ARTICLE 2

2.1. Relationship. This Agreement does not create an employment, partnership, or joint venture relationship between Client and Company. Client shall not be considered an employee of Company for any purpose whatsoever. Client shall not represent himself/herself/itself as an agent or legal representative of Company or as joint venturers with Company for any purpose whatsoever, and Client shall not have any right to create or assume any obligations of any kind, express or implied, for, or on behalf of, Company in any way whatsoever. 
4.1. Confidentiality; Ownership of Information. Company will provide Client with access to Confidential Information (as defined in Section 1.5) that is used in the provision of the Services. Client acknowledges that Company will provide Client with access to Company’s Confidential Information only for the Term of the Agreement.

4.1.1. Non-Disclosure. During the Term of the Agreement, and always thereafter, Client shall maintain the strictest confidence. Client shall never disclose, copy, share, disseminate, transfer, convey, sell, or discuss, directly or indirectly, to any person or entity other than the Parties to this Agreement, Company’s copyright information, trade secrets, intellectual property or other Confidential Information, except by express prior written consent of a duly authorized officer or director of Company. Client will not make copies, videotape, record, photograph, or use any other form of transcription method to copy in any way, in whole or in part, any Confidential Information or marked original copies of Confidential Information, copyright information, or trade secrets of Company. Further, Client shall use Client’s best efforts and shall take all reasonable precautions to prevent the disclosure of Company’s copyright information, trade secrets or other Confidential Information. A breach of this provision includes, but is not limited to, each disclosure, sharing, dissemination, transfer, conveyance, selling, or discussion of any singular piece of Confidential, trade secret, copyright, and/or proprietary information.

4.1.2. Ownership of Information. All Confidential Information shall remain the sole and exclusive property and proprietary information of Company and is disclosed in confidence by such Party in reliance on the other Party’s agreement to maintain such Confidential Information in confidence and to not use or disclose such Confidential Information to any person except the Parties to this Agreement. Each Party understands and agrees that such Party has no ownership, property rights, or other rights of any kind in the Confidential Information, trade secrets, copyrights, proprietary information, or other property of the other Party.

4.2. Non-Solicitation. During the Term of this Agreement and for a period of twenty-four (24) months after the date of termination of this Agreement, Client will not in any way, directly or indirectly: (i) induce or attempt to induce any employee, independent contractor, agent, consultant, customer or client of Company to terminate its relationship with Company; (ii) otherwise interfere with or disrupt Company’s relationship with its employees, independent contractors, agents, consultants and/or customers/clients; (iii) solicit, entice, or hire away any employee, independent contractor, agent, consultant, customer, or client of Company; or (iv) hire or engage any employee, independent contractor, agent, consultant, customer, or client of Company or any former employee, independent contractor, agent,consultant, customer or client of Company whose work or agreement with Company ceased less than one (1)_year before the date of such hiring or engagement. Client acknowledges that any attempt on the part of Client to induce others to leave Company, or any effort by Client to interfere with Company’s relationship with its employees, independent contractors, agents, consultants, or customers would be harmful and damaging to Company; provided, however, that any such persons who did business with Client prior to the date of this Agreement are not subject to this provision. 

1.1. Business. For purposes of this Agreement, “Business” refers to the provision of career coaching, job search strategy development, and job search asset creation & optimization for corporate professionals, These services are designed for individuals seeking career advancement and are delivered online or in person, that are provided under this Agreement and are not otherwise publicly available or known by Client prior to the date of this Agreement.

1.2. Commencement. Company shall commence Services on the Effective Date of this Agreement.
Client’s obligations set forth in the Agreement shall commence on the Effective Date of this Agreement.

1.3. Termination. These standards exist to protect the integrity of the community, the effectiveness of the Services, and most of all, the experience of all participants.
The Client agrees to fully engage in the coaching process and actively participate in both individual and group coaching sessions. Full engagement includes being prepared, completing agreed upon tasks or assignments, and demonstrating a good faith effort to participate in discussions, activities, and program requirements.

The Client further agrees to conduct themselves in a professional, respectful, and non-disruptive manner at all times in connection with any program, service, or offering provided by Company. This obligation applies to all interactions, whether public or private, including but not limited to live sessions, group coaching environments, online community platforms including Skool, private forums, chat channels, direct messages, emails, and any social media or public forums where the Client references Paul Bickford Solutions, any program, service, or offering provided by Company, its team members, or other participants.

Disruptive, harmful, or detrimental conduct will not be tolerated. Such conduct includes, but is not limited to:
     • Disrespectful, hostile, abusive, or inflammatory language
     • Behavior that undermines, disrupts, or negatively impacts the group dynamic
    • Posting or sharing negative, misleading, defamatory, or disparaging statements about the Company, any program, service, or offering provided by Company, its coaches, staff, contractors, or other clients
    • Public or private communications that could reasonably harm the reputation, goodwill, or community environment of Paul Bickford Solutions or Career Mastery

Company reserves the right to terminate this Agreement immediately, without refund, at its sole discretion, if the Client engages in conduct that is disruptive, harmful, or detrimental to any program, service, or offering provided by Company, the community, or the Company’s reputation. In cases involving reputational harm, public disparagement, or violations of community standards, termination may occur without prior warning or opportunity to cure.

For issues related solely to participation or engagement, Paul Bickford Solutions may, but is not required to, provide written notice identifying the concern and allowing an opportunity for correction. The decision to provide notice or terminate immediately shall be at the sole discretion of Paul Bickford Solutions.

Termination under this section does not relieve the Client of any payment obligations incurred prior to termination and does not entitle the Client to any refund.

1.4. Disclosure. Client understands that they need to have access to the Internet and utilize the platforms such as Zoom and Skool to access content and coaches. Client also understands that their personal success from any program, service, or offering provided by Company will be a result of their own efforts. Client further acknowledges that individual results vary based on backgrounds, education, or experience. Client has based their decision to purchase on their own desire and not on any sort of express or implied earnings claims.

1.5. Confidential Information. For purposes of his Agreement, “Confidential Information” means information possessed by Company relating to the Business, and its business activities which is used or is useful in the conduct of Company’s business, or which confers or tends to confer a competitive advantage over one who does not possess the information. Confidential Information includes copyrights, trade secrets, know-how, information about existing, new or envisioned products, services and processes and their development and performance, any techniques, methodologies, pricing, technical information, computer software, business and financial information, unpublished lists of names, information, documents, and videos provided or shared by Company to Client. Confidential Information also includes information received by Client or Company from others which Company has an obligation to treat as confidential or from other clients of Company. All information which becomes known to Client during the term of the Services rendered under the Agreement, which Client would reasonably believe is Confidential Information or which Company takes measures to protect, shall be regarded as Confidential Information.

1.6. Program-Specific Terms and Incorporation by Reference. The specific services, program name, scope of work, duration, pricing, payment schedule, guarantees (if any), and deliverables applicable to Client (collectively, the “Program Terms”) are set forth in one or more separate documents provided to Client at or before enrollment.

Client acknowledges and agrees that such Program Terms are hereby incorporated by reference into this Agreement and form an integral part of the binding contract between the Parties. In the event of a conflict, this Client Services Agreement shall govern unless expressly stated otherwise in writing.

ARTICLE 1 - DEFINITIONS AND CONSTRUCTIONS

          WHEREAS, Company has extensive expertise, education, skill, and experience in career coaching, career development strategies, and personal branding for professionals, including but not limited to LinkedIn optimization, resume building, job application strategies, interview preparation, and mindfulness techniques (collectively, “Services”);
 
          WHEREAS, Company has created and owns the rights to intellectual property, including without
limitation, trade secrets and proprietary systems, methods, techniques, classes, tutorials, instruction,
courses and materials for marketing, consulting, business coaching, sales development, and materials for
Services (collectively, “Proprietary Information”);
 
          WHEREAS, Company offers Services, marketing, consulting, coaching, and sales development of various businesses in several industries, which include utilizing the Proprietary Information;

           WHEREAS, as such, Client desires to engage Company to provide Services; and

           WHEREAS, Company has agreed to provide such Services as contemplated in this Agreement, Client has agreed to compensate Company for such Services, and the Parties have agreed to do so in accordance with the terms and conditions in this Agreement.
 NOW, THEREFORE, in consideration of these recitations, Parties agree as follows:

RECITATIONS

This CLIENT SERVICES AGREEMENT (“Agreement”) is entered into and becomes effective on the signature date found herein (“Effective Date”) between PAUL BICKFORD SOLUTIONS LLC (“Paul Bickford Solutions”) and Arizona limited liability company, with principal offices located in Arizona, and the undersigned client (“Client”). Company and Client, collectively, are sometimes herein referred to jointly as “Parties”, and individually, as “Party”. 

TERMS OF SERVICE

ARTICLE 4 - CONFIDENTIALITY AND NON-DISCLOSURE

3.1. Payments. Client agrees to pay Company for Services as agreed upon during the enrollment process or as reflected in the applicable Program Terms.

3.2. Chargeback/Refund. Company reserves the right to consider refunds outside of the rescission period. If a client has questions about the agreement outside of the rescission period, they should submit their comments to [email protected] or call (480) 525-5420. Client agrees not to request, advise, file a claim, or seek Client’s bank or credit card company for a chargeback for consideration paid under this Agreement. Client agrees to waive any rights Client may have under applicable state and federal truth in lending laws or otherwise (including, but not limited to, under Client’s credit card issuer’s procedures for resolving such disputes). Client agrees that any disputes that Client may have with respect to consideration paid hereunder must be addressed directly between Client and Company. If a chargeback occurs, Client shall have materially breached the Agreement and shall forfeit all remaining services that have not yet been performed under the Agreement. Company shall have no further obligation to Client. Further, the amount of the chargeback shall be subject to a finance charge in the amount of one and one-half percent (1 ½%) per month until paid in full by Client. Further, Company shall be entitled to recover from Client all damages, and reasonable and necessary attorneys’ fees, and costs associated with pursuing collection and/or recovery of the amount of the chargeback.

3.3. Program-Specific Terms and Guarantees. Any refund policy, money-back guarantee, or performance-based commitment is governed solely by the applicable Program Terms, if any, and only to the extent expressly stated therein. No guarantee is implied unless expressly provided in writing.

ARTICLE 3 - PAYMENT 

ARTICLE 5 - INDEMNITY

5.1. DISCLAIMER. IN NO EVENT SHALL COMPANY BE LIABLE TO CLIENT FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, OR SPECIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR LOST OPPORTUNITY DAMAGES. CLIENT ACKNOWLEDGES AND UNDERSTANDS THAT NO OFFICER, DIRECTOR, EMPLOYEE, OR PERSON OTHER THAN COMPANY SHALL HAVE ANY PERSONAL LIABILITY UNDER THIS AGREEMENT. CLIENT FURTHER AGREES TO INDEMNIFY AND HOLD COMPANY HARMLESS FOR ANY AND ALL LIABILITY ARISING OUT OF THE ACTS OR OMISSIONS OF CLIENT THAT OCCUR DURING THE TERM OF THIS AGREEMENT. COMPANY AGREES TO INDEMNIFY CLIENT FOR ANY LIABILITY CREATED AS A RESULT OF ANY ACTS OR OMISSIONS ON THE PART OF COMPANY.

5.2. Acknowledgement of Client Responsibility. Client acknowledges that any testimonials of profits from current or former clients are not to be interpreted as typical results. By signing below, Client acknowledges their own responsibility in commitment to any program, service, or offering provided by Company and properly utilizing the Services provided in this Agreement to achieve the desired results.

ARTICLE 6 - MISCELLANEOUS PROVISIONS

6.1. Entire Agreement: This Agreement constitutes the entire agreement between the Parties with respect to this Agreement, and all prior agreements relating to the Services hereunder, express or implied, written or oral, are nullified and superseded hereby.

6.2. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona.

6.3. Paul Bickford Solutions LLC Training. Company does not offer any legal, tax, or financial advice. I acknowledge that I am responsible for my own actions and hereby release and hold harmless Paul Bickford Solutions LLC, and any of their staff, employees, officers, or agents from liability for any of my actions or comments. I accept my obligation to make full payment for the advanced trainings. I will consult with a tax professional about any potential write offs or deductions related to my purchase of this program.

6.4. Acknowledgement. Client acknowledges that success depends on many factors, including attitude, persistence, and full participation. While Company is committed to supporting Clients, outcomes ultimately depend on the Client’s consistent engagement and implementation of the
strategies taught. By signing this Agreement, Client affirms their intent and commitment to actively participate and apply the materials and guidance provided.

6.5. Electronic Recordkeeping. Client acknowledges and agrees that this Agreement may be stored in an electronic record keeping system in the regular course of business and that a printed copy of the imaged document may be used and introduced in any arbitration, litigation, or other proceeding, and shall have the same force and effect as the original, which may be destroyed.

6.6. Representations. Client acknowledges that the Paul Bickford Solutions LLC has made no representations or guarantees other than those expressed herein; Client has not relied thereon; and the Paul Bickford Solutions LLC specifically disclaims any other representations or warranties. Moreover, Client recognizes and acknowledges that individual performance depends upon the individual skills, time availability, and dedication of each Client in in any program, service, or offering provided by Company Client acknowledges that the Paul Bickford Solutions LLC is a training institute and is not offering a business opportunity or franchise and is not ascertaining the suitability for the Client. This Agreement represents the entire understanding and supersedes all prior statements, agreements, and understandings.

 6.7. Law and Arbitration and Class Action Waiver: The parties waive trial by court or jury. By signing this Agreement, you agree all disputes which may arise between you and the Company, arising out of the terms of this Agreement or the relationship between the parties shall be decided exclusively in binding arbitration conducted by the American Arbitration Association. Arbitration shall take place in dispute in Phoenix, AZ and governed by and construed under Arizona state law, except its conflict of laws rules. Client also waive his/her right to bring or participate in a class action against the Paul Bickford Solutions LLC or its parent, affiliated companies, subsidiaries, agents, officers, and/or principals. Furthermore, you agree that by signing this Agreement you waive the ability to bring a class action suit.

6.8. Severability. If any provision of this Agreement shall be held unenforceable, such provision shall be limited or eliminated to the minimum extent necessary so that the remaining provisions of this Agreement shall otherwise remain in full force and effect.

6.9. Limitations of Use. All programs, services, and materials provided by Company are for the Client’s personal use only. Client agrees that only the Client may access and use the materials. Client may not copy, reproduce, distribute, resell, share, sublicense, or otherwise make the materials available to any third party, in whole or in part, without Company’s prior written consent. Unauthorized use may result in termination of access and other remedies available under applicable law.

6.10. Disclosure. Paul Bickford Solutions, LLC provides private training and coaching. Individual performance depends upon the individual skills, time commitment, and dedication of each Client in any program, service, or offering provided by Company. Any results shared are not a guarantee of performance but are examples of individuals who have implemented the Company’s strategies and trainings. Because your background, education, and experience are different, your results will vary. Unique experiences and past performances do not guarantee future results. Paul Bickford Solutions and its owners, employees, contractors, and affiliates do not give financial advice and are not licensed by or registered with any federal or state agency AND ARE NOT RESPONSIBLE FOR YOUR SUCCESS OR ACTIONS.

6.11. Assignments. Assignments to any other entities will be void without the prior written consent of both parties

6.12. Recission Period
You may cancel this transaction, without penalty or obligation within three (3) days from the date this agreement is issued. After three days from issuance, the sale is final. If you wish to cancel, any payments made by you under the contract or sale, and any negotiable instrument executed by you will be returned within ten (10) business days following receipt of request to cancel. All cancellation requests must be in writing. If you cancel, you must email your request to [email protected]. If you have questions about cancellation, or your request, you may contact customer service at (480) 525-5420.

6.13. Recording, Likeness, and Marketing Use. Client acknowledges that Company may record coaching sessions, group sessions, trainings, workshops, or community interactions for internal use, quality assurance, training, and program improvement purposes. Client further grants Company the right to use Client’s name, likeness, voice, written statements, testimonials, or anonymized excerpts from recordings for marketing, promotional, educational, or training purposes, provided such use does not disclose confidential personal information. Client understands that participation in any live or recorded session constitutes consent to such recording and use. If Client does not wish to be included in marketing materials, Client may notify Company in writing, and Company will make reasonable efforts to honor such request going forward.

6.14. Execution of Agreement. Client’s electronic acknowledgment, including but not limited to checking a box, clicking “I agree,” or proceeding with enrollment after being provided access to this Agreement via hyperlink, constitutes valid acceptance of these Terms.

Entire Agreement.
This Agreement, together with any Program Terms or other documents expressly incorporated by reference, constitutes the entire agreement and understanding between the Parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, representations, or understandings, whether written or oral. Any modifications must be made in writing and agreed upon by both Parties.