Terms and Conditions of Services

Coaching Agreement


This Agreement is entered into between you (the “Client”); and;

Know Framework Limited, a company registered in the UK with registration number 12566728, Registered office at The Leeming Building, Vicar Lane, Leeds, LS2 7JF (the “Coach” / services provided by Michelle Milner-Eradhun)

Whereby the Coach agrees to provide Coaching Services for the Client. Written details of this programme have already been provided to the Client and outlined by the Coach. If you have not received these for any reason or would like a copy, please email [email protected]


Description of Coaching
Coaching is a partnership (defined as an alliance, not a legal business partnership) between the Coach and the Client in a thought-provoking and creative process that inspires the client to maximize personal and professional potential. It is designed to facilitate the creation/development of personal, professional and business goals and to develop and carry out a recommended strategy for achieving those goals and/or outcomes.


Coach-Client Relationship
Coach agrees to maintain the ethics and standards of behaviour established by the International Coach Federation “(ICF)” (Coachfederation.org/ethics). It is recommended that the Client review the ICF Code of Ethics and the applicable standards of behaviour.

Client is solely responsible for creating and implementing his/her own physical, mental and emotional well-being, decisions, choices, actions and results arising out of or resulting from the coaching relationship and his/her coaching calls and interactions with the Coach. As such, the Client agrees that the Coach is not and will not be liable or responsible for any actions or inaction, or for any direct or indirect result of any services provided by the Coach. Client understands coaching is not therapy and does not substitute for therapy if needed, and does not prevent, cure, or treat any mental disorder or medical disease.

Client further acknowledges that he/she may terminate or discontinue the coaching relationship at any time.

Client acknowledges that coaching is a comprehensive process that may involve different areas of his or her life, including work, finances, health, relationships, education and recreation. The Client agrees that deciding how to handle these issues, incorporate coaching principles into those areas and implementing choices is exclusively the Client’s responsibility.

Client acknowledges that coaching does not involve the diagnosis or treatment of mental disorders as defined by the American Psychiatric Association and that coaching is not to be used as a substitute for counseling, psychotherapy, psychoanalysis, mental health care, substance abuse treatment, or other professional advice by legal, medical or other qualified professionals and that it is the Client’s exclusive responsibility to seek such independent professional guidance as needed.

If Client is currently under the care of a mental health professional, it is recommended that the Client promptly inform the mental health care provider of the nature and extent of the coaching relationship agreed upon by the Client and the Coach.

The Client understands that there is an Ethical duty for the Coach to report to authorities if the Client intents to or knows of harm to themselves or another or other incidences of a considered serious nature.

The Client understands that in order to enhance the coaching relationship, the Client agrees to communicate honestly, be open to feedback and assistance and to create the time and energy to participate fully in the program.


This applies to all existing and future 1:1 sessions, group programmes and online course programmes.


The parties agree to engage in an agreed session or programme via online meetings and for an agreed duration and content / course programme.


Fees are in Great British Pounds (GBP) and payable in GBP through an online payment service as chosen by the Coach. The cost of the programme will be clearly stated in the marketing materials for the programme and subject to change by the Coach at any time.


Schedule & Procedure
For 1:1 coaching, the time of the coaching meetings and/or location will be determined by Coach and Client based on a mutually agreed upon time.

For all other coaching or programmes, the session times will be determined by the Coach.


Rescheduling (applicable to and for 1:1 sessions only)

If for any reason the Client is unable to do a session, there will be a link on the emailed calendar invite (via Calendly) for you to find another date and time for the meeting.


Cancellation Policy (applicable to and for 1:1 sessions only)

A 24-hour notice is required for all session cancellations and changes from the Client. If notice is within 24-hours, you may be charged in full for the session. The Coach will attempt in good faith to reschedule the missed meeting, however if there is an occurrence of more than one late notice or missed meetings, the Client may be charged for the session.

If the Coach requests to reschedule the session due to any serious unforeseen circumstances, the Coach agrees to accommodate as best as possible an alternative that best suits the Client.


(Applicable to and for 1:1 sessions only)

Refunds requested for single coaching sessions which have not taken place will be made upon request, providing there is no conflict with the timeframe indicated in the Cancellation Policy (24 hours required notice).

Refunds requested for single coaching sessions which have not taken place but booked as part of a discounted package will be made upon request to refund any sessions not taken place taking into account the full price of the sessions before any discount, providing there is no conflict with the timeframe indicated in the Cancellation Policy (24 hours required notice). This is to ensure that packages and package prices are reserved for customers completing the whole package and there are no instances of booking packages for single discounted sessions to ensure fair pricing.

If the Client is part of an ongoing programme where the content / course programme has been executed or has accessed any of the course details and or (bit not limited to) information, classes or written content specifically for the agreed programme, the Client will not be entitled to any refund for any sessions already taken place.

Refunds will be granted at the discretion of the Coach. If for any reason the Client is not wanting to take part in any remaining sessions where the Client has booked a pack and received a lower cost per session as a result of doing so, they may be refunded for the unused sessions at the standard single session rate or the rate of the pack below the initial purchase. 


Confidential Information
This coaching relationship, as well as all information (documented or verbal) that the Client shares with the Coach as part of this relationship, is bound by the principles of confidentiality set forth in the ICF Code of Ethics. However, please be aware that the Coach-Client relationship is not considered a legally confidential relationship (like the medical and legal professions) and thus communications are not subject to the protection of any legally recognized privilege. The Coach agrees not to disclose any information pertaining to the Client or the Client’s Business without the Client’s written consent. The Coach will not disclose the Client’s name as a reference without the Client’s consent.

During the course of this agreement the Client and the Coach may have access to information of the other party that is secret, confidential or commercially sensitive and which if disclosed or used for purposes other than those of the the Client and the Coach, could cause significant harm to the other party. In this agreement such information, whether communicated in writing, electronically or in any other medium (and whether or not it is marked confidential), is referred to as “Confidential Information” and includes without limitation:

1) details of how the Client/Coach prices their products or services including any discounts or non-standard terms offered to any clients;
2) Client’s/Coach’s intellectual property rights;
3) information relating to Client’s/Coach’s suppliers and the terms and conditions (including any prices and discounts agreed with them);
4) information relating to the Client’s/Coach’s clients or customers and the terms and conditions (including any prices and discounts) agreed with them;
5) research and development projects;
6) marketing and sales strategies and plans;
7) potential acquisitions and disposals;
8) financial and sales performance;
9) any processes, inventions, designs, know-how, discoveries, technical specifications and other technical information relating to the creation, production or supply of any past, present or future products and/or services; and
10) any other categories of confidential information that either the Company and/or Consultant want to protect and is notified to the other party in writing as being confidential.
11) Both parties must not, during the term of this agreement or afterwards, use, disclose or permit to be used or disclosed (unless this is strictly necessary in connection with the provision of the consultancy services) any Confidential Information without prior written consent from the other party.
12) The restrictions contained in this clause do not apply to any information which, otherwise than through any unauthorised disclosure or breach of confidence, is already in or comes into the public domain, or the disclosure of which is ordered by a court of competent jurisdiction, or where either party has obtained the other parties’ prior written approval to such disclosure.
13) The provisions of this agreement relating to Confidential Information are without prejudice to any duties and obligations of confidentiality to which either party may be subject to disclose in common law or equity.
14) If any Confidential Information is wrongfully misused and/or disclosed, the Client/Coach will notify the other party as soon as reasonably practicable after becoming aware of it and shall provide all the information relating to such misuse or disclosure, including how the misuse or disclosure occurred.

If the Client agrees to provide a written or video testimonial where the use of the Clients full name, company name and company logo is provided, it can be used in the Coach’s marketing materials and PR and other business activities (such as website and documentation).

Confidential Information does not include information that:

(a) was in the Coach’s possession prior to its being furnished by the Client;

(b) is generally known to the public or in the Client’s industry;

(c) is obtained by the Coach from a third party, without breach of any obligation to the Client;

(d) is independently developed by the Coach without use of or reference to the Client’s confidential information; or (

e) the Coach is required by statute, lawfully issued subpoena, or by court order to disclose;

(f) is disclosed to the Coach and as a result of such disclosure the Coach reasonably believes there to be an imminent or likely risk of danger or harm to the Client or others; and

(g) involves illegal activity. The Client also acknowledges his or her continuing obligation to raise any confidentiality questions or concerns with the Coach in a timely manner.


Either the Client or the Coach may terminate this Agreement at any time. Client agrees to compensate the Coach for all coaching services rendered through and including the effective date of termination of the coaching relationship.


Limited Liability
Except as expressly provided in this Agreement, the Coach makes no guarantees, representations or warranties of any kind or nature, express or implied with respect to the coaching services negotiated, agreed upon and rendered. In no event shall the Coach be liable to the Client for any indirect, consequential or special damages. Notwithstanding any damages that the Client may incur, the Coach’s entire liability under this Agreement, and the Client’s exclusive remedy, shall be limited to the amount actually paid by the Client to the Coach under this Agreement for all coaching services rendered through and including the termination date.

The Client agrees that there is no guarantee or responsibility to the coach in any way related to the Client’s business impact or earnings, earning potential or any impact of use of the Coaches teachings or information.


Record Retention Policy
The Client acknowledges that the Coach has disclosed his/her record retention policy with respect to documents, information and data acquired or shared during the term of the Coach-Client relationship. Such records will be maintained by the Coach in a format of the Coach’s choice (print or digital/electronic) and adhere to the Coach’s Privacy Policy (found here: https://knowframework.com/privacy-policy/) and the Website Terms of Use may also apply (found here: https://knowframework.com/website-terms-of-use/).


Data Protection
The Client and Coach will hold and process personal data in possible manual and automated filing systems for legal, personnel, administrative and management purposes. This may include but is not limited to full names, email addresses, phone numbers. The Client and Coach will take reasonable steps to ensure that such data is held securely. For the avoidance of doubt, any third parties that are connected to and contained within each parties’ respective businesses/services, and will include (but will not be limited to) databases such as email accounts, databases and services/client record copies.
Either party may also process sensitive personal data about the other party where it is necessary for some of the purposes set in accordance with local law and jurisdiction.

Both parties agree to use all reasonable endeavors to keep personal data secure, and keep the other party informed of any breaches in personal data.

Both parties agree to comply with the data protection policy and relevant obligations under the Data Protection Act 1998 and associated codes of practice when processing any personal data relating to any employee, worker, client, customer, supplier or agent of the other party.


Force Majeure
If either party to this Agreement is prevented or delayed in the performance of any of its obligations under this Agreement by force majeure, and if such party gives written notice thereof to the other party specifying the matters constituting force majeure, together with such evidence as it reasonably can give and specifying the period for which it is estimated that such prevention or delay will continue then the party in question shall be excused the performance or the punctual performance as the case may be as from the date of such notice for so long as such cause of prevention or delay shall continue. The party so affected by force majeure shall use all reasonable endeavours to resume performance of this Agreement as soon as it can.

For the purpose of this Agreement “force majeure” shall be deemed to be any cause affecting the performance of this Agreement arising from or attributable to acts, events, omissions or accidents beyond the reasonable control of the party to perform, including without limitation any accident or illness.


Entire Agreement
This document reflects the entire agreement between the Coach and the Client, and reflects a complete understanding of the parties with respect to the subject matter. This Agreement supersedes all prior written and oral representations. The Agreement may not be amended, altered or supplemented except in writing signed by both the Coach and the Client.


Dispute Resolution
If a dispute arises out of this Agreement that cannot be resolved by mutual consent, the Client and Coach agree to attempt to mediate in good faith for up to (certain amount of time such as 30 days) after notice given. If the dispute is not so resolved, and in the event of legal action, the prevailing party shall be entitled to recover attorney’s fees and court costs from the other party. The Client agrees to contact the coach on [email protected] as the first step to resolve any disputes.


If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If the Court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.


The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party’s right to subsequently enforce and compel strict compliance with every provision of this Agreement.


Governing Law
This agreement is governed by and interpreted in accordance with the law of England and Wales.


By signing up and paying for a session, course or programme with the Coach, the Client Agrees to these terms.