Legal - Client Agreement

Last updated: September 23, 2026

1. Services and Payment

1.1 Services.

The Client is engaging the Coach to provide ongoing strategy and wellness coaching which may include some or all of the Services offered by Elda Strategies including: consultations and coaching sessions, strategy & wellness plans, burnout prevention & recovery plans, styling services, in-person personal assistance, and virtual personal assistance.

1.2 Schedule.

Coaching begins on [start date] and continues on an ongoing basis. This Contract can be ended by either party at any time, pursuant to Section 5, Term and Termination.

1.3 Fees.

The Client will pay the Coach according to the package selected and outlined in the invoice. Of this, The Client will pay the invoice before services begin.

1.4 Expenses.

The Client will reimburse the Coach's expenses including but not limited to travel, lodging, meals, and miscellaneous requests by The Client. Expenses must be approved by the Client in writing via e-mail, text message, or letter. The Coach will issue an invoice for all expenses incurred by the Client.

1.5 Invoices.

The Coach will invoice the Client upon request of Services. Additional invoices may be issued for services or expenses incurred during or after the Service. The Client agrees to pay the amount owed within [30] days of receiving the invoice. Payment after that date will incur a late fee of [1]% per day on the outstanding amount.

1.6 Cancellation and Rescheduling.

The Client may reschedule a virtual coaching session with at least [24 hours] notice at no charge. A session cancelled with less notice, or a missed session, may be charged in full. In-person services cancelled with 45 days notice or less will not be refunded. In-person services rescheduled with 30 days notice or less will be charged a 30% rescheduling fee. Prepaid fees are non-refundable once coaching has begun, except as required by law.

2. Nature of Coaching and Client Responsibility

2.1 Coaching Is Not Medical or Mental-Health Care.

Strategy & wellness coaching supports the Client's own wellness goals through guidance, education, and accountability. It is not medical care, psychotherapy, counseling, nutrition therapy, diagnosis, or treatment, and it is not a substitute for care from a licensed physician, therapist, dietitian, or other qualified healthcare professional. The Coach is not acting as the Client's doctor, therapist, or other licensed provider, and nothing in the coaching relationship creates that kind of professional relationship.

2.2 Client Responsibility.

The Client is responsible for their own health decisions, choices, and actions. The Client should consult a qualified healthcare professional before starting any diet, exercise, supplement, or other change that may affect their health, and before stopping or changing any prescribed treatment. The Client will seek immediate medical or emergency help for any urgent medical or mental-health concern. The Client confirms that they are participating voluntarily and are, to the best of their knowledge, able to take part in coaching.

2.3 No Guarantee of Results.

The Coach does not guarantee any particular health, weight, relationship, financial, legal, or wellness outcome. Results depend on the Client's own efforts, circumstances, and choices.

2.4 Code of Conduct

Both the Client and Coach agree to maintain a professional work environment free from any form of harassment, discrimination, or bullying. Elda Strategies and the Coach maintain a strict zero-tolerance policy regarding illegal harassment, including but not limited to sexual harassment, racial slurs, or any hostile or violent behavior based on protected characteristics (such as race, sex, age, religion, or disability). If the Client engages in conduct that violates this policy, as determined in the Coach's sole and absolute discretion, the Coach shall have the right to terminate this Agreement immediately for Cause without advance notice, cure period, or any further obligation or payout.

3. Materials

Any plans, worksheets, recordings, advice, or other materials the Coach provides remain the Coach's property and are licensed to the Client for the Client's own personal, non-commercial use. The Client will not resell, publish, or redistribute them. Each party keeps ownership of the intellectual property it brought to the engagement.

4. Representations

4.1 Overview.

This section contains important promises between the parties.

4.2 Authority To Sign.

Each party promises to the other party that it has the authority to enter into this Contract and to perform all of its obligations under this Contract.

4.3 Coach Will Comply With Laws.

The Coach promises that it will provide the coaching services in a professional manner and that the manner in which it does this job complies with applicable U.S. and foreign laws and regulations.

4.4 Client Will Participate.

The Client promises to participate in good faith, to provide accurate and complete information relevant to the coaching, and to be reasonably available and provide timely feedback.

5. Term and Termination

This Contract is ongoing, until ended by the Client or the Coach. Either party may end this Contract for any reason by sending an email or letter to the other party, informing the recipient that the sender is ending the Contract and that the Contract will end in [30] days. The Contract officially ends once that time has passed. The party that is ending the Contract must provide notice by taking the steps explained in Section 10.4. The Client will pay the Coach for the Services provided up until when the Contract ends, subject to the cancellation terms in Section 1.6. The following sections don't end even after the Contract ends: 2 (Nature of Coaching and Client Responsibility); 3 (Materials); 4 (Representations); 6 (Confidential Information); 7 (Limitation of Liability); 8 (Indemnity); and 10 (General).

6. Confidential Information

6.1 Overview.

This Contract imposes special restrictions on how the Client and the Coach must handle confidential information, including the Client's personal, career, and wellness information. These obligations are explained in this section.

6.2 The Client's Confidential Information.

While working with the Client, the Coach will come across information that is confidential and private, including the Client's health history, personal circumstances and lifestyle, and goals. The Coach promises to treat this information as confidential and to use it only to provide the coaching under this Contract. The Coach promises that it will not share confidential information with a third party unless the Client gives written permission first, or unless disclosure is required by law or to prevent serious harm. The Coach must continue to follow these obligations even after the Contract ends. The Coach's responsibilities only stop if the Coach can show any of the following: (i) that the information was already public when the Coach came across it; (ii) the information became public after the Coach came across it, but not because of anything the Coach did or didn't do; (iii) the Coach already knew the information when the Coach came across it and had no obligation to keep it secret; (iv) a third party provided the Coach with the information without requiring that the Coach keep it secret; or (v) the Coach created the information on its own, without using anything belonging to the Client.

6.3 Third-Party Confidential Information.

It's possible the Client and the Coach each have access to confidential information that belongs to third parties. The Client and the Coach each promise that it will not share with the other party confidential information that belongs to third parties, unless it is allowed to do so. If a party is allowed to share such information and does so, the sharing party promises to tell the other party in writing of any special restrictions regarding that information.

6.4 Marketing and Social Media.

The Client's image, name, and status as a client may be used to promote the Coach's Services on official websites, social media platforms, in-person or digital communications. If The Client would like to restrict the use of their image or name on the Coach's website, social media, or other marketing communications, it is the Client's responsibility to notify the Client in writing. Any additional information or media requested for marketing purposes must be approved by The Client in writing prior to use.

7. Limitation of Liability

Neither party is liable for breach-of-contract damages that the breaching party could not reasonably have foreseen when it entered this Contract. Because coaching is not medical or mental-health care, the Coach is not responsible for the Client's health decisions or their outcomes, and the Client assumes responsibility for choices they make in reliance on the coaching.

8. Indemnity

8.1 Overview.

This section transfers certain risks between the parties if a third party sues or goes after the Client or the Coach or both. For example, if the Coach gets sued for something that the Client did, then the Client may promise to come to the Coach's defense or to reimburse the Coach for any losses.

8.2 Coach Indemnity.

In this Contract, the Coach agrees to indemnify the Client (and its affiliates and their directors, officers, employees, and agents) from and against all liabilities, losses, damages, and expenses (including reasonable attorneys' fees) related to a third-party claim or proceeding arising out of a breach by the Coach of its obligations under this Contract or of the promises it is making in Section 4 (Representations).

8.3 Client Indemnity.

In this Contract, the Client agrees to indemnify the Coach (and its affiliates and their directors, officers, employees, and agents) from and against liabilities, losses, damages, and expenses (including reasonable attorneys' fees) related to a third-party claim or proceeding arising out of a breach by the Client of its obligations under this Contract or out of the Client's own health decisions or actions.

9. Independent Contractor

The Client is engaging the Coach as an independent contractor. The following statements accurately reflect their relationship:

  • The Coach will use its own methods, materials, and judgment to provide the coaching.

  • The Client will not control how the coaching is performed on a day-to-day basis; the Coach is responsible for determining when, where, and how it carries out the work.

  • The Client and the Coach do not have a partnership or employer-employee relationship.

  • The Coach is responsible for its own taxes, and the Client will not withhold taxes or provide benefits for the Coach.

10. General

10.1 Assignment.

This Contract applies only to the Client and the Coach. Because coaching is personal, neither party may assign its rights or delegate its obligations under this Contract without first receiving the other party's written permission, except that either party may assign this Contract to a successor of its business.

10.2 Arbitration.

As the exclusive means of initiating adversarial proceedings to resolve any dispute arising under this Contract, a party may demand that the dispute be resolved by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules.

10.3 Modification; Waiver.

To change anything in this Contract, the Client and the Coach must agree to that change in writing and sign a document showing their contract. Neither party can waive its rights under this Contract or release the other party from its obligations, unless the waiving party acknowledges it is doing so in writing and signs a document that says so.

10.4 Notices.

Over the course of this Contract, one party may need to send a notice to the other party. For the notice to be valid, it must be in writing and delivered by personal delivery, email, or certified or registered mail (postage prepaid, return receipt requested), to the address the party has provided. A notice is considered received: if delivered personally, immediately; if delivered by email, upon acknowledgement of receipt; and if delivered by mail, upon the date on the signed receipt.

10.5 Severability.

If a portion of this Contract is found to be unenforceable, it will be changed to the minimum extent necessary to make it enforceable, unless that change is not permitted by law, in which case the portion will be disregarded. The rest of the Contract stays in effect.

10.6 Signatures.

The Client and the Coach must sign this document using Bonsai's e-signing system. These electronic signatures count as originals for all purposes.

10.7 Governing Law.

The laws of the state of [state] govern the rights and obligations of the Client and the Coach under this Contract, without regard to conflict of law principles of that state.

10.8 Entire Contract.

This Contract represents the parties' final and complete understanding of this coaching engagement and the subject matter discussed in this Contract. It supersedes all other contracts (both written and oral) between the parties.

11. Contact

Questions? Email info@eldastrategies.com.