Standard Service Contract

This Standard Service Contract ("Contract") is entered into between:

• Coach: The independent coaching professional whose profile is listed on the BESA Coaching platform and whose services are being engaged.
• Client: The individual booking and receiving coaching services through the BESA Coaching platform.
• Platform Facilitator: B.E.S.A ("BESA Coaching"), which facilitates the connection, booking, and payment transaction but is not a party to the coaching relationship itself and bears no responsibility for the coaching services provided.

This Contract is formed at the moment a Client completes a booking and payment for a coaching session, program, or event through the Platform. Both parties acknowledge that by completing the booking, they have read, understood, and agreed to the terms of this Contract.

This Contract, together with the BESA Coaching Terms of Service, Refund & Cancellation Policy, No Show Policy, and Coaching Disclaimer, constitutes the entire agreement between the Coach and Client with respect to coaching services provided through the Platform.

2.1 Coaching Services. The Coach agrees to provide coaching services as described in their profile and service listing on the BESA Coaching platform at the time of booking. Services may include, depending on the Coach's specialty and listing:

• One-on-one coaching sessions (video via Zoom, phone, or in-person as agreed)
• Group coaching sessions
• Goal-setting, accountability support, and progress tracking
• Resource sharing, worksheets, and action plan development
• Feedback, reflection exercises, and skill-building frameworks
• Program or course delivery as described in the program listing

2.2 Service Limitations. Coaching services explicitly exclude:

• Medical diagnosis, treatment, or advice of any kind
• Psychological therapy, counseling, or mental health treatment
• Legal advice or representation
• Regulated financial, investment, or securities advice
• Any service requiring a professional license that the Coach does not hold

2.3 Session Specifications. The specific scope, duration, format, and frequency of sessions are as described in the Coach's service listing and confirmed at the time of booking. Any changes to session specifications must be agreed upon by both parties in writing through the Platform.

2.4 Delivery Format. Unless otherwise specified in the service listing, sessions are delivered via video conference through the Platform's Zoom integration. Both parties are responsible for ensuring they have the necessary technology, internet connection, and software to participate.

The Coach is an independent contractor, not an employee, agent, partner, or joint venturer of BESA Coaching or the Client. Nothing in this Contract creates an employment relationship between the Coach and BESA Coaching or the Client.

As an independent contractor, the Coach:

• Retains full control over their coaching methods, techniques, and approach
• Is solely responsible for their own tax obligations, including self-employment taxes, and must maintain a valid tax form (W-9 or W-8BEN/W-8BEN-E) on file with BESA Coaching as a condition of receiving payouts (see Section 6A)
• Is not entitled to employee benefits from BESA Coaching or the Client
• May provide services to other clients and platforms, subject to any confidentiality obligations
• Is responsible for maintaining their own professional liability insurance
• Is solely responsible for the quality and delivery of their coaching services

4.1 Both Parties Agree To:

• Attend sessions punctually and prepared, or provide advance notice of cancellation per the Refund & Cancellation Policy
• Communicate respectfully, professionally, and in good faith at all times
• Maintain appropriate professional boundaries consistent with recognized coaching ethics standards (e.g., ICF Code of Ethics)
• Not record sessions without the explicit prior written consent of the other party
• Refrain from any conduct that is harassing, threatening, discriminatory, or otherwise inappropriate
• Use the Platform's messaging system for all coaching-related communications to maintain a record

4.2 Coach Professional Standards. The Coach additionally agrees to:

• Deliver services with reasonable care, professional skill, and in accordance with applicable professional standards
• Disclose any actual or potential conflicts of interest that may affect the coaching relationship
• Refer the Client to appropriate licensed professionals when matters arise that are outside the scope of coaching
• Maintain the confidentiality of Client information as described in Section 9
• Comply with all applicable laws and professional standards governing their coaching practice
• Not engage in any romantic, sexual, or otherwise inappropriate relationship with Clients

4.3 Client Responsibilities. The Client additionally agrees to:

• Engage honestly and openly to maximize the value of the coaching relationship
• Take personal responsibility for implementing coaching guidance and achieving their goals
• Provide timely feedback to the Coach about the effectiveness of the coaching approach
• Seek appropriate licensed professional advice for matters outside the scope of coaching

5.1 Core Ethical Principles. All Coaches on the Platform agree to uphold the following core ethical principles, consistent with the ICF Code of Ethics (2020) and equivalent standards from recognized coaching bodies:

• Client Welfare First: The Coach prioritizes the Client's wellbeing, goals, and interests above the Coach's own commercial interests. The Coach will not exploit the coaching relationship for personal gain beyond agreed fees.
• Competence: The Coach provides services only within the boundaries of their competence, training, and experience. The Coach refers Clients to other professionals when their needs exceed the Coach's competence.
• Integrity: The Coach is honest, transparent, and avoids deceptive practices. The Coach accurately represents their qualifications, experience, and the nature of coaching services.
• Confidentiality: The Coach maintains the confidentiality of Client information as described in Section 9, subject to mandatory reporting obligations.
• Conflict of Interest: The Coach discloses any actual or potential conflicts of interest and takes steps to manage them appropriately.
• Professional Boundaries: The Coach maintains appropriate professional boundaries and does not engage in dual relationships that could impair professional judgment or harm the Client.
• Non-Discrimination: The Coach provides services without discrimination based on race, color, religion, sex, national origin, disability, sexual orientation, gender identity, age, or any other protected characteristic.

5.2 Scope of Practice. Coaches agree to operate within the scope of coaching as defined by the ICF and described in the Coaching Disclaimer. Specifically:

• Coaches will not provide therapy, counseling, or mental health treatment
• Coaches will not provide medical advice, diagnosis, or treatment
• Coaches will not provide legal advice or create an attorney-client relationship
• Coaches will not provide regulated financial, investment, or securities advice unless they hold the required license and disclose it
• Coaches will refer Clients to appropriate licensed professionals when Client needs exceed the scope of coaching

5.3 Ethics Violations. Violations of these ethical standards may result in account suspension, termination, forfeiture of pending payouts, and referral to the relevant professional body (e.g., ICF Ethics Review Board). Clients who believe a Coach has violated these standards should report the concern to [email protected].

5.4 Continuing Education. BESA Coaching encourages all Coaches to engage in ongoing professional development and continuing education to maintain and improve their coaching competence. Premium subscribers have access to BESA Coaching's professional development resources.

5.1 Session Fees. The Client agrees to pay the session fee as listed on the Coach's profile at the time of booking. All fees are in U.S. Dollars unless otherwise specified. Payment is due at the time of booking sessions will not be confirmed until payment is received and processed.

5.2 Platform Commission Rate Schedule. BESA Coaching deducts a platform commission from each transaction before disbursement. The applicable rate depends on the host type:

• Coach-Hosted Sessions & Programs: BESA Coaching deducts a 15% platform commission. The Coach receives 85% of the gross transaction amount, paid out automatically upon payment confirmation via Stripe Connect typically within minutes.
• Coach-Hosted Events: BESA Coaching deducts a 15% platform commission. The Coach receives 85% of gross ticket revenue, disbursed within 14 days after the Event concludes.
• Client-Hosted Community Events: BESA Coaching deducts a 20% platform commission. The Client host receives 80% of gross ticket revenue, disbursed within 14 days after the Event concludes.
• BESA Admin-Posted Events, Programs & Content: BESA Coaching retains 100% of all revenue. No disbursement is made to any third party. Revenue is retained by BESA Coaching immediately upon payment confirmation no holding period applies.

This commission covers platform infrastructure, payment processing, fraud prevention, customer support, and operational costs. Commission is calculated on the gross transaction amount before any applicable taxes or fees.

5.3 Payment Processing, Automated Payouts & Banking. All payments are processed through Stripe, Inc. By completing a booking, the Client authorizes the charge to their designated payment method. BESA Coaching does not store full payment card numbers. For coaching sessions and programs, coach payouts are processed automatically upon payment confirmation via Stripe Connect typically within minutes. For events, payouts are processed within 14 days of event conclusion. Coaches and client hosts must complete Stripe Connect onboarding (including identity verification and bank account linking) to receive automated payouts. If a recipient has not completed onboarding at the time of payment, funds will be held by BESA Coaching and disbursed manually once onboarding is complete. BESA Coaching maintains its primary operating and disbursement accounts with Bank of America, N.A. All platform funds are processed through BESA Coaching's Bank of America accounts prior to disbursement via Stripe Connect.

5.4 Price Changes. Coaches may update their session rates at any time. Price changes apply to new bookings only — confirmed bookings are honored at the rate in effect at the time of booking.

5.5 Taxes — Coach Responsibility. The Coach is an independent contractor and is solely responsible for all applicable taxes on income received through the Platform, including U.S. federal and state income taxes, self-employment taxes, and any applicable VAT, GST, or other indirect taxes in the Coach's jurisdiction. BESA Coaching does not withhold income taxes on behalf of Coaches except as required by applicable law (see Section 6A for backup withholding). The Client is responsible for any applicable taxes on services received. Nothing in this Contract constitutes tax advice; both parties are encouraged to consult qualified tax professionals.

5.6 Payout Eligibility Condition. As a condition of receiving any payout through the Platform, the Coach must have a valid, BESA-approved tax form on file (IRS Form W-9 for U.S. residents; IRS Form W-8BEN or W-8BEN-E for non-U.S. residents). Payouts will be held until a valid tax form is submitted and approved. The Coach acknowledges that this requirement is a non-negotiable condition of the coaching relationship facilitated through the Platform and agrees to submit the required form promptly upon registration or upon request by BESA Coaching.

6A.1 W-9 Requirement (U.S. Coaches). Coaches who are U.S. citizens, U.S. resident aliens, or U.S.-organized entities must submit a completed IRS Form W-9 through the Platform's tax compliance portal. The W-9 must include:

• Legal name (as it appears on the Coach's federal tax return)
• Business name or disregarded entity name (if applicable)
• Federal tax classification (individual/sole proprietor, C corporation, S corporation, partnership, trust/estate, LLC, or other)
• Mailing address
• Taxpayer Identification Number (Social Security Number for individuals; Employer Identification Number for entities)
• Certification that the TIN is correct and that the Coach is not subject to backup withholding (or is exempt)

6A.2 W-8BEN / W-8BEN-E Requirement (Non-U.S. Coaches). Coaches who are not U.S. tax residents must submit the applicable W-8 form:

• IRS Form W-8BEN — for non-U.S. individuals. Certifies foreign status and, where applicable, claims a reduced withholding rate under a U.S. income tax treaty. Valid for three calendar years from the date of signature; must be renewed upon expiry.
• IRS Form W-8BEN-E — for non-U.S. entities (corporations, partnerships, trusts). Certifies the entity's foreign status, FATCA classification, and any applicable treaty benefits. Valid for three calendar years; must be renewed upon expiry.
• Treaty Benefits: Non-U.S. Coaches wishing to claim a reduced withholding rate under a U.S. income tax treaty must complete Part II of Form W-8BEN (or the applicable part of W-8BEN-E) and provide the treaty country, treaty article, and claimed withholding rate. BESA Coaching will apply the claimed treaty rate only if the form is complete and the treaty claim is facially valid. BESA Coaching is not responsible for verifying the accuracy of treaty claims; the Coach bears sole responsibility for the correctness of their W-8 form.

6A.3 IRS $600 Threshold & 1099-NEC. The following rules apply to all Coaches regardless of residency:

• Annual Threshold: If a Coach's cumulative earnings through the Platform in a calendar year equal or exceed $600 USD, BESA Coaching is required by U.S. federal law to file IRS Form 1099-NEC with the IRS and provide a copy to the Coach by January 31 of the following year.
• Threshold Alert: BESA Coaching will send an email notification when a Coach's year-to-date earnings approach $500, reminding the Coach to ensure their tax form is on file. This is a courtesy alert — the Coach's obligation to maintain a valid tax form on file exists regardless of earnings level.
• 1099-NEC Access: Coaches who receive a 1099-NEC may download it securely from their dashboard. The 1099-NEC reflects gross payments made to the Coach before any platform commission deduction. Coaches should consult a tax professional regarding how to report 1099-NEC income on their tax return.
• Sub-$600 Earnings: Coaches earning less than $600 in a calendar year will not receive a 1099-NEC from BESA Coaching. However, all income — regardless of whether a 1099-NEC is issued — is taxable and must be reported by the Coach.

6A.4 Backup Withholding (24%) — When It Applies. BESA Coaching is required by U.S. federal law (IRC § 3406) to apply 24% backup withholding on payments to Coaches in the following circumstances:

• The Coach has not provided a valid TIN on a W-9 or W-8 form and cumulative earnings have reached or exceeded $600 in the calendar year
• The IRS has notified BESA Coaching that the TIN provided by the Coach is incorrect or does not match IRS records
• The Coach has failed to certify on Form W-9 that they are not subject to backup withholding, and the IRS has directed BESA Coaching to begin withholding
• The Coach's W-8 form has expired and a renewal has not been submitted
• The Coach's tax form has been rejected by BESA Coaching's compliance team and a corrected form has not been resubmitted within 14 days

When backup withholding applies: (a) BESA Coaching will deduct 24% from each payout; (b) the withheld amount will be remitted to the IRS on the Coach's behalf; (c) the remaining 76% will be disbursed to the Coach; (d) BESA Coaching will provide the Coach with documentation of amounts withheld. Backup withholding is not a penalty — it is a tax prepayment mechanism. Coaches may be able to claim a credit for withheld amounts on their annual federal income tax return. BESA Coaching is not liable for any tax liability, penalties, or interest incurred by a Coach as a result of the Coach's failure to submit a valid tax form.

6A.5 International Coach Payout Conditions. Non-U.S. Coaches acknowledge and agree to the following additional conditions:

• U.S. Withholding Tax: Payments to non-U.S. Coaches for services performed in the United States may be subject to U.S. withholding tax at 30% (or a lower treaty rate if properly claimed on a valid W-8 form). BESA Coaching will apply the applicable rate based on the Coach's W-8 form.
• FATCA Compliance: Non-U.S. entity Coaches must provide their FATCA classification on Form W-8BEN-E. BESA Coaching may be required to report payments to non-U.S. entities to the IRS under the Foreign Account Tax Compliance Act (FATCA).
• Local Tax Compliance: Non-U.S. Coaches are solely responsible for complying with all tax laws in their country of residence, including income tax, VAT/GST, and any other applicable taxes. BESA Coaching does not provide tax advice for non-U.S. jurisdictions and makes no representations regarding the tax treatment of coaching income outside the United States.
• Currency & Conversion: All payouts are made in U.S. Dollars (USD). Non-U.S. Coaches are responsible for any currency conversion fees, exchange rate losses, or taxes arising from the conversion of USD payouts to their local currency.
• Sanctions Compliance: BESA Coaching cannot make payouts to Coaches located in countries or territories subject to U.S. economic sanctions (OFAC-sanctioned jurisdictions). Coaches are responsible for ensuring they are not located in a sanctioned jurisdiction. BESA Coaching reserves the right to suspend or terminate accounts of Coaches in sanctioned jurisdictions.

6A.6 Tax Form Updates. The Coach is responsible for updating their tax form whenever their information changes, including: change of name, address, TIN, tax residency status, or entity type. Updated forms must be submitted through the Platform's tax compliance portal. BESA Coaching will review updated forms within 5 business days. During the review period, payouts will continue based on the previously approved form unless the prior form has expired or been revoked.

6A.7 Indemnification for Tax Non-Compliance. The Coach agrees to indemnify, defend, and hold harmless BESA Coaching and its officers, directors, employees, and agents from and against any claims, penalties, interest, fines, or other liabilities imposed by the IRS or any other tax authority arising from: (a) the Coach's failure to submit a valid tax form; (b) inaccurate information provided on a tax form; (c) the Coach's failure to report or pay taxes on income earned through the Platform; or (d) any incorrect treaty claim made on a W-8 form. This indemnification obligation survives termination of this Contract.

6.1 Event Tickets. All event ticket purchases are final, non-refundable, and non-transferable from the moment the transaction is completed. This applies to all event types BESA Official Events, Coach-Hosted Events, and Client-Hosted Community Events. The only exception is if the event host (Coach, Client, or BESA Coaching) cancels the Event entirely and does not reschedule within 30 days, in which case a full refund of the ticket face value will be issued to the purchaser. All refunds for cancelled events will be distributed to ticket holders within 14 days of the originally scheduled event date. If a Client-hosted Community Event is cancelled or BESA Coaching revokes its approval, ticket purchasers will receive a full refund within the same 14-day window. BESA Coaching's commission is non-refundable in all circumstances.

6.2 Programs & Courses. All program and course purchases are final and non-refundable from the moment the transaction is completed. This applies regardless of the reason for non-completion, including change of mind, scheduling conflicts, or dissatisfaction with content. The only exception is if the Coach cancels the Program before it begins and does not reschedule within 14 days, in which case a full refund of the program purchase price will be issued. BESA Coaching's commission is non-refundable in all circumstances.

6.3 Coach Delivery Obligation. By creating and selling Events and Programs through the Platform, the Coach makes a binding commitment to deliver the services as described. Failure to deliver without reasonable cause may result in refund obligations, account consequences, and liability to affected Clients.

Full details are set forth in the Refund & Cancellation Policy, which is incorporated into this Contract by reference.

Individual session cancellations and rescheduling are governed by the Refund & Cancellation Policy and No Show Policy, which are incorporated into this Contract by reference. Key provisions:

• Clients may cancel individual sessions more than 24 hours in advance for a full refund
• Cancellations within 24 hours are subject to the Coach's stated policy
• No-show sessions are non-refundable
• Coach-cancelled sessions entitle the Client to a full refund
• All cancellations must be submitted through the Platform to be eligible for a refund

9.1 Coach Confidentiality Obligation. The Coach agrees to maintain strict confidentiality of all information shared by the Client during coaching sessions, including personal circumstances, goals, challenges, business information, and any other information disclosed in the context of the coaching relationship. This obligation:

• Applies to all information shared verbally, in writing, or through the Platform
• Survives the termination of the coaching relationship indefinitely
• Extends to the Coach's employees, contractors, and agents (if any)
• Prohibits the Coach from using Client information for any purpose other than providing coaching services

9.2 Exceptions to Confidentiality. The Coach's confidentiality obligation does not apply where:

• Disclosure is required by applicable law, court order, or government authority
• The Coach has a reasonable belief that the Client or another person is at imminent risk of serious harm — in which case the Coach may be ethically and legally obligated to take protective action
• Mandatory reporting obligations apply (e.g., child abuse, elder abuse) under applicable law
• The Client provides explicit written consent to share specific information
• The information is already publicly known through no breach by the Coach

9.3 HIPAA Notice & Health Information Safeguards. Coaching sessions on the BESA Coaching platform are not covered healthcare services under the Health Insurance Portability and Accountability Act (HIPAA). Coaches are not covered entities or business associates under HIPAA unless they independently hold a healthcare license and operate in a clinical capacity. However, BESA Coaching and Coaches agree to apply the following HIPAA-adjacent safeguards to health-related information shared in coaching sessions:

• Health information shared by Clients will be used only for the purpose of providing coaching services and will not be disclosed to third parties without Client consent, except as required by law
• Coaches will not store Client health information in unsecured formats (e.g., unencrypted personal devices, unsecured cloud storage)
• BESA Coaching encrypts all data stored on the Platform, including session notes and messages, using AES-256 encryption
• Coaches will promptly notify BESA Coaching if they become aware of any unauthorized access to or disclosure of Client health information
• These safeguards do not create HIPAA compliance obligations for Coaches who are not covered entities — they are contractual commitments to protect Client health information

9.4 Platform Data. Client information stored on the Platform (session notes, messages, etc.) is subject to BESA Coaching's Privacy Policy and Data Processing Agreement. BESA Coaching may access such data for platform operations, dispute resolution, and legal compliance as described in those documents.

9.5 Client Confidentiality. The Client agrees to maintain the confidentiality of any proprietary coaching methodologies, frameworks, or materials shared by the Coach and to not disclose them to third parties without the Coach's written consent.

9.6 International Data Transfers. Where Client data is transferred internationally (e.g., between a Coach and Client in different countries), such transfers are subject to BESA Coaching's Data Processing Agreement and applicable data transfer mechanisms (e.g., EU Standard Contractual Clauses). See the Data Processing Agreement for details.

9.1 Coach IP Ownership. All coaching materials, frameworks, methodologies, worksheets, templates, exercises, and other content created by the Coach and shared during coaching sessions remain the exclusive intellectual property of the Coach. No transfer of ownership occurs through the coaching relationship.

9.2 Client License. The Client receives a limited, personal, non-exclusive, non-transferable, non-sublicensable license to use Coach-provided materials solely for their own personal development purposes. The Client may not:

• Reproduce, copy, or distribute Coach materials to third parties
• Use Coach materials for commercial purposes
• Create derivative works based on Coach materials without written consent
• Share Coach materials on social media, websites, or other public platforms without written consent
• Use Coach materials to provide coaching or training services to others

9.3 Session Recordings. Neither party may record sessions without the explicit prior written consent of the other party. If a recording is made with consent, the recording is owned by the Coach unless otherwise agreed in writing. The Client may not distribute, publish, or commercialize any session recording without the Coach's written consent.

9.4 BESA Coaching IP. Nothing in this Contract grants either party any rights in BESA Coaching's intellectual property, including the Platform, trademarks, or proprietary technology.

10.1 Coach Representations. The Coach represents and warrants that:

• All credentials, certifications, and qualifications listed on their profile are accurate, current, and verifiable
• They have the full right, power, and authority to enter into this Contract and perform the services
• The services will be performed with reasonable care, professional skill, and in accordance with applicable professional standards
• They hold all licenses, permits, and authorizations required by applicable law to provide their stated coaching services
• They will comply with all applicable laws and regulations in performing the services
• Their coaching materials do not infringe any third-party intellectual property rights

10.2 Client Representations. The Client represents and warrants that:

• They are at least 18 years of age and have the legal capacity to enter into this Contract
• All information provided to the Coach is accurate and complete to the best of their knowledge
• They will engage with coaching services in good faith and take personal responsibility for their decisions and actions
• They understand that coaching is not a substitute for licensed professional services

Both parties acknowledge and agree that:

• Coaching is not therapy, counseling, psychotherapy, or any form of licensed mental health treatment
• Coaching is not medical advice, diagnosis, or treatment
• Coaching is not legal advice and does not create an attorney-client relationship
• Coaching is not regulated financial, investment, or securities advice
• The Coach makes no guarantees regarding specific results, outcomes, income levels, or any other measurable goal
• The Client takes full personal responsibility for all decisions made and actions taken, including those influenced by coaching guidance

The full Coaching Disclaimer is incorporated into this Contract by reference.

12.1 Coach Liability Cap. The Coach's total aggregate liability to the Client for any and all claims arising from or related to coaching services provided under this Contract is limited to the total fees actually paid by the Client to the Coach for the specific sessions giving rise to the claim, in the 12 months preceding the claim.

12.2 Excluded Damages. Neither the Coach nor BESA Coaching shall be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, loss of data, loss of business opportunities, or any other economic loss, arising from or related to coaching services, regardless of the theory of liability.

12.3 BESA Coaching Liability. BESA Coaching's liability is governed by the Terms of Service. BESA Coaching is not liable for the coaching services provided by independent Coaches.

12.4 Essential Basis. The parties acknowledge that these liability limitations are an essential element of the basis of the bargain between them and that neither party would have entered into this Contract without these limitations.

Each party agrees to indemnify, defend, and hold harmless the other party and BESA Coaching from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from:

• Their breach of this Contract or the BESA Coaching Terms of Service
• Their violation of any applicable law or third-party right
• Their negligence, willful misconduct, or fraud
• Any misrepresentation made by them in connection with the coaching relationship

14.1 Termination by Either Party. Either party may terminate the coaching relationship at any time with reasonable advance notice through the Platform. "Reasonable notice" means at least 24 hours for individual sessions and at least 7 days for ongoing coaching relationships or programs.

14.2 Effect of Termination. Upon termination:

• Any prepaid sessions not yet delivered will be refunded in accordance with the Refund & Cancellation Policy
• Outstanding payment obligations for completed sessions remain in effect
• Confidentiality obligations (Section 8) survive termination indefinitely
• Intellectual property rights (Section 9) survive termination
• The Client's license to use Coach materials (Section 9.2) terminates immediately

14.3 Termination for Cause. Either party may terminate immediately for cause, including: material breach of this Contract, violation of professional ethics standards, harassment or abusive conduct, or fraudulent misrepresentation. Termination for cause by the Coach does not entitle the Client to a refund for sessions already delivered.

15.1 Direct Resolution. The parties agree to first attempt to resolve any dispute arising from this Contract through direct, good-faith communication. Most disputes can be resolved through open dialogue.

15.2 BESA Coaching Mediation. If direct resolution fails, either party may request BESA Coaching's assistance in mediating the dispute by contacting [email protected]. BESA Coaching will make reasonable efforts to facilitate a resolution but is not obligated to do so and its determination is not binding.

15.3 Arbitration. If mediation fails, disputes shall be resolved through binding individual arbitration in accordance with Section 19 of the BESA Coaching Terms of Service, which is incorporated herein by reference.

15.4 Governing Law. This Contract is governed by the laws of the Commonwealth of Virginia, United States.

This Contract is governed by and construed in accordance with the laws of the Commonwealth of Virginia, United States, without regard to its conflict of law principles. Any disputes not resolved through arbitration shall be subject to the exclusive jurisdiction of the state and federal courts located in Virginia.

However, mandatory consumer protection laws of the user's country of residence apply to the extent they provide greater protection than Virginia law. The following table summarizes the applicable legal framework for users in key jurisdictions:

E-Signature Compliance. Both parties agree that electronic acceptance of this Contract (by completing a booking through the Platform) is legally binding and has the same force and effect as a handwritten signature under applicable electronic signature laws, including:

• United States: Electronic Signatures in Global and National Commerce Act (E-SIGN Act, 15 U.S.C. § 7001 et seq.) and the Uniform Electronic Transactions Act (UETA)
• European Union: eIDAS Regulation (EU) No 910/2014 — electronic signatures created through the Platform constitute "electronic signatures" within the meaning of Article 3(10) of eIDAS
• United Kingdom: Electronic Communications Act 2000 and the Electronic Identification and Trust Services for Electronic Transactions Regulations 2016
• Australia: Electronic Transactions Act 1999 (Cth) and equivalent state/territory legislation
• Canada: Personal Information Protection and Electronic Documents Act (PIPEDA) and applicable provincial electronic commerce legislation
• India: Information Technology Act 2000, Section 5 (legal recognition of electronic signatures)

BESA Coaching maintains records of electronic acceptances (including timestamp, IP address, and user account) as evidence of contract formation. These records are available upon request for legal or compliance purposes.

18.1 Entire Agreement. This Contract, together with the BESA Coaching Terms of Service, Refund & Cancellation Policy, No Show Policy, Coaching Disclaimer, and User Agreement, constitutes the entire agreement between the Coach and Client with respect to coaching services provided through the Platform. It supersedes all prior verbal or written agreements.

18.2 Amendments. This Contract may not be amended except by written agreement signed by both parties or by BESA Coaching's update to the Terms of Service with appropriate notice.

18.3 Severability. If any provision of this Contract is found to be invalid or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force.

18.4 Waiver. Failure by either party to enforce any provision of this Contract shall not constitute a waiver of that provision.

18.5 Assignment. Neither party may assign their rights or obligations under this Contract without the other party's written consent, except that BESA Coaching may assign its rights in connection with a merger, acquisition, or sale of assets.

18.6 Force Majeure. Neither party shall be liable for failure to perform due to causes beyond their reasonable control, including acts of God, natural disasters, pandemic, government action, or internet/telecommunications failures, provided they give prompt notice and use reasonable efforts to resume performance.

18.7 Electronic Acceptance. Both parties agree that electronic acceptance of this Contract (by completing a booking through the Platform) is legally binding and has the same force and effect as a handwritten signature under applicable electronic signature laws, including the U.S. E-SIGN Act, EU eIDAS Regulation, UK Electronic Communications Act 2000, and equivalent laws in other jurisdictions. See Section 17 for the full e-signature compliance framework.

18.8 Language. This Contract is written in English. Where translations are provided for convenience, the English version governs in the event of any conflict.

For questions about this Contract or to report a dispute: