STANDARD TERMS AND CONDITIONS OF SALE
STANDARD TERMS AND CONDITIONS OF SALE
Last Updated: 03/01/2025
These Standard Terms and Conditions of Sale ("Terms") govern the purchase of coaching program services ("Services") offered by Peak Value MSP, LLC ("Company") through www.peakvaluemsp.com ("Website"). By purchasing the Services, the client ("Client") agrees to these Terms.
1. AGREEMENT TERM
1.1 The initial term of this Agreement shall be twelve (12) months ("Initial Term") commencing on the effective date of the purchase order or signed agreement.
1.2 The Agreement shall automatically renew for successive twelve (12) month periods unless terminated in accordance with Section 6 (Termination).
2. PRICING AND PAYMENT
2.1 The Client agrees to pay the fees as specified at the time of purchase.
2.2 Pricing for Services shall automatically increase by six percent (6%) annually at the beginning of each renewal term.
2.3 Payment will be due on the first of each month and any credit card used for payment will include a 4% convenience fee. Any payments that are not paid within 14 days are considered late and will accrue interest at the maximum rate allowed by Delaware law.
2.4 Failure to make timely payments may result in suspension or termination of Services at the Company’s discretion.
3. SCOPE OF SERVICES
3.1 The Company will provide coaching program services as outlined on the Website and any applicable service agreement or purchase order.
3.2 The Company reserves the right to modify its Services at any time, provided such modifications do not materially degrade the quality or intent of the Services purchased.
4. CLIENT RESPONSIBILITIES
4.1 The Client agrees to provide timely cooperation, accurate information, and any necessary resources required for the Company to deliver the Services effectively.
4.2 The Client acknowledges that the effectiveness of the Services depends on their active participation and implementation of strategies discussed during the coaching sessions.
5. PROPRIETARY INFORMATION
5.1 All recorded content, media, files, documentation, methodologies, strategies, training materials, and any other intellectual property provided by the Company ("Proprietary Information") are and shall remain the sole property of the Company.
5.2 The Client shall not reproduce, distribute, share, modify, or use the Proprietary Information for any purpose other than as intended under this Agreement without the Company’s express written consent.
5.3 Upon termination of this Agreement, the Client must return, delete, or destroy all Proprietary Information in their possession and certify in writing that they have done so.
5.4 The Client agrees not to use any Proprietary Information to create, develop, or enhance any competitive service or offering.
6. CONFIDENTIALITY
6.1 Both parties agree to keep confidential any proprietary or sensitive business information exchanged during the term of the Agreement.
6.2 The obligations of confidentiality shall survive the termination of this Agreement indefinitely.
7. TERMINATION
7.1 Either the Client or the Company may terminate this Agreement for any reason with ninety (90) days’ prior written notice.
7.2 Upon termination, the Client shall pay any outstanding fees due for Services rendered up to the termination date.
8. LIMITATION OF LIABILITY
8.1 The Company makes no guarantees regarding specific business outcomes resulting from the Services.
8.2 To the maximum extent permitted by law, the Company shall not be liable for any indirect, incidental, or consequential damages arising from the use of its Services.
8.3 The Company’s total liability under this Agreement shall not exceed the total fees paid by the Client in the six (6) months preceding the claim.
9. FORCE MAJEURE
9.1 The Company shall not be liable for any failure or delay in performance due to events beyond its reasonable control, including but not limited to natural disasters, government actions, labor strikes, and technical failures.
10. GOVERNING LAW AND DISPUTE RESOLUTION
10.1 This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles.
10.2 Any disputes arising under or related to this Agreement shall be resolved through binding arbitration in Delaware, in accordance with the rules of the American Arbitration Association.
11. MISCELLANEOUS
11.1 Entire Agreement: These Terms constitute the entire agreement between the parties and supersede any prior agreements or understandings.
11.2 Amendments: The Company reserves the right to modify these Terms at any time by posting the updated Terms on its Website.
11.3 Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect. 11.4
No Waiver: Failure by either party to enforce any provision shall not constitute a waiver of its right to enforce such provision in the future.