Client Service Agreement Terms of Service

 

Parties: Mint Conceptions, LLC known as “Vendor” or  "Contractor" or "Consultant" and Service Recipient known as "Client.” Collectively, all of the above people or businesses entering this Agreement will be referred to as the "Parties."

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Purpose of the Agreement

Client wishes to hire Vendor to provide services relating to 'Coaching or Consulting' as detailed in the purchased service Agreement. Vendor has agreed to provide such services according to the terms of this Agreement.

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Terms

SERVICES

Contractor shall provide Client with the services as purchased on our site within the set parameters of expiration. TOP Coaching Services require custom quoted packages. The packages available on Mint Conceptions, LLC site are for Limited-Service Coaching Engagements only and do not confer the same benefits of our TOP Coaching Service.  All purchases are final and packages are non-refundable.

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Our Web Based Limited-Service Coaching Engagement Packages include (for Power Packs & Monthly Subscriptions): 

• 30-min 1:1 sessions for the duration and frequency outlined in the purchased package

• Detailed session notes with outlined action steps 

For Monthly Recurring Subscriptions Only:

• Access to private client tools, templates, frameworks, and other resources 

• Standard Support: project placement based on availability (*additional fees apply*)

• Unlimited messenger support during office hours for your team

 

No Labor Hours beyond purchased coaching service are included in this contract.  Individualized Service Level hours beyond the package limit will be invoiced for each additional labor hour at then current pricing.  Special service projects may require separate quotes.

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By acknowledging this agreement, the Client agrees to pay according to the terms outlined herein.  Any changes, additions, or modifications to the existing work order will alter the price of the existing work order, and the Client assumes financial responsibility for any outstanding balance. Client agrees to annual terms as indicated above, detailed here forward, and within the purchase order for the selected plan. For all executive, administrative support, specialized coaching and consulting packages, special quotes must be obtained and any purchased package may be credited towards the necessary service. For all executive, administrative support, specialized coaching and consulting packages, annual contracts will continue on a month-to-month basis after maturation at then current pricing, annual contract renewal may afford greater client savings. All covenants and restrictions agreed upon in any annual contract remain applicable for all month-to-month contract conversions. Contractor shall provide Client with the following additional services on an ‘as needed’ basis at the discretion of the Contractor:

•  Time devoted by Contractor is billable by the hour at then current rates for each additional hour beyond those outlined in the support plan selected.   

 

PRE-PROJECT CONSULTATION

Contractor shall provide Client with one thirty-minute pre-Service consultation. The Parties shall agree on an acceptable date and time for conducting the pre-Service consultation, but the manner by which the consultation shall be conducted shall be at the discretion of the Contractor. In most instances, this consultation is conducted via phone, video chat, or in person. 

 

COST

The total cost of all Services Contractor agrees to provide to Client is based on the project fee and an hourly basis (the “Total Cost”). Total Cost is inclusive of Contractor’s Services, any setup time, travel time and out-of-pocket costs, administrative fees, and assistance.

 

ADDITONAL SERVICES

Client should be aware that additional costs may be necessary for optimum business operations and additional services may be recommended by the Contractor to the Client. These may include but are not limited to: additional contractor or subcontractor services, software licenses, legal consultation fees and expenses, software licensing, and any additional costs for services procured, and any and all fees for such additional services remain the responsibility of the Client.  The Contractor accepts no financial responsibility and is not party to any vendor contracts outside of this executed contract between Client and Contractor.

 

FEES

Contractor’s then current hourly rate will be charged for each hour spent on Client’s Services over the allotted amount of time purchased.

 

LATE FEES

For any subscription packages, if Contractor does not receive payment from Client by the payment due date, then Client will be charged a late fee of 5% on any outstanding balance that the Contractor has not received payment for. Service suspension will occur immediately until payment is made in full, and for any accounts not paid in full within 30 calendar days of any payment due date are subject to cancellation and hosting deactivation where applicable. Contractor reserves the right to refuse service if Client’s prior history reflects non-payment or cancellation status. If payment arrangements are reached between Client and Contractor prior to account cancellation, interest will continue to compound on any past due balances with an additional 5% penalty accrued for each month with a past due balance remaining.

• For example, Client owes Contractor $1000 due on April 1 and fails to pay by April 5th. On April 5th, Client owes Contractor $1050. 

 

EXPENSES

Any expenses incurred by Contractor while providing Client with Services will be invoiced to Client in a timely manner. Client is responsible for paying for and delivering any third party software licenses or products Client wishes Contractor to utilize before the start of service.

At the Contractor’s discretion, Contractor will make reasonable efforts to integrate Client’s suggested software or products.

 

ACCOUNT ACCESS

Client shall provide Contractor with access to the following accounts no later than the first day of service (if applicable) via: Business or Practice Management Software, Secure Email (PRN), Reporting Functions for Accounting P&L Review Only Access, Any Other Relevant Business Accounts Applicable to Coaching Function (access level is at the discretion of the Client)

 

PLACE WHERE SERVICES WILL BE RENDERED

The Contractor will perform most services in accordance with this contract via remote connection and video chat.  In person service additions require special quotes and will be detailed in service contract details, and can result in additional Client expense.  In addition, the Contractor will perform services on the telephone and electronically and at such other places as deemed necessary by the Contractor to perform the agreed upon services in accordance with this agreement.  As a contracted party, the Contractor retains the right to deliver services in the manner best suited for their business application.  Should any Client requests conflict with the ability of the Contractor to maintain their business processes, the Contractor retains the controlling power in service delivery preference and reserves the right to cancel this agreement at any time.

 

CONFIDENTIALITY

Parties will treat and hold all information of or relating to this Agreement, the Services provided and the Parties’ businesses in strict confidence and will not use any of this information except in connection with fulfilling the terms of this Agreement, and, if this Agreement is terminated for whatever reason, Parties will return all such information, including account access information, and any and all copies to the original Party and will remain bound to the Confidentiality provision of this Agreement. Confidential information (herein “Confidential Information”) means information that is of value to its owner and is treated as proprietary or confidential including, but not limited to, intellectual property, inventions, trade secrets or information, financial data or information, speculation, knowledge, general Company data or reports, future business plans, strategies, customer lists and information, client acquisition strategies, advertising campaigns, information regarding executives and employees, and the terms and provisions of this Agreement.

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Further, at all times neither Party shall use or disclose any Confidential Information relating in any way to the past, present, or future business affairs, conditions, clients, customers, efforts, employees, financial data, operations, practices, products, processes, properties, sales, or services of or relating in any way to the Company in whatever form to any parties outside of this Agreement.

This Agreement imposes no obligation upon the Parties with respect to any Confidential Information that was possessed before initial business interactions commenced between the Parties; is or becomes a matter of public knowledge through no fault of receiving Party; is rightfully received from a third party not owing a duty of confidentiality; is disclosed without a duty of confidentiality to a third party by, or with the authorization of the disclosing Party; or is independently developed by either Party without prior knowledge of privileged or confidential information.

 

RELATIONSHIPS OF THE PARTIES

Contractor and any related sub-contractors are not employees, partners or members of Client’s company or organization. Contractor has the sole right to control and direct the means, manner and method by which the services in this Agreement are performed. Contractor has the right to hire assistants, subcontractors or employees to provide Client with its Services. Parties are individually and separately responsible for their own business operation and expenses, including securing or paying any licensing fees, insurance, taxes (including FICA), registrations or permits. Client is not responsible for paying for any benefits, Workers Compensation, insurance or unemployment fees to Contractor.

 

INTELLECTUAL PROPERTY

Contractor retains the ownership of its copyright in any and all designs pursuant to federal copyright law (Chapter 17, Section 201-02, of the United States Code.) Any and all work produced in connection with, or in the process of fulfilling this Agreement, are expressly and solely owned by Contractor. Contractor grants to Client a nontransferable, non-exclusive, royalty-free license of designs produced with and for Client for the specific purpose of use within the contracted Client's listed business entity as desired. Any unauthorized use of the design, such as using the design for other purposes than those specified herein, will result in additional fees and/or royalty payments to Contractor. Parties own their respective trademarks and intellectual property used in the normal and separate course of their business and agree not to infringe upon or otherwise use each other’s respective intellectual property except for in the course of providing Client with its Services.

 

STYLE RELEASE

Client has spent a satisfactory amount of time reviewing Contractor’s work and has a reasonable expectation that Contractor’s Services will produce a reasonably similar outcome and result for Client. Contractor will use reasonable efforts to ensure Client’s services are carried out in a style and manner consistent with Contractor’s current portfolio and services, and Contractor will try to incorporate any suggestions Client makes. However, Client understands and agrees that:

• Every client and final delivery is different, with different tastes, budgets, and needs;

• The services provided are subjective and Contractor is a provider with a unique vision, with an ever-evolving style and technique;

• Contractor will use her personal judgment to create favorable results for Client, which may not include strict adherence to Client’s suggestions;

• Dissatisfaction with Contractor’s independent judgment or individual management style are not valid reasons for termination of this Agreement or request of any monies returned.

 

LIMIT OF LIABILITY

Client agrees that the maximum amount of damages she/he is entitled to in any claim of or relating to this Agreement or Services provided herein are not to exceed Contractor’s total cost for one month of service as set forth in the purchase order or quoted purchase agreement.

 

NO INCOME OR RESULTS GUARANTEES EXPRESSED OR IMPLIED

No guarantees of any sort are expressed or implied to the success of any given business or Client enrolled in any of the Contractor's service offerings or subcontracted services. No income or results guarantees are expressed or implied with any of the Contractor's service offerings or subcontracted services, and Client assumes all liability for any implemented strategies or service offerings. Success is largely dependent upon the business owner's ability to implement the shared business practices and commit to a growth mindset. Contractor reserves the right to cancel this agreement at any point and for any reason. Client agrees to indemnify and hold harmless Contractor and its employees, agents and independent contractors for any injury, property damage, liability, claim or other cause of action arising out of or related to Services provided herein. 

 

DISCLAIMER

Mint Conceptions, LLC is a business consulting firm and does not provide legal, tax, or financial advice. Any information shared through our services or website is for general informational purposes only and should not be interpreted as professional legal or financial guidance. We strongly recommend that you consult with a licensed attorney or certified public accountant (CPA) in your jurisdiction for advice tailored to your specific situation. By using our website or services, you agree to our Terms of Service and Privacy Policy. If you do not agree to these terms, please discontinue use of our services.

 

PROPOSED COST SAVING SOLUTIONS

Proposed cost saving solutions may require changes in infrastructure to see the greatest savings advantages. Any new service contracts remain between the Client and the service provider and are not affiliated with the Contractor. Contractor reserves the right to terminate for any reason any contract, partnerships, affiliations, licensing, credentialing, or other offered services. Upon termination, Contractor will in good faith offer to transfer license servicing to the parent organization if still available to the Client if continuation of the licensed service is desired.

 

MARKET AREA ANALYSIS & LOCATION MAPPING DISCLAIMER

No guarantees are expressed or implied to the success of any given business within the location maps generated.  Contractor utilizes statistical data and geographical mapping for informational purposes only to aid in the Client's decision-making process for de novo and growing businesses or practices, but makes no guarantees to the success of any business utilizing this data.

 

HOSTED SERVICES

Contractor does not guarantee service level for any hosted product or vendor after project completion.  Monthly service fees may apply and the security risk of any service or product used remains the sole responsibility of the Client.  For websites, security certificate (SSL) maintenance remains the responsibility of the Client and Contractor takes no responsibility for any malicious attacks, hacking, website redirects, or other force majeure not specifically listed that may occur and alter website or hosting functionality. In the event of a breach, Contractor will aid the business owner in devising a solution, but cannot guarantee content retention or restoration, Google ranking restoration, or domain availability, and additional fees may apply. Upon termination, Contractor will in good faith offer to transfer license servicing to the parent organization if still available to the Client if continuation of the licensed service is desired.

 

EMPLOYMENT OF OTHERS

The Client may from time-to-time request that the Contractor arrange for the services of others for subcontracted services. All costs to the Contractor for those services will be paid by the Client but in no event shall the Contractor employ others at an added expense to the Client without the prior authorization of the Client. Should subcontracted services require an extended service agreement and continue beyond a one-time occurrence, an additional contract detailing these ongoing services will be executed between Client and Contractor.

In the event Client desires to hire an independent contractor or subcontractor for a permanent position within one year of the date such independent contractor or subcontractor last worked at Client’s location or remotely under this Agreement, Client agrees to: (a) first obtain the express written consent of the Contractor and (b) pay the Contractor’s Permanent Placement Fee of five thousand dollars ($5,000.00). Client acknowledges and understands that the independent contractors and subcontractors of the Contractor have agreed, for a period of one year following the independent contractor’s completion of any temporary placement assignment for Client under this Agreement, not to accept permanent employment with the Client without (i) the express written consent of the Contractor and (ii) the Client’s payment of the Permanent Placement Fee. In the event of a breach of this paragraph, Client shall be liable to the Contractor for payment of the Permanent Placement Fee. For the sake of clarity, except as expressly permitted in this paragraph, the Client agrees that within one year of the date an independent contractor or subcontractor last worked at Client’s location or remotely under this Agreement the Client shall not, directly or indirectly, employ, solicit, divert or hire or induce or attempt to solicit for contract, hire or retain, whether on a full-time, part-time or consulting basis, any such Independent Contractor. 
 

RIGHT TO REVIEW

Contractor cannot offer legal advice or counsel, and Contractor recommends all agreements be reviewed by Client's designated attorney prior to finalizing. Client is aware of their right to review all contracts and service agreements with legal counsel prior to signing or entering into any agreement or service contract. Contractor offers contract evaluation services for statistical analysis and informational business planning purposes only.

 

INDEMNIFICATION

Client agrees to indemnify and hold harmless Contractor and its employees, agents and independent contractors for any injury, property damage, liability, claim or other cause of action arising out of or related to Services provided herein. Contractor will make good faith effort to supply current and accurate information, but cannot guarantee accuracy or reliability due to the ever-evolving nature of business and regulatory processes. The Client assumes all risk associated with the conduct of their business and the Client's decision to utilize or disregard any Contractor supplied recommendations or information remains the liability of the Client. It is the responsibility of the Client to verify information before implementing any recommendations of the Contractor. Client agrees to indemnify and hold harmless Contractor and its employees, and assumes all risk and liability with the implementation of any recommendations made by the Contractor or its employees. 

 

ASSUMPTION OF RISK

Client and related parties/ participants expressly assume any risk of the services provided and related activities as described herein.

 

NON-DISPARAGEMENT

The Parties mutually agree not to make public defamatory statements that would materially harm the reputation or business activities of any Parties to this Agreement.

 

CANCELLATIONS AND RESCHEDULING

 

CLIENT DESIRES TO CANCEL OR RESCHEDULE

Client may reschedule Services with at least 24 hours notice. Contractor has no obligation to attempt to re-book further Services to make up for Client’s cancellation or rescheduling, and any remaining regularly scheduled services will resume as scheduled thereon. 

If the Client desires to cancel Services of Contractor for any reason, then Client shall provide at least 30 days notice to Contractor in order to cancel this contract. Due to the onboarding necessary for implementation of processes, all executive, administrative, specialized coaching and consulting contracts cannot be cancelled before a minimum of six (6) service months have lapsed, and should be viewed as a long-term commitment by the Client.

Regularly scheduled services will continue until the 30-day cancellation notice curing period has passed as defined above. Providing Notice will not relieve Client of any currently outstanding payment obligations. Contractor will not be obligated to refund any portion of monies Client has previously paid to Contractor. 

If applicable, hosting cancellations or transfers cannot occur before the 12-month anniversary of the signing of the associated service agreement, and Contractor must be notified in writing by Client 30 days prior to contract renewal of intended cancellation or the full annual fee will be due upon renewal date. Early cancellation of hosting services will require the remainder of the annual subscription price to be paid in full. Contractor retains the option to transfer hosting ownership to business owner for continued maintenance and hosting responsibility after termination date of first annual agreement, notice of intent to transfer or terminate must be supplied in writing 30 days prior to annual renewal date or hosting will auto-renew for an additional year at then current pricing. 

 

CONTRACTOR DESIRES TO CANCEL OR RESCHEDULE

In the event Contractor cannot or will not perform her obligations in any or all parts of this Agreement, it (or a responsible party) will immediately give Notice to Client, and at the Contractor’s discretion, either attempt to find a reasonable substitute to fulfill the terms of this Agreement or issue a refund or credit based on a reasonably accurate percentage of Services rendered. In the case of a refund where, at the discretion of the Contractor, no reasonable substitute is found, Contractor shall excuse Client of further performance obligations in this Agreement.

 

FORCE MAJEURE

Either party may choose to be excused of any further performance obligations in the event of a disastrous occurrence outside the control of either party that materially affects the performance of Services, such as: an act of God (fires, explosions, earthquakes, hurricane, natural disasters, flooding, storms or infestation), or War, Invasion, Act of Foreign Enemies, Embargo, or other Hostility (whether declared or not), or any hazardous situation created outside the control of either party such as a riot, disorder, nuclear leak or explosion, or act or threat of terrorism.

 

NO-SHOWS

If it becomes impossible for Contractor to render Services due to the fault of the Client or parties related to Client, such as failure to provide necessary elements of the Services or failure of one or more essential parties to the Services to complete tasks in a timely manner, it is within the Contractor’s sole discretion to allow for any additional time or dates to render Services. In such an event, any outstanding amount will immediately become due and payable to Contractor.

 

GOVERNING LAW

The laws of North Carolina govern all matters arising under or relating to this Agreement, including torts.

 

NOTICE

Parties shall provide effective notice (“Notice”) to each other, including any payments or invoices, via email or USPS.

 

SEVERABILITY

If any portion of this Agreement is deemed to be illegal or unenforceable, the remaining provisions of this Agreement remain in full force, if the essential provisions of this Agreement for each party remain legal and enforceable.

 

AMENDMENTS

The parties may amend this Agreement only by the parties’ written agreement with proper Notice.

 

ASSIGNMENTS

Neither party may assign or subcontract any rights or obligations in this Agreement without proper Notice, unless otherwise provided herein.

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ACKNOWLEDGEMENT

By purchasing our services, Client is consenting and acknowledging the Client Service Agreement Terms of Service, under which Client agrees to be bound by the Agreement terms outlined here. By using our website or services, you agree to our Terms of Service and Privacy Policy.  If you do not agree to these terms, please discontinue use of our services.

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TITLES

The titles and section headers in this Agreement are provided for convenience only and should not be construed as part of this Agreement.