FLEXIBLE ENGAGEMENT AND UPFRONT PAYMENT CONTRACT TERMS

Engagement + Payment Terms

The Statement of Work, by and between the Awesome Business, LLC (“the Provider”) and [CLIENT] (“the Client”), is effective as of the date of the last signature hereto and is subject to the Payment Schedule, Fee Rates, Terms in this section.

This Flexible Statement of Work + Blocks of Hours is a time and expense engagement. The Client will pay for time worked and authorized expenses as outlined throughout the Statement of Work and Master Agreement. The Provider shall only invoice and be compensated for time spent communicating and completing the engagement with the Client.

Refunds

Upon initiation of the engagement and payment processing, the Provider cannot issue refunds in the event of cancellation, regardless of progress. This policy enables us to allocate our resources and plan our workload efficiently.

Travel Expenses

There is no travel outlined in the Statement of Work; as such, the Provider will not invoice the Client for time spent traveling to and from engagement location(s) unless the Client requests the Provider to travel and the Provider agrees to travel. The Client will incur all travel (mileage, gas, hotel(s), flight, rentals) + food costs for any member representing the Provider in a work capacity during a trip, subject to fees outside the fees outlined in the Statement of Work. Travel expenses will be itemized with receipts and invoiced on the first of the month for the prior month’s travel expenses.

Additionally, travel time (commuting) and time spent with the Client during a trip will be billed against the available hours in the purchased block of hours. If there are no available hours remaining or the trip will incur more hours than available, the Provider will invoice the Client for those hours with the itemized expenses on the first of the month for the prior month’s travel expenses.

Fees Not to Exceed

The Client is not obligated to and will not pay any invoiced amounts in excess of those set forth in the Statement of Work Fees Not to Exceed section. The total Expenses charged under the Statement of Work shall not exceed the sum specified in Fees Not to Exceed section, which sum shall be no greater than 20% of the total professional fees billed for professional services.

Billing & Payment

The Provider will invoice the Client in 80-hour increments as the project progresses. The Provider will inform the Client when 50% of invoice hours are reached and invoice for the next 80-hour increment when 75% of invoiced hours are reached. At the end of each phase or billing cycle, the Provider and the Client Project Manager will meet to level-set on remaining hours and their allocation.

If the invoice installment remains unpaid after the full utilization of the paid invoiced hours, the Provider will pause all services. This suspension will continue until the outstanding balance is fully paid. Our goal is to maintain a smooth and continuous workflow, and timely payments are crucial for this purpose.

100% of the 1st invoice for the Statement of Work must be paid in full by the Client before initiating the Statement of Work by the Provider.

Billable Engagement Categories

• Communications [Email/Chat Correspondence, Phone Calls/Text Message] (with the Client); includes non-related project scoping and Out of Scope requests.
• Virtual Meetings (with the Client + the Client selected contractors or consultants)
• Engagement Production, including internal meetings, planning, building, documenting, implementing, and testing.

Services provided under the Statement of Work shall be based on Boisterous Lab’s hourly consulting rates listed in the Statement of Work. Meetings and production tasks where both consultants are present are billed at a 2x rate / or as 2-hour increments. The Client agrees to the 3% service charge fee for paying by a credit card.

While the Statement of Work operates on a flexible block engagement, adherence to the tasks and deliverables specified in the Statement of Work is critical for completing the work within the contracted block of hours. Any additional tasks or changes to the scope requested by the Client will be accommodated by deducting from the existing hour block or, if necessary, purchasing additional hours. To ensure cost predictability, any extra hours required throughout 2024 are available at a locked-in rate of $100 per hour. This rate applies irrespective of the additional hours needed, whether 5, 10, or 20+.

Requirement for Administrative Access

The Provider requires the appropriate administrative access to all relevant platforms, accounts, and assets. Granting the appropriate level of access ensures that our team can perform tasks as outlined in the Statement of Work to the designated engagement timeline to prevent additional costs per the Client Responsiveness and Delayed Launch section in the terms. We adhere to the highest standards of security and confidentiality when accessing and handling your platforms, accounts, and materials.

Vendor and Engagement Management

The Provider will be an exclusive engagement manager of the Statement of Work. Additional vendors may not be added to the Statement of Work without approval from the Provider. This ensures a unified approach to the project and prevents any potential overlap or conflict with the established engagement goals.

In specific cases where additional vendor involvement is deemed necessary to complete the Statement of Work by the Provider, we will evaluate and integrate such vendors. The Client will be consulted as needed during this process. This approach ensures streamlined project management and adherence to the engagement goals, with additional vendor involvement being an exception, managed directly by the Provider.

Ownership of Work

Upon the conclusion of our engagement and after receiving full payment, the Client will gain ownership of all accounts, files, and digital assets developed and used during the engagement. This transfer includes all associated intellectual property rights, such as copyrights, trademarks, and patents related to the campaign materials. The Provider will ensure a smooth transition by transferring all necessary access credentials and digital files to the Client's team, guaranteeing complete control and ownership of these assets for future use.