We always try to do the right thing, regardless of what's in this agreement.

Agreements can’t cover everything. And even if they are those 1000-page contracts that seem to mention every eventuality, they're still only as good as the people who stand behind them.

We are not in this business to haggle over terms. If things get to the point where people are quoting contracts, things have gotten very bad.

That being said, we still need to know the rules of our relationship, and this section is all about laying out the most important legal terms and expectations so we can both do the right thing by each other.

1.1 The initial term of this Agreement shall be three (3) Months commencing as of the date hereof (“Term”). This Agreement shall automatically renew for consecutive Terms of three months unless terminated by either party. Either Party may terminate this Agreement upon 30-day written or emailed notice, with or without cause, as set forth herein.

1.2 Additionally, either Party may terminate this Agreement, effective upon written notice to the other Party (the “Defaulting Party”), if the Defaulting Party: (a) Becomes insolvent or admits its inability to pay its debts generally as they become due. (b) Becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law, which is not fully stayed within seven days or is not dismissed or vacated within 45 days after filing. (c) Is dissolved or liquidated or takes any corporate action for such purpose. (d) Makes a general assignment for the benefit of creditors. (e) Has a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.

2.1 As full and complete compensation for the Services rendered, Client Shall pay Company the fees determined under the Financial Details section of this Agreement. Fees shall be due on the first day of service and each month thereafter on the same day for so long as Company performs Services for Client.

2.2 Client shall reimburse Company for all reasonable expenses incurred in accordance with this Agreement, upon receipt by the Client of an invoice from Company accompanied by receipts and reasonable supporting documentation.

2.3 All late payments shall bear interest at the lesser of the rate of 3% per month or the highest rate permissible under applicable law, calculated daily and compounded monthly. Client shall also reimburse Company for all costs incurred in collecting any late payments, including, without limitation, attorneys’ fees. In addition to all other remedies available under this Agreement or at law (which Company does not waive by the exercise of any rights hereunder), failure to make payment for Services is considered a material breach of this Agreement and Company shall be entitled to suspend the provision of any Services if the Client fails to pay any fees when due hereunder.

3.1 Respond promptly to any reasonable requests from Company for instructions, information or approvals required by Company to provide the Services.

3.2 Cooperate with Company in its performance of the Services and provide access to Client’s premises, employees, contractors, and equipment as required to enable Company to provide the Services.

3.3 Take all steps necessary, including obtaining any required consents, to prevent Clientcaused delays in Company’s provision of the Services.

4.1 Client authorizes Company to charge Client credit card on file monthly for fees associated with the Services, including, if necessary, adjustments for any additional charges associated with my account. Client agrees the periodic charge will be applied to Client’s credit card according to Section 2 and the Financial Details Section of this Agreement. Client understands that, unless Client provides notice to terminate this Agreement per Section 1, this Agreement will automatically renew for consecutive three month cycles. Client agrees to make a good faith effort to remedy any fee dispute with the Company per Section 14 prior to disputing any charges with Client’s credit card institution. Client warrants that it is the legal card holder for the credit card and is legally authorized to enter into this Agreement with the Company.

5. Relationship of the Parties The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.

6.1 IN NO EVENT SHALL COMPANY BE LIABLE TO CLIENT OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, INCLUDING LOSS OF USE, ANY RESTRICTION, OR ANY POTENTIAL BLOCK, OR BAN, PLACED ON CLIENTS LINKEDIN ACCOUNT AT ANY TIME DURING THE ENGAGEMENT OR THEREAFTER, OR REVENUE, OR PROFIT OR LOSS OF DATA OR DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.

6.2 IN NO EVENT SHALL COMPANY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE TO COMPANY PURSUANT TO THIS AGREEMENT IN THE MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM. ALL WARRANTIES, EXPRESS AND IMPLIED, ARE EXPRESSLY DISCLAIMED.

Each party shall indemnify, defend, and hold the other party harmless from and against any and all claims, actions, suits, demands, assessments, or judgments asserted, and any and all losses, liabilities, damages, costs, and expenses (including, without limitation, attorneys fees, accounting fees, and investigation costs to the extent permitted by law) alleged or incurred arising out of or relating to any operations, acts, or omissions of the indemnifying party or any of its employees, agents, and invitees in the exercise of the indemnifying party's rights or the performance or observance of the indemnifying party's obligations under this agreement. Prompt notice must be given of any claim, and the party who is providing the indemnification will have control of any defense or settlement.

If any provision of this agreement shall be declared by any court of competent jurisdiction to be illegal, void, or unenforceable, the other provisions shall not be affected but shall remain in full force and effect. If the non-solicitation or non-competition provisions are found to be unreasonable or invalid, these restrictions shall be enforced to the maximum extent valid and enforceable.

All intellectual property rights, including copyrights, patents, patent disclosures and inventions (whether patentable or not), trademarks, service marks, trade secrets, knowhow and other confidential information, trade dress, trade names, logos, corporate names and domain names, together with all of the goodwill associated therewith, derivative works and all other rights (collectively, “Intellectual Property Rights”) in and to all documents, work product and other materials that are delivered to Client under this Agreement or prepared by or on behalf of the Company in the course of performing the Services (collectively, the “Deliverables”) except for any Confidential Information of Client or client materials shall be owned by Company. Company hereby grants Client a license to use all Intellectual Property Rights in the Deliverables free of additional charge and on a nonexclusive, worldwide, non-transferable, non-sublicensable, fully paid-up, royalty-free and perpetual basis to the extent necessary to enable Client to make reasonable use of the Deliverables and the Services.

Client shall not assign, transfer, delegate or subcontract any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Company. Any purported assignment or delegation in violation of this Section 10 shall be null and void. No assignment or delegation shall relieve the Client of any of its obligations under this Agreement. Company may assign any of its rights or delegate any of its obligations to any affiliate or to any person acquiring all or substantially all of Company’s assets without Client’s consent. 1

This Agreement is binding on and inures to the benefit of the Parties to this Agreement and their respective permitted successors and permitted assigns.

All notices, requests, consents, claims, demands, waivers and other communications under this Agreement (each, a “Notice”, and with the correlative meaning “Notify”) must be in writing and addressed to the other Party at its address or email address provided in accordance with this Agreement. Unless otherwise agreed herein, all Notices must be delivered by personal delivery, facsimile or email (so long as receipt is confirmed), nationally recognized overnight courier or certified or registered mail (in each case, return receipt requested, postage prepaid).

Any specific right or remedy provided in this contract will not be exclusive but will be cumulative of all other rights and remedies.

Neither party shall be held responsible for any delay or failure in performance of any part of this agreement to the extent such delay or failure is caused by fire, flood, explosion, war, embargo, government requirement, civil or military authority, act of God, or other similar causes beyond its control and without the fault or negligence of the delayed or nonperforming party. The affected party will notify the other party in writing within ten (10) days after the beginning of any such cause that would affect its performance. Notwithstanding, if a party's performance is delayed for a period exceeding thirty (30) days from the date the other party receives notice under this paragraph, the non-affected party will have the right, without any liability to the other party, to terminate this agreement.

This Agreement shall be governed by and construed, interpreted and enforced under the laws of the State of California applicable to contracts made and to be performed entirely within the State of California, without regard to any applicable conflict of law provisions. The Parties agree that any claim or dispute arising from and relating to this Agreement shall be resolved by a court located in Los Angeles County, California, except as otherwise agreed by the Parties.

In any dispute under this agreement, the Client and never the Company shall pay all costs and expenses, including expert witness fees and attorneys' fees, incurred by the both parties in resolving such dispute.

This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement. Notwithstanding anything to the contrary, a signed copy of this Agreement delivered by facsimile, email, or other means of electronic transmission is deemed to have the same legal effect as delivery of an original signed copy of this Agreement.

This agreement sets forth and constitutes the entire agreement and understanding of the parties with respect to the subject matter hereof. This agreement supersedes any and all prior agreements, negotiations, correspondence, undertakings, promises, covenants, arrangements, communications, representations, and warranties, whether oral or written, of any party to this agreement. 19. Showing Our Work We love to show off our work, so we reserve the right to display all aspects of our content, creative work, including sketches, work-in-progress designs and the completed project on our portfolio and in articles on websites, social media, magazine articles and in books.

We hope you love working with everyone you meet at BAMF, and you get excited every time you work with them. But we have to insist that you don’t work with them outside of working with us, unless we give both you and them explicit approval. This means you don’t ask them to do any sort of writing, editing, outreach, strategy, marketing, or other creative work that is identical to what we do, or very close. You also agree that if you do this, that we have the right to seek damages and lost revenue. We don’t want to do that, and know you wouldn’t do that to us, but this is just here for that one person in a thousand who would try something underhanded like this.

This very rarely ever comes up as an issue. We are selective about the types of clients we work with from the get go, but we have this here for the one out of a hundred that come in and just act like dicks. Don't be that guy (or girl). We reserve the right to cancel the contract without refund to protect our right to a peaceful work environment. This means, any instance of harassment, inappropriate behavior, lewd or sexual language, intimidation, use of profanity in a derogatory manner (We're badass, we get it... but if you curse at our employees, we have zero tolerance). Overly harsh or critical "feedback" that offers no constructive value— we welcome and encourage feedback, but saying "this is all shit" without constructive context or ideas for improvement doesn't fly. We will give one warning if we feel someone on your end crosses a line and it can be corrected via communicating and setting the standards, but we don't guarantee this warning for flagrant violations of this policy.

You will be required to cover the expenses for LinkedIn Sales Navigator ($79) and your own Calendly account ($12). LinkedIn Sales Navigator is required for us to do the outreach from your account, and Calendly is required for us to set appointments on your behalf (Suite Tier and above). We do not use any other calendar tools at this time, although we are building out new integrations with HubSpot and ScheduleOnce in the near future. That being said, most of them do integrate with Calendly which we can customize to fit your needs.