TERMS OF SERVICE

Effective date: January 1st, 2024

GENERAL SERVICE AGREEMENT

THIS GENERAL SERVICE AGREEMENT ("the Agreement") IS BETWEEN:

The "Client" as listed on the received and signed quote, contract, invoice or agreement.

- AND -

Agent Launch (the "Company") of 2055 Limestone Rd STE 200-C, Wilmington, DE 19808

BACKGROUND

Client is of the opinion that the Company has the necessary qualifications, experience, and abilities to provide Services to the Client.

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.

PAYMENT

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.

CURRENCY

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 if necessary.

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: eric@agentlaunch.com and not to any employee, independent contractor, agent, consultant or client of Company.

Company agrees to make 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 agrees that unless expressly notified by Client in writing in advance, this Agreement shall be extended on a month-to-month basis at the same rate.

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 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.

The Client agrees not to make, publish, or disseminate any statements, written or verbal, that are slanderous or libelous, towards the Company, its services, or its employees, directors, or officers. This prohibition applies to statements made in any medium, including but not limited to, oral statements, written publications, blogs, online forums, and social media platforms.

The Client expressly agrees that any violation of any part of this Section may result in legal action, including but not limited to claims for damages and injunctive relief.

CHARGEBACKS, REFUNDS & BUYOUTS

Client agrees that all sales are final and non-refundable. Client agrees that regardless of the results Client will achieve, due to the intense time and resources dedicated to Client in the form of calls, dedicated support, private messages, access to the training platform, all payments are final and that Client is not entitled to a refund, neither in part nor in full. Client further agrees that non-usage or reduced usage of Services does not entitle Client to a reduction in price, early cancellation or a refund.

Client agrees that should it wish to avail itself of its right to initiate any process aimed at a reversal of a transaction that Customer previously presented to Company pursuant to this Agreement (a “Chargeback”), it shall before proceeding with such procedure, send by email to Company at eric@agentlaunch.com a document in PDF format containing a detailed explanation of the reasons underlying the proposed Chargeback and the Services to which it relates. Company shall have a period of fifteen (15) days from the receipt of such notice to remedy the alleged failure to perform in good faith. In the absence of reasonable satisfaction of the claimed breach, and if a resolution cannot be agreed upon, Client may initiate the Chargeback with the payment issuer. Client expressly agrees that any Chargeback in accordance with this procedure must be notified to Service Provider within thirty (30) days of the date on which the allegedly breaching Services were performed and can only pertain to payments made within the past forty-five (45) days.

Company agrees that should Client wish to cancel this Agreement, they will be entitled to do so for half the remaining balance only in the case that there be more than three (3) months remaining on the Agreement. Client agrees that this does not apply for any already paid balances and understands refund requests will be denied.

INDEMNITY

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.

SEVERABILITY

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.

ASSIGNMENTS

This Agreement shall be assignable only with the written consent of both parties or in the event of a merger, acquisition or change of control.

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.

ADVERTISING POLICY

Client agrees that it is its responsibility to ensure that all advertising materials, campaigns, and activities provided to Company 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 as needed 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 X) that are 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 the the "handover" of advertising assets, such as, but not limited to the Google ads, Meta ads or other ad accounts being used to execute Client advertising will be done at the end of this Agreement only after all payments have been completed in full and the final "Client Experience Check-In" call has been attended.

Client understands that advertising is not an exact science, and that results are subject to factors outside of the control of Company. Client further understands that Company can make no guarantees about the performance of any advertising done on behalf of the Client. Client further 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.

Client agrees to exclusively utilize one of the designated website providers or landing pages designed by Company, as stipulated by the Company, whether communicated in written or verbal form, to guarantee the optimal execution of the advertising services rendered by the Company. The Client additionally comprehends that any refusal to employ the prescribed website providers does not confer upon them the right to seek a refund or termination of this Agreement.

Client understands that advertising adjustment requests, including but not limited to budget changes, campaign changes, additions or subtractions are limited to a maximum of one (1) per week.

Client understands that any and all ad account suspensions are not directly in control of Company and are not grounds for a reduction in price, early cancellation or a refund. Company agrees to help work with the advertising platforms on behalf of the Clienty to get suspended accounts resolved in a timely manner should this issue arise.

LANDING PAGE POLICY

Client acknowledges that the transfer of landing page assets constructed by Agent Launch, will only occur upon the successful completion of all outstanding payments in full.

In the event that the Client wishes to assume hosting responsibilities for the landing pages, they must accept the transfer of the account from the third-party software provider, GoHighLevel. Client further understands and agrees to remit separate payments to GoHighLevel to ensure the continued maintenance and hosting of the landing page(s) under their control.

Client acknowledges that landing pages are constructed in a semi-custom manner. Revision requests are limited to two (2) per page. The scope of revisions is restricted to content, branding, and colors. It does not encompass custom coding or structural alterations that would indicate the landing page is fully customized.

COACHING AGREEMENT

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.

ACCEPTANCE

By completing an Agreement with Compamy the Client agrees to 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.