This was originally published on the SGR Blog.
A life coach and a yoga instructor walk into a bar. Well, not really.
Linnea Wexler sued Jennifer Marvin in Small Claims for Court for breach of contract. Wexler appeared pro se and Marvin was represented by counsel. Both parties testified but neither side called any witnesses.
The parties entered into a Coaching Sessions Agreement. Wexler agreed to provide Marvin a minimum of 10 hours of life coaching techniques and counseling in exchange for 40 hours of pre- and post-natal yoga sessions. The Contract stated that Wexler was not a licensed medical doctor, psychologist, Master’s in Family Therapy professional, or a Master’s in Social Work professional.
Wexler testified that she was a Master Certified NLP Coach, a Master Certified Practitioner of Neuro-Linguistic Programming, a Master Certified Practitioner of Time Line Therapy, and a Master Certified Practitioner of Hypnotherapy. The Contract stated that “the services you receive are not licensed in this state, nor are they regulated by a governmental body.”
Wexler testified that she provided Marvin with 10 hours of coaching sessions pursuant to the Contract. And claimed that Marvin failed to fulfill her contractual obligations by providing her with 40 hours of pre- and post-natal yoga sessions after repeated requests to do so. Specifically, Wexler alleged that Marvin only provided 6 hours of yoga sessions. Marvin claimed that she provided 7 hours of yoga sessions.
Wexler claimed that Marvin made advancements in her career as a result of her coaching sessions. And that Marvin attempted to use non-negotiated items, such as the cost of transportation, gas, tolls, and the amount of time in transit to Wexler’s home, to avoid paying under the Contract.
Wexler stated that Marvin reviewed the Contract before signing and that she was entitled to the monetary equivalent of her portion of the Contract since she prohibited Marvin traveling to her home due to lack of trust, based on Marvin’s refusal and/or failure to meet her contractual obligations.
On cross examination, Wexler testified that she had only two clients prior to coaching Marvin. Although Marvin stated that she had various certifications, she conceded that she was unable to provide proof of the certifications. Wexler admitted that she does not possess a license to practice any profession.
Wexler said she was Marvin’s sponsor in Alcoholics Anonymous (AA). And conceded that Marvin had to travel one hour from New York to Wexler’s home in New Jersey to conduct her sessions, while she did not have to travel. Lastly, Wexler testified that Marvin’s psychologist did not recommend Marvin to her, but only consented to the sessions.
Marvin testified that she met Wexler at an AA meeting. After discussions with Wexler, Marvin believed that the NLP sessions would help her find her passion. Marvin informed Wexler that she was in Debtors Anonymous. Marvin worked in radio media from New York to Los Angles, but post- 911 she was not in a good place and she was not making good decisions. In November, 2017, Marvin took an online course on Craig’s list and got cleaned out financially, so she sought Wexler’s services to get back to a good place and to replenish what she lost.
Marvin said she wanted to see results. And conceded that Wexler provided her with 10 hours of sessions. The sessions consisted of reviewing the mindset; tracking money with homework and tasking; submitting income and expenses to Wexler for review; thinking sessions to find and clear out blocks; smart planning and goal setting; and teaching techniques to help remove pain from the body (Marvin having injured her cervical and lumbar spine in a car accident.)
Marvin testified that she started working with Wexler when she was not in a good place and that she signed the Contract when she knew that she did not have any money. Marvin thought that things were simply going to work out. Marvin used the affirmations supplied by Wexler but her business did not improve. After working together for some time, Marvin said that the parties took a seven-month break due to Wexler’s maternity leave.
Wexler’s traveling expenses by train were $30.00 per session. Because the parties were working together on Monday, Wexler said that she lost money because she was not able to work on that day. But Wexler conceded that she did not invoke her right to cancel the Contact Contract. Marvin said that Wexler told her to stay away from her family.
On cross examination, Marvin said that he knew Wexler for years; that Wexler was her sponsor; and that she could have simply walked away from Wexler but did not.
Marvin conceded that it was she who approached Wexler for NLP services. She reviewed the Contact before signing it, but she did so under duress. Wexler was on Medicaid and her attorney was representing her pro bono.
Marvin had been in AA and DA for approximately 27 years and said that Wexler was aware of her bad payment history. Marvin said that the parties discussed the value of their respective services, and that she signed the Contract under stress, fear and duress.
During closing arguments, Marvin argued that Wexler prevented her from performing her part of the Contract, when she told her not to come to her home or near her family anymore. And argued that Wexler prayed on her vulnerabilities. Specifically, Wexler used their previous sponsor relationship to her advantage. And also argued that the contractual relationship was predatory and replete with conflicts of interests. And Marvin finally argued that the huge difference in contract service hours between the parties was unconscionable and one sided —in addition, the Contract lacked a provision for damages.
In turn, Wexler argued that the only reason she helped was because Marvin reached out to her. The sponsorship relationship ended months prior to the contractual relationship. Further, Wexler argued that she was totally transparent the time commitments, training, money and the Contract. Specifically, Wexler stated that the parties discussed the hourly comparison and to which both agreed.
Wexler argued that Marvin made it difficult to do the yoga training with her. And said that the seven-month hiatus was involuntary. Wexler said that Marvin never questioned the quality of the work she provided. And that Martin’s argument about traveling expenses was merely a ploy to avoid payment under the Contract. Lastly, Wexler argued that she never tried to take advantage of Marvin.
A cause of action for breach of contract requires the plaintiff to prove (1) the existence of a contract; (2) the plaintiff’s performance pursuant to the contract; (3) the defendant’s breach of his or her contractual obligations; and (4) damages resulting from the breach.
The Court held that a signer of a written agreement is conclusively bound by its terms unless there is a showing, absent here, of fraud, duress or some other wrongful act. A person is presumed to have read what he or she signs and cannot rely on contrary oral representations. The law presumes that one who is capable of reading something has read the document which she or he has executed, and is conclusively bound by its terms.
However, a party to contract may not hinder, frustrate or prevent either the occurrence of a condition precedent favoring the other party, or prevent the other party’s actual performance of its contractual obligations.
In this case there was no dispute that Wexler performed her obligations under the Contract and that Marvin was bound its terms. However, the undisputed evidence also showed that Wexler prevented Marvin from fulfilling her contractual obligations by prohibiting her from coming to the Wexler’s home to conduct yoga sessions.
Wexler stated that Marvin failed to appear at her home to conduct yoga session on several occasions and then made it difficult for the parties to coordinate yoga sessions. The Court found that Wexler did not present credible evidence to support those claims.
Wexler also said she no longer wanted Marvin around her family. Although some or all of the reasons cited by Wexler for prohibiting Marvin from coming to her home to conduct yoga sessions might have be true, the Court found that none of these reasons constituted a legal justification for preventing Marvin from performing her contractual obligations. And Wexler did not present any credible evidence that Marvin had either abandoned her contractual obligations under the Contract or that she constituted a clear and present danger to Wexler or her family if Marvin carried out her contractual obligations.
An implied condition in every contract is that one party will not prevent performance by the other party. Where, as the Court found was the case here, one party’s conduct frustrated and prevented performance by the other party, the frustrated party was excused from performance under the contract.
The Court concluded that Wexler’s actions frustrated and prevented Marvin’s performance under the Contract, thereby excusing her from any further contractual obligation to perform.
The Court found in favor of Marvin and dismissed Wexler’s complaint.
Somewhat ironic that a life coach (who presumably empathized with her client) and a yoga teacher (whose skill set should have included calming and reasoning exercises) had a falling out; could not communicate; and ended up with the Court ending their dispute on a legal (not a psychological or philosophical) basis.