Associate Coach Agreement

1. Parties

This Associate Coach Agreement ("Agreement") is entered into between:

• Principal Coach: [Your Name], trading as [Business Name], [Your Town] ("the Principal"); and
• Associate Coach: [Associate Coach Full Name], trading as [Associate's Business Name], [Associate's Town] ("the Associate").

This Agreement takes effect on [Date] and continues until terminated in accordance with Section 12.

2. Purpose

The Principal engages the Associate on a self-employed basis to deliver coaching sessions to clients of [Business Name]. The specific clients, programmes, sessions, and fees applicable to each engagement will be agreed in writing (by email or separate schedule) prior to delivery.

3. Self-Employed Status

Indicators of self-employed status that both parties agree apply to this arrangement:

• The Associate is free to work for other clients and businesses.
• The Associate determines their own working methods, subject to agreed professional standards.
• The Associate is not entitled to paid holiday, sick pay, pension contributions, or other employment benefits from the Principal.
• The Associate provides their own equipment, materials, and working environment (unless otherwise agreed for a specific engagement).

Both parties acknowledge that the employment status of this arrangement is a matter of fact and law. If HMRC or a tribunal were to determine that a different status applies, neither party intends that determination to be inconsistent with the terms of this Agreement.

4. Professional Standards

The Associate warrants that at all times during this Agreement they will:

• Hold a recognised coaching qualification appropriate to the level of work undertaken: [e.g. ILM Level 5 or equivalent / ICF-accredited programme]
• Hold current membership of a recognised professional coaching body: [e.g. ICF / EMCC / Association for Coaching] — and maintain that membership throughout the term of this Agreement.
• Hold their own professional indemnity and public liability insurance at a minimum level of [£1,000,000 / £2,000,000] per claim, and provide evidence of cover on request.
• Comply with the ethical code of their professional body and with any reasonable professional standards or protocols set by the Principal.
• Undertake regular professional supervision and continuing professional development appropriate to their level of practice.
• Notify the Principal promptly of any matter that could affect their ability to practise professionally, including any professional conduct investigation, insurance lapse, or significant personal circumstance.

5. Client Introductions and Non-Solicitation

The clients introduced to the Associate under this Agreement are and remain clients of [Business Name]. The following restrictions apply both during and after this Agreement:

• The Associate agrees not to approach, solicit, or accept direct engagement from any client introduced by the Principal, for a period of [12 / 24] months after the conclusion of the relevant coaching engagement — whether for coaching services or any other commercial purpose.
• The Associate will not use knowledge of the Principal's client base to approach those clients for their own business or for a third party.
• If a client proactively approaches the Associate directly (outside the Principal's introduction), the Associate agrees to notify the Principal promptly and, where feasible, direct the client back to the Principal before accepting any engagement.

The Associate acknowledges that these restrictions are reasonable and proportionate to protect the legitimate business interests of the Principal, and that the Principal would not have shared client access without these protections.

6. Payment

The Principal will pay the Associate as follows:

• Rate: [£XX per session / £XX per hour / agreed programme fee of £XXX]
• Payment trigger: Payment will be made within [14 / 30] days of the Associate submitting a valid invoice for completed sessions.
• Invoice requirements: Invoices must include the Associate's name and business details, the dates and descriptions of sessions delivered, and a unique invoice number.
• Currency: All payments are in pounds sterling (GBP).

The Associate is responsible for issuing their own invoices and for all tax obligations arising from payments received. The Principal will not deduct tax at source unless required to do so by law.

7. Confidentiality

The Associate agrees to maintain strict confidentiality in relation to:

• Client information: All personal data, session notes, disclosures, and information relating to clients introduced by the Principal must be kept strictly confidential and used only for the purpose of delivering the agreed coaching services.
• Business information: Information about the Principal's business methods, pricing, client base, strategies, materials, and systems is confidential and must not be disclosed to any third party or used for the Associate's own benefit.
• Session content: The content of coaching sessions must not be shared with any third party, including in anonymised form for supervision, without following the agreed protocol set out by the Principal.

The obligations in this section continue for a period of [3] years after the termination of this Agreement and are not affected by the reason for termination.

8. Data Protection

Where the Associate handles personal data of the Principal's clients, the Associate is an independent data processor and must comply fully with the UK General Data Protection Regulation (UK GDPR) and Data Protection Act 2018. The Associate agrees to:

• Process client personal data only as instructed by the Principal and only for the purpose of delivering coaching services.
• Not transfer, copy, or retain client personal data beyond what is necessary for the coaching engagement.
• Notify the Principal immediately in the event of a personal data breach involving client data.
• Delete or return all client personal data on termination of this Agreement, as directed by the Principal.

The parties agree to enter into a Data Processing Agreement if required by the volume or nature of client data processed.

9. Intellectual Property

All coaching materials, frameworks, resources, programme content, and tools provided by the Principal remain the intellectual property of the Principal (or their licensors). The Associate:

• May use the Principal's materials solely for the purpose of delivering sessions under this Agreement.
• May not copy, modify, distribute, or use the Principal's materials for any other purpose.
• Retains ownership of any materials they independently create, provided those materials do not incorporate, adapt, or derive from the Principal's intellectual property.

10. Quality and Conduct

The Associate agrees to represent [Business Name] professionally in all interactions with clients. If a client raises a concern or complaint about the Associate's conduct, the Associate agrees to cooperate fully with any investigation by the Principal, and with any relevant professional body if required.

11. Sub-Contracting

The Associate may not sub-contract any part of the coaching services covered by this Agreement to a third party without the Principal's prior written consent. The Principal's clients must always be informed of and consent to any change in who delivers their coaching.

12. Termination

Either party may terminate this Agreement by giving [4 weeks'] written notice. The Principal may terminate this Agreement immediately, without notice, if:

• The Associate is subject to a professional conduct investigation by their professional body;
• The Associate's professional insurance lapses and is not reinstated within 5 business days;
• The Associate breaches the confidentiality or non-solicitation provisions of this Agreement;
• The Associate acts in a way that brings the Principal's business into disrepute.

On termination, the Associate must immediately cease using the Principal's materials, return all client data, and pay any outstanding invoices due to the Principal. All sums owed by the Principal to the Associate for work already delivered remain payable.

13. Entire Agreement and Governing Law

This Agreement (together with any written schedule of engagements agreed from time to time) constitutes the entire agreement between the parties in relation to the Associate's engagement and supersedes any prior discussions or arrangements. Any variation must be agreed in writing and signed by both parties.

This Agreement is governed by the law of England and Wales. Any dispute will be subject to the exclusive jurisdiction of the courts of England and Wales.