Terms & Conditions

ACThoughtful Consulting, LLC (“ACThoughtful” “we,” “us,” “our,” and “Consultant”) welcomes you. We invite you to engage in a variety of content and activities (“Products & Services”) we offer both on the internet on a variety of platforms, via conference calls, email, phone and in-person engagement. Some of these Products & Services are offer free of charge, others require payment.

We provide users access to Products & Services (“Users” and “Clients”) subject to the following Terms of Use, which may be updated by us from time to time without notice to you. By engaging our Products & Services, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Use and our Privacy Policy, which is hereby incorporated by reference (collectively, this “Agreement”). If you do not agree to any of these terms, then please do not engage with our Products & Services. Any user who wishes to purchase our Products & Services, is agreeing to the terms of this Agreement and the accompanying Terms & Conditions of Purchase with respect to such Product or Service. In the event of any conflict between the terms of this Agreement and the Terms & Conditions of Purchase, the Terms & Conditions of Purchase shall control.


DEFINITIONS

We provide support to business owners and other leaders in a variety of ways in our Products & Services:

  • Coaching is partnership (defined as an alliance, not a legal business partnership) between the Consultant and the Client in a thought-provoking and creative process that inspires the Client to maximize personal and professional potential. It is designed to facilitate the creation/development of personal, professional or business goals and to develop and carry out a strategy/plan for achieving those goals.
  • Advisory involves the Consultant providing recommendations and/or options on the Client’s business strategy and operations in a way that aligns with Client goals. It may include high level review of business materials and feedback.
  • Support work involves doing work for the Client that involves the creation or analysis of materials. Examples of this work include the facilitating a business plan, developing financial models, creating strategic plans, developing marketing content, or detailed editing of Client’s materials.
  • Training & Education involves working with Users in a group or self-paced setting to provide and teach them how to use tools and resources to help grow their business.

FEES & PAYMENT TERMS

We engage in several types of fee arrangements. If you pay via invoice, the invoice will outline any specific Terms & Conditions of Purchase you are accepting:

  • One Time Fees: For Products & Services delivered as a one-time effort. Examples of this would be single appointment bookings including intensives, individual sessions, or classes. Payment is due before the service is provided unless otherwise noted.
  • Monthly Subscription Fees: Many of our Products & Services are billed as a Monthly Subscription Fee and are initiated upon agreement to move forward with the work, they will be auto-renewed until cancelled. Clients typically engage ACThoughtful for a minimum of 12-months to align with the growth plan established at time of intake but may choose to engage longer. The price can be increased at anytime with a 60-day notice, however we engage in a standard practice of annual pricing evaluations to limit the number of increases experienced. The subscription term begins with the first session and is renewed each month automatically on that date. Your first payment is due prior to any Product being accessed or Services being rendered. You can cancel the subscription with a minimum one month notice in writing with termination occurring at the end of monthly subscription period. No pro-rated fees will be charged or refunds granted for unused sessions or mid-cycle terminations.
  • Hourly Fees: Most of our engagements allow Clients to request more hours at a standard hourly rate in addition to their Monthly Subscription Fee. Those hours will be billed at the end of each month based on actual hours utilized at the end of each calendar month. The current fee rate will be included in the monthly invoice for transparency.
  • Expenses: Very rarely are expenses required. If expenses are required they will be pre-approved and the Client will reimburse the Consultant for the actual amount of the expense without markup.
  • Session Cancellations and Reschedules: Sessions cancelled within 24-hours are not eligible for reschedule. Sessions cancelled with more than 24-notice will be offered a reschedule at no additional charge. No refunds will be given for unused sessions unless the Consultant cancelled the session.

Payment terms are provided on each invoice. If no payment terms are provided or are unclear then payment is required before Products are accessed or Services are rendered.


USERS RESPONSIBILITIES

As a User of our Products & Services, you understand and agree to the following:

  • Results are not guaranteed. There are a variety of factors such as industry, market, economic conditions; and your skills, abilities and delivery that influence results in your business.
  • Your commitment to results is necessary for your success
  • You will seek independent professional guidance for legal, medical, financial, or psychiatric matters when appropriate

If you choose to purchase Services from us, you commit to:

  • Provide all materials and access needed to complete any work agreed upon
  • Openly communicate with the Consultant to ensure the strongest partnership with the Consultant and the greatest chance for achieving your goals

CONSULTANT RESPONSIBILITIES

As a Consultant, if you purchase Services from us, we commit to:

  • Completing work efficiently as agreed upon
  • Communicating expectations around timeline, costs, and any issues encountered
  • Engaging openly in feedback with the Client to ensure issues are understood
  • Respond in a reasonable time frame on communications via all channels and will communicate when unavailable or if delays should be expected
  • Communicate whether we are providing Coaching, Advisory, or Support work
  • Follow the ethical guidelines established by the International Coach Federation when Coaching Services are requested or offered

QUALIFICATIONS

The Consultant has an extensive background as a generalist in business and is professionally trained as a coach and as a result can help advise and create materials to help in the running of your business. However, the Consultant is not a lawyer, CPA, therapist, Doctor, or qualified professional in all areas involved in your business, industry or personal goals. The work and advice covered under this Agreement and provided by ACThoughtful Consulting is not a substitute for professional advice by legal, medical, financial, spiritual or other qualified professionals.


OWNERSHIP

All materials prepared by The Consultant shall be the property of The Consultant unless assignment is granted to the Client. Any specific assignment will be documented in writing to the Client when the materials are provided. If the Client is assigned ownership rights then they also have complete rights to modify and use as they see fit.


CONFIDENTIALITY

Neither party may use, disclose, sell, license, publish, reproduce, or otherwise make available the Confidential Information of the other party to any unauthorized third party. Each party will secure and protect the disclosing party’s Confidential Information in a manner consistent with the manner in which the receiving party secures and protects their own Confidential Information, and at least using reasonable care. “Confidential Information” means all non-public information delivered by one party to the other, which information is marked as “confidential”, “proprietary” or with other words of similar import. “Confidential Information” shall not include information that: (i) was known to the receiving party without obligation of confidentiality; (ii) is or becomes generally known to the public through no act or omission of the receiving party; or (iii) was disclosed to the receiving party by a third party without obligation of confidentiality. This Section shall survive termination of this Agreement.

By accepting this agreement, you understand the following situations are considered acceptable sharing of information:

  • The Consultant may list the Client as a Client on their website, social media and/or printed materials
  • The Consultant may anonymously share quotes and stories for marketing purposes
  • The Consultant may share hypothetical or anonymous situations with others for the purposes of training and consultation
  • Client’s name, contact information, and hours coached will be logged to provide to Coaching certification bodies in order to provide evidence of Coaching hours required for industry credentials

INDEPENDENT CONTRACTOR STATUS

If you purchase Products & Services from us, the Consultant and Client are independent contractors of one another and neither party’s employees will be considered employees of the other party for any purpose.  This Agreement does not create a joint venture or partnership, and neither party has the authority to bind the other to any third party.  Consultant is solely responsible for all taxes, including but not limited to, income, sales, use and any other taxes arising from or due in connection with Consultant’s services under this Agreement.


LIMITED LIABILITY

Except as expressly provided in this Agreement, the Consultant makes no guarantees, representations or warranties of any kind or nature, express or implied with respect to the consulting services negotiated, agreed upon and rendered. In no event shall the Consultant be liable to the Client for any indirect, consequential or special damages. Notwithstanding any damages that the Client may incur, the Consultant’s entire liability under this Agreement, and the Client’s exclusive remedy, shall be limited to the amount actually paid by the Client to the Consultant under this Agreement for all coaching services rendered through and including the termination date.


INDEMNIFICATION

The Client hereby assumes the entire responsibility and liability for any and all damage or injury of any kind or nature to all persons, whether employees or otherwise, and to all property, relating to or resulting from the Client’s performance under this agreement.  The Client releases and holds the Consultant harmless from and against all such responsibility and liability.


SEVERABILITY

In any event any part of this agreement is found to be unenforceable the Client and the Consultant agree that the unenforceable part of the agreement shall be modified by the court to make it enforceable to the maximum extent possible. If the part cannot be modified, that part may be severed, and the other parts of the agreement shall remain enforceable.


GOVERNING LAW

This agreement will be governed, construed, and enforced in accordance with the laws of the State of Minnesota, without regard to its conflict of laws rules.


MISCELLANEOUS

Our failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, this Agreement constitutes the entire Agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. The rights and obligations of the Consultant under this agreement shall inure to the benefit of the successors and assigns of the Consultant.  The rights and obligation of the Client shall not be assignable to others.

Last Updated: June 2, 2020

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