pressure has been exerted on you to sign this Agreement.
Notices and Communications. Any communication required or permitted to be sent under this Agreement shall be in writing and sent via U.S. mail or email to the addresses set forth in this Agreement. Any change in address shall be communicated in accordance with this section; and Client is solely responsible for updating Company with respect to any change of address (including email address).
If you wish to send email communications to and receive email responses from Company, you acknowledge that email is not a secure medium for sending and receiving potentially sensitive personal information. You also acknowledge and understand that an email or secure message in any form is not a good medium for urgent or time-sensitive communications. In the event a communication is time sensitive, you must communicate with Company by phone or in person. You acknowledge and understand that, at the discretion of Company, your email may become part of your record.
Severability. In the event that any provision of this Agreement, or the application thereof, becomes or is declared by a court of competent jurisdiction to be illegal, void or unenforceable, the remainder of this Agreement shall continue in full force and effect and the application of such provision to other persons or circumstances shall be interpreted so as reasonably to effectuate the intent of the Parties. This Section shall survive termination or expiration of this Agreement.
Entire Agreement; Amendment. The undersigned agrees to the terms of this Agreement, all of which are expressed herein. There are no promises or representations except as set forth in the Agreement. No amendment of this Agreement shall be binding on a party unless made in writing and signed by all parties. Notwithstanding the foregoing, Company may unilaterally amend this Agreement to the extent required by law or regulation by sending Client advance written notice of any such change; any such changes are incorporated into this Agreement by reference without the need for signature by the parties and are effective as of the date established by Company.
No assignment: This Agreement is not transferrable or assignable without Company’s prior written consent.
Governing Law. This Agreement shall be governed by and construed in accordance with laws of the State of New York without regard to New York's choice of law provisions.
Arbitration. In the event that any dispute arises between the parties arising out of or related to the validity, interpretation, enforcement, or performance of this Agreement, or otherwise arising out of the relationship between the parties or the termination of that relationship, and a party wishes to pursue the dispute, such party shall submit the dispute to binding arbitration in accordance with the Commercial Rules of the American Arbitration Association (“AAA”). The Arbitration shall be held in New York. The arbitrator(s) shall apply New York substantive law, or federal substantive law where state law is preempted. The arbitrator(s) shall have the power to grant all legal and equitable remedies provided by the above state law and award compensatory damages provided by the above state law, except that punitive damages shall not be awarded. The arbitrator(s) shall prepare in writing and provide to the parties an award including factual findings and the legal reasons on which the award is based. The arbitrator(s) shall not have the power to commit errors of law or legal reasoning. Any judicial review of the arbitrator(s) decision shall be governed by the above state law. EACH PARTY HAS READ AND UNDERSTANDS THIS SECTION, WHICH DISCUSSES MEDIATION AND ARBITRATION. EACH PARTY UNDERSTANDS THAT BY SIGNING THIS AGREEMENT, THE PARTY AGREES TO SUBMIT ANY CLAIMS ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH THIS AGREEMENT, OR THE INTERPRETATION, VALIDITY, CONSTRUCTION, PERFORMANCE, BREACH, OR TERMINATION THEREOF TO ARBITRATION, AND THAT THE DISPUTE RESOLUTION PROVISIONS SET FORTH IN THIS SECTION CONSTITUTE A WAIVER OF THE PARTY’S RIGHT TO A JURY TRIAL.