Last updated: January 03, 2024

Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of this Disclaimer:

Company (referred to as either "the Company", "We", "Us" or "Our" in this Disclaimer) refers to Team Integrity Knowledge Center.
Service refers to the Website.
You means the individual accessing the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
Website refers to Team Integrity Knowledge Center (Melanie Patterson), accessible from https://www.teamintegrityknowledgecenter.com/

Disclaimer

The information contained on the Service is for general information purposes only.

The Company assumes no responsibility for errors or omissions in the contents of the Service.

The Company assumes no responsibility for third party affiliates or vendors providing products and/or services.

In no event shall the Company be liable for any special, direct, indirect, consequential, or incidental damages or any damages whatsoever, whether in an action of contract, negligence or other tort, arising out of or in connection with the use of the Service or the contents of the Service. The Company reserves the right to make additions, deletions, or modifications to the contents on the Service at any time without prior notice. This Disclaimer has been created with the help of the Disclaimer Generator.

The Company does not warrant that the Service is free of viruses or other harmful components.

External Links Disclaimer

The Service may contain links to external websites that are not provided or maintained by or in any way affiliated with the Company.

Please note that the Company does not guarantee the accuracy, relevance, timeliness, or completeness of any information on these external websites.

Errors and Omissions Disclaimer

The information given by the Service is for general guidance on matters of interest only. Even if the Company takes every precaution to insure that the content of the Service is both current and accurate, errors can occur. Plus, given the changing nature of laws, rules and regulations, there may be delays, omissions or inaccuracies in the information contained on the Service.

The Company is not responsible for any errors or omissions, or for the results obtained from the use of this information.

Fair Use Disclaimer

The Company may use copyrighted material which has not always been specifically authorized by the copyright owner. The Company is making such material available for criticism, comment, news reporting, teaching, scholarship, or research.

The Company believes this constitutes a "fair use" of any such copyrighted material as provided for in section 107 of the United States Copyright law.

If You wish to use copyrighted material from the Service for your own purposes that go beyond fair use, You must obtain permission from the copyright owner.

Views Expressed Disclaimer

The Service may contain views and opinions which are those of the authors and do not necessarily reflect the official policy or position of any other author, agency, organization, employer or company, including the Company.

Comments published by users are their sole responsibility and the users will take full responsibility, liability and blame for any libel or litigation that results from something written in or as a direct result of something written in a comment. The Company is not liable for any comment published by users and reserves the right to delete any comment for any reason whatsoever.

No Responsibility Disclaimer

The information on the Service is provided with the understanding that the Company is not herein engaged in rendering legal, accounting, tax, or other professional advice and services. As such, it should not be used as a substitute for consultation with professional accounting, tax, legal or other competent advisers.

In no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever arising out of or in connection with your access or use or inability to access or use the Service.

"Use at Your Own Risk" Disclaimer

All information in the Service is provided "as is", with no guarantee of completeness, accuracy, timeliness or of the results obtained from the use of this information, and without warranty of any kind, express or implied, including, but not limited to warranties of performance, merchantability and fitness for a particular purpose.

The Company will not be liable to You or anyone else for any decision made or action taken in reliance on the information given by the Service or for any consequential, special or similar damages, even if advised of the possibility of such damages.

 

Terms and Conditions

Collectively, the below people or businesses entering this Agreement will be referred to as the "Parties."

Purpose of the Agreement

Client wishes to hire Team Integrity I, LLC to provide services relating to Client’s business needs, as detailed in this Agreement. Coach/Team Integrity I, LLC has agreed to provide such services according to the terms of this Agreement.

Terms

Team Integrity I, LLC will provide consulting services as mutually agreed upon and described in this attached agreement. All consulting, products and services to be provided hereunder will be referred to as "services".

Team Integrity I, LLC will offer and provide initial and support services as both the provider and client subsequently agree. The relationship of coach and client is that of independent contractors.

Team Integrity I, LLC is not affiliated or legally liable with any third-party contractors, affiliates, or subcontractors. Team Integrity I, LLC maintains professionalism, integrity and honestly as their core mission. 
 

SERVICES

Contractor shall provide Client with the following additional services by on an ‘as needed’ basis at the discretion of the Contractor:

Contractor shall provide Client with the following services on a basis (herein known as “Services”):

•  Coaching Calls●Digital Products ● Education, Coaching, Mentorship ● Government Business Services ● Back-Office Support

 COST

The total cost ("Total Cost") for all Services are due in full or by payment plan pay date of receipt and/or execution of contract. Client shall pay the Total Cost to Coach as agreed.

The total cost of all Services Contractor agrees to provide to Client is on an as is basis (the “Total Cost”). Total Cost is inclusive of Contractor’s Services, any setup time, travel time and out-of-pocket costs, software licenses, administrative fees, assistance, subcontractor costs. Client acknowledges and agrees that all total cost are FINAL.

SUBSCRIPTION

Client grants all annual and/or subscription renewals of any products/services to be automatically debited from account on file.

 LATE FEES

If Coach does not receive payment from Client within fourteen calendar days of any payment date, then Client will be charged a late fee of 5.0% of the outstanding amount per each day that Coach does not receive payment. If Coach has made reasonable attempts to notify Client of Client’s outstanding balance, and Client’s balance remains unpaid or partially paid, then Coach reserves the right to send Client to collections for any and all outstanding payments. Client agrees to pay for all Coach’s reasonable collections and legal costs encountered while attempting to collect against Client.

EXPENSES

Any expenses incurred by Coach while providing Client with products/services will be invoiced to Client in a timely manner {< 30 days}. Client is responsible for paying for all desired products/services with full obligation to all cost associated. At the Coach’s discretion, cancellation, suspension, and revocation can take place at any given time.

SCHEDULE 

Coach shall deliver Services in a reasonable amount of time. Client must respond to any Coach or affiliates communication within a reasonable amount of time. If Client fails to respond to Coach within 5 DAYS for feedback or any other Coach request(s), it is within the Coach’s discretion to delay or cancel a Client’s Services.  If Services are delayed due to lack of response, Client must pay an additional fee of $100.00 fee to restart the Services in a timely manner.

DELIVERY OF SERVICES 

Coach will provide any documentation, services, to Client within 7 business days. All Services must be provided directly to Client by 7 business unless otherwise specified in this Agreement. For capability statement client orders, a 30 day or less response time before final draft is delivered is the expectation. Edits passed 30 days will be at an additional charge of $100. 

PROTECTIONS & RELATIONSHIP 

Copyright Ownership: In the event that any copyrighted work(s) are created or shared as a result of the Services provided by Parties in accordance with this Agreement, the contributing Party owns all copyrights in any and all work(s) it creates or produces pursuant to federal copyright law (Title 17, Chapter 2, Section 201-02 of the United States Code), whether registered or unregistered. Any and all products, whether tangible or intangible, produced or created in connection with, or in the process of fulfilling this Agreement, are expressly and solely owned by the Party who creates the materials and may be used in the reasonable course of each Party's business going forward. For example, if Coach shares a spreadsheet that Client utilizes, Client may not share, distribute, sell, or otherwise enjoy the privileges of said spreadsheet and copyrighted material contained within the spreadsheet. 

Trademark Ownership: Any and all trademarks, whether registered or unregistered, remain the property of the contributing Party.

Exclusivity:  Client understands and agrees she/he has hired the Coach exclusive of any other service provider, and no other coaches, other than any assistant or third party that Coach has hired to complete the Services outlined herein, are permitted to provide the same Services, paid or unpaid, unless prior permission is granted by Coach.  

Permitted Uses of Material(s): Coach grants to Client a non-exclusive license of product(s) produced with and for Client for personal use only so long as Client provides Coach with attribution reasonably visible on primary or related course materials or marketing collateral. In no event is Client allowed to share Coach’s materials with any third party without Coach’s express prior written permission. 

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 (known as “Confidential Information” is this Agreement) 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. 

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 Parties 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. 

Relationship of the Parties: Coach and any related subcontractors are not employees, partners, or members of Client’s company or organization. Coach has the sole right to control and direct the means, manner, and method by which the Services in this Agreement are performed. Coach 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 operations and expenses, including securing or paying any licensing fees, taxes (including FICA), registrations, or permits. Client is not responsible for paying for any benefits, Workers Compensation, insurance, or unemployment fees to Coach.

 LIMIT OF LIABILITY

 Maximum Damages: Client agrees that the maximum amount of damages s/he is entitled to in any claim of or relating to this Agreement or Services provided in this Agreement are not to exceed the Total Cost of Services provided by Coach.

 Indemnification: Client agrees to indemnify and hold harmless Coach, its related companies, parties, affiliates, agents, independent contractors, assigns, directors, employees, and officers from any and all claims, causes of action, damages, or other losses arising out of, or related to, the Services provided in this Agreement. In the case of in-person meetings or coaching, Client agrees to either secure a reasonable amount of insurance coverage to pay for any claims, causes of action, damage, attorney fees, or other losses as a result of accident or negligence on behalf of the Parties to this Agreement, or if no insurance is secured, Client waives its right to directly or indirectly ask or force Coach to pay for any such damages. 

Client Responsibilities: Client agrees that the accuracy of information supplied to Contractor is the sole responsibility of Client, and that Contractor is not responsible and shall not be held liable for the results of services performed on the basis of inaccurate, incomplete or untruthful information provided by Client. Client assumes full responsibility for final deliverable(s) provided, final proofing and accuracy. 

Assumption of Risk: Client and related parties/participants expressly assume any risk of Services and related activities as described in this Agreement. 

Disclaimer: Client agrees and understands Coach is not providing the professional services of an attorney, accountant, financial planner, or any other kind of licensed or certified professional. Should Client desire professional services that exceed the scope of this Coaching Agreement, Client must sign a letter of engagement of said professional services. No legal, financial, accounting, nutritional, or other kind of professional advice will be given without entering into such a relationship via the letter of engagement referenced immediately above. 

Guarantees: Coach cannot make any guarantees as to the results, including financial or other gains, of the coaching provided. Coach agrees to provide the Services listed in this Agreement in a reasonable and timely manner. Client agrees to take responsibility for Client’s own results.

Release: Client has spent a satisfactory amount of time reviewing Coach’s work or past client reviews, and has a reasonable expectation that Coach’s Services will produce a reasonably similar outcome and result for Client. Coach will use reasonable efforts to ensure Client’s Services are carried out in a style and manner consistent with Coach’s current portfolio and services, and Coach 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; 
• TIKC Coaching and Products is a subjective service and Coach is a provider with a unique vision, with an ever-evolving style and technique. 
• Coach will use its personal judgment to create favorable results for Client, which may not include strict adherence to Client’s suggestions.
• Dissatisfaction with Coach’s independent judgment or individual management style are not valid reasons for termination of this Agreement or request of any monies returned.

CANCELLATIONS OR RESCHEDULING 

Client Desires to Cancel or Reschedule: If the Client desires to cancel Services of Coach for any reason at any time, then Client shall provide at least 30 day notice to Coach/team in order to cancel this contract. Client may reschedule Services with at least 24 hours’ notice. Providing Notice will not relieve Client of any currently outstanding payment obligations. Coach will not be obligated to refund any portion of monies Client has previously paid to Coach.  If Coach is able to re-book further services on or before Client’s final delivery date, Client may be issued a credit for future services with Contractor at Contractor’s discretion. Coach has no obligation to attempt to re-book further Services to make up for Client’s cancellation or rescheduling. 

Coach Desires to Cancel or Reschedule: In the event Coach cannot or will not perform his/her obligations in any or all parts of this Agreement, Coach (or a responsible party) will immediately give Notice to Client, and at the Coach’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 Coach, no reasonable substitute is found, Coach shall excuse Client of further performance obligations in this Agreement. 

Force Majeure: Notwithstanding the above, 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 Services provided in this Agreement.

GENERAL PROVISIONS 

Dispute Resolution: Any controversy or claim arising out of or relating to this contract, or the breach of this Agreement, will be settled by alternative dispute resolution (ADR) prior to a formal complaint. ADR includes arbitration or mediation administered by an authorized entity, such as the American Arbitration Association, in accordance with its Commercial [or other] Arbitration Rules. Any judgment on the award rendered by the arbitrator(s) or mediator(s) may be entered in any court having jurisdiction over this Agreement and related dispute resolution proceedings.

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.

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.) 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 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 while providing Client with its Services

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