1:1 COACHING AGREEMENT

This Agreement is between Natalia Wajda Photography (“Company”) and the client joining 1:1 coaching program (“Client”) (collectively the “Parties”, or in the singular “Party”), for the purpose of Client hiring Company for the coaching services outlined below. This Agreement shall become effective upon the date of both Parties’ signatures below (“Effective Date”).

1. Scope of Coaching Program


1:1 coaching consists of:

-One coaching call at the selected time limit: 30, 60, or 90 minutes.

Each call will be for answering questions and any business related topics the client would like to discuss. Please come to each call prepared.

-All live calls will be recorded and accessible for Client.

Client is responsible for booking their 1:1 call within the scope of Company’s availability and within the time frame of the program. Client must schedule call with 14 days of booking. If Client does not book the call within the time frame of the program, the call does not carry over and cannot be exchanged for credit. The call is non-transferable and cannot be exchanged for additional services.

If client does not schedule call, they are not eligible for a refund.

2. Fees
In consideration for the coaching services provided by Company, Client agrees to pay Company the full balance of the payment plan chosen. Once the client commits to a payment plan, they must complete it by the scheduled dates listed in the payment plan via automatic payments. All payments are due according to the payment schedule within ThriveCart. Client shall make payments online through the Company’s client management system. The first payment is due at the signing of the contract. Company will not begin the coaching Client until first payment is made. If Client fails to make a payment, access to 1:1 Coaching will be immediately revoked.

Cost of Program and payment plan is listed on the ThriveCart checkout link. When the ThriveCart Checkout link is completed, Client confirms and agrees with total balance of coaching services and agrees to complete payments on time.

Any additional coaching services, calls, emails and time beyond those listed in Section 1, will be billed by Company at $500.00 per hour.

3. Refund Policy

Client agrees and acknowledges that Company does not allow refunds once Client has purchased the Program. Should Company experience an unforeseen event which would cause her or her team to be unable to complete the Program, Client shall be entitled to a partial refund on a case-by-case basis, or an exchange in services which are equivalent to the cost of the Program which was unused, the choice of which shall be at the option of the Company.

Client further agrees and acknowledges that changing their mind about the Program, not experiencing the results they expected, or failing to follow the details of the Program shall not entitle the Client to a refund.

If Client decides to withdraw from the Program and there is still an outstanding balance on Client’s account, Client must pay the remaining balance to Company. Company reserves the right to collect any outstanding and unpaid balance.



4. Coaching Calls

Coaching calls will be the length agreed by Client and Company: 30, 60 or 90 minutes. Client understands that coaching calls will not go over time. Coaching calls will occur via Zoom.

Client understands that coaching calls will only occur during the package time frame and acknowledges that calls will not roll over. All calls must be completed by the end of the coaching program agreed to in this Agreement.

Client understands that coaching will only be done via coaching calls and the coaching chat. Company will not be accessible for coaching via text, email, Instagram DMs or any other platforms outside of calls.

Client shall act respectfully on all coaching platforms and 1:1 calls. Client agrees to give as much as it takes and shall refrain from inappropriate behavior or over-taking other participants. Company retains the right to ask Client to leave a coaching call early if Client’s behavior is unacceptable.

Client understands that the purpose of the live coaching calls is for questions with Company. Each coaching call will be a Q&A set up. The Client must come prepared with questions they want answered.


Client agrees that Company is not responsible for Client's results from the program. Client's results are the responsibility of Client. If Client does not watch and complete the videos or attend coaching calls, Client will not have learned the strategies to achieve results.

5. Client Responsibilities

Client agrees to treat all coaching participants with mutual respect, actively engage in conversations, and comply with confidentiality as outlined in Section 12.

6. Term & Termination
This Agreement shall begin on the Effective Date and last for a term of the program. Client may terminate this Agreement upon giving 30-days written Notice Company pursuant to Section 31 prior to the Program start date. However, no refund will be given whatsoever. If such Notice is given and there is still an outstanding balance on Client’s account, Client must pay the remaining balance to Company. Company reserves the right to collect any outstanding and unpaid balance.

Company may terminate this Agreement at any time in the event Client breaches contract, Client fails to comply with suggestions provided by Company without reaching an agreeable alternative solution, or Client does not remit payment as specified in Section 2.

7. Communication

Company is generally available to provide services during normal business hours: 10am-5pm EST (time zone dependent on travel). Company’s primary source of communication is through Slack. For more private matters, Company may be contacted at info@nataliawajda.com

Client understands that all general questions should be asked in the online community via Slack. Client agrees to refrain from asking questions via Instagram DMs, phone number, or by email, unless there is an urgent, private matter. All coaching will be done via Slack or coaching calls and is not responsible for coaching outside of those options. Company will respond to Client within 72 hours during business hours, including any document or website reviews. Client agrees and understands that Company may take holidays and vacations off throughout the year. Company will notify Client within 7 days of these time periods and Parties will work together to ensure all services are completed and/or scheduled for any time off. Client understands and agrees to this communication clause.

8. Renewal

If Client wishes to renew this Agreement, Client must notify Company within 30 days prior to this Agreement ending, and a contract renewal agreement will be sent by Company. Client understands that renewal is not guaranteed and is dependent on the availability of the Company’s next coaching program.

9. Referrals

Client is entitled to a referral fee of up to $100 per referral for any referral who subsequently becomes a new client of Company’s coaching program. The Client must notify the Company of the referral. This referral fee will be paid by Company within 30 days of notice of such referral via Zelle, check or PayPal.

10. Service Location

Both Parties agree and understand that the coaching services to be provided under this Agreement shall be performed virtually.

11. Copyright
All coaching services, documents, emails, blogs, digital files, paper documents, and any other work created by Company in relation to this Agreement is the exclusive and sole property of Company and are protected by United States Copyright Laws (USC Title 17). Client hereby agrees that Company’s course and content is owned by Natalia Wajda Photography and is not to be used for purposes beyond the coaching program. Violations of this federal law will be subject to its civil and criminal penalties.

12. Confidentiality
Client shall not (i) disclose to any third-party any details regarding the business of the Company, including, but not limited to, coaching materials, mentoring style, customers, the prices it obtains, the prices at which it sells products and programs, manners of operation, plans or business ideas, strategies and workflows, trade secrets, or any other information pertaining to the business of the Company (the “Confidential Information”), (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Company, or (iii) use Confidential Information other than solely for the benefit of the Company.


Furthermore, due to the nature of the coaching program and the need for all participants to talk openly about their businesses, Client shall not (i) disclose to any third-party any details regarding the business of any other coaching participant, including, but not limited to, their business plans or strategies, upcoming courses or launches, prices or customers, manners of operation, trade secrets, or any other information pertaining to the business of the coaching participant (the “Confidential Information”), (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the coaching participant, or (iii) use Confidential Information other than solely for the benefit of the coaching participant.


Client agrees that Company may use Client’s name, likeness, photos, or testimonials for advertising, press releases, announcements or any promotional purposes, including on its website. Company typically shares client wins and testimonials publicly but will keep Client’s identity private / anonymous Company will ask Client for consent prior to sharing photos of Client or Client’s name. Client agrees that testimonials posted publicly by the Client on review sites such as Google Reviews or Facebook may be used by Company for announcements, promotional purposes or website excerpts.


Client understands and agrees to this confidentiality clause:

13. No Guarantees
Company does NOT make any guarantees as to the Client’s personal, business, or financial results of any coaching services provided. Company 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. Client understands and agrees that Company will not be teaching the basics of photography such as camera settings and lighting. Company will be teaching how to scale your wedding photography business. Client is expected to join the program with knowledge of how to be a photographer and be ready to learn how to scale their business.

14. Release & Reasonable Expectations
Client has spent a satisfactory amount of time reviewing Company’s business and has a reasonable expectation that Company’s services throughout the coaching program will produce different outcomes and results for each client it works with. Client understands and agrees that:
-Every client and final result is different.
-Coaching and/or consulting is a subjective service and Company may give different information to each client depending on its personal and business needs.
-Company will use its personal judgment to create favorable experiences to each Client depending on their business needs.
-Dissatisfaction with Company’s independent judgment or individual coaching style are not valid reasons for termination of this Agreement or request of any monies returned.

15. Disclaimer
Client agrees and understands that Company is not providing the professional services of an attorney, accountant, financial planner, therapist or any other kind of licensed or certified professional. Should Client desire professional services that exceed the scope of this Agreement, Client must sign a letter of engagement for said professional services with the appropriate service provider.

16. Non-Disparagement
Company and the Client agree that, at all times during this Agreement and in perpetuity, they shall use reasonable and good faith efforts to ensure that neither Party engages in any vilification of the other, and shall refrain from making any false, negative, critical or disparaging statements, implied or expressed, concerning the other, including, but not limited to, management style, methods of doing business, the quality of products and services, role in the community, or treatment of Company. The Parties further agree to do nothing that would damage the other’s business reputation or goodwill; provided, however, that nothing in this Agreement shall prohibit either Party’s disclosure of information which is required to be disclosed in compliance with applicable laws or regulations or by order of a court or other regulatory body of competent jurisdiction.

17. Harassment
In the event Company or any of its agents experience or are made aware of any inappropriate, threatening, hostile, or offensive behavior from Client at any time during the contractual period or during any coaching calls (including, but not limited to, unwelcome sexual advances, verbal or physical conduct of a sexual nature, or physical or verbal harassment related to race, sex, creed, color, marital status, sexual orientation, family status, and/or disability), Company will ask Client to leave the coaching immediately and this Agreement shall be deemed terminated. Upon termination due to harassment, Company shall be entitled to retain all monies paid and Client agrees to relieve and hold Company harmless as a result of incomplete services.

18. Indemnification
Each Party hereby agrees to indemnify and hold harmless the other Party and its agents from and against any and all losses, damages, liabilities, expenses and costs, including reasonable legal expenses and attorneys’ fees, to which the other may become subject as a result of any claim, demand, action or other legal proceeding by any third-party to the extent such losses arise directly or indirectly out of activities performed by the other Party pursuant to this Agreement, except to the extent such losses result from the gross negligence or willful misconduct of a Party.

19. Maximum Damages
The sole remedy for any actions or claims shall be limited to the maximum amount not to exceed the total monies paid by Client under this Agreement.

20. Limitation of Liability
Client acknowledges that while the Company may provide business and personal solutions and suggestions, it is up to Client to act in its own best interest and understand that all decisions for improvement ultimately fall upon Client. Client agrees that all business, personal, and financial decisions are its own responsibility. The Client agrees that subjects and lessons of the coaching program are not set in stone and can be changed by Company to improve the program and the learning of all participants.


In no event shall Company be liable under this Agreement to Client or any other third-party for consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, arising out of, relating to, or in connection with any breach of this Agreement, regardless of (a) whether such damages were foreseeable, (b) whether or not Client was advised of such damages, and (c) the legal or equitable theory (contract, tort, or otherwise) upon which the claim is based.

21. Force Majeure
No Party shall be liable or responsible to the other Party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations to make payments to the other Party hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) control that are unforeseen and unpredictable at the time of contracting, including, but not limited to, the following force majeure events (“Force Majeure Events”): (a) acts of God; (b) a natural disaster (fires, explosions, earthquakes, hurricane, flooding, storms, explosions, infestations), epidemic, or pandemic; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order or law; (e) actions, embargoes or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns or other industrial disturbances; and (i) shortage of adequate power or transportation facilities. The Impacted Party shall give Notice within 5 days of the Force Majeure Event to the other Party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party’s failure or delay remains uncured for a period of 15 days following Notice given by it, the other Party may thereafter terminate this Agreement upon Notice.


In the event of termination due to a Force Majeure Event, any and all payments made by Client up to the date of Notice of a Force Majeure Event are non-refundable. Furthermore, a Force Majeure Event may delay performance of payment by Client, but Client is still required to complete all remaining payments after the Force Majeure Event ends. If a Force Majeure Event severely impacts the 1:1 coaching program or ability of Company to provide its services, Company will offer alternative forms of coaching that are equivalent to the services intended under this Agreement in Company’s sole discretion

22. Cancellation of Services by Company
In the event Company determines, in its sole discretion, that it cannot or will not perform its obligations under this Agreement due to circumstances including, but not limited to, injury, illness, death of family member, pregnancy, military orders, religious obligations, or other personal emergencies, it will:


1. Immediately give Notice to Client;


2. Issue a partial refund on a case-by-case basis, or an exchange in services which are equivalent to the cost of the Program which was unused, the choice of which shall be at the option of the Company.


3. Excuse Client of any further performance and/or payment obligations under this Agreement.

23. Sales Tax
Should any sale and/or use tax be imposed on any part of this Agreement, such tax shall be collected from Client and remitted by Company. All sales tax will be included on invoices.

24. Assignability & Parties of Interest
Client shall not assign, sub-contract, substitute, or hire any third-party to take the place of Client in performance of this Agreement.

25. Entire Agreement
This is a binding Agreement that incorporates the entire understanding of the Parties, supersedes any other written or oral agreements between the Parties, and any modifications must be in writing, signed by both Parties, and physically attached to the original agreement.

26. Venue & Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey including all matters of construction, validity, performance, and enforcement and without giving effect to the principles of conflict of laws. The Parties agree that any dispute or lawsuit arising out of, or concerning, this Agreement that is not first resolved by arbitration shall be resolved exclusively in a federal or state court of competent jurisdiction located in Bergen County, New Jersey. The Parties assume responsibility for their own collection costs and legal fees incurred should enforcement of this Agreement should it become necessary.

27. Arbitration
Any and all disputes or disagreements rising between the Parties out of this Agreement upon which an amicable understanding cannot be reached, shall be decided by arbitration in accordance with the procedural rules of the American Arbitration Association. The Parties agree to be bound by the decision of the arbitrator(s). The arbitration proceeding shall take place in Bergen County, New Jersey, unless another location is mutually agreed to by the Parties. The cost and expenses of the arbitrators shall be shared equally by the Parties. Each Party shall be responsible for its own costs and expenses in presenting the dispute for arbitration.

28. Severability & No Waiver
In the event that any part of this Agreement is found to be invalid or unenforceable, the remainder of this Agreement shall remain valid and enforceable. Any failure by one or both Parties to enforce a provision of this Agreement shall not constitute a waiver of any other portion or provision of this agreement.

29. Transfer
This Agreement cannot be transferred or assigned to any third-party by either the Company or Client without written consent of all Parties.

30. Headings
Headings and titles are provided in this Agreement for convenience only and will not be construed as part of this Agreement.

31. Notice

Parties shall provide effective notice (“Notice”) to each other via email at the date and time which the Notice is sent: Company’s Email: info@nataliawajda.com.
32. Counterparts & Facsimile Signatures
A copy of this Agreement may be executed by each individual/entity separately, and when each has executed a copy thereof, such copies, taken together, shall be deemed to be a full and complete agreement between the Parties. The Parties agree that this contract will be held as a completed agreement when it is accepted by the Client via ThriveCart terms and conditions. The Parties agree that a facsimile copy (electronic copy) of this Agreement, which contains the Parties’ signatures or that is agreed to may be used as the original.