Engagement for Life Coaching

Memo of Understanding (MoU)

Should __________________________ (Hereinafter referred to as Client) decide to retain Gene Levine - Life Coaching  Division (Hereinafter referred to as GLA), the following is mutually agreed upon:

Projected fees are for GLA stated project services to be performed by:

q Telephone Conferencing

q Email communications

q in-house one-on-one visitations to the following location: ____________________.

All visitations to the above or any other out-of-town location while on client's assignment will require reimbursement for: the GLA consultant's  round trip portal to portal time (at prevailing man-hour fee), coach seating air fare from a North Florida area regional airport to your area’s regional airport, and return, Florida airport parking, use of a company or rental car (if required), lodging, meals and any miscellaneous out-of-pocket expense — all receipts will be provided and billed at cost.

Any communication expenses and GLA project documentation costs are also considered the client's responsibility. The guaranteed man-hour rates for all GLA services is $_____________ per man-hour up to ____________, 20___. It should be understood that on July 1st of every year, GLA increases its fees. After ______________, 20___ our fees will be $_________ per man-hour.

GLA is estimating ___ man-days to serve Client's project. If client does not make a decision by  __________, 20___ to retain GLA, GLA is under no further obligation to serve Client and may sell the reserved to the next customer in line without recourse by Client.

Client agrees to supply a secure, furnished private office to GLA which is to be used by GLA as required during the assignment.

Certain phases or activities of this project may not require GLA to visit client, but rather can be performed at GLA's home office. When such phases or activities are to be performed, GLA will first receive Client's approval. GLA will carefully document task and time spent and bill Client at the prevailing GLA Man-Hour rate along with any incurred expenses billed at cost..

The recommended coaching/consulting services contained in this MoU are estimates based almost entirely on the data you furnished. While we believe our estimates to be sound, the degree of success with which Client applies our services is dependent on many factors, most of which are not under GLA's control. Therefore, our estimated results must not be regarded as warranties.

Furthermore, there is the possibility that during the course of the program, circumstances and/or unforeseen complications develop which could cause our charges (based on estimated time involvement) to exceed our honest estimates. If this remote possibility occurs, we will bring the matter to your attention and a redefinition of the assignment would be in order along with any adjustment in the coaching/consulting fees.

Conversely, there is indication that the project could be concluded in fewer than the estimated man-hours. This can easily happen if Client responds more positively to the training we will offer and carry a greater share of the load than we estimated. By exceeding GLA goals, the agreed upon project might conclude in less than the projected time. At such time, GLA billings to client will cease on the last day worked by GLA. Should Client wish to retain GLA to help redo other areas needing our services, negotiations with GLA will have to take place.

Successful installation and continuity of application, operation and management of GLA installed Factors, ideas and services are the responsibility of Client. Examples of these responsibilities are: Client's availability to GLA to discuss the project as often as required; final decisions to proceed with program phases; incorporating protective measures to safeguard the integrity of the program; establishing adequate checkpoints and backup plans; completing adequate documentation records; and continued availability of client on the scheduled dates and times. GLA's responsibilities are set forth in the Gnatt Chart included with this Memo and any or all of the various additional agreements executed (if any) by both parties.

All information supplied to GLA by Client including personal information or information regarding Client's operations or other areas of interest will be secured and held completely confidential and will not be divulged to any person or organization without the expressed written consent of Client.

The person or persons GLA will be training are as follows:

____________________________________________

____________________________________________

____________________________________________

The above are designated to be trained and with whom the assignment may be discussed.

At the Client's written request, at the conclusion of our assignment, all data supplied by Client, as well as our work papers, will be returned to Client for safekeeping unless we are specifically designated to keep or destroy the information.

All reports are prepared for Client are the property of Client and will not be released to anyone other than the client's designated officers without express, written permission from the Client.

GLA will not employ or discuss employment with the any of the Client's personnel engaged on said project and GLA requires the clients observe the same rule with regard to any GLA associates or personnel.

Client will not voluntarily use any information obtained from the project as evidence in any lawsuit or administrative proceeding without the prior written approval of GLA. You will not use our name, in written form, for advertising or promotional purposes nor use our reports outside of your company without our prior written consent.

Client will not duplicate, use, or distribute - in whole or in part - any GLA provided training materials, manuals, or other information, whether copyrighted or not in any or to any other facility or person known to client without first discussing, and receiving approval from GLA prior to its distribution and compensating GLA for their use.

Both Client and GLA reserve the right to terminate this agreement without penalty by notifying the other party in writing twenty-four (24) hours before termination is requested. If Client terminates this agreement any outstanding fees and expenses due GLA are payable in full under our normal terms.

GLA and Client mutually agree that this program will be reviewed in detail every three months from inception date for: progress, cooperation, commitment and clarification. During these three month reviews, any restructuring and/or future plans must be functionally agreed upon.

Invoices along with a detailed activities' report covering the billed man-hours will be presented by GLA to Client following each week's services and are payable upon presentation. Billings are made in quarter hour increments.

All time and expense charges are itemized and expenses are billed at cost.

This agreement constitutes the entire agreement between GLA and Client. regarding this project and any changes in this agreement shall be effective only in writing.

ADDITIONAL CONDITIONS, IF ANY:

(IF NONE, CROSS OUT ENTIRE PAGE AND BOTH PARTIES INITIAL)

A C C E P T E D

___________________________ and GLA have read and understand this entire Agreement and represent and acknowledge that they mutually have relied on their own judgment in affixing their signatures below.

WITNESS___________________________________

A C C E P T E D

PrideCraft and GLA have read and understand this entire Agreement and represent and acknowledge that they mutually have relied on their own judgment in affixing their signatures below.

WITNESS___________________________________