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TERMS AND CONDITIONS

Business Name (DBA): Transformational Coaching & Consulting

Legal Entity Name: Vicki L Ugas Allen

Revision Date:  November 15, 2025

Governing State Maryland

1. Acceptance of Terms

By accessing this website, purchasing services, or participating in any program, you (“Client”) agree to be legally bound by these Terms & Conditions under the laws of the State of Maryland.

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If you do not agree, you must not use the services.

2. Nature of Services

Transformational Coaching & Consulting provides educational, consulting, and coaching services only.

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The Company does not provide:

  • Medical advice

  • Psychological therapy

  • Licensed counseling

  • Legal advice

  • Financial advisory services

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Participation is voluntary. Results vary by individual. Client is solely responsible for all decisions, actions, and results arising from participation.

3. Assumption of Risk

Client understands that coaching services may involve personal reflection, mindset shifts, and business or life decisions.

 

Client voluntarily assumes all risks associated with participation and accepts full responsibility for outcomes.

4. Limitation of Liability

To the fullest extent permitted under Maryland law:

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The Company shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to:

  • Lost profits

  • Lost revenue

  • Business interruption

  • Emotional distress

  • Personal injury

  • Decisions made based on coaching guidance

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The Company’s total aggregate liability for any claim shall not exceed the total amount paid by Client for the specific program giving rise to the claim.

5. Indemnification

Client agrees to indemnify, defend, and hold harmless Transformational Coaching & Consulting and Vicki L Ugas Allen including its owners, employees, contractors, and representatives, from any claims, damages, liabilities, losses, costs, or expenses (including reasonable attorney’s fees) arising out of:

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  • Client’s participation in services

  • Client’s breach of these Terms

  • Client’s actions based on coaching guidance

6. Payments

All payments are due at checkout unless otherwise agreed in writing.

7. Refund Policy

All sales are final unless a written refund policy is explicitly provided at the time of purchase.

8. Intellectual Property

All content, materials, recordings, templates, graphics, branding, curriculum, and program materials are the exclusive intellectual property of the Company.

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Client may not reproduce, distribute, modify, display, sell, or share Company materials without prior written consent.​

This provision survives termination.

9. Confidentiality

Company Confidential Information

Client acknowledges that during participation in services, they may receive proprietary information including but not limited to:

  • Training materials

  • Frameworks and methodologies

  • Pricing strategies

  • Business processes

  • Non-public business information

 

Client agrees not to disclose, reproduce, distribute, or exploit any confidential or proprietary information without prior written consent.

 

Client Confidentiality

The Company agrees to maintain reasonable confidentiality regarding personal information shared by Client, except as required by law or with Client’s consent. If client files a claim, this will be consent to the Company to not be bound by confidentiality, in order to answer the claim.

This provision survives termination of services.

10. Non-Disparagement

The Parties agree to conduct themselves in a professional and respectful manner in all communications relating to the services provided.

 

Client agrees not to make any knowingly false, defamatory, or malicious statements about Transformational Coaching and Consulting, Positive Energy Transformations, or their owners, representatives, contractors, programs, or services, whether orally or in writing, including but not limited to statements made on social media, review platforms, or other public forums.

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Nothing in this provision prohibits Client from:

  • Providing truthful statements about their personal experience

  • Posting honest reviews

  • Filing complaints with regulatory or consumer protection agencies

  • Participating in legal proceedings

 

If a Party believes a statement made in violation of this section has occurred, the allegedly offending Party shall be given written notice and a reasonable opportunity to remove or correct the statement prior to pursuit of legal remedies.

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The Parties agree to make a good-faith effort to resolve disputes privately before publishing statements that could reasonably harm the other Party’s reputation.

This provision survives termination.

11. Dispute Resolution

Good-Faith Resolution

In the event of a dispute, the Parties agree to first attempt to resolve the matter through informal good-faith discussions.

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Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Maryland, without regard to conflict of law principles.

 

Venue

Any legal action not subject to arbitration shall be filed exclusively in the state or federal courts located within the State of Maryland, and the Parties consent to personal jurisdiction therein.

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Optional Arbitration

At the Company’s sole election, any dispute arising out of or relating to these Terms or services may be resolved through binding arbitration conducted in Maryland in accordance with the rules of the American Arbitration Association.

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Judgment upon the arbitration award may be entered in any court of competent jurisdiction.

Each Party shall bear its own legal fees unless otherwise awarded by the arbitrator or required by law.

12. Electronic Communications & SMS

If Client opts into SMS communications for Check-in messages:

  • Client consents to receive recurring automated text messages via auto-dialer

  • Message frequency is once per day

  • Message and data rates may apply.

  • Reply STOP to unsubscribe.

  • Reply HELP for assistance

 

This is not a consent to receive marketing messages, and giving this consent is not a condition of purchase. if you opt to not participate in the check-in message process, this is considered to be not fully participating in the program.

13. Severability

If any provision of these Terms is determined to be invalid or unenforceable under Maryland law, the remaining provisions shall remain in full force and effect.

14. Entire Agreement

These Terms constitute the entire agreement between the Parties and supersede any prior agreements, representations, or understandings.

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