Terms and Agreements

Agreement Terms and Conditions

The terms and conditions under this Kaizen Partnership Agreement (“Agreement”) create a contract between you and Kaizen Collective PTY LTD.

Please read this Agreement carefully.

1. This Agreement
This Agreement consists of the following sections: Payment Terms, Scope of Services, and Terms and Conditions.

2. The Parties
The parties to this Agreement include Kaizen Collective (referred to as “Kaizen”, us”, “we”, or “our”) and the Client (referred to as “you” or “your”).

I. Payment Terms

1. Agreement Date
This Agreement shall be considered binding and effective on the date of the submission of the Terms and Conditions form below and the first payment of the Service Fee. 

2. Service Period
Six (6) months with an automatic roll-over period to a month-to-month contract. To cancel, you need to submit a Cancellation Form as specified in the Termination and Cancellation provision below.

3. Service Fees
•   A monthly subscription of 1,500 AUD, excluding ad spend and Twilio charges.

Automatic payments will be deducted from your chosen card or bank account through Stripe, on a monthly basis, from the submission of the Terms and Conditions form until the expiration of the 30-day Cancellation Period after the submission of a Cancellation Form.

II. Scope of Services

1. Services
Kaizen Collective will work with you to help you generate booked appointments for your fitness business. Based on the package chosen, listed below the agreed scope of services:

•   Kaizen Method Top and Middle of Funnel Initial Marketing Set Up
•   Customer Relationship Management (CRM) Software
•   Email & SMS integration and automation
•   Funnel and Landing Page Templates
•   Pipeline Management Training
•   Ongoing CRM Support for the duration of the program
•   Accountability & Tracking tools
•   Weekly Coaching Calls via Zoom 
•   Access to our Client Portal which includes additional training
•   Access to our team via Slack for regular communication
•   1:1 Coaching Calls with Brando and Mario
•   Plug and Play SOPs for your Business Operations

III. Terms and Conditions

1. Services
You engage us to provide the services listed in the Scope of Services from the date of the submission of the Terms and Conditions form below and the first payment of the Service Fee 

2. Individual Service Provider
We will ensure that the services provided by the Individual Service Providers. However, we may vary or substitute the Individual Service Providers if it is reasonable and will not adversely affect the services.

3. Service Location
Online service.

4. Service Fees and Expenses
• You must pay our Service Fees, as specified in the Payment Terms. 
• You must also pay, or reimburse, us for any expenses that we reasonably incur in connection with providing the services. We will seek you prior consent before incurring the expenses and we will give you receipts or other documents to evidence the amounts. 
• Should your account have insufficient funds when payment is due after the 3rd attempt, your campaign will be immediately suspended and a late fee of %50+GST will be incurred. Notifications will be provided on failed payments via email and/or Slack.

5. GST (Australia Only)
All of our costs include GST. 

6. Intellectual Property
In relation to any intellectual property that we (or any Individual Service Providers) discover, create, or develop in the course of provided the services, reproduction or distribution of Kaizen Collective’s content is prohibited without written permission of both the directors of Kaizen Collective.

This includes:
•   Background intellectual property that we (or any Individual Service Providers) discover, create, or develop prior to, or independently of, providing the services to you; and
•   Third party intellectual property that we notify you will be used in the course of providing the services. Intellectual property includes materials that may be protected by patents, designs, copyrights, moral rights, know-how, trade secrets, rights in confidential information, and any other intellectual property rights, whether registered or unregistered. 

7. Confidential Information
In relation to your confidential information, we will:
•   Only use or disclose it for the purposes of performing the services; 
•   Ensure it is securely safeguarded; and
•   If requested, including after the Agreement is terminated, return, destroy, and/or delete any electronic copies saved on our computers. However, we may disclose your confidential information to our professional advisors, as required by law or with your consent. We will ensure that the Individual Service Providers and our employees, agents, and contractors comply with these obligations. 

Your confidential information includes:
•   Information you specifically designate in writing as confidential; 
•   Information about your business, operations or strategies, products or services, intellectual or other property, and actual or prosepctive customers, suppliers or competitors, but excludes the following: Information that is public knowledge or becomes generally available to the public (other than due to breach of this Agreement); Information that we develop or receive from a third party independently of you (unless you are the direct or indirect source). 

8. Termination and Cancellation
You may terminate this Agreement if you submit a Cancellation Form through this process:

i.   Inform the Kaizen team about your desire to cancel your subscription or membership
ii.  Submit a Cancellation Form through the link provided by the Kaizen team

Take note that we have a 2-week minimum period for the next payment. That means that if you have a payment coming out within the next 2 weeks, it will go ahead and not be cancelled or refunded, but you will still have access for 30 days to the entire Scope of Services after that date.

If your last payment was made prior to your completion of this form or if you don’t have a payment coming out within the next 2 weeks, then you’ll have 30 days of access from the date of your last payment.

Any party to this Agreement may also terminate or cancel this Agreement if they: 
•   Fail to rectify a breach within 14 days of receiving a written notice requiring them to do so; and/or
•   Is bankrupt, insolvent, or ceases to operate its business.

Upon termination, the Client can continue to use the CRM software at a fee of 200 AUD per month, after written notice to Kaizen Collective.

The client agrees that the data export is their responsibility within the 30-day Cancellation Period and all data and access will be wiped on the day of termination. 

9. Independent Contractor
We acknowledge that we (and the Individual Service Providers) are:
•   Engaged by you as an independent contractor and not an employee or agent;
•   Solely responsible for paying any income taxes, superannuation, workers’ compensation, or other employment-related contributions due in relation to this Agreement. 

10. Additional Terms
The additional terms (if any) in the Agreement Details take priority over these Agreement Terms and may be used to supplement or vary them. 
•   All communication via appropriate Slack channels
•   Use the Hub Help Centre and The Portal for resources
•   Further coaching and support will be provided during the coaching calls or the initial 1:1 sessions

11. Variations
Once signed, this Agreement may only be varied by the further written agreement of the parties.

12. Entire Understanding
The understanding between the parties about the subject matter of this Agreement is covered entirely in this document and no previous agreements, representations, or warranties will have any effect.

13. Jurisdiction
This Agreement is governed by the laws of the jurisdiction in Sydney, Australia and the courts of the Jurisdiction are entitled, non-exclusively, to resolve disputes about this Agreement. 

14. Successors in Title
This Agreement continues for the benefit of, and binds, a successor in title of a party, including a person to whom a party’s rights and obligations are assigned in accordance with this Agreement.