Launch Consulting LLC

Terms And Conditions of Service 

1. Governing Terms of the Agreement with Launch Consulting.
   1. Overview of Terms. This Agreement sets forth the governing terms and conditions for the purchase and delivery of consulting, coaching, and related services ("Services") by Launch Consulting LLC, also known as Emily Melious™ Coaching. When clients engage with us for Services, including those outlined in any Scope of Services agreement or proposal, they agree to these terms, thereby establishing a legally binding contract. Acceptance of this Agreement by the client is strictly limited to these terms and conditions. Any deviation or additional terms proposed by the client, through purchase orders or other means, will not alter this Agreement and are expressly rejected by Launch Consulting.
   2. Clarification on Counteroffers. Should the client propose any additional, different, or counteroffer terms to those of Launch Consulting, such proposals will not be deemed an acceptance by Launch Consulting. Our continued provision of Services under these circumstances does not indicate agreement to any terms other than those we originally set forth.
   3. Amendments to the Agreement. Alterations or amendments to this Agreement require a formal written Amendment, explicitly detailing the changes to services and mutually agreed upon by both Launch Consulting and the client. Verbal or implied modifications are not recognized.
   4. Terms of Service Revisions. Launch Consulting reserves the right to periodically revise or update these Terms of Service. Changes become effective once posted on our website. The client's continued use of our Services following such updates is considered acceptance of the new terms.  
   5. Acceptance. By purchasing services from Launch Consulting, the client agrees to be bound by the terms and conditions outlined in this Agreement. This Agreement is effective upon the client's acceptance as evidenced by the commencement of services or payment to Launch Consulting.
2. Scope of Services Offered by Launch Consulting.

   1. For Organizational Clients.

      Launch Consulting offers a broad spectrum of HR consulting and talent development services tailored to meet the needs of businesses, non-profits, and educational institutions. Our services include but are not limited to Candidate Selection and Assessment, HR Data Analytics, Talent Optimization, Leadership Development, and Employee and Executive Coaching. These services are either detailed in a custom Scope of Services for particular projects or provided at Launch Consulting's established rates for both hourly and fixed-rate engagements that do not require a detailed project scope.

   2. For Individual Clients. We provide career coaching and online courses aimed at career advancement, including specialized programs for students (under 18 requires parental consent). Services are available at fixed rates through our online platform.

   3.  Incorporation of Proprietary Methodologies. At the core of our services is The Fulfillment Formula®, a distinctive methodology developed by Launch Consulting to facilitate the alignment of an individual's skills, passions, and talents with their professional activities, thereby enhancing both organizational and personal development outcomes.

3. Terms of the Agreement.

   1. Effective Date. The terms and conditions set forth in this Agreement become active on the date the Services are purchased by the Client, defining the "Effective Date." This Agreement remains in effect until its expiration or until it may be terminated earlier by either Launch Consulting or the Client, in compliance with the stipulated terms of this Agreement.

   2. Service Duration and Renewal for Subscription-Based Services. For Clients opting into subscription-based or membership Services, this Agreement commences on the Effective Date and extends for an initial period of twelve (12) months, referred to as the "Initial Term." Except where terminated earlier in accordance with this Agreement's provisions, the Agreement will automatically renew for successive twelve (12) month periods, each known as a "Renewal Term." The collective period comprising the Initial Term and any subsequent Renewal Terms will constitute the overall duration of the Agreement, herein referred to as the "Term."

4. Fees and Pricing.

   1. Pricing Structure. Launch Consulting's fees for Services are determined based on the rates stated at the time of purchase, as detailed in the Scope of Services, or within this Agreement ("Service Fee"). In instances where no specific Service Fee is listed, Launch Consulting's standard pricing at the time will apply. It's important to note that Launch Consulting reserves the right to adjust Service Fees in alignment with changes to standard pricing before the performance of Services.

   2. Billing Cycle for Organizational Clients:

      1. Ongoing Engagement: For organizational clients engaged in ongoing service agreements with Launch Consulting, invoices will be issued on or around the last day of each month, covering services rendered during that or the previous month. Payment for these invoices is due upon receipt.

      2. Project-Based Services: Clients engaging with Launch Consulting on an à la carte or project basis will receive an invoice before the commencement of work. Payment for project-based services is due upon receipt of the invoice, and it is a prerequisite for the initiation of any agreed-upon work. 

   3. Adjustments to Fees. The Client acknowledges that Launch Consulting may adjust its standard fees to account for changes in market conditions, inflation, and the rising costs of service provision. Such adjustments may apply to ongoing services, expansions, or new projects initiated after the original Agreement term, without requiring advance notice. Client's continued use of Launch Consulting's services following fee adjustments indicates acceptance of the revised fees, reflecting Launch Consulting's commitment to service quality and value.

   4. Notification of Fee Adjustments. Launch Consulting is not obligated to provide written notice for adjustments to fees related to service expansions or periodic price increases. The Client's ongoing engagement under this Agreement is deemed as acceptance of the new or adjusted fees.

   5. Initiation of Dispute. In the event of a dispute arising from or related to the billing or Service Fees charged by Launch Consulting, the client is required to notify Launch Consulting in writing within thirty (30) days from the date of the invoice or billing statement in question. The notification should clearly outline the nature of the dispute and provide any relevant documentation or evidence to support the client's position.

   6. Review Process. Upon receiving a written dispute notice, Launch Consulting will initiate a review process, which includes an examination of the disputed charges and consultation with the client to understand the basis of the dispute. Launch Consulting is committed to resolving billing and fee disputes amicably and efficiently, aiming for a resolution within sixty (60) days of receiving the dispute notice.

   7. Confidentiality of Fees. The Service Fee and any related pricing discussions or structures are confidential. The Client agrees not to disclose this information to third parties not involved in the service engagement.

   8. Protecting Fee Confidentiality. Both Launch Consulting and the Client understand that unauthorized disclosure of Service Fees could significantly harm Launch Consulting. In the case of such a breach or potential breach, Launch Consulting may seek injunctive relief to prevent or address the breach, in addition to pursuing other legal or equitable remedies.

   9. Legal Remedies for Breach. Launch Consulting retains the right to take legal action against any breach of fee confidentiality, in addition to pursuing other rights and remedies provided by law or equity.

   10. Travel Expenses. All travel-related expenses incurred by Launch Consulting in the provision of services to the Client will be billed to the Client. These expenses are over and above the Service Fees and will be communicated and itemized separately for transparency and accountability.
5. Payment Terms and Conditions.

   1. Currency and Method. Payments for Services by Launch Consulting must be made in United States currency. Acceptable payment methods will be specified by Launch Consulting, which may include check, credit card, or bank transfer. Launch Consulting reserves the right to reject payments made through any means at its discretion.

   2. Offsets. Launch Consulting may offset any amounts it owes the Client, including any chargebacks or rebates, against what the Client owes to Launch Consulting under this Agreement.

   3. Payment Obligation. Upon entering this Agreement, the Client commits to paying the full Service Fee. This obligation remains regardless of the Client's completion of the programs, sessions, or other Services specified in the Agreement.

   4. Installment Payments. Clients choosing to pay the Service Fee in installments authorize Launch Consulting to charge the provided credit card for scheduled payments without further authorization. Launch Consulting is not required to provide advance notice for these recurring charges. Failure to keep credit card information current or payment defaults may lead to service suspension and/or termination and recovery costs.

   5. Credit Card Information. The Client is responsible for ensuring that a valid credit card is on file and up to date throughout the Agreement term. Opting for installment payments does not alter the Agreement's full payment requirement. Defaults on payment will result in the Client bearing any collection costs, including but not limited to legal and collection agency fees.

   6. Late Payment Fees. Amounts overdue are subject to a monthly service charge of one and a half percent (1.5%) or the highest rate permissible by law, whichever is lower.

6. Self-Paced Online Courses.

   1. Access and Use. Clients are granted non-exclusive, non-transferable access to Launch Consulting's self-paced online courses for personal and non-commercial use only. This access is subject to the terms and conditions outlined in this Agreement.

   2. Course Content. All content within the online courses, including text, graphics, logos, videos, and software, is the property of Launch Consulting and is protected by copyright and intellectual property laws. Clients agree not to copy, modify, distribute, sell, or create derivative works based on the course material.

   3. Course Availability. Launch Consulting strives to ensure continuous availability of all online courses but does not guarantee uninterrupted or error-free access. We reserve the right to update, modify, or discontinue any course content at our discretion without notice.

   4. No Guarantees of Outcome. While Launch Consulting aims to provide high-quality, informative courses, we do not guarantee any specific results or outcomes from completion of our courses. The application and impact of course content depend on each individual's effort, situation, and execution.

   5. Refund Policy. Due to the digital nature of self-paced online courses, all sales are final. Refunds are not available for online course purchases.

   6. Agreement. By purchasing access to these courses, clients acknowledge they have read, understood, and agreed to these terms.

7. Third-Party Technology and Platform Use.

   1. Use of Third-Party Services. Launch Consulting LLC ("Launch Consulting") incorporates various third-party technologies, tools, and platforms ("Third-Party Services") as integral components of the consulting services provided to you, the Client. These Third-Party Services are selected for their reliability and performance and include, but are not limited to, software, applications, and cloud-based platforms.

   2. Limitation of Liability for Third-Party Services. Launch Consulting endeavors to select and use Third-Party Services that are reputable and dependable. However, the Client acknowledges that Launch Consulting has no control over the availability, operation, and functionality of these Third-Party Services. Consequently, Launch Consulting shall not be held liable for any loss, interruption, delay, or impairment in service delivery directly or indirectly resulting from the downtime, malfunction, or any other issues arising from these Third-Party Services.

   3. Client's Acknowledgment. By engaging Launch Consulting's services, the Client acknowledges the inherent risks associated with relying on Third-Party Services for service delivery. The Client agrees that Launch Consulting will not be responsible for any adverse effects on the services caused by limitations, failures, or other problems inherent in the use of Third-Party Services.

   4. Indemnification. The Client agrees to indemnify and hold harmless Launch Consulting from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to the unavailability or malfunction of any Third-Party Services used in the provision of services to the Client.

   5. Service Continuity Plans. Launch Consulting will make reasonable efforts to mitigate the impact of any Third-Party Service disruptions on service delivery to the Client, including, where feasible, the use of alternate technologies or platforms. However, Launch Consulting makes no guarantees regarding the uninterrupted availability of Third-Party Services or the complete avoidance of service interruptions caused by such external dependencies.

8. Service Specifications and Conduct.

   1. Conduct and Engagement. Launch Consulting is committed to fostering a safe and respectful environment for the exchange of ideas. We reserve the right to terminate services for any client who engages in harassment, defamation, or behavior deemed offensive, at our sole discretion.

   2. Service Modifications. Launch Consulting retains the flexibility to modify, replace, or enhance our Services at any time, without prior notice, based on our determination of what best serves our clients' needs.

   3. Service Verification. It is the responsibility of the Client to verify that the Services received match those requested and agreed upon. LAUNCH CONSULTING HEREBY EXPRESSLY DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES THAT SERVICES CONFORM TO ANY SPECIFICATIONS RELIED UPON BY CLIENT.

   4. Pricing and Contractual Terms Accuracy. Should there be any discrepancies, including typographical errors regarding pricing or other terms within our Agreement, Launch Consulting reserves the right not to honor incorrect terms or pricing. We are committed to addressing such issues fairly and in accordance with the correct pricing or terms as intended.

9. Client Engagement and Responsiveness.

   1.  Timeliness and Cooperation. In order to facilitate effective service delivery and achieve the desired outcomes of our engagement, Launch Consulting LLC ("Launch Consulting") expects all clients to respond promptly to requests, complete assessments and assignments, and fill out questionnaires in a timely manner. Timely responses and the submission of required information and documentation are critical to maintaining the project timeline and ensuring the success of the services provided.

   2. Client Engagement. Clients are expected to engage with Launch Consulting's services actively and constructively. This includes participating in scheduled sessions, providing feedback and information when requested, and maintaining open and effective lines of communication throughout the duration of the service engagement.

   3. Expectations for Individual Coaching Clients. Clients enrolled in individual coaching programs are expected to adhere closely to the program guidelines and requirements. Following the program as designed is crucial for the successful realization of the program's objectives. This adherence includes, but is not limited to, attending all scheduled coaching sessions, completing assignments and exercises, and applying learned strategies and insights in a timely manner. However, it is important to understand that adherence to the program does not guarantee specific outcomes. The nature of personal and professional growth is complex and varies significantly among individuals; therefore, Launch Consulting cannot guarantee specific results or achievements as a direct consequence of following the program.

   4. Impact of Delays and Non-Engagement. Delays in response times, failure to complete assessments or questionnaires, or lack of active engagement from the Client may impact the quality, effectiveness, and timely completion of the services provided. While Launch Consulting will make reasonable efforts to accommodate delays, we cannot be held responsible for outcomes that are directly affected by the Client's lack of responsiveness or engagement.

10. Parental Consent. Parents or legal guardians of minors hereby acknowledge their legal authorization to consent for their child to participate in the Services and acceptance of the Agreement as applicable to the minor. 
11. Video Coaching.

    1. Service Delivery. Launch Consulting reserves the right to deliver coaching sessions, classes, and other services through digital platforms such as Zoom, Skype, Teams, or similar video and audio communication software. While we aim to provide at least three (3) days' notice before changing the format of services from in-person to electronic (or vice versa), there may be instances where such notice is not feasible. The inability to provide this advance notice does not constitute a breach of our obligations under this Agreement.

    2. Client Equipment Responsibility. Clients are responsible for acquiring, at their own cost, the necessary technology, including computer equipment, accessories, and software, to participate in our electronic services. Lack of readiness for scheduled electronic services does not relieve clients of their payment obligations, even if technical issues delay or disrupt service delivery.

    3. Recording Consent. By engaging in our electronic services, clients consent to Launch Consulting recording, transmitting, and storing these sessions for lawful purposes, including quality assurance and training.

    4. Cancellations and Participation. Should a client be unable to actively participate (e.g., speaking or writing) during an electronic session, Launch Consulting may, at its discretion, cancel the service. There is no obligation on Launch Consulting’s part to reschedule or refund services canceled due to the client's non-participation. Clients are responsible for the payment of services scheduled, regardless of participation level.

12. Photography and Media Use Content.

    1. Grant of Permission. By participating in coaching sessions, the Client gives Launch Consulting the express permission to capture photographs during sessions. This grant includes permission to use and copyright the Client's likeness in print and digital forms, such as photographs, videos, and other digital media ("Photos"), across a variety of platforms, including but not limited to publications, illustrations, advertising, social media, and web-based publications.

    2.  Opt-Out Option. Launch Consulting respects the privacy and preferences of our clients. Should a client prefer not to be photographed or wish to restrict the use of their images in certain ways, they are encouraged to notify us in writing before their session(s). Launch Consulting will honor such requests and ensure that no photographs of these clients are used for the purposes outlined above without their explicit consent.

    3. Ownership and Usage. All Photos taken by Launch Consulting become the exclusive property of Launch Consulting, with no obligation for return. The Client grants Launch Consulting full rights to edit, alter, exhibit, publish, or distribute these Photos for any lawful purposes. By this agreement, the Client waives any right to review or approve any uses of the images where the Client’s likeness appears.

    4. No Compensation. The Client acknowledges that the use of these Photos by Launch Consulting does not entitle the Client to any form of compensation, royalty, fee, or other payment.

    5. Parental or Guardian Consent. For clients under the age of 18, this section confirms that consent has been provided by a parent or legal guardian for the capture and use of the Client’s likeness as described above.

13. Employee Engagement in Coaching Services. 

    1. Acceptance of Coaching Agreement. When Launch Consulting is engaged by a client organization to provide coaching services to its employees, the participation of such employees in the coaching sessions shall be deemed an acceptance of the terms and conditions outlined in our standard Coaching Agreement. By partaking in these services, the employee acknowledges and agrees to the applicable terms governing the coaching engagement, including but not limited to confidentiality, data use, and intellectual property rights, as if they had directly signed the Coaching Agreement themselves. This presumption of acceptance facilitates a seamless provision of services and ensures that all parties involved—Launch Consulting, the client organization, and the participating employee—are aligned on expectations, responsibilities, and the scope of the services provided.

    2. Responsibilities of the Client Organization. The client organization is responsible for ensuring that its employees are informed of and understand these terms prior to the commencement of coaching services. The client organization agrees to obtain any necessary consents from its employees for the sharing of relevant information with Launch Consulting as part of the coaching services.

    3. Amendment to Standard Agreement. This section does not supersede any other terms of the overarching service agreement between Launch Consulting and the client organization but serves to clarify the status and understanding of individual employee engagements within that framework.

14. Data Use and Privacy.

    1. Data Collection and Use. The Client authorizes Launch Consulting to collect, store, and utilize data from the Client's interaction with our Services. This includes information on business operations, performance metrics, and transactions ("Client Data") for purposes such as analysis, case study development, marketing material creation, and service improvement.

    2. Purpose and Restrictions. Launch Consulting is committed to using Client Data strictly for internal objectives like developing case studies, promotional content, sales strategies, and enhancing product offerings. We will not sell, lease, or grant third-party access to Client Data without explicit consent from the Client or as legally required.

    3. Anonymization and Aggregation. Wherever possible, Launch Consulting will anonymize and aggregate Client Data before use, ensuring that the Client cannot be reasonably identified from the information used in case studies, marketing materials, or any other form of publication or internal analysis.

    4. Compliance with Laws. Launch Consulting agrees to comply with all applicable laws and regulations regarding the collection, use, and protection of Client Data, including data protection and privacy laws that apply to the data subjects’ rights.
    5. Data Protection. Launch Consulting shall implement appropriate technical and organizational measures to ensure a level of security appropriate to the risk, including protection against unauthorized or unlawful processing and against accidental loss, destruction, or damage of Client Data.
    6. Client Rights. The Client retains the right to withdraw consent for the use of its data as described herein by providing written notice to Launch Consulting. Upon receipt of such notice, Launch Consulting will cease the use of the Client’s data for the purposes described herein and, where feasible, remove the Client’s data from any current or planned use within a reasonable period.
    7. Notification of Data Use. Launch Consulting agrees to provide the Client with a summary of the intended use of Client Data upon request, including a description of the types of analyses, case studies, or marketing materials in which the Client Data will be used.
15. Promotional Use and Intellectual Property.

    1. Grant of Rights. The Client grants Launch Consulting a non-exclusive, worldwide, royalty-free license to use the Client's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features ("Client’s Brand Features") for promotional purposes. These may be featured on Launch Consulting's website, in both online and offline marketing materials, sales presentations, case studies, and other promotional materials, aimed at enhancing Launch Consulting's market presence and credibility.

    2. Scope of Use. Launch Consulting is authorized to use the Client’s Brand Features exclusively in relation to the services provided to the Client or in showcasing the collaborative efforts between Launch Consulting and the Client. All uses will adhere to the brand guidelines and quality standards as specified by the Client.

    3. Approval Process. Any public-facing material incorporating the Client’s Brand Features will be presented to the Client for approval before distribution. The Client maintains the right to request adjustments to ensure alignment with their brand guidelines and policies.

    4. No Endorsement Implied. Utilizing the Client’s Brand Features does not imply the Client’s endorsement of Launch Consulting's services, nor does it establish a partnership, joint venture, or agency relationship between the two parties.

    5. Termination of Use. At any point, the Client may request that Launch Consulting ceases using their Brand Features. Upon such request, Launch Consulting will promptly remove the Client's Brand Features from forthcoming materials and, where practicable, existing publications.

    6. Ownership and Goodwill. The Client retains full ownership and rights to their Brand Features. Usage by Launch Consulting benefits the Client, with Launch Consulting recognizing it has no claim to ownership and will not contest the Client's use or registration of these Brand Features.

    7. Intellectual Property Ownership. Launch Consulting retains all ownership rights to intellectual property created, utilized, or furnished in the execution of services provided to the Client. This encompasses a broad range of proprietary assets, including but not limited to all documents, work products, materials, methodologies, and specifically, The Fulfillment Formula® (collectively referred to as "Owned Intellectual Property"). The broad scope of these rights ensures that Launch Consulting’s innovations, ideas, and solutions are protected under applicable copyright, patent, trademark, and trade secret laws and regulations. Clients are hereby notified that these intellectual property rights are the sole property of Launch Consulting and are provided to the Client under a limited-use license solely for the purpose of receiving and utilizing the services as outlined in this Agreement. The Client agrees to respect these ownership rights and refrain from any unauthorized use, duplication, modification, or distribution of the Owned Intellectual Property. Any use of Launch Consulting’s intellectual property beyond the scope of the service engagement without prior written consent is strictly prohibited and may result in legal action to enforce Launch Consulting’s rights.

    8. Use of Intellectual Property. Launch Consulting grants the Client a non-exclusive, worldwide, perpetual license to use the Owned Intellectual Property in connection with the services received, without any additional fees. This license is intended to empower the Client to effectively utilize the services and materials provided to the extent necessary to enable Client to make reasonable use of the Owned Intellectual Property and the Services.

    9. Client Modifications. Should the Client modify or enhance any Owned Intellectual Property, such changes are assigned to Launch Consulting without further consideration. The Client commits to assisting Launch Consulting in securing and formalizing these rights as necessary.
16. Testimonials and Endorsements.

    1. Consent for Use of Personal Information in Testimonials. By agreeing to these Terms of Service, the Client grants Launch Consulting the irrevocable and unrestricted right to use and publish testimonials provided by the Client, which may include the Client's full name, job title, and company name, for marketing, promotional, and public relations purposes. This includes the use of such information on Launch Consulting's website, social media platforms, marketing materials, and other publications aimed at promoting or highlighting our services.

    2. Voluntary Provision of Testimonials. The provision of a testimonial by the Client is entirely voluntary, and Clients are under no obligation to provide one. If a Client chooses to submit a testimonial, they acknowledge and consent to the use of their personal and professional information as outlined above.

    3. Accuracy and Authenticity. Launch Consulting commits to accurately reflecting the Client's sentiments in any testimonial publication. Clients assure that their testimonials genuinely represent their views and experiences with Launch Consulting's services. Launch Consulting reserves the right to edit testimonials for length, clarity, or grammar, without altering the essence of the Client's message.

    4. Use of Publicly Available Images. Launch Consulting reserves the right to utilize publicly available images or photographs of the Client in conjunction with their testimonial. This may include, but is not limited to, professional headshots, images from public company websites, or publicly shared images on professional networking platforms. The use of such images is solely for the purpose of enhancing the testimonial's impact and authenticity in our marketing, promotional, and public relations efforts.

    5. Withdrawal of Consent. Clients may at any time withdraw their consent for Launch Consulting to use their new testimonials by providing written notice to Launch Consulting. Upon receipt of such notice, Launch Consulting will cease the use of the Client's testimonial and related personal and professional information in new marketing or promotional materials as soon as is reasonably practicable. However, Launch Consulting may not be able to remove already published materials from circulation.

    6. Permission for Future Use. This consent extends to any future testimonials that the Client may provide to Launch Consulting, acknowledging the ongoing permission to use the Client’s name, job title, and company name, unless otherwise revoked by the Client in accordance with the terms described herein.

17. Termination Terms.

    1. Termination for Non-Payment. Launch Consulting reserves the right to terminate this Agreement with written notice if the Client fails to make any required payment by the due date. Specifically, if:
       (i) the non-payment continues for thirty (30) days following the Client's receipt of a written notice of nonpayment, or
       (ii) such non-payment incidents occur twice or more within any three (3) month period.

    2. Termination for Non-Performance. Launch Consulting also holds the discretion to terminate the Agreement should the Client fail to complete assigned tasks, fulfill responsibilities, or engage adequately in the provided services, as assessed by Launch Consulting. Upon any termination under these circumstances, the Client is still obligated to pay the full Coaching Fee, regardless of the termination reasons outlined in this section.

    3. Termination Without Cause. Launch Consulting may choose to terminate the Agreement without specific cause at its discretion. In such cases, Launch Consulting will provide a pro-rata refund for any Services not yet rendered at the time of termination.

18. Survival. The rights and obligations of Launch Consulting and Client as set forth in the Agreement shall survive its termination or expiration, including but not limited to, nondisclosure of Confidential Information and compliance with intellectual property rights.
19. Cancellation Policy.

    1. Scheduled Service Cancellations. Clients have the ability to cancel any scheduled coaching sessions, appointments, or other individually arranged services with Launch Consulting. To do so without penalty, clients must provide at least twenty-four (24) hours' advance notice, either verbally or in writing.

    2. No-Show and Insufficient Notice Penalties. Failure to provide the required 24-hour notice for cancellation, not showing up for a scheduled session, or failing to be present at the appointed time will result in the client being charged the full amount for the missed service. This policy ensures optimal resource allocation and scheduling efficiency for Launch Consulting.

    3. Policy Flexibility and Enforcement. While Launch Consulting may occasionally choose to waive the fee for cancellations or no-shows that breach the 24-hour rule, such leniency is at our discretion and on a case-by-case basis. It does not diminish our right to apply the cancellation and no-show policy strictly in subsequent instances. 

20. DISCLAIMER OF WARRANTIES.
    1. CLIENT IS RESPONSIBLE FOR ALL PERSONAL PROGRESS AND RESULTS FROM THE SERVICES. LAUNCH CONSULTING CANNOT CONTROL CLIENT’S PARTICIPATION IN THE PROGRAM. LAUNCH CONSULTING MAKES NO REPRESENTATIONS OR GUARANTEES REGARDING PERFORMANCE OTHER THAN THOSE SPECIFICALLY WRITTEN IN THE AGREEMENT.
    2. BECAUSE OF THE NATURE OF THE SERVICES PROVIDED BY LAUNCH CONSULTING, THE RESULTS EXPERIENCED BY CLIENTS VARY SIGNIFICANTLY. CLIENT ACCEPTS RESPONSIBILITY FOR THIS VARIANCE. LAUNCH CONSULTING IS NOT RESPONSIBLE FOR ANY DECISIONS CLIENT MAKES AS A RESULT OF THE SERVICES OR FOR ANY CONSEQUENCES OF THOSE DECISIONS.
    3. THE SERVICES ARE FOR EDUCATIONAL PURPOSES ONLY AND DO NOT CONSTITUTE PSYCHOLOGICAL, MEDICAL, SUBSTNACE ABUSE, LEGAL, FINANCIAL OR TAX ADVICE. CLIENT EXPRESSLY ACKNOWLEDGES AND AGREES THAT NONE OF THE ADVICE PROVIDED TO CLIENT BY LAUNCH CONSULTING PERSONNEL DURING THE COURSE OF THIS RELATIONSHIP MAY BE DEEMED MEDICAL ADVICE. IF CLIENT HAS MEDICAL QUESTIONS, CLIENT IS ADVISED TO CONSULT WITH THE APPROPRIATE MEDICAL PROFESSIONALS.
    4. LAUNCH CONSULTING WARRANTS THAT THE SERVICES WILL BE PERFORMED IN A PROFESSIONAL MANNER. LAUNCH CONSULTING HEREBY EXPRESSLY DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER ORAL OR WRITTEN, EXPRESSED OR IMPLIED, WHETHER ARISING BY CONTRACT LAW OR IN EQUITY, WITH RESPECT TO THE SERVICES. LAUNCH CONSULTING EXPRESSLY DISCLAIMS THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
21. Limitation of Liability.

    1. Advisory Role and Scope. Launch Consulting offers HR consulting, coaching, and career advisory services intended to guide businesses and individuals in making informed decisions about human resources practices and personal career development, respectively. While Launch Consulting provides recommendations based on industry best practices and extensive professional expertise, it is important to recognize that our services are advisory in nature.

    2.  Decision-Making Responsibility. Clients, whether businesses making organizational decisions or individuals making personal career decisions, acknowledge that the final choices and actions taken are based on their own discretion and are their sole responsibility. For individual clients, this includes, but is not limited to, decisions related to job acceptance, resignation, career changes, and professional development opportunities. For organizational clients, this responsibility extends to, but is not limited to, decisions involving hiring, firing, internal promotions, organizational restructuring, talent management strategies, and any other HR practices influenced by consultations with Launch Consulting. The application of our advice within the Client's organizational context is determined by the Client's judgment and governance, underlining the importance of the Client considering all factors and potential impacts within the specific environment. Launch Consulting shall not be held liable for the results or outcomes, whether direct or indirect, of any actions taken upon our advice or recommendations.

    3. EEOC Compliance. While Launch Consulting advises on best practices, including EEOC guidelines, the ultimate responsibility for legal compliance rests with the Client. The Client agrees to independently verify and ensure their actions, decisions, and practices are in full compliance with EEOC guidelines and all relevant laws and regulations.

    4. Limitation of Liability for Outcomes. Launch Consulting will not be liable for any direct, indirect, incidental, consequential, special, or exemplary damages resulting from any decision made or action taken by the client in reliance on the consulting, coaching, or advisory services provided, even if Launch Consulting has been advised of the possibility of such damages. This limitation of liability applies to decisions and actions related to employment, hiring, termination, and individual career development decisions influenced by consultations with Launch Consulting.

    5.  Acknowledgment and Agreement. By utilizing Launch Consulting's services, clients confirm their understanding and acceptance of this limitation of liability, acknowledging that the role of Launch Consulting is strictly advisory and that the ultimate decision-making authority, along with any consequences thereof, rests solely with the client, whether in a business or individual capacity.

    6. Comprehensive Limitation of Liability. NOTWITHSTANDING ANYTHING ELSE CONTAINED HEREIN TO THE CONTRARY, IN NO EVENT WILL: (A) LAUNCH CONSULTING BE LIABLE TO CLIENT FOR ANY CIRCUMSTANTIAL, CONSEQUENTIAL, CONTINGENT, EXEMPLARY, INCIDENTAL, INDIRECT, LIQUIDATED, MATERIAL, PUNITIVE, SPECIAL, SPECULATIVE OR OTHER DAMAGES, INCLUDING, WITHOUT LIMITATION, ATTORNEYS FEES OR COURT COSTS ARISING IN ANY MANNER PURSUANT TO OR IN CONNECTION WITH THE AGREEMENT OR THE SERVICES (EVEN IF LAUNCH CONSULTING IS MADE AWARE OF THE POTENTIAL FOR SUCH DAMAGES); OR (B) LAUNCH CONSULTING’S TOTAL LIABILITY RELATED TO ANY SERVICE EXCEED THE PURCHASE PRICE OF SUCH SERVICE.

    7. Exclusion of Liability for Personal Injury. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LAUNCH CONSULTING DISCLAIMS ALL LIABILITY RELATED TO AND EMERGING FROM PERSONAL INJURY TO THE CLIENT, WHETHER IN THE FORM OF STRESS, EMOTIONAL DISTRESS, ANXIETY, OR ANY OTHER TYPE OF INJURY, AND WHETHER INCURRED DIRECTLY OR INDIRECTLY FROM THE SERVICES OFFERED IN THE AGREEMENT.
22. Indemnification. Client will indemnify, defend and hold harmless Launch Consulting, its members, officers, directors, employees, agents and representatives from and against all losses, damages, liabilities, costs, and expenses including, without limitation, property damage, loss of profits or revenue, loss of use of any property, cost of capital, cost of purchased or replacement power or temporary equipment, personal or bodily injury, or death (“Losses”), that may arise pursuant to or in connection with the Agreement or the Services, regardless of whether such Losses are suffered directly by Client or arise pursuant to or in connection with a third-party suit, claim, counterclaim, demand, judgment or other action (each a “Claim”) and regardless of whether or not Launch Consulting or any third-party is proportionately negligent with respect to such Losses and/or Claim, provided that Client need not indemnify Launch Consulting for Launch Consulting’s obligation, if any, to Client under the remedies described herein. For the avoidance of doubt and without limitation, this indemnification obligation requires Client to pay any judgments against Launch Consulting or any other indemnified party resulting from any Claim, any court costs of Launch Consulting or any other indemnified party in connection with any Claim, and any reasonable attorneys’ fees and disbursements incurred by Launch Consulting or any other indemnified party in Launch Consulting’s defense of any Claim.  Launch Consulting will have the sole and exclusive right to conduct the defense of any Claim at Client’s sole and exclusive cost and expense. Client’s indemnification obligation does not depend on the truth or accuracy of any allegations made against Launch Consulting, Client or any third party. 
23. Insurance. During the term of this Agreement and for a period of 1 year after the last date of Services performed under the Agreement, an Organizational Client shall, at its own expense, maintain and carry insurance, in full force and effect that includes, but is not limited to, commercial general liability, and other applicable liability policies, each in a sum no less than $3 Million per occurrence with financially sound and reputable insurers. Upon Launch Consulting’s request, Client shall provide Launch Consulting with certificates of insurance from Client’s insurer(s) evidencing the insurance coverage specified. The certificates of insurance shall name Launch Consulting as an additional insured. Client shall provide Launch Consulting with 60 days’ advance written notice in the event of a cancellation or material change in any Client’s insurance policy.  The Parties shall assess and adjust insurance needs and requirements every 6 months or as frequently as the Parties agree.

24. Remedies and Resolution of Claims.

    1. Available Remedies for Clients. Client’s sole remedy for all damages, which Client may select to pursue at its own discretion, but that must still remain subject to the limiting language of this Agreement:
       1. A refund of the Service Fees paid to Launch Consulting within the 30 days prior to the date of the action that initiated the claim, or on the most recent date of such action if it occurred over a series of dates.
       2. A credit equivalent to the total Service Fee paid, applicable towards future services from Launch Consulting.
    2. Notification of Claims. It is agreed that both the client and Launch Consulting will provide written notice to one another regarding any claims or issues related to the services outlined in this Agreement within thirty (30) days of the incident that leads to the claim, or from the moment such an issue is recognized, whichever comes later
    3. Forfeiture of Claims. Not notifying the other party of a claim within the 30-day window will deem the claim unenforceable, leading to the forfeiture of any rights to seek remedies. This condition is set to ensure issues are addressed promptly and the service agreement's integrity is upheld.
25. Laws. Client hereby warrants and represents that it will comply with any and all Laws with respect to the purchase, use, and operation of any and all Services.  For purposes hereof, “Laws” means any national, federal, state, municipal, local (or other political subdivision) or administrative laws, constitutions, statutes, codes, ordinances, rules, regulations, requirements, standards, policies or guidance having the force of law, treaties, judgments or orders of any kind or nature whatsoever, including, without limitation, any judgment or principle of common law.
26. Interpretation of the Agreement.
    1. None of Launch Consulting’s or Client’s members, officers, partners, managers, employees, agents or representatives have any authority to orally modify or alter in any way the terms and conditions of the Agreement. The terms, conditions, and limitations set forth in the Agreement can be modified, altered, or added to only by a subsequent written instrument signed by an authorized representative of Launch Consulting and Client or by language included on the Scope of Services.  Regardless of how many times Client purchases, or has purchased, services from Launch Consulting by whatever means, each time Client accepts the Agreement, Client and Launch Consulting enter into a separate agreement that will be interpreted without reference to any other agreement between Client and Launch Consulting, or what Client may claim to be a course of dealing or course of performance that has arisen between Client and Launch Consulting. No inconsistent usage of trade or industry custom, if any, prior to, contemporaneous with or subsequent to the making of the Agreement will waive, vary, serve to explain or serve to interpret any of the terms, conditions and limitations of the Agreement. 
    2. The Agreement is the sole and exclusive agreement with respect to the matters discussed herein and the provision of Services hereunder, (except for any contemporaneous writing agreed to in writing both by Launch Consulting and Client expressly modifying the terms and conditions hereof, which is hereby incorporated herein by reference and made a part hereof) and supersedes all prior and contemporaneous agreements and understandings, negotiations, inducements, representations or conditions, whether oral or written, whether express or implied, with respect to such matters.
    3. Failure by Launch Consulting to enforce any of the terms, conditions and limitations of the Agreement will not constitute a waiver of those terms, conditions and limitations or a waiver of any other terms, conditions or limitations of the Agreement, and the failure of Launch Consulting to exercise any right (whether provided by the Agreement, law, equity, or otherwise) arising from Client’s default under the Agreement will not constitute a waiver of that right or any other rights.
27. Confidentiality.
    1. From time to time during the Term of this Agreement, either Launch Consulting or Client (as the “Disclosing Party”) may disclose or make available to the other party (as the “Receiving Party”), non-public, proprietary, and confidential information of Disclosing Party that, if disclosed in writing or other tangible form is clearly labeled as “confidential,” or if disclosed orally, is identified as confidential when disclosed and within 5 days thereafter, is summarized in writing and confirmed as confidential, specifically including the Owned Intellectual Property (“Confidential Information”); provided, however, that Confidential Information does not include any information that: (i) is or becomes generally available to the public other than as a result of Receiving Party’s breach of this Section; (ii) is or becomes available to the Receiving Party on a non-confidential basis from a third-party source, provided that such third party is not and was not prohibited from disclosing such Confidential Information; (iii) was in Receiving Party’s possession prior to Disclosing Party’s disclosure hereunder; or (iv) was or is independently developed by Receiving Party without using any Confidential Information.
    2. In taking possession of or otherwise acquiring Confidential Information in the manner described above, the Receiving Party shall: (i) protect and safeguard the confidentiality of the Disclosing Party’s Confidential Information with at least the same degree of care as the Receiving Party would use to protect its own Confidential Information, but in no event with less than a commercially reasonable degree of care; (ii) not use the Disclosing Party’s Confidential Information, or permit it to be accessed or used, for any purpose other than to exercise its rights or perform its obligations under this Agreement; and (iii) not disclose any such Confidential Information to any person or entity, except to the Receiving Party’s group who need to know the Confidential Information to assist the Receiving Party, or act on its behalf, to exercise its rights or perform its obligations under the Agreement.
    3. If the Receiving Party is required by applicable law or legal process to disclose any Confidential Information, it shall, prior to making such disclosure, use commercially reasonable efforts to notify Disclosing Party of such requirements to afford Disclosing Party the opportunity to seek, at Disclosing Party’s sole cost and expense, a protective order or other remedy. For purposes of this Section, Receiving Party shall mean the Receiving Party’s affiliates, employees, officers, directors, shareholders, partners, members, managers, agents, independent contractors, sublicensees, subcontractors, attorneys, accountants, and financial advisors.
28. Force Majeure.
    1. Launch Consulting shall not be liable or responsible to Client, nor be deemed to have defaulted or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Launch Consulting including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lock-outs, strikes or other labor disputes (whether or not relating to either party’s workforce), severe personal illness, or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, or telecommunication breakdown or power outage (each the “Force Majeure Event”).
    2. If any Force Majeure Event prevents Launch Consulting from performance of any of its obligations under the Agreement, Launch Consulting will have the right to (i) change, terminate or cancel the Agreement, or (ii) omit during the period of the Force Majeure Event all or any portion of the quantity of the Services due to be performed during that period. If Launch Consulting is unable to supply the total demands for any Services to be performed under the Agreement due to a Force Majeure Event, Launch Consulting will have the right to allocate its available Services among its customers in whatever manner Launch Consulting deems to be fair and equitable.  In no event will Launch Consulting be obligated to purchase services or materials from other than its regular sources of supply in order to enable it to supply Services to Client under the Agreement.  No change, cancellation or proration by Launch Consulting will be deemed to be a breach of any clause, provision, term, condition, or covenant of the Agreement.
29. Electronic Consent. Client acknowledges that Client’s electronic submissions constitute Client’s agreement and intent to be bound by the Agreement.  Pursuant to any applicable statutes, regulations, rules, ordinances or other laws, including, without limitation, the Electronic Signatures in Global and National Commerce Act, P.L. 106-229 (“E-Sign Act"), the Uniform South Carolina Electronic Transactions Act, or other similar statutes, CLIENT HEREBY AGREES TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, APPLICATIONS AND OTHER RECORDS AND ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED WITH LAUNCH CONSULTING. Further, Client hereby waives any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means. Client may obtain a copy of the Agreement and these Terms and Conditions of Service by printing them now at no additional cost to Client or by contacting Launch Consulting.
30. Non-Disparagement. Launch Consulting and Client agree that neither shall engage in any conduct or communications, public or private, designed to disparage, discredit, or malign the other part. 
31. Choice of Law. The Agreement and all related displays or documents and all matters arising out of or relating to this Agreement, whether sounding in contract, tort, or statute are governed by, and construed in accordance with, the laws of the State of South Carolina, United States of America (including its statutes of limitations), without giving effect to the conflict of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of South Carolina.
32. Mediation. Launch Consulting and Client will attempt to resolve any dispute in connection with this Agreement on an amicable basis through prompt, good faith discussions and non-binding mediation.
33. Arbitration. Any dispute that cannot be resolved by Launch Consulting and Client will be determined by final and binding arbitration in Beaufort County, South Carolina, before a sole arbitrator who will award attorneys’ fees and other costs to the substantially prevailing party. JAMS will administer the arbitration. The arbitration award will be in writing and will specify the factual and legal bases for the award. Judgment on the award may be entered in any court having jurisdiction. Notwithstanding anything in this Agreement to the contrary, if either Launch Consulting or Client initiates arbitration before mediation, that party will be responsible for the other party’s attorneys’ fees and costs of arbitration.
34. Choice of Forum. In the case that mediation and arbitration prove insufficient for resolving a dispute, Launch Consulting and Client irrevocably and unconditionally agree that neither party will commence any action, litigation, or proceeding of any kind whatsoever against the other party in any way arising from or relating to the Agreement, and all contemplated transactions, including, but not limited to, contract, equity, tort, fraud, and statutory claims, in any forum other than the US District Court for Beaufort County, South Carolina or, if such court does not have subject matter jurisdiction, the courts of the State of South Carolina sitting in Beaufort County, and any appellate court from any thereof. Each party irrevocably and unconditionally submits to the exclusive jurisdiction of such courts and agrees to bring any such action, litigation, or proceeding only in the US District Court for Beaufort County, South Carolina or, if such court does not have subject matter jurisdiction, the courts of the State f South Carolina sitting in Beaufort County. Each Party agrees that a final judgment in any such action, litigation, or proceeding is conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.
35. WAIVER OF JURY TRIAL. EACH PARTY ACKNOWLEDGES THAT ANY CONTROVERSY THAT MAY ARISE UNDER THIS AGREEMENT IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES AND, THEREFORE, EACH SUCH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LEGAL ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR THE TRANSACTIONS CONTEMPLATED HEREBY.
36. Severability. If any term or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in f.  Upon a determination that any term or provision is invalid, illegal, or unenforceable, the Parties shall negotiate in good faith to modify this Agreement to effect the original intent of the Parties as closely as possible in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
37. Binding Authority. Any director, officer, employee, representative, or agent of Client signing or otherwise entering into this Agreement hereby represents and warrants that he or she is duly authorized to execute and enter into this Agreement on behalf of Client.

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