Corporate services agreement

New Limits Coaching LLC · Version 1.0 · Last updated: September 22, 2026

This Agreement is between New Limits Coaching LLC, a West Virginia limited liability company (“New Limits”, “we”, “us”), and the organization that accepts it on the corporate payment link provided after a qualifying enquiry (the “Client”).

It consists of these terms together with an Engagement Details schedule (client name, site, tier, fee, deposit, and session dates) and, for the Plus Tier, an Environmental Audit Parameters schedule set out below. Where the Engagement Details conflict with these terms, the Engagement Details prevail.

1. Definitions

• “Engagement” means the services described in the Engagement Details.
• “Pre-flight Audit” means the anonymous Four-Pillar questionnaire issued to Participants before the on-site sessions.
• “Participants” means the Client’s employees or personnel who take part in the Engagement.
• “Site” means the premises identified in the Engagement Details.
• “Report” means the written deliverable produced at the end of the Engagement.
• “Tier” means Basic or Plus, as selected in the Engagement Details.

2. Services

2.1 Basic Tier

• The Pre-flight Audit, issued to Participants in advance.
• A seminar of 5 to 6 hours total, delivered as two separate sessions of 2.5 to 3 hours each, on agreed dates.
• A final performance Report based on aggregated Pre-flight Audit responses and seminar findings.

2.2 Plus Tier

Everything in the Basic Tier, plus an on-site environmental audit measuring the parameters set out in Schedule 2 below, with written optimization recommendations included in the Report.

2.3 What is not included

• Individual coaching of any Participant. That is available separately under our Client Service Agreement.
• Any medical, clinical, psychological, or nutritional therapy service. See Section 6.
• Certified or regulatory-grade indoor air quality assessment, mold inspection, or occupational health assessment. See Section 6.
• Implementation of any recommendation, or any remedial work.
• Ongoing monitoring after the visit. All measurement is taken during the on-site visit only.

3. Timing and delivery

The Report is delivered within 7 business days of the final on-site session. If the Client delays access, scheduling, or the distribution of the Pre-flight Audit, that period extends by the length of the delay.

Dates for the on-site sessions are agreed in the Engagement Details. Either party may propose changes, subject to Section 9.

4. Participant data and anonymity

The Client will not receive individual Participant responses. This is a condition of the service, not a preference. Anonymity is what makes the data honest enough to be useful, and it protects both parties.

4.1 How responses are collected

The Pre-flight Audit is anonymous. It does not collect names, email addresses, job titles, or any other field capable of identifying an individual Participant. Responses are collected by New Limits directly, not through the Client.

4.2 What the Client receives

The Report contains aggregated, organization-level findings only. No individual response, and no data point attributable to an identifiable individual, is disclosed to the Client at any time, including after the Engagement ends.

Minimum reporting threshold. No subgroup, department, team, location, or other segment is reported on separately unless at least five Participants in that segment responded. Where a segment falls below that threshold, its responses are reported only within a larger group.

4.3 Client warranties

The Client warrants that:

• Participation in the Pre-flight Audit and the seminar is voluntary, and no Participant will be penalized for declining.
• It has informed Participants what the Pre-flight Audit is for, that responses are anonymous, and that the Client will not see individual answers.
• It will not attempt to identify, or require New Limits to identify, any individual respondent.

4.4 Health-adjacent content

The Pre-flight Audit covers health-adjacent subject matter including sleep, alcohol intake, digestion, and injury history. The Client acknowledges that it has no right to this information at an individual level and will not request it.

5. Client obligations

5.1 Access and permissions

The Client is responsible for obtaining all permissions necessary for the Engagement, and warrants that it holds them. This includes, where the Site is leased, any landlord or building management consent required for the environmental audit, and any consent required under the Client’s own policies or insurance.

New Limits is not responsible for verifying that such permissions exist and relies on the Client’s warranty. The Client indemnifies New Limits against any claim arising from a lack of required permission.

5.2 Practical requirements

• Safe access to the Site on the agreed dates, during the agreed hours.
• A suitable room for the seminar sessions, with the facilities specified in the Engagement Details.
• Access to the areas to be assessed, including communal areas, workstations, and air handling points where applicable.
• Distribution of the Pre-flight Audit link to Participants at least 7 days before the first on-site session.
• A named point of contact with authority to make decisions during the visit.

5.3 Site conditions

The Client will inform New Limits in advance of any known hazard, restricted area, or health and safety requirement applying at the Site. New Limits will comply with the Client’s reasonable site rules.

6. Scope of practice and disclaimers

These disclaimers are material. The fees charged reflect them, and New Limits would not provide the service without them. The Client will reproduce them in full in any internal circulation of the Report.

6.1 Not a regulatory assessment

The environmental audit is a performance optimization snapshot. It is not a regulatory indoor air quality assessment, not an occupational health assessment, not a building survey, and not a compliance audit. It does not establish compliance or non-compliance with any standard, code, or regulation.

6.2 Mold screening

Any mold screening uses commercially available test kits (tape lifts or settle plates) as a screening tool for visible hot spots such as air ducts, joint spaces, and corners. Results are preliminary only. This is a basic screen, not a certified inspection. For regulatory-grade testing, the Client must consult a licensed industrial hygienist. New Limits does not perform or claim to perform certified mold analysis.

6.3 Point-in-time measurement

All measurements are taken during the on-site visit and reflect conditions at that time only. Environmental conditions vary by season, occupancy, weather, and building operation. No measurement should be treated as representative of conditions at any other time.

6.4 Not medical or clinical

New Limits is a performance specialist, not a physician, physical therapist, registered dietitian, psychologist, industrial hygienist, or licensed building professional. Nothing provided under this Agreement constitutes medical evaluation, diagnosis, prescription, or treatment of any Participant, or professional building, engineering, or environmental consulting advice.

6.5 No guarantee of outcome

New Limits does not guarantee any specific productivity, retention, health, or financial outcome. Any figures discussed in proposals or marketing are illustrative estimates, not commitments.

7. Adverse findings

If screening or measurement produces a result that in the Coach’s reasonable judgement may indicate a significant environmental or health concern, New Limits will:

• Notify the Client’s named point of contact promptly, in writing.
• Describe what was observed or measured, and the limits of that observation.
• Recommend that the Client engage an appropriately licensed professional, such as an industrial hygienist, for proper assessment.

New Limits will take no further action. In particular, New Limits will not: conduct further or confirmatory testing; report the finding to any landlord, regulator, insurer, employee, or other third party; advise on remediation; or assess risk to any individual. Any decision about what to do next, including any legal or regulatory obligation to act, rests solely with the Client.

New Limits accepts no liability for any consequence arising from a finding reported to the Client, or from a condition that a screening of this kind did not detect.

8. Fees and payment

8.1 Fees

The fee for the Engagement is set out in the Engagement Details. Fees are exclusive of any applicable taxes.

8.2 Deposit

A deposit of 50% of the fee is payable to confirm the Engagement, through the payment link provided. The deposit secures the agreed dates and funds travel arrangements and equipment purchased or consumed for the Engagement. It is non-refundable except as set out in Section 9.

8.3 Balance

The balance is invoiced on completion of the final on-site session and is payable within 14 days. The Report is delivered under Section 3 regardless of whether the balance has yet fallen due.

8.4 Travel

Fees are inclusive of the Coach’s travel and accommodation for Sites within the Travel Area stated in the Engagement Details. Engagements at a Site outside the Travel Area require travel costs to be agreed in writing before the dates are confirmed.

8.5 Headcount

The fee assumes the Participant headcount stated in the Engagement Details. Where actual headcount materially exceeds that figure, the parties will agree any adjustment in writing before the first session.

8.6 Late payment

Invoices unpaid after 30 days may accrue interest at 1.5% per month or the maximum permitted by law, whichever is lower. New Limits may suspend any further work while an invoice is overdue.

9. Cancellation and rescheduling

9.1 Cancellation by the Client

If the Client cancels the Engagement, the following applies. In every case, non-recoverable costs already incurred by New Limits — including non-refundable travel bookings and equipment purchased or consumed for the Engagement — are payable by the Client in addition to, or deducted from any refund of, the amounts below.

9.2 Rescheduling

The Client may reschedule once without charge on more than 14 days’ notice, subject to the Coach’s availability, provided the new dates fall within 90 days of the original. Any non-recoverable travel costs arising from the change are payable by the Client. Further rescheduling is treated as cancellation under Section 9.1.

9.3 Cancellation by New Limits

If New Limits cancels other than for the Client’s breach or a force majeure event, the deposit is refunded in full and the Client owes nothing further. Where cancellation arises from force majeure, the parties will first attempt to reschedule; if that is not possible within 90 days, the deposit is refunded less non-recoverable costs already incurred.

9.4 Failure of access

If New Limits attends the Site and cannot deliver the Engagement because access, permissions, or facilities are not as warranted under Section 5, the visit is treated as cancelled by the Client at 7 days’ notice or fewer.

10. Intellectual property

10.1 Ownership

The New Limits methodology, the Four Pillars framework, the Pre-flight Audit and its questions and scoring logic, all measurement protocols, templates, tooling, and the structure and format of the Report are and remain the exclusive property of New Limits Coaching LLC.

10.2 Licence to the Client

On payment in full, the Client is granted a perpetual, non-exclusive, non-transferable licence to use the Report for its own internal business purposes. The Client may share the Report with its own professional advisors, insurers, and landlord where relevant, provided they are bound by equivalent confidentiality and the disclaimers in Section 6 are reproduced in full.

10.3 Restrictions

• The Client may not publish the Report or any extract from it, or make it publicly available.
• The Client may not use the Pre-flight Audit, the Four Pillars framework, or any New Limits materials to build or deliver a similar service, internally or externally.
• The Client may not remove, alter, or obscure any disclaimer or attribution.

10.4 Client materials

Any materials, data, or information the Client provides remain the Client’s property. New Limits may retain copies as required for its records and professional obligations.

11. Confidentiality

Each party will keep confidential any non-public information disclosed by the other and will not disclose it to a third party without consent, except where required by law. For the Client this covers the New Limits methodology and materials; for New Limits this covers the Client’s commercial information, Site information, and the contents of the Report.

These obligations survive for three years after the Engagement ends, and indefinitely in respect of Participant responses under Section 4.

New Limits may use anonymized, aggregated, non-attributable findings across engagements for research and service improvement.

12. Data protection

New Limits processes Pre-flight Audit responses as an independent controller, not as a processor for the Client, and is responsible for their security. Responses are held in a private location, are never shown on any public page, and are retained for 24 months after the Engagement, then deleted.

The Client’s own contact and commercial data is handled under the New Limits Privacy Policy. Where a breach affects data relating to the Client or Participants, New Limits will notify the Client without undue delay and as required by applicable law.

13. Publicity

New Limits may identify the Client by name and logo as a client of New Limits in its marketing materials, website, and proposals.

Any reference to specific findings, measurements, or outcomes from the Engagement requires the Client’s separate prior written consent, whether or not the Client is named. The Client may withdraw consent to be named as a client on 30 days’ written notice, after which New Limits will remove the reference from materials within its control.

14. Insurance

New Limits maintains general and professional liability insurance appropriate to a solo performance consultancy and will provide a certificate of insurance on request.

15. Liability

To the fullest extent permitted by law, and except in cases of gross negligence, willful misconduct, or any liability that cannot lawfully be limited:

• Neither party is liable for indirect, incidental, consequential, special, or punitive damages, or for lost profits, lost revenue, business interruption, or loss of opportunity.
• The total aggregate liability of New Limits Coaching LLC arising out of or relating to this Agreement is limited to the total fees paid by the Client under this Agreement.
• New Limits is not liable for any decision the Client takes, or does not take, in reliance on the Report, or for any condition not detected by a screening of the kind described in Section 6.
• The Client acknowledges that the fees reflect this allocation of risk.

16. Term and termination

This Agreement runs from acceptance until the Report is delivered and all fees are paid, unless terminated earlier.

Either party may terminate immediately on written notice if the other commits a material breach not remedied within 14 days of written notice. On termination, Sections 4, 6, 7, 10, 11, 12, 13 and 15 survive, and fees for work performed up to termination remain payable.

17. General

17.1 Governing law and jurisdiction

This Agreement is governed by the laws of the State of West Virginia, without regard to its conflict of laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Kanawha County, West Virginia.

17.2 Entire agreement

This Agreement and its schedules are the entire agreement between the parties on their subject matter and supersede any prior proposal, quotation, discussion, or representation. No purchase order, vendor portal terms, or other document issued by the Client varies these terms unless signed by both parties.

17.3 Independent contractor

New Limits is an independent contractor. Nothing creates an employment, partnership, agency, or joint venture relationship, and New Limits is not an employee or agent of the Client for any purpose.

17.4 Assignment

Neither party may assign this Agreement without the other’s written consent, except that either may assign it in connection with a sale or reorganization of its business, on notice.

17.5 Force majeure

Neither party is liable for delay or failure caused by events beyond its reasonable control, including illness, natural disaster, war, public health restriction, or failure of third-party infrastructure. Section 9.3 governs the financial consequences.

17.6 Severability and waiver

If any provision is held unenforceable it will be modified to the minimum extent necessary or severed, and the remainder continues in force. A failure to enforce any provision is not a waiver of it.

17.7 Notices

Notices to New Limits go to jbooty@newlimitscoaching.com. Notices to the Client go to the point of contact in the Engagement Details. Notice is deemed given on the next business day after sending.

17.8 Acceptance

The person completing the corporate payment link warrants that they are authorized to bind the Client, and accepting this Agreement there — alongside payment of the deposit under Section 8.2 — constitutes acceptance in the same way a signature would.

Schedule 2 — Environmental audit parameters

Applies to the Plus Tier only. All measurement is taken during the on-site visit and is subject to the disclaimers in Section 6.

Peer-reviewed sources underpinning parameter selection are cited in the Report.

New Limits Coaching LLC, Kanawha County, WV — TODO(joe): full mailing address · jbooty@newlimitscoaching.com · www.newlimitscoaching.com