Victor Midgley Institute

of Progressive Learning

1-on-1 Coaching Agreement

Victor Midgley Institute of Progressive Learning (M9 Group, LLC)

Last Updated September 2020

This Agreement (the “Agreement”) is entered into this date, ____________________ (the “Effective Date”), by and between M9 Group, LLC and Victor Midgley, (the Coach,) with an address of 6948 West 7895 South West Jordan, Utah 84081 and _________________,(the Client) whose address is; _______________________________, collectively herein referred to as “the Parties.”

The purpose of this Agreement is to enter into a coaching/client relationship between the parties in order to cultivate the Client’s personal, professional and/or business goals and to create a plan to carry out instructions and actions and that lead to the achievement of those goals based through stimulating and creative interactions with the ultimate result of maximizing the Client’s personal and/or professional potential (“Coaching Services”).

NOW, THEREFORE, for good and valuable consideration of the terms and conditions, the parties, intending to be legally bound, agree as follows:

  1. Coaching Goals: Client wishes to obtain Coach’s services in order to achieve the following goals/to maximize the following area of his/her life:






  1. Coaching Plans and Fees: In exchange for coaching services, Client agrees to pay Coach the following fees and according to the following schedule. The Client may choose to receive 1 of 2 coaching plans. Both plans offer the Client unlimited access to the Online Study Tools found on the official website ( The Client’s initials next to the program indicates which service they are committing to
  2. Coaching by Session: A session is a 1-on-1 meeting with Victor Midgley (or certified “VMI” coach) that is a minimum of 30 minutes and a maximum of 60 minutes. The Client can schedule sessions according to their need. The standard rate for a session is $100 per person. Payment is due prior to the session and no later than 24 hours after the session is complete. The Client can pay in advance for multiple sessions and receive a 15% discount. Forms of accepted payment are, venmo, paypal, cash, check or ACH transfer.
  3. Pro-Coaching: This program requires the Client to commit to one full year of coaching/advisory services. All coaching sessions, phone calls, email and texts including handouts and notes are covered in the fee. At the completion of the one year, the Client and Coach will evaluate results and if the goals are not met and the Client is dissatisfied with the results, and the Client has completed the assignments and online course (LMS) required, the Client will be intitled to a full refund of their fee. The fee for this program is $15,000 per person for the year. Payment is due in full upfront prior to the first session or,
  4. Payment Plan: The Client can choose to pay quarterly @ $4,000 installments.    
  5. Coaching Schedule: The Parties will agree to meet either (in person/by telephone/or video feed) as agreed, or in other words what is set on the official calendar. It is up to the Client to schedule or to ensure the meeting is scheduled on the official VMI calendar, which can be accessed on the website ( or have a linked emailed to them.
  6. Meeting Place: The Client can request their method of receiving coaching, whether it be in person, by telephone, or video feed. If the meeting is “in-person” the Client can choose to meet at the Coach’s office, at the Client’s location or at a neutral location. If the meeting takes place more than 35 miles from the Coach’s office, the Coach can charge for travel expense.    
  7. Available: Coach will be available by telephone and/or email in between scheduled sessions to clarify or answer questions that do not require deep instruction or lessons that otherwise are covered in a session.
  8. Relationship: Coach-Client Relationship is a partnership between two or more individuals or entities. This relationship is not a legal partnership, instead more like a teacher-student relationship. Each party must uphold their obligations for the coaching relationship to be successful.
  9. Ethics: Coach agrees to maintain the ethics and standards of behavior established by the International Coach Federation (IFC), an internationally recognized standard for coaching.
  10. Client agrees to communicate honestly, be open to feedback and suggestions, and to fully engage and devote himself/herself to the coaching process.
  11. Client acknowledges and agrees that coaching is a comprehensive process that may explore different areas of his/her life, including work, finances, health and relationships, but it is ultimately the Client’s decision how he/she incorporates coaching into each aspect of life and how the counsel and tools will lead to goals..
  12. Client is solely responsible for implementing the teachings, counsel, instruction, lessons, materials, and techniques discovered through coaching.
  13. Confidentiality: This coaching relationship, as well as all information (physical 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. The Coach agrees not to disclose any information pertaining to the Client without the Client’s written consent. BE ADVISED: the Coach-Client relationship is not a relationship protected by legal confidentiality (like doctor-patient or attorney-client). As such, the Coach could be required to divulge otherwise confidential information to authorities.
  14. Cancellation Policy: The Parties agree to notify each other as soon as possible in advance of any scheduled session that needs to be cancel and/or rescheduled. Other than unforeseen circumstances that forces the reschedule of a session, no penalty will be necessary. However, the Coach reserves the right to charge the Client for the scheduled session if the client does not give proper notice or reschedules for a missed/canceled meeting. The Coach can assess a $30 cancelation or change fee.
  15. Termination of Agreement: Either party may terminate this Agreement at any time upon ten (10) calendar days’ written notice to the other party at the address provided above. If the Client should go inactive, meaning no sessions have been scheduled or commenced for more than 30-days, this agreement will be considered terminated and no refund will be considered on advanced payments.
  16. Refund Policy: No refund is necessary on the “By Session” plan because the fee is paid per-session in advance.
    1. The Pro-Coaching plan where the fee is paid in full, if the Client cancels, no refund is required by the Coach, but will be evaluated on a case-by-case basis.
    2. If the Client cancels and they are on the quarterly payment plan, no refund for what has been paid is required by the Coach.
    3. If the Coach cancels this agreement without cause, the Client can request a partial refund   
  17. Limited Liability: Coach makes no guarantees (under the “By Session” plan), 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. Client agrees that the Coach is not liable or responsible for any actions or inactions, or for any direct or indirect result of any services provided by the Coach.

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 and Legal Fees. In the event of a dispute arising out of this Agreement that cannot be resolved by mutual agreement, the Parties agree to engage in mediation. If the matter cannot be resolved through mediation, and legal action ensues, the successful party will be entitled to its legal fees, including, but not limited to its attorneys’ fees.

Legal and Binding Agreement. This Agreement is legal and binding between the Parties as stated above. This Agreement may be entered into and is legal and binding both in the United States, Canada, Philippines, and throughout Europe. The Parties each represent that they have the authority to enter into this Agreement.

Severability. 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 enforceable, 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.

Waiver. 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.

Applicable Law. This Agreement shall be governed and construed in accordance with the laws of the state of Utah, USA where M9 Group and Victor Midgley reside, without giving effect to any conflicts of laws provisions. If the Parties reside in different states, this Agreement shall be governed and construed in accordance with the laws of the State of Utah, without giving effect to any conflicts of laws provisions.

The Parties agree to the terms and conditions set forth above as demonstrated by their signatures as follows: