TERMS OF SERVICE
These are the Terms of Service regarding participation in The Intentional Leader program, between you as the program participant and Brilliance Within Coaching, LLC, a New Jersey Limited Liability Company (“Brilliance Within”), as the provider of services.
1. Services. Brilliance Within will make available to Client and Client’s designated leaders certain Intentional Leader services as outlined and as further set forth in any definitive written agreement between Brilliance Within and Client (the “Services”).
2. Terms Between Coaches and Leaders. The decisions that each leader makes, are his or her own. Neither Brilliance Within nor any of its coaches, employees, agents, officers, members, contractors, consultants, or representatives shall be liable for any loss or damage that occurs as a direct or indirect result of the Services, coaching time together, or the decisions which any leader makes reflecting thereupon.
To the extent that the Services involve any coaching, please note that coaching is not therapy and does not substitute for therapy if needed, and does not prevent, cure, or treat any mental disorder or medical disease. Coaching is not to be used as a substitute for professional advice by legal, mental, medical, or other qualified professionals and each leader should seek independent professional guidance for such matters. If a leader is currently under the care of a mental health professional, he or she should inform such provider if he or she has entered into a coaching relationship.
All information provided will be kept strictly confidential as further set forth in the ICF Code of Ethics, however, this is not considered a legally confidential relationship (like in medicine or law). It is important that each leader knows and trusts completely that his or her coaching conversations are confidential, except (i) in cases of illegal activity, (ii) if disclosure is required pursuant to valid court order or subpoena, or (iii) if there is imminent or likely risk of danger to self or to others. The information shared with a coach will not otherwise be shared with anyone else, unless there is a clear agreement that it is in the leader’s best interest for the coach to do so. This coaching relationship is personal for each leader and is about each leader respectively.
Leaders may not use Brilliance Within’s or a coach’s name, likeness, brand, or materials without separate and explicit written permission.
As between each leader and Brilliance Within, all personal and business insights with respect to each leader and his or her business developed as a product of the Services shall remain the leader’s sole and exclusive property.
Brilliance Within and its coaches will provide the Services in a professional and workmanlike manner consistent with industry standards and the International Coach Federation (ICF) Code of Ethics.
3. Intellectual Property. All rights in and to trade secrets, know-how, rights under copyright, trademark, and patent laws, as well as moral rights and similar rights of any type under the laws of any governmental authority, domestic or foreign, in and to any of Brilliance Within’s pre-existing materials (including any information, know-how, methodologies, equipment, processes, works, trade or service marks, images, photographs, illustrations, graphics, audio clips, video clips, websites, email or other messages, metatags, domain names, text, and training materials, the “Retained Materials”) incorporated into deliverables to Client, shall remain the sole and exclusive property Brilliance Within, provided that, with respect to any Retained Materials incorporated into deliverables to Client, Brilliance Within hereby grants Client as part of the deliverables, a limited, nonexclusive license, to use, reproduce, modify, display, distribute, and prepare derivative works of, in whole or in part, the Retained Materials for Client’s internal purposes. Client acknowledges that Brilliance Within’s use of any commercially available material owned by third-parties and licensed to Brilliance Within and re-licensed by Brilliance Within to Client or which is owned by third parties and licensed directly by said third parties to Client (“Licensed Material”) is subject to terms and conditions which are contained in a license agreement, end-user agreement or such other agreement or license as the owner of the Licensed Material may specify.
4. Confidential Information; Non-Solicitation. In relation to Brilliance Within’s performance of the Services, each party may make available to the other party information that it considers to be confidential and/or proprietary (“Confidential Information”). Confidential Information includes all nonpublic information, whether oral, written, electronic, magnetic or otherwise, disclosed by or relating to the parties that (a) is designated as confidential or (b) given the nature of the information or the circumstances surrounding its disclosure, reasonably should be considered as confidential. The parties agree that, both during the term of service and at all times following termination, the parties will hold all Confidential Information in the strictest confidence. The receiving party will use the Confidential Information only for the purposes contemplated by these Terms of Service. Upon request of the disclosing party, or in any event upon any termination or expiration of the term of service, the receiving party will return or destroy all of the materials, in any medium, which contain, embody, reflect or reference all or any part of any Confidential Information. The obligations under this Section 4 with respect to each item of Confidential Information will remain in effect for a period of five (5) years following the termination of Services; provided, however, that with respect to customer data, trade secrets, and other highly sensitive confidential information clearly identified as such at the time of disclosure, the nondisclosure obligations set forth herein shall continue indefinitely. Confidential Information shall not include any information that: (i) is or subsequently becomes publicly available without the receiving party’s breach of any obligation owed to the disclosing party; (ii) became known to the receiving party prior to disclosure of such information to by the disclosing party, its agents, or representatives; (iii) became known to the receiving party from a source other than the disclosing party, its agents, or representatives other than by the breach of an obligation of confidentiality owed to the disclosing party; or (iv) is independently developed by the receiving party. During the term of services and for twelve (12) months afterward, Client shall not solicit for employment or engagement any employee or consultant of Brilliance Within who provides Services hereunder.
5. Termination. Client’s success depends on his/her full commitment to practice the strategies Brilliance Within shares. Brilliance Within is 100% committed to giving Client the tools, strategies and coaching that set each Client up for success. Prepaid services: Prepaid services shall not be refundable upon termination for any reason. Payment plans: Client agrees to make all payments he/she has committed to. Should Client wish to cancel the subscription, written notice is to be sent to support@brilliancewithincoaching.com. Brilliance Within requires Client to fill out a refund questionnaire before stopping payments. If the cancellation request is approved, Client’s subscription will end at Client’s next billing period. Delinquent payments: Brilliance Within will send courtesy reminders if a payment fails to process. Program access will be suspended up to 30 days until payment is received. After 30 days, a payments manager will proceed with collection efforts, which may include the account being turned over to a collections service. Returned ACH: There will be a $25 fee for any returned ACH.
6. Limited Warranty and Indemnification.
(a) Limited Warranty. Brilliance Within warrants to Client that the Services will be performed in a professional and workmanlike manner by persons with the skill, training, and background consistent with industry standards.
(b) Indemnification. Each party shall each defend, indemnify and hold harmless the other party, its officers, directors, shareholders, employees, agents and representatives (the “indemnified parties”) from and against any and all losses, damages, judgments, penalties, costs or expenses (including reasonable attorneys’ fees) resulting from any claim, demand, action or proceeding brought by a third party that arises out of (a) the negligence, strict liability, or misconduct of the indemnifying party; (b) any allegation that, if true, would establish a breach of these Terms of Service by the indemnifying party; or (c) a violation by the indemnifying party of any applicable law. As a condition of the indemnifying party’s indemnification obligation, the indemnified party will promptly notify the indemnifying party of any claim for which indemnification is sought, provide all reasonable assistance to the indemnified party in connection with the defense or settlement of such claim, and give the indemnifying party sole control over the defense and settlement of such claim (provided, that the indemnified parties will not be responsible for any settlement that admits fault or liability of an indemnified party without such indemnified party’s advance written consent).
7. General. These Terms of Service, along with any definitive written agreement between Brilliance Within and Client, are the entire agreement of the parties, and reflects a complete understanding of the parties with respect to the subject matter hereof. These Terms of Service supersede all prior written and oral representations with respect to the Services. You agree that at our sole discretion and without prior notice or liability, Brilliance Within may at any time either temporarily or permanently, discontinue or modify any aspect of our site or Services including without limitation, (i) restricting the operating hours of Services; and (ii) restricting or terminating any participant’s right to use the Intentional Leader program. If we decide to change the products or services, we will refer to those changes on our web site. Neither party may transfer or assign its rights, duties or obligations under these Terms of Service to any other person or entity without the prior written consent of the other party. These Terms of Service are governed by the laws of the State of New Jersey. The parties specifically agree that, regardless of where any breach occurs, and regardless of the citizenship, nationality, or residence of any party, whether in the United States or abroad, that jurisdiction over any dispute arising under these Terms of Service shall be exclusively with the state and Federal courts situated within the State of New Jersey, Morris County. In the event of any dispute, professional mediation will be employed before any other legal action can take place.
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