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.
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.
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.
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.
Ashley Koff Better Nutrition Program, LLC
By: Ashley Koff RD
▪ Mentoring Services.
▪ 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:
Ashley Koff Better Nutrition Program, LLC Mentoring Agreement
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Document Name: Terms Agreement
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