Terms Agreement


MENTORSHIP AGREEMENT 

This Mentorship Agreement (this “Agreement”) is made and entered into as of   (the “Effective Date”), by and between [CLIENT NAME] (the “Client”), and Ashley Koff Better  Nutrition Program, LLC, an Ohio limited liability company (the “Mentor”). The Client and the  Mentor are each a “Party” to this Agreement and are collectively referred to as the “Parties” herein. 

Services Provided. The Client hereby engages the Mentor to provide the Mentoring services set  forth in Schedule A attached hereto (the “Services”), subject to the terms and conditions set forth  in this Agreement, including those on Schedule A. 

Term of Agreement; Termination. The term of this Agreement (the “Term”) will begin on the  Effective Date and continue for one year (12 months)], unless terminated earlier as provided herein.  The Term may be extended with renewal of membership for an additional year or upon written  agreement of the Parties.  

Performance. The Mentor agrees to perform all obligations under this Agreement in a professional  manner in accordance with general industry standards.  

Fees. The Client will pay Mentor the fees described on Schedule A. Mentor is solely responsible for  paying all federal, state, and local taxes, arising from Mentor’s receipt of the fees. 

  1. Responsibilities.

5.1 The Client acknowledges that Mentoring is a comprehensive process and that  Client must possess the time and energy to fully participate. Client agrees to communicate  honestly with the Mentor and be open to feedback and assistance to enhance the Mentoring  relationship. 

5.2 The Parties agree and acknowledge that Client is solely responsible for his or her  own well-being, decisions, results, and actions arising out of or resulting from the Mentoring  relationship governed by this Agreement; including any and all interactions between Client  and their customers. As such, Client agrees that Mentor shall not be held liable or  responsible for any action or inaction, or for any direct or indirect result of Mentor’s  provision of the Services. 

5.3 Notwithstanding any damages the Client may incur, the Mentor’s entire liability  under this Agreement shall be limited to the amount paid by Client to the Mentor for the  Services rendered under this Agreement. 

Intellectual Property. 

6.1 Client agrees that all right, title, and interest in and to all intellectual property of  any kind or nature, whether registered or unregistered (including, but not limited to, forms,  grades, writings, works of authorship, and all other work product of any nature whatsoever)  that are used or provided by Mentor pursuant to this Agreement (collectively, the 

Intellectual Property”) are the Mentor’s sole and exclusive property. 

6.2 Client acknowledges that this Agreement does not give Client any license or right  of any nature with respect to the Intellectual Property. Nor does it give Client any license or  right to any Confidential Information, materials, software, or other tools made available to 

Client by the Mentor. Unless otherwise provided on Schedule A or in writing signed by the  Mentor, Client may not use the Intellectual Property except as provided in this Agreement. 

Confidentiality. 

7.1 Client agrees that he or she will not disclose, divulge, reveal, report, or use, for  

any purpose, any Confidential Information that Client obtained from the Mentor. This  obligation will survive the expiration or termination of this Agreement and will continue  indefinitely. 

7.2 Confidential information (the “Confidential Information”) refers to any data or  information relating in any way to the business of the Mentor which would be considered by  a reasonable person to be confidential or proprietary to the Mentor. 

Modification of Agreement. An amendment of this Agreement will only be binding if evidenced  in a writing signed by both Parties. 

Assignment. Neither Party may assign or otherwise transfer its obligations under this Agreement  without the prior written consent of the non-assigning Party. Any assignment in violation of this  provision shall be deemed to be null and void. 

Entire Agreement. The entire agreement between the parties with regard to the subject matter  hereof is set forth in this Agreement, including on Schedule A. 

Governing Law; Jurisdiction. This Agreement is governed by and in accordance with the laws of  the State of Ohio, without giving effect to any conflict of law provisions. Any dispute arising out of  or relating to this Agreement is subject to the exclusive jurisdiction of the courts located in Franklin  County, Ohio. 

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the  Effective Date.

THE MENTOR: 

Ashley Koff Better Nutrition Program, LLC 

By: Ashley Koff RD

Title: Owner 

Email: ashley@thebetternutritionprogram.com

SCHEDULE A 

Mentoring Services

  • 1:1 Mentorship: To include in-person, email, phone and virtual one-on-one  conversations with Mentor related to Client’s business model, planning, financials,  marketing, nutrition practice, and client services. May include review of contracts,  business proposals, emails, systems and other documentation for advice. May include  development of drafts for Client to develop into their own materials.  
  • Group Mentorship: to include any of the above delivered in a group setting in person or virtually. 

Cancellation. If Client desires to cancel any scheduled session with Mentor during the  Term, Client must do so at least 24 hours in advance of the respective session. If Client fails  to give Mentor the notice provided in this paragraph, Mentor reserves the right to either  note session as “completed” with respect to quarterly session included in membership or to  keep Client payment for that session. Mentor will make good faith attempts to reschedule all  cancelled sessions. 

Fees. Client shall pay Mentor for the Services as follows: 

  • As part of their membership purchase with The Better Nutrition Program  
  • As individual session - ahead of scheduling - at the price posted on  TheBetterNutritionProgram.com 
  • Client may be offered a discount for a session(s) to apply at purchase 
  • In the event, Client “wins” a free session with Mentor - then there is no fee paid but  all other aspects of this agreement apply to the services rendered. 

Ashley Koff Better Nutrition Program, LLC Mentoring Agreement

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Document name: Terms Agreement
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Timestamp Audit
December 15, 2020 3:40 pm CSTTerms Agreement Uploaded by Ashley Koff - team@thebetternutritionprorgam.com IP 2601:680:c101:2090:cc72:8ba4:17db:3aac
December 18, 2020 4:53 pm CSTAshley Koff - team@thebetternutritionprorgam.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
December 18, 2020 4:54 pm CSTAshley Koff - team@thebetternutritionprorgam.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
December 18, 2020 4:58 pm CSTAshley Koff - team@thebetternutritionprorgam.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
December 18, 2020 5:02 pm CSTAshley Koff - team@thebetternutritionprorgam.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
December 18, 2020 5:02 pm CSTClayton Chase - clayton@chasemade.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
December 26, 2020 7:57 pm CSTAshley Koff - team@thebetternutritionprorgam.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
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December 26, 2020 8:30 pm CSTClayton Chase - clayton@chasemade.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
December 29, 2020 10:29 am CSTAshley Koff - team@thebetternutritionprogram.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
December 29, 2020 10:29 am CSTClayton Chase - clayton@chasemade.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
January 1, 2021 9:05 pm CSTAshley Koff - team@thebetternutritionprogram.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 73.98.140.127
July 28, 2021 1:33 pm CSTAshley Koff - team@thebetternutritionprogram.com added by Ashley Koff - team@thebetternutritionprorgam.com as a CC'd Recipient Ip: 2601:680:c101:2090:cc72:8ba4:17db:3aac