Client Session Agreement

Client Session Agreement

Recitals

WHEREAS, Service Provider: is engaged in the business of providing professional sessions and related services; and

WHEREAS, Client: desires to retain Service Provider to perform the session services described below under the terms and conditions set forth in this Agreement; and

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows.

Scope of Work

Service Provider shall provide professional session services to Client as described below. The services shall include preparation, delivery, and reasonable follow-up necessary to achieve the session objectives.

Session Details

Session Date:    Start Time:    Duration:

Mode of Session: In-person Remote / Virtual Telephone

Payment Terms

Client agrees to pay Service Provider the fee set forth below in exchange for the services described in this Agreement. Payment obligations are independent of session outcome.

Late Payment: Any undisputed amount not received by Service Provider when due shall accrue interest at the rate of % per month (or the maximum rate permitted by law), plus reasonable collection costs. In addition, Service Provider may suspend services until all outstanding amounts are paid in full.

Cancellation and Rescheduling

Client may cancel or request rescheduling of a session by providing written notice to Service Provider. If Client cancels with less than days' notice, Service Provider may charge a cancellation fee equal to % of the scheduled session fee or retain any non-refundable deposit. Rescheduling is subject to Service Provider availability.

Term and Termination

This Agreement shall commence on Start Date: and shall continue until End Date: unless earlier terminated as provided herein.

Either party may terminate this Agreement for convenience by delivering written notice to the other party at least days prior to the effective termination date. Termination for cause may be immediate in the event of a material breach that remains uncured for 15 days after written notice.

Confidentiality

For purposes of this Agreement, "Confidential Information" means all non-public information disclosed by either party that is designated as confidential or that reasonable parties would understand to be confidential given the nature of the information and the circumstances of disclosure. Each party shall: (a) maintain the other's Confidential Information in strict confidence; (b) use such Confidential Information only for the purposes of performing under this Agreement; and (c) not disclose Confidential Information to any third party except to employees, contractors, or professional advisors with a need to know who are bound by confidentiality obligations at least as protective as those herein.

Confidentiality obligations shall not apply to information that: (i) is or becomes generally available to the public through no act or omission of the receiving party; (ii) was lawfully in the receiving party's possession prior to disclosure; (iii) is rightfully obtained by the receiving party from a third party without breach of an obligation of confidentiality; or (iv) is independently developed by the receiving party without use of the disclosing party's Confidential Information.

Records, Recordings and Privacy

Any audio or video recording of sessions requires the prior written consent of both parties. If recordings are made, Service Provider will maintain and protect such recordings as Confidential Information. Client authorizes Service Provider to collect and process personal data strictly for the purpose of providing the services described herein and in accordance with applicable law.

Consent to be recorded: I consent    I do not consent

Limitation of Liability and Indemnity

EXCEPT FOR WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, SERVICE PROVIDER'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNTS PAID BY CLIENT TO SERVICE PROVIDER UNDER THIS AGREEMENT. CLIENT SHALL INDEMNIFY AND HOLD HARMLESS SERVICE PROVIDER FROM ANY CLAIMS, LIABILITIES OR EXPENSES ARISING FROM CLIENT'S BREACH OF THIS AGREEMENT OR CLIENT'S NEGLIGENCE.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction of: without regard to conflict of laws principles.

Entire Agreement; Amendment

This Agreement, together with any attachments or schedules expressly incorporated herein, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications, whether oral or written. Any amendment or modification must be in writing and signed by both parties.

Severability and Waiver

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Failure or delay by either party to enforce any right or remedy shall not constitute a waiver of that right or remedy.

Representations

Each party represents and warrants that it has full authority to enter into this Agreement and that the individual signing below is authorized to bind the respective party.

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