Terms and Conditions

Last Updated: 6/1/2025

These Terms and Conditions (“Agreement”) govern all services provided by Fledgling Media LLC (“Provider”, “we”, or “our”) to the client (“Client”, “you”, or “your”). By engaging our services and submitting payment, you agree to these Terms and Conditions in full.

1. Scope of Services

Fledgling Media LLC provides fractional Virtual and Personal Assistant support. Services are tailored to professional needs as determined by the client and will be delivered remotely by an assigned assistant. Clients meet with their assistant regularly to outline and manage tasks. Virtual assistants are not available on an unlimited basis and may take vacation, sick days, or personal time. Substitutions will be offered when possible and communicated in advance.

We reserve the right to reassign virtual assistants or subcontract service delivery at our discretion. In cases of performance concerns, we will collaborate with the client to determine appropriate changes, including possible reassignment.

2. Cooperation

Client acknowledges that the successful and timely rendering of the Services will require the good faith cooperation of Client. Client shall fully cooperate with by providing all information as may be reasonably required by Provider in order to provide services. Provider and Client agree that the working partnership shall be characterized by mutual respect and dignified treatment of all personnel, clients, contractors, and subcontractors. Virtual Assistants shall not be tasked with illegal or unethical assignments. Provider reserves the right to terminate Service Agreements immediately for Clients found to be acting disrespectfully.

3. Change Procedures

As a matter of course, all changes to this Service Agreement shall be made in writing.

a. Virtual Assistant. At times a change in virtual assistant may be required by the Provider or at the request of the Client. If Provider initiates the changes, Provider will provide as much written notice to Client as is feasible and supply a replacement virtual assistant. If Client requests a change in Virtual Assistant, a written request with reason for the change shall be submitted to the Provider. Provider will supply a change response to Client within five (5) days after the Provider receives a change request and update contract documentation as needed.

b. Scope of Support. If Client desires a change in scope of support (such as in number of hours or support or a change in professional/personal support), Client shall submit the request in writing to Provider. Client accepts that these changes may impact the monthly fee. Provider will supply a change response to Client within five (5) days after the Provider receives a change request and update contract documentation as needed.

4. Provider Personnel and Subcontractors

Client acknowledges and agrees that Provider shall have the right, in its sole discretion, to remove or reassign Provider’s Representatives or subcontractors who are assigned to provide the Services hereunder. Provider agrees to notify Client before such removal or reassignment if such notice is possible. In the event Client believes that any of Provider’s Representatives or subcontractors are failing to perform the Services in a satisfactory manner, Client shall promptly notify Provider as to the reasons for such failure. Upon receipt of such notice or as soon as reasonably practical thereafter, Provider and Client shall mutually determine the best course of action to take to resolve such failure, which action may include replacing such personnel. In performance of its obligation hereunder, Provider reserves the right, in its sole discretion, to subcontract its services to be performed by any third party, provided that Provider shall remain responsible for the performance of any such third party.

5. Payment Terms

Project Support. One-off projects have a one-time lump sum payment due prior to project kickoff.

Ongoing Support. Recurring Payment amounts may vary depending on the level of support selected. All fees are processed through secure, recurring billing. Your payment date corresponds to the date your subscription was initiated.

If payment is not received within five (5) business days of the scheduled date, a $50 administrative fee will be applied. Failure to remit payment within the required timeframe may result in service suspension or termination.

No refunds. All sales are final. We do not offer refunds for any services purchased. By completing a purchase with us, you acknowledge and agree that you are not entitled to a refund.

6. Term & Renewal

For project support, the term is as listed in the project scope. Renewal is not automatic and must be requested and approved in writing.

For ongoing support, the initial term of service is ninety (90) days and automatically renews on a monthly basis. You may cancel your agreement at any time with thirty (30) days’ written notice. An email notice by one party will suffice. Upon cancellation, services will continue through the end of the current billing cycle. No mid-month terminations or refunds will be issued. No cancellation fees apply.

7. Confidentiality

Provider, and its employees, agents, or representatives will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Provider, or divulge, disclose, or communicate in any manner, any information that is proprietary to Recipient. Provider and its employees, agents, and representatives will protect such information and treat it as strictly confidential. This provision will continue to be effective after the termination of this Contract. Any oral or written waiver by Recipient of these confidentiality obligations which allows Provider to disclose Recipient's confidential information to a third party will be limited to a single occurrence tied to the specific information disclosed to the specific third party, and the confidentiality clause will continue to be in effect for all other occurrences.

8. Work Product Ownership

Any copyrightable works, ideas, discoveries, inventions, patents, products, or other information (collectively the "Work Product") developed in whole or in part by Provider in connection with the Services will be the exclusive property of Provider. Upon request, Recipient will execute all documents necessary to confirm or perfect the exclusive ownership of Provider to the Work Product.

9. Default & Termination

A material default occurs if either party fails to meet their obligations under this Agreement, including non-payment, insolvency, or unprofessional behavior. Upon notice of default, the breaching party has fifteen (15) days to resolve the issue. Failure to do so may result in automatic termination of services.

10. Email Communications

By engaging our services, you agree to be added to the Fledgling email list. Our emails may include updates, resources, and relevant service information. You may unsubscribe at any time using the link provided in each email.

11. Attorney’s Fees and Collection Costs

If there is dispute relating to any provisions in this Contract, the prevailing party is entitled to, and the non-prevailing party shall pay, the costs and expenses incurred by the prevailing party in the dispute, including but not limited to all out-of- pocket costs of collection, court costs, and reasonable attorney fees and expenses.

12. Remedies

If there is dispute relating to any provisions in this Contract, the prevailing party is entitled to, and the non-prevailing party shall pay, the costs and expenses incurred by the prevailing party in the dispute, including but not limited to all out-of- pocket costs of collection, court costs, and reasonable attorney fees and expenses.

13. Force Majeure

If performance of this Contract or any obligation under this Contract is prevented, restricted, or interfered with by causes beyond either party's reasonable control ("Force Majeure"), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, plague, epidemic, pandemic, outbreaks of infectious disease or any other public health crisis, including quarantine or other employee restrictions, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages or other labor disputes, or supplier failures. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.

14. Entire Agreement

This Contract contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written concerning the subject matter of this Contract. This Contract supersedes any prior written or oral agreements between the parties.

15. Severability

If any provision of this agreement will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this Contract is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.

16. Amendments

This Contract may be modified or amended in writing by mutual agreement between the parties, if the writing is signed by the party obligated under an amendment.

17. Waiver

Failure to enforce any provision of this Agreement does not constitute a waiver of future enforcement.

18. Governing Law

This agreement shall be construed in accordance with the laws of the State of California

19. Notice

Any notice or communication required or permitted under this Contract shall be sufficiently given if delivered in person or by certified mail, return receipt requested, to the address set forth in the opening paragraph or to such other address as one party may have furnished to the other in writing.

20. Waiver of Contractual Right

The failure of either party to enforce any provision of this Contract shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Contract.

21. Attorney’s Fees to Prevailing Party

In any action arising hereunder or any separate action pertaining to the validity of this Agreement, the prevailing party shall be awarded reasonable attorney's fees and costs, both in the trial court and on appeal.

22. Assignment

Neither party may assign or transfer this Contract without the prior written consent of the non-assigning party, which approval shall not be unreasonably withheld.

23. Contact Information

Fledgling Media LLC

Email: [email protected]

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