To address the withdrawal, cancellation of services, and financial transactions, ASD Professional Services, LLC would need to define a clear process in its terms and conditions. Below are the relevant clauses that could be added or modified for these purposes:
Withdrawal and Cancellation of Services
Client Initiated Cancellation:
1. The Client may withdraw from and cancel the services provided by ASD Professional Services, LLC by providing written notice at least 7 days in advance. Upon receiving the cancellation request, ASD Professional Services, LLC will stop all ongoing work and issue a final invoice for any services rendered up to the cancellation date.
2. If the Client cancels a project that was pre-paid, ASD Professional Services, LLC will calculate a refund based on the percentage of work completed at the time of cancellation, less any non-refundable fees agreed upon in the Service Agreement.
Company Initiated Cancellation: ASD Professional Services, LLC reserves the right to cancel services if the Client fails to provide necessary materials, causes unreasonable delays, violates these Terms and Conditions, or engages in unethical or illegal activities. In such cases, no refunds will be provided for work completed.
Non-refundable Deposits: Any deposit paid by the Client is non-refundable unless the Company is unable to provide the services as agreed upon due to negligence or failure to deliver.
Financial Transactions and Refunds
Refund Policy: ASD Professional Services, LLC will only issue refunds for unused services or due to failure to deliver agreed-upon work, where such failure results from the negligence of the Company. Requests for refunds must be submitted in writing within 7 days of service cancellation or project completion.
No Refunds for Time-Based Services: Once time-based services (e.g., hourly work) have been performed, no refunds will be provided for the hours already worked.
Final Invoice Payment: Upon termination or withdrawal of services, a final invoice will be issued to the Client, covering any work completed up to the point of cancellation. Payment is due within 7 days of the final invoice date.
1. Processing Financial Transactions: Payments, refunds, and financial transactions are processed using secure payment methods, including PayPal, credit card, bank transfer, etc. The Client agrees to provide accurate and up-to-date payment information. ASD Professional Services, LLC is not responsible for delays in payment processing caused by the Client’s failure to provide correct information or issues with the payment provider.
Dispute Resolution for Financial Transactions: In the event of a dispute regarding fees or transactions, both parties agree to work in good faith to resolve the issue. If a resolution cannot be reached, the matter may be escalated to mediation or arbitration, as outlined in the dispute resolution clause (see Section 14 for Governing Law and Dispute Resolution). These additions clarify the process for canceling services, issuing refunds, and managing financial transactions, ensuring both the Client and Company are aligned on expectations.
Managing Customer Expectations
ASD Professional Services, LLC strives to provide accurate and reliable information in the performance of its virtual assistant services. However, the Client acknowledges and agrees to the following:
No Guarantee of Accuracy: While ASD Professional Services, LLC makes every effort to ensure that all information and data provided is accurate, errors or omissions may occur. The Client is responsible for reviewing all deliverables and advising ASD Professional Services, LLC of any corrections needed within 48 hours of receiving the work.
Client Responsibility for Final Review: It is the Client’s responsibility to ensure the accuracy and completeness of any information, data, or work product delivered by ASD Professional Services, LLC, especially if such information will be relied upon for business, legal, or financial purposes. ASD Professional Services, LLC is not liable for any errors, inaccuracies, or omissions that are not corrected by the Client during the review process.
Limitations on Liability for Information Errors: In no event shall ASD Professional Services, LLC be liable for damages arising from any inaccuracies, omissions, or errors in the information provided, except in cases of gross negligence or intentional misconduct. The Client agrees that ASD Professional Services, LLC's total liability for any claim arising out of this agreement shall not exceed the total fees paid by the Client in the previous 60 days.
These clauses effectively communicate the limits of ASD Professional Services, LLC’s responsibility for issues beyond its control, such as information errors, third-party service outages, or communication delays, helping manage customer expectations in a clear and transparent manner.
Copyright Rules
Ownership of Intellectual Property
Client Ownership of Deliverables: Upon full payment, the Client will own the rights to all final deliverables, content, materials, or work products created by ASD Professional Services, LLC as part of the virtual assistant services. These deliverables may include but are not limited to documents, presentations, graphics, emails, website content, and social media posts.
ASD Professional Services, LLC Retained Rights: ASD Professional Services, LLC retains the right to use non-client-specific templates, workflows, systems, and methods developed during the course of the work for future clients or business purposes. These elements are not considered exclusive intellectual property of the Client.
Attribution Requirements
No Attribution Required: The Client is not required to attribute ASD Professional Services, LLC when using, publishing, or distributing the final deliverables unless attribution is agreed upon as part of a separate contract or licensing arrangement.
Attribution for Third-Party Content: If third-party materials (e.g., stock images, licensed software, or other external content) are used as part of the deliverables, the Client agrees to follow any attribution or licensing requirements that accompany those third-party materials. ASD Professional Services, LLC will inform the Client of any such requirements prior to project completion.
Adaptation and Modification Right to Adapt: Upon full payment and transfer of ownership, the Client is granted the right to modify, adapt, and alter the deliverables to fit their needs, provided that such adaptations do not violate any third-party copyrights or licenses.
Adaptation by ASD Professional Services, LLC: ASD Professional Services, LLC reserves the right to modify or adapt any of its proprietary templates, methods, or tools developed during the service for future projects or clients, as these are not specific to the individual client.
Commercial vs. Non-Commercial Use
Commercial Use of Deliverables: The Client may use the deliverables for commercial purposes, including in their business operations, marketing, advertising, or product development, without additional fees or royalties, provided that full payment has been made and any third-party licensing terms are honored.
Non-Commercial Use: The Client is free to use the deliverables for personal, non-commercial purposes if that aligns with the project’s scope. Non-commercial use does not require any special licensing unless otherwise stated in a third-party content agreement.
Copyright Infringement
Client Responsibility for Copyright Compliance: The Client is responsible for ensuring that any materials they provide to ASD Professional Services, LLC for inclusion in deliverables (e.g., logos, images, text, etc.) do not infringe upon any third-party copyrights. The Client agrees to indemnify ASD Professional Services, LLC against any claims of copyright infringement arising from materials provided by the Client.
ASD Professional Services, LLC’s Responsibility: ASD Professional Services, LLC will ensure that any content created specifically for the Client (excluding Client-provided materials or third-party content) does not knowingly infringe on the intellectual property rights of others. If any infringement is discovered post-delivery, ASD Professional Services, LLC will work with the Client to remedy the situation, either by replacing the infringing content or providing an alternative solution.
Third-Party Content Licensing
Licensed Materials: If the deliverables contain third-party content (e.g., stock images, fonts, software), the Client may be required to obtain separate licenses for commercial use. ASD Professional Services, LLC will inform the Client of any such licensing requirements at the project outset and assist in acquiring necessary licenses where applicable.
Free and Open Source Content: If ASD Professional Services, LLC incorporates free or open-source materials into deliverables, the Client must adhere to any applicable licenses, such as Creative Commons, and any required attribution or restrictions on use.
Reuse of Deliverables
Client Reuse: The Client may reuse the deliverables across different projects, platforms, and mediums for both commercial and non-commercial purposes, subject to any third-party content licenses or restrictions. No additional permission from ASD Professional Services, LLC is required for such reuse once the copyright has transferred upon full payment.
Prohibited Reuse by Third Parties: The Client is not permitted to resell, redistribute, or license the deliverables to third parties without the explicit written permission of ASD Professional Services, LLC, unless otherwise agreed upon in the Service Agreement.
These copyright rules protect both ASD Professional Services, LLC and the Client by clearly defining ownership, attribution, adaptation rights, and usage limitations for all materials created or delivered.
Disclaimer of Warranties
No Guarantee of Outcomes: ASD Professional Services, LLC provides its services on an “as-is” and “as-available” basis. While ASD Professional Services, LLC aims to provide high-quality services, it makes no guarantees or warranties regarding the specific outcomes or success of the services, including business growth, financial improvement, or specific project results.
No Warranty for Third-Party Tools or Platforms: ASD Professional Services, LLC uses various third-party tools, websites, software, and platforms to perform its services. The Company does not guarantee the availability, reliability, or functionality of these third-party services and shall not be held liable for disruptions caused by such third-party platforms.
Non-Compete and Non-Disclosure
Non-Compete Clause: The Client agrees not to offer employment or contract work to any current or former employee, contractor, or subcontractor of ASD Professional Services, LLC for a period of [Insert Time Period, e.g., 12 months] following the termination of this Agreement without prior written consent. This clause is meant to protect ASD Professional Services, LLC from the solicitation of its staff and services.
Non-Disclosure Agreement (NDA): Both parties agree that during the course of their relationship, confidential and proprietary information may be exchanged. Each party agrees to maintain the confidentiality of such information and will not disclose it to third parties without written consent from the other party. Confidentiality obligations will remain in effect even after the termination of services.
Ethical Conduct and Compliance
Adherence to Ethical Standards: Both ASD Professional Services, LLC and the Client agree to adhere to high ethical standards. The Client shall not request or instruct ASD Professional Services, LLC to perform any illegal, unethical, or fraudulent activities, including but not limited to falsifying information, data manipulation, or breach of privacy laws.
Compliance with Laws: ASD Professional Services, LLC operates in compliance with all applicable federal, state, and local laws, including labor laws, data protection regulations (e.g., GDPR, CCPA), and intellectual property laws. The Client is also expected to comply with applicable legal requirements when using the services provided.
Data Collection: ASD Professional Services, LLC may collect and store certain personal or business-related data (e.g., emails, names, and business details) necessary to provide services. This data will be used exclusively for service-related purposes and will not be sold or shared with third parties without the Client’s consent, except as required by law.
Data Security: While ASD Professional Services, LLC implements reasonable data security measures to protect client information, it does not guarantee absolute security. The Client is responsible for ensuring that any sensitive or confidential information shared with ASD Professional Services, LLC is transmitted through secure channels (e.g., encrypted emails or secure file sharing services).
Data Backup: ASD Professional Services, LLC is not responsible for maintaining long-term backups of client files, data, or documents unless otherwise agreed upon. The Client should ensure they maintain their own backups of all critical information.
Indemnification
Client Indemnification of ASD Professional Services, LLC: The Client agrees to indemnify, defend, and hold harmless ASD Professional Services, LLC, its employees, contractors, and affiliates from and against any and all claims, liabilities, damages, losses, and expenses (including attorney fees) arising from:
ASD Professional Services, LLC Indemnification of Client: ASD Professional Services, LLC agrees to indemnify and hold harmless the Client from claims, damages, or liabilities arising from gross negligence or intentional misconduct in the delivery of services.
Dispute Resolution
Good Faith Negotiations: In the event of a dispute, both parties agree to first attempt to resolve the issue through good faith negotiations. This includes open communication to understand and address any concerns regarding services or fees.
No Class Action: Both ASD Professional Services, LLC and the Client agree that any legal action or arbitration will be conducted on an individual basis and not as part of a class, consolidated, or representative action.
Force Majeure
ASD Professional Services, LLC shall not be held liable for any delays, failures, or interruptions in performance due to events beyond its reasonable control, including but not limited to natural disasters, pandemics, government actions, wars, strikes, internet outages, or cyber-attacks. In such cases, both parties will work together to resume services as soon as reasonably possible.
These Terms and Conditions, along with any Service Agreement or Statement of Work (SOW), represent the entire agreement between the Client and ASD Professional Services, LLC and supersede all prior agreements, understandings, and communications, whether written or verbal. Any amendments to this Agreement must be made in writing and signed by both parties.
ASD Professional Services, LLC
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