IT IS AGREED AS FOLLOWS:
1. The term “Confidential Information” shall mean any information, written or oral, disclosed to a Party (the “Receiving Party”) by the other party (the “Disclosing Party”). Such Confidential Information includes, but is not limited to, financial reports, financial statements, business intelligence, business plans, forecasts, methods, techniques, projections, processes, analyses, software, hardware or system designs, specifications, documentation, architecture, structure and protocols. Notwithstanding the foregoing, Confidential Information shall not include any information which (i) is in the public domain and is readily available at the time of disclosure or which thereafter enters the public domain and is readily available, through no improper action or inaction by the Receiving Party or any affiliate, agent or employee thereof, or (ii) was in the possession of the Receiving Party or known by it prior to receipt from the Disclosing Party, or (iii) was rightfully disclosed to the Receiving Party by another person without restriction, or (iv) is independently developed by the Receiving Party without access to such Confidential Information.
2. Unless expressly authorized in writing by the Disclosing Party, the Receiving Party agrees (i) to use the Confidential Information only in connection with the business arrangement, if any, entered into between the Parties, (ii) to retain the Confidential Information in confidence, and to take all necessary precautions to protect such Confidential Information (including, without limitation, the segregation of the Confidential Information from the confidential materials of others and all other precautions the Receiving Party employs with respect to its own confidential materials), (iii) not to divulge any Confidential Information or any information derived therefrom to any third person; and (iv) not to copy, reverse engineer, reverse compile, nor attempt to derive the composition or underlying information of any Confidential Information. Confidential Information shall only be disclosed to the Receiving Party’s employees and advisors, and, even then, only to the extent such employees or advisors have a specific need to know of the Confidential Information. Before receiving any part of the Confidential Information, Receiving Party’s employees shall be required to read this Confidentiality Agreement and, by receiving such Confidential Information, such employee shall acknowledge and agree to abide by the Receiving Party’s obligations hereunder.
3. In the event that the Receiving Party is required by law, regulation or court order to disclose any of the Disclosing Party’s Confidential Information, the Receiving Party will promptly notify the Disclosing Party in writing prior to making any such disclosure in order to facilitate the Disclosing Party’s seeking a protective order or other appropriate remedy from the proper authority. The Receiving Party agrees to cooperate with the Disclosing Party in seeking such order or other remedy. The Receiving Party further acknowledges that if the Disclosing Party is not successful in precluding the requesting legal body from requiring the disclosure of the Confidential Information, it will furnish only that portion of the Confidential Information which is legally required and will exercise all reasonable efforts to obtain reliable assurances that confidential treatment will be accorded the Confidential Information.
4. Each Party acknowledges that the Confidential Information is unique and valuable, and that disclosure in breach of this Agreement would result in irreparable injury to the Disclosing Party for which monetary damages alone would not be an appropriate remedy. Accordingly, the Parties agree that in the event of a breach of this Agreement, the Disclosing Party shall be entitled to specific performance and injunctive or other equitable relief as a remedy for any such breach without being required to post a bond or other security. Any such relief shall be in addition to and not in lieu of any appropriate relief in the way of monetary damages.
5. Any materials or documents which have been furnished to the Receiving Party by the Disclosing Party shall be promptly returned, accompanied by all copies of such documentation, within ten (10) days of receipt of written notice from the Disclosing Party requesting the return of the Confidential Information.
6. Whether or not a business relationship is consummated, unless otherwise mutually agreed in writing, the Receiving Party’s non-disclosure and non-use obligations hereunder with respect to each item of Confidential Information shall terminate TWO (2) months from the date of the receipt thereof by the Receiving Party.
7. If either party brings an action to enforce the provisions of this Agreement, the prevailing party (including a party who agrees to dismiss an action upon payment of sums allegedly due, or who obtains substantially the relief sought) shall be entitled to attorneys’ fees and arbitration and court costs. 8. This Agreement shall be governed by and construed under the laws of the State of Iowa. The federal and state courts within the State of Iowa shall have exclusive jurisdiction to adjudicate any dispute arising out of this Agreement. IN WITNESS WHEREOF, the parties have caused their authorized representatives to execute this Agreement. In Addition: Extreme Closing & Consulting, LLC. 6637 S Wilshire Ln, Dubuque, IA, 52003 • 1-800-417-5226, 515-208-5137 direct www.extremeclosing.com 12 MONTHS ULTIMATE MASTER COACHING This Agreement (the “Agreement”) is between the undersigned client ___________ (“Client” or “You” or “Your”) and Extreme Closing & Consulting LLC. (“EC&C”). In consideration of the fees and services exchanged, the parties agree to the Terms and Conditions herein: 2. Definition of Services A. Coaching Plan. EC&C will provide you with three 30-minute, one-on-one telephone based coaching sessions per month, for a period of 12 consecutive months for a total of 36 sessions. Your 12-month term shall commence upon your execution of this Agreement. B. Rate. The fee for 36 sessions is $8,755, if paid in full within 30 days of the execution of this Agreement.
A minimum deposit of $1,250.00 is due and payable at the time you execute this Agreement. You hereby authorize EC&C to charge your credit card on file for the balance due 30 days after the execution of this Agreement. If you do not pay the balance within the 30 days, then you will be charged on a monthly basis, and you shall make additional payments of $1,250.00 each for the duration of this Agreement. These monthly payments shall be made in advance of the coaching sessions remaining pursuant to this Agreement. The first year is a one year contract regardless of how it is paid. The reason for this is you will have access to take as much information as you want at whatever pace you want. This information is all the trade secrets from each department to cause amazing results. At the end of 12 months the agreement will move to a month to month at a rate of $1250. If you wish to save money on the next year contact your coach and you can do the full payment at a 40% savings. Nature of the Relationship
A. EC&C and its Coaches offer educational services. These sessions are coaching sessions for your planning, education and motivation. EC&C represents, and by signing this Agreement, you acknowledge that you understand and agree that these coaching sessions are not psychological counseling, relationship counseling, financial advising, estate planning nor any other type of counseling or therapy sessions.
B. In addition, by signing this Agreement, you acknowledge that EC&C Coaches are not financial advisors nor are they brokers/dealers. No content provided by either the coaching or the coaching course materials is intended as financial advice and EC&C does not recommend any particular investment.
C. If you feel you need professional counseling or therapy, it is your responsibility to seek the help of a licensed professional.
D. From time to time your coaching calls may be monitored or recorded as part of our ongoing quality process and training for the coaches. Cancellation Policy
A. Cancellation. In the event that you decide to cancel this Agreement, you must provide written notice to your assigned Coach, stating the reasons that you have decided to cancel. Because EC&C’s actual damages would be difficult to calculate, you agree to pay to EC&C the full year as liquidated damages. These liquidated damages are non-transferable. In the event you decide to cancel this Agreement, EC&C shall retain the tuition of the coaching sessions and the full year. You must give a 3 month cancellation notice to end this coaching and the payments. Example one year contract and you wish to be done at the end of the year, you must put the cancellation in writing to your coach by month 9 of the coaching. If you put the notice in on month 12 you will have 3 more months as we need a 3 month notice to cancel. B. 72 Hour cancellation. You may cancel this Agreement without any obligation by submitting to EC&C a signed and dated written notice postmarked prior to midnight of the third business day after the date of this Agreement. Your notice must be mailed or delivered to: Attn: Coaching Department, 6637 S Wilshire Ln, Dubuque, IA, 52003. Faxed notices are not acceptable.
C. Assigned Coach. When purchasing this program, you are not purchasing the services of an individual coach. The assigned coach may not be available to conduct any one or all sessions in which case another coach will be assigned. You are not entitled to a refund if the originally assigned coach is not available.
D. Account Activity. From the date of your execution of this Agreement, you have 10 days to complete and submit your client enrollment form to EC&C. Upon EC&C’s receipt of your completed client enrollment form, you have 20 days to complete your first coaching session. If (i) you fail to complete your client enrollment form and/or your first coaching session within 30 days, or (ii) you fail to attend any coaching sessions for at least 60 consecutive days, or (iii) you do not make your monthly payment (if any) by the agreed upon dates of your coaching sessions and after 30 days you do not make your payments to bring your account current, then EC&C shall have the right to cancel this Agreement, and you will be subject to liquidated damages as provided for in Section 3A., above.
E. Expiration Date. You have a 30-day grace period at the end of this Agreement to complete all coaching sessions outlined in this Agreement. If this Agreement reverts to a monthly payment as provided for in Section 1B., above, then once all sessions are complete, or at the end of the 30-day grace period, whichever is sooner, if you do not sign up for an additional contract term, then the Agreement automatically will revert to a month to month contract. At that time, on a month to month basis, you will be billed $1,250.00 per month, until such time that you notify us in writing that you no longer wish to continue this Agreement. At the time of such notification, your month to month billing will go for three months and then will stop and you will no longer be entitled to or charged for further coaching sessions under the Agreement. Your notice must be mailed or delivered to: Attn: Coaching Department, 6637 S Wilshire Ln, Dubuque, IA, 52003. Faxed notices are not acceptable. Faxed notices are not acceptable. Missed and Rescheduled Sessions
A. You will contact your Coach at agreed upon times, by calling a number, which will be provided to you, and you will be responsible for the telephone charges.
B. If you miss your regularly scheduled call for any reason, without giving 24 hours notice, the call will be considered a completed session and will not be replaced by your Personal Coach.
C. If you are late in making your scheduled call, the coaching session will end at its regularly scheduled time, irrespective of the length of the call, and will be considered a completed session. General Provisions A. Warranties. You acknowledge that you are not relying upon any warranties, promises, guarantees or representations made by EC&C or anyone acting or claiming to act on behalf of EC&C unless it is in writing and made a part of this Agreement. All advertising material and all prior representations or agreements, if any, whether oral or written, are hereby superseded by this Agreement. This Agreement contains the entire understanding and agreement between you and EC&C and no addition or modification of any terms shall be effective unless set forth in writing and signed by you and EC&C. No sales representative of EC&C has the authority to modify the terms of this Agreement.
B. Acceptance. By executing this agreement, you agree to be bound by all the terms and conditions herein. Your execution of this Agreement will be required prior to commencement of any Coaching sessions as contemplated by this Agreement.
C. Subject to Change. Dates and times of sessions will be determined by Coach availability.
D. Assignment. This Agreement may not be assigned to another individual or entity.
6. Payment Method Client authorizes EC&C to accept payment as directed by Client and authorizes EC&C to charge your credit card on file, if any, for any and all amounts due pursuant to this Agreement.
7. Indemnification You agree to indemnify and hold harmless EC&C, and affiliated companies, their officers, directors and employees from any and all claims, demands, suits, expenses, costs, judgments or other charges incurred by you as a result of your choice to participate in these coaching sessions as outlined by this Agreement. You will not hold EC&C or its Coaches or other employees responsible for any negligent actions or adverse results, whether known or unknown, that you may incur or suffer as a result of the coaching sessions you receive pursuant to this Agreement.
8. Disputes Any controversy between you and EC&C arising out of, in connection with or related to this Agreement shall be submitted to final, binding and conclusive arbitration. The arbitration shall be administered by JAMS pursuant to the JAMS Arbitration Rules and Procedures then in effect. Any arbitration shall be held in Dubuque, IA and the laws of Iowa shall govern this Agreement.