HELD & SEEN COACHING

Coaching Services Agreement

Yoyce Geronimo Galvan, M.A.

Client agrees that booking any service constitutes acceptance of these terms. A copy will be provided for signature before the first session. Client's signature serves as formal confirmation of the agreement entered into at the time of booking. Sessions will not be held until this Agreement has been signed.

This Coaching Services Agreement ("Agreement") is entered into between Held & Seen Coaching ("Coach"), including its owner, employees, contractors, associate coaches, facilitators, and authorized representatives, and the individual identified in the signature block below ("Client"). As used in this Agreement, "coaching services" refers to all service formats offered by Held & Seen Coaching, including individual (1:1) coaching and group coaching, unless a specific provision expressly applies to one format only.

By signing this Agreement, Client confirms they have read and understood all terms contained herein

Effective Date: ______________________________

Client Name: ______________________________

1. NATURE OF COACHING SERVICES

1.1 Coaching Defined

Coaching is a professional, collaborative relationship designed to support the Client in identifying goals, building skills, increasing self-awareness, and taking meaningful action in areas of life important to the Client. Coaching is educational, consultative, and goal-oriented in nature.

1.2 Psychoeducation

Coaching services may include psychoeducation, including discussion of psychological concepts, research findings, communication frameworks, identity development concepts, and educational information relevant to the Client's experiences. Psychoeducation is a standard component of coaching and peer education. It is educational in nature and does not constitute treatment.

1.3 Coaching Services Are Not Therapy

Coaching Services are not psychotherapy, counseling, mental health treatment, medical treatment, psychiatric care, or any other healthcare service. The Coach does not diagnose mental health conditions, provide clinical treatment, prescribe medication or any course of psychiatric care, or offer healthcare services of any kind. Although the Coach may possess academic or professional training in psychology or related disciplines, such expertise is used solely for educational and coaching purposes and does not create a therapist-client, psychologist-client,  or clinician-patient relationship of any kind.

1.4 Client Responsibility for Healthcare

The Client understands and agrees that coaching is not a substitute for medical care, mental health treatment, crisis services, or professional healthcare. The Client remains solely responsible for obtaining any healthcare, mental health treatment, counseling, therapy, psychiatric services, or medical care they may need.

1.5 Scope of Coaching

Coaching services do not include crisis intervention, emergency support, text-based coaching between sessions, email coaching, document review, legal advice, financial advice, medical advice, or availability outside of scheduled coaching sessions.

1.6 When Coaching Is Not Appropriate

If, at any point, the Client's needs appear to exceed the scope of coaching including but not limited to active psychiatric symptoms, suicidality, substance use requiring clinical management, or acute mental health crisis, the Coach will acknowledge this directly and support the Client in accessing appropriate clinical services. The Coach reserves the right and, where appropriate, may immediately suspend or terminate.

2. SERVICES AND FORMAT

2.1 Program Options
The following coaching formats are available under this Agreement. Coach reserves the right to modify curriculum, materials, and sequencing provided the overall nature of services remains substantially similar.

1:1 Coaching: 3-Session Package

  • Three sessions within the four-phase, twelve-session framework, delivered in sequence

  • Additional 3-session packages may be purchased to continue through the framework in sequence; sessions are delivered in order and cannot be skipped or reordered

  • 60 minutes per session via secure video call

  • Tailored between-session assignments after each session

  • Conducted in English or Spanish as agreed

1:1 Coaching: Full Framework (12 Sessions)

  • All four phases, Sessions 1–12, purchased as a complete program.

  • Sessions are delivered in sequence across all four phases and cannot be skipped or reordered.

  • 60 minutes per session via secure video call

  • Tailored between-session assignments after each session

  • Conducted in English or Spanish as agreed

1:1 Coaching: Single Session

  • One standalone 60-minute session, no package commitment

  • Conducted in English or Spanish as agreed

  • Does not include a between-session assignment

Group Coaching: 12-Session Program

  • 12 live group sessions, 60 minutes each

  • Cohort limited to a maximum of 15 participants

  • Cohort is closed once it begins; new participants are not added mid-program

  • Shared workbook and/or weekly reflection materials provided

  • The cohort moves forward regardless of individual attendance

  • Group format does not include individual between-session assignments

  • Each cohort is built around a single shared experience

  • When the Coach designates a cohort as a Founding Cohort, any discounted rate offered applies exclusively to that cohort and does not extend to future cohorts

2.2 Session Delivery

All sessions are conducted virtually via video call. Session links will be provided by the Coach prior to each scheduled appointment. The Client is responsible for ensuring a private, stable internet connection for each session.

2.3 Between-Session Work

Coaching services may include between-session work such as reflection exercises, assignments, or shared materials designed to support the work being done in sessions. Between-session work is not graded or evaluated. The Client engages with it at their own discretion; however, consistent engagement is strongly correlated with progress.


3. SCHEDULING, CANCELLATION, AND ATTENDANCE

3.1 Scheduling

Sessions are scheduled through the Coach’s booking system or by mutual agreement via email. The Client is responsible for scheduling in a timely manner. Unless otherwise agreed in writing, sessions not scheduled within 21 days of the prior session are at risk of forfeiture. After that time, the Coach will send one written notice to the Client's email of record. If the Client does not schedule within 14 days of that notice, the session(s) may be considered forfeited.

3.2 Cancellation and Rescheduling

Sessions cancelled with less than 24 hours' advance notice, or no-shows, will be counted as a session used and will not be refunded, unless the Coach determines extenuating circumstances apply. The Coach will make reasonable accommodation for genuine emergencies.

For 1:1 coaching, rescheduling requests must be made with at least 24 hours' advance notice. Rescheduling requests must be fulfilled within 15 days of the original session date. If no mutually available time is found within that window, the session will be counted as cancelled and will not be refunded.

Group coaching sessions run on a fixed cohort schedule and are not available for individual rescheduling. A missed group session will be counted as a session used and will not be refunded or made up individually.

3.3 Coach Cancellations

If the Coach must cancel or reschedule a session, the Client will be notified as early as possible and offered the next available appointment at no additional charge. The Coach will not charge for any session cancelled by the Coach.

3.4 Late Arrivals

If the Client is more than 15 minutes late to a session without prior notice, the session may be treated as a no-show at the Coach’s discretion. Sessions will not be extended to compensate for late arrival.

4. RECORDINGS AND TECHNOLOGY

4.1 No Recording Without Consent

Neither individual nor group coaching sessions may be recorded by the Client without the Coach’s prior written consent. This prohibition includes audio recordings, video recordings, screen recordings, AI meeting assistants, AI note-taking applications, transcription software, automated summaries, or any technology designed to capture, transcribe, summarize, analyze, or reproduce session content.

Clients participating in group coaching agree not to record, screenshot, copy, reproduce, distribute, or share information disclosed by other participants.

Unauthorized recording or use of AI note-taking tools constitutes a material breach of this Agreement and may result in immediate termination of services without refund.

4.2 Electronic Communications

The Client consents to communication by email and, where applicable, text message regarding scheduling, administrative matters, invoices, reminders, and coaching-related logistics. The Client understands that electronic communications may not be completely secure. While the Coach takes reasonable steps to protect information, the Coach cannot guarantee the security of third-party communication platforms.


5. CONFIDENTIALITY

5.1 Coach’s Obligation

The Coach will maintain the confidentiality of all information shared by the Client in connection with coaching services. Coaching services are not healthcare services and are not subject to HIPAA. Confidentiality is maintained consistent with professional coaching practice standards. Information shared in sessions will not be disclosed to any third party without the Client's prior written consent, except as described in Section 5.2.

5.2 Limits of Confidentiality

Confidentiality has limits. The Coach may disclose information without Client consent in the following circumstances:

  • The Client discloses a credible, imminent risk of harm to themselves or another identifiable person

  • Disclosure is required by applicable law or court order

  • The Coach reasonably believes disclosure is necessary to prevent serious harm

In such circumstances, the Coach will, where safely possible, inform the Client before making any disclosure. The Coach is not a licensed therapist and does not carry all the same legal duties as a licensed clinical practitioner; however, the Coach takes seriously any indication of imminent risk and will respond accordingly.

5.3 Group Coaching Confidentiality

In group coaching, each participant agrees to hold in confidence all personal information shared by other group members. The Coach cannot guarantee the confidentiality of other participants. Clients in group coaching should share only what they are comfortable having other group members hear.

5.4 Business Consultation

The Coach may consult with a supervisor, mentor, or legal or professional advisor regarding coaching practice. In such consultations, identifying information will be removed or minimized to the extent practicable.

5.5 Payment Dispute Records
In the event of a payment dispute, chargeback, or fraud investigation initiated by the Client or a financial institution, the Client agrees to provide written notice to the Coach and allow fifteen (15) days for resolution before initiating a formal dispute.

The Client acknowledges that administrative records, including attendance records, scheduling records, invoices, booking confirmations, and administrative email communications relating to scheduling and payment, may be provided to Stripe, financial institutions, payment processors, or dispute-resolution entities as necessary to respond to the dispute. Such disclosures are limited to records confirming that services were scheduled, paid for, and rendered.

5.6 Third Party Platforms

Coaching sessions are conducted via third-party video platforms. Administrative and payment data is processed through third-party services including Acuity and Stripe. Coach does not control the privacy practices of these platforms and encourages Client to review their respective privacy policies.

6. CRISIS PROTOCOL

Held & Seen Coaching is not a crisis service. If the Client is experiencing a mental health emergency, active suicidal ideation, or imminent risk of harm to themselves or others, the Client should contact:

  • 988 Suicide and Crisis Lifeline: call or text 988 (free, confidential, 24/7; press 2 for Spanish-language services)

  • Crisis Text Line: text HOME to 741741

  • National Domestic Violence Hotline: call 1-800-799-7233 or text START to 88788 (24/7, confidential, multilingual)

  • RAINN National Sexual Assault Hotline: 1-800-656-4673

  • Trans Lifeline: 877-565-8860 (24/7 peer support by and for trans people; oprime 2 para español)

  • Emergency services: call 911 if there is immediate risk to life

If a Client discloses active suicidal ideation or imminent harm during a session, the Coach will pause the session, provide crisis resources, and encourage the Client to contact emergency services or a crisis line. Client authorizes the Coach to contact the designated emergency contact if the Coach reasonably believes the Client faces imminent risk of serious harm. The Coach reserves the right to immediately suspend or terminate coaching services if continuing would exceed the scope of coaching or present safety concerns.

7. PAYMENT TERMS

7.1 Fee Agreement

The fee for coaching services is as agreed upon between the Coach and Client prior to the commencement of services and confirmed in a separate written communication or invoice. By signing this Agreement, the Client confirms they have received and agreed to the applicable fee schedule.

7.2 Payment Schedule

Payment terms will be specified in the Client’s invoice or fee confirmation. The Coach reserves the right to pause scheduling if an account becomes overdue.

Where a deposit option is offered, the Client may elect to pay 50% of the total fee at the time of booking, with the remaining balance due in full prior to the first session. Sessions will not be held until full payment has been received.

7.3 Non-Refundable Packages

Fees are earned upon purchase in consideration of reserving coaching or cohort capacity, administrative preparation, and scheduling commitments. The 3-Session Package, the 12-Session Full Framework, the Group Coaching 12-Session Program, the Founding Cohort Group Coaching, single-session purchases (1:1 or Group), and any other package or service offered by the Coach are non-refundable once payment has been made, regardless of whether the Client attends or completes all sessions. Where a deposit is collected, the deposit is non-refundable once paid; if the Client cancels prior to completing full payment, the deposit is forfeited and no further balance is owed. If the Client fails to return a signed Agreement within 14 days of booking, the Coach reserves the right to cancel the booking; fees paid are non-refundable as the Coach will have reserved capacity and completed administrative preparation in anticipation of services. The Client acknowledges this policy prior to purchase and agrees it is a material term of this Agreement.

7.4 Exception: Coach-Initiated Termination

If the Coach terminates this Agreement pursuant to Section 12 for reasons other than Client conduct described in Section 12, the Coach will refund a prorated amount for sessions purchased but not yet held, calculated at the per-session rate of the package purchased.

No refund, prorated or otherwise, is available if the Client chooses to discontinue services, or if the Coach terminates this Agreement due to Client conduct described in Section 12.

8. CLIENT RESPONSIBILITIES

By entering into this Agreement, the Client agrees to:

  • Client represents that they are at least eighteen (18) years of age and legally capable of entering into this Agreement

  • Engage honestly and openly in sessions to the extent they are comfortable

  • Take responsibility for their own decisions and actions throughout the coaching engagement

  • Maintain their own mental health care with a licensed professional if clinically indicated, separate from coaching

  • Disclose to the Coach at the outset any circumstances that may affect the coaching relationship, including current mental health treatment or active crisis

  • Provide adequate notice for cancellations as described in Section 3

  • Provide an emergency contact before the commencement of coaching services

  • Maintain respectful communication with the Coach and, in group contexts, with fellow participants.

9. LIMITATION OF LIABILITY

Coaching is not a substitute for professional medical, psychiatric, psychological, legal, or financial advice. The Coach makes no guarantees regarding specific outcomes. Results from coaching depend substantially on the Client’s own engagement, effort, and circumstances, which are beyond the Coach’s control.

To the fullest extent permitted by applicable law, the Coach’s total liability to the Client for any claim arising out of or related to this Agreement shall not exceed the total fees paid by the Client in the three months immediately preceding the claim.

The Coach is not liable for any indirect, incidental, consequential, or punitive damages arising from or related to coaching services.

10. INTELLECTUAL PROPERTY

All materials provided by the Coach including workbooks, reflection prompts, frameworks, and written assignments are the intellectual property of Held & Seen Coaching.

The Client receives a limited, non-transferable, non-exclusive license to use such materials solely for personal, non-commercial purposes. Materials may not be reproduced, distributed, published, taught, modified, or commercially exploited without prior written permission from the Coach.

11. FORCE MAJEURE

The Coach shall not be liable for delays, interruptions, or inability to provide services resulting from circumstances beyond the Coach’s reasonable control, including but not limited to illness, acts of God, internet outages, technology failures, natural disasters, government actions, or other emergencies. In such circumstances, the Coach will make reasonable efforts to reschedule affected sessions.

If a force majeure event prevents the delivery of coaching services for a period exceeding sixty (60) days, either party may terminate this Agreement upon written notice. In such circumstances, the Coach will refund a prorated amount for sessions purchased but not yet held, calculated at the per-session rate of the package purchased.

12. TERMINATION

Either party may terminate this Agreement at any time with written notice. Upon termination:

  • Packages and sessions are non-refundable as described in Section 7.3, except where Section 7.4 applies

  • Confidentiality obligations survive termination

The Coach reserves the right to terminate this Agreement immediately if the Client engages in abusive, threatening, or otherwise harmful conduct toward the Coach or, in a group setting, toward other participants.

The following provisions survive termination of this Agreement: Sections 5 (Confidentiality), 7 (Payment Terms), 9 (Limitation of Liability), 10 (Intellectual Property), and 13 (Governing Law and Dispute Resolution).

13. GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by the laws of the State of New Jersey, without regard to its conflict of law provisions. Any legal action arising out of this Agreement shall be brought exclusively in the courts of the State of New Jersey.

In the event of a dispute arising from this Agreement, the parties agree to first attempt resolution through good-faith communication. If informal resolution is not reached within 30 days, the parties agree to non-binding mediation before pursuing any other legal remedy.

14. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Coach and Client regarding coaching services and supersedes all prior discussions, representations, or agreements. Amendments to this Agreement must be made in writing and signed by both parties.

If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect.


15. ACKNOWLEDGMENT

By signing below, the Client confirms that they have read this Agreement in full, had the opportunity to ask questions before signing, and understand that coaching is not therapy and does not create a clinical relationship. Electronic signatures shall have the same legal force and effect as original handwritten signatures under applicable law.


______________________________________________________

Client Signature

______________________________________________________

Client Printed Name

______________________________________________________

Date


______________________________________________________

Coach: Yoyce Geronimo Galvan, M.A. — Held & Seen Coaching

______________________________________________________

Date