GENERAL SERVICE AGREEMENT
THIS GENERAL SERVICE AGREEMENT ("the Agreement") IS BETWEEN:
- AND -
Agent Launch (the "Company") of 256 Chapman Road STE 105-4 Newark, Delaware 19702, United States.
Client is of the opinion that the Company has the necessary qualifications, experience, and abilities to provide Services to the Client.
The Company agrees to provide such services to the Client on the terms and conditions set out in this Agreement.
Client acknowledges that for the purposes of this Agreement, "Services" means providing general marketing related services, and "Coaching" means providing general business coaching.
IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Company (individually, the "Party" and collectively the "Parties" to this Agreement) agree as follows:
TERM OF AGREEMENT
The term of this Agreement (the "Term") will begin on the date that an Agreement is completed by both Parties and will remain in full force and effect until stated on the Agreement, subject to earlier termination as provided in this Agreement. The Term of this Agreement may be extended with the written consent of the Parties.
Client agrees to pay the amount specified in their designated Agreement.
Client agrees that payment will be made by either credit card or ACH transfer to the Company payment processor.
Unless otherwise provided, all monetary amounts referred to in this Agreement are in USD (US Dollars).
TERMS OF SALE
Client agrees to pay Company for Services as agreed upon in this agreement. Client agrees the service fee is to be paid in full in advance unless stated otherwise on this Agreement in the amount(s) specified.
Client agrees that their payment method will be charged on the agreed upon dates provided. Client also agrees that Company may withdraw smaller charges to the card on file for the purpose of recovering unpaid amounts owed by Client under the Agreement.
Client agrees that all notices, requests, demands, or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Company at the following address: email@example.com and not to any employee, independent contractor, agent, consultant or client of Company.
Client agrees that they will receive access to the program and support system for the period set forth in this agreement and it is the Client's responsibility to make the most of my time by participating and taking action. Client further understands that access to the entire program is not granted immediately upon signing this Agreement, but is unlocked in phases as directed by Company upon the Client's successful completion of preceding program phases.
Company agrees to make multiple communication attempts to Client before the end of this agreement regarding continuation of services, but reserves the right to assume continuation of services should the Client becomes non-responsive. Client further agrees that unless expressly notified by Client in writing in advance, this Agreement shall be extended on a month-to-month basis and Company will continue to charge $1,497/m for ongoing ads management, software use, community access & support. Should Client engage with Company regarding continuation of services, Client will be presented with the option to join the next phase of the program, or to remain in the current program for prices ranging from $297/m to $2,997/m and above.
PRIVACY & CONFIDENTIALITY
Client agrees not to infringe any program participants or the Company's copyright, patent, trademark, trade secrets, or other intellectual property rights.
Client agrees that any confidential information shared by program participants or any representative of Company is confidential and proprietary. Client agrees not to disclose such information to any other person or use it in any manner other than in discussion with other program participants during program sessions.
Client agrees that the materials and information provided to you by the Company are its proprietary intellectual property belong solely and exclusively to the Company, and may only be used by you as authorized by the Company.
The reproduction, distribution, and sale of these materials by anyone but the Company is strictly prohibited.
NON-COMPETE & NON-SOLICITATION
Client agrees that during the Term of this Agreement, and for a term of twenty-four (24) months thereafter, Client shall not compete with Company which includes but is not limited to working for another company that provides real estate marketing services, specifically relating to offering YouTube ads, Google ads, offer consulting and webinar funnels, acting as an owner, principal, director, consultant, or shareholder in that company.
Client agrees that during the Term of this Agreement and for a period of twenty-four (24) months after the date of termination of this Agreement, Client will not in any way, directly or indirectly: (i) induce or attempt to induce any employee, independent contractor, agent, consultant, customer or client of Company to terminate its relationship with Company; (ii) otherwise interfere with or disrupt Company’s relationship with its employees, independent contractors, agents, consultants and/or customers/clients; (iii) solicit, entice, or hire away any employee, independent contractor, agent, consultant, customer, or client of Company; or (iv) hire or engage any employee, independent contractor, agent, consultant, customer, or client of Company or any former employee, independent contractor, agent, consultant, customer or client of Company whose work or agreement with Company ceased less than one (1) year before the date of such hiring or engagement. Client acknowledges that any attempt on the part of Client to induce others to leave Company, or any effort by Client to interfere with Company’s relationship with its employees, independent contractors, agents, consultants, or customers would be harmful and damaging to Company; provided, however, that any such persons who did business with Client prior to the date of this Agreement or whom Company agrees in writing may have a business relationship with Client are not subject to this provision.
Client agrees that during the Term of this Agreement and for a period of twenty-four (24) months after the date of termination of this Agreement, to not produce and slanderous material against Company online, in person, or otherwise whether written, verbal or by any other means of media communication.
The parties agree to indemnify, defend, and hold harmless the other party, its affiliates, and their respective officers, directors, employees, agents, successors, and assignees from and against any and all losses, damages, liabilities, claims, actions, judgments, settlements, costs, and expenses (including reasonable attorney fees) (collectively, "Losses") arising out of or resulting from any breach or violation of this Agreement by the either Party, its affiliates, or their respective officers, directors, employees, agents, successors, and assignees.
If any provision of this Agreement shall be held unenforceable such provision shall be limited or eliminated to the minimum extent necessary so that the remaining provisions of this Agreement shall remain in full force and effect.
This Agreement shall be assignable only with the written consent of both parties.
COMMUNICATION & ELECTRIC RECORD KEEPING
Client hereby consents to any and all "Communication" with Company and representatives of Company to be recorded, documented, stored, and shared by Company. "Communication" includes but is not limited to phone calls, online meetings, 1-1 calls, video calls, coaching calls, and direct or group messages. Client acknowledges and agrees that this Agreement may be stored in an electronic record keeping system in the regular course of business and that a printed copy of the imaged document may be used and introduced in any arbitration, litigation, or other proceeding, and shall have the same force and effect as the original, which may be destroyed.
GOVERNING LAW, DISPUTES & CLASS ACTION WAIVER
The Parties agree to waive trial by court or jury. By signing this Agreement, the Client agrees that all disputes arising out of the terms of this Agreement or the relationship between the parties shall be decided exclusively in binding arbitration conducted by the American Arbitration Association. Arbitration shall take place in dispute in Wilmington, Delaware, and governed by Delaware law. Client also waives the right to bring or participate in a class action lawsuit against Company or its parent, affiliated companies, subsidiaries, agents, officers, employees, contractors, and/or principals. The party that loses the arbitration will pay to the prevailing party any fees and costs incurred by the prevailing party, including, but not limited to, reasonable attorney's fees, expert fees, and consultant fees.
The Parties agree this Governing Law clause shall remain in effect beyond the conclusion of this Agreement regarding matters pertaining to this Agreement.
PAID ADVERTISING POLICY
Client agrees that it is its responsibility to ensure that all advertising materials, campaigns, and activities comply with applicable federal, state, and local laws and regulations, including but not limited to consumer protection laws, data privacy regulations, and any industry-specific advertising requirements. The Client shall indemnify and hold the Company harmless from any claims, losses, or damages, including reasonable attorney's fees, arising from the Client's breach of this provision or failure to comply with any applicable laws or regulations related to the advertising services provided under this Agreement.
Client authorizes Company to add their provided payment method to the advertising platforms billing system and for Company to execute the relevant advertising on behalf of the client for the agreed to budgets by the Client and Company until informed otherwise in writing. Client further agrees that any and all advertising performed through third party platforms (Google, Bing, YouTube, Facebook, TikTok, Reddit or Twitter) will be done using the Client's credit card or payment method, and is the sole responsibility of the Client to pay for any outstanding balances from the advertising platforms used by Company.
Client understands that the accounts used for purposes of executing the advertising on behalf of Client contain proprietary material used by the Company to provide the Services to the Client, and are therefore considered intellectual property and are not shared directly with Client, but in a summarized format for purpose of review.
Client understands that advertising is not an exact science, and any results of these efforts are subject to factors outside of the control of Company, including but not limited to the creative elements, target geographical areas, and supply and demand of internet traffic at any given period of time. Client further understands the unique algorithms used by the advertising platforms are not in direct control of the Company. As such, Client understands that Company can make no guarantees about the performance of any advertising done on behalf of the Client.
Client understands that all advertising examples used as a reference to the Services provided were developed for other clients for their specific needs, and may not directly reflect the deliverable to the Client.
VIDEO EDITING POLICY
Client acknowledges that the Company shall perform the video editing servies with professional diligence and skill, in accordance with the specifications provided by the Client that are within the scope of services as defined by Company, and shall make reasonable efforts to deliver the edited video(s) within five (5) business days.
Client agrees to provide the Company with all necessary materials & information to complete the Services. Client is responsible for obtaining any necessary licenses or permissions for the use of copyrighted materials, including, but not limited to, music, images, or video footage unless otherwise provided by Company.
Client agrees that the Company reserves the right to reject any materials provided by the Client that are deemed offensive, inappropriate, or in violation of any applicable laws or regulations. The Company shall notify the Client in writing of such rejection, and the Client shall have the opportunity to provide alternative materials.
Client agrees to review the edited video(s) promptly upon receipt and notify the Company of any requested revisions. Company shall make reasonable efforts to incorporate the requested revisions however Client acknowledges that turnaround times can vary depending on scope and complexity of each request. Client further understands that they are entitled to a maximum of two (2) revision requests per video.
Client agrees that the Company shall retain all rights, title, and interest in and to any pre-existing intellectual property, including, but not limited to, software, methodologies, or know-how, used or developed by the Company in the performance of the Services.
Client acknowledges that the monthly allotment of creative resources, including but not limited to video editing, graphic design, motion graphics, or channel management expire upon completion of this Agreement. Client further agrees to factor in a minimum five (5) business day turnaround time per video and to not submit multiple videos for editing within the last five (5) business days of this Agreement to account for turaround times. Client further acknowledges that no credit or refund will be issued for incomplete videos.
TALENT ACQUISITION POLICY
Client agrees to ensure that all management activities comply with applicable federal, state, and local laws and regulations, including but not limited to labor laws, wage and hour regulations, anti-discrimination laws, and any industry-specific regulations. The Client acknowledges and agrees that it shall not instruct, request, or require the Company to engage in any action or omission that would violate any applicable laws or regulations. The Client shall indemnify and hold the Company harmless from any claims, losses, or damages, including reasonable attorney's fees, arising from the Client's breach of this provision.
Client agrees that the thirty (30) day replacement policy is intended as a safety net should you have a bad experience with the contractor we've sourced for you. Should that be the case, we will put you back into the recruitment process if you fall within the replacement policy timeline. Client further agrees the thirty (30) day recruitment replacement policy includes one (1) replacement, and is only valid within the duration of this term.
Client agrees that Company's replacement policy is contingent on the Client providing the contractor with the necessary resources to succeed. Necessary resources include, but are not limited to daily check-ins, providing local area and business knowledge, and the Client's necessary software login information. Replacements will not be granted should Client not complete reasonable steps to ensure the success of the contractor.
Client promises to remain coachable, punctual for calls, responsive to messages from the Agent Launch team, and to complete tasks according to instructions. The Client commits to fostering a friendly, polite, and courteous atmosphere while working with the Agent Launch team and other related businesses or clients.
Client agrees to prioritize growth and expansion over fear and comfort, maintain a positive and winning mindset, and refrain from complaining or making excuses. The Client acknowledges the importance of being a supportive and constructive influence during their time in the program.
Client understands that Agent Launch's coaching is intended to supplement, not replace, their personal efforts to grow their business. While Agent Launch has helped previous clients, the Client acknowledges that success depends on individual circumstances and effort, and results may vary. The Client understands that marketing materials and examples provided by Agent Launch are for illustration purposes only and may not directly reflect the results they will achieve individually.
Client acknowledges that the timeline of deliverables in this Agreement may be affected by factors beyond Agent Launch's control, including the Client's readiness and engagement in the program. The Client agrees to take a proactive approach in initiating processes required for certain aspects of the program. Client further agrees that 1-1 coaching calls provided to the client directly by Eric Preston, CEO are one-time calls that may result in forfeiture at the discretion of Company should Client cancel or reschedule.
Client agrees to work professionally and collaboratively with Agent Launch to address any challenges or difficulties in implementing the coaching program. The Client will bring any issues to Agent Launch's attention promptly and work together to find solutions.
By signing this document, the Client agrees that they have read, understood, and acknowledged this Coaching Agreement and will follow the rules outlined above.
By completing an Agreement with Agent Launch I agree that I have read, understood, and acknowledge this Agreement in full and will follow the rules outlined above. The Client named below verifies that the terms of this Agreement are acceptable. The parties agree to enter a binding interest and are of proper authority to do so by their respective parties.
The Parties further agree that e-signatures carry the same weight and effect as traditional paper documents and handwritten signatures; therefore this Agreement may be electronically signed via any e-signature service compliant with the Electronic Signatures in Global and National Commerce (ESIGN) Act and the Uniform Electronic Transactions Act (UETA) as of the Effective Date of this Agreement.