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Terms & Conditions

CONFIDENTIALITY

 

Parties will treat and hold all information of or relating to this Agreement, the Services provided and the Parties’ businesses in strict confidence and will not use any of this information except in connection with fulfilling the terms of this Agreement, and, if this Agreement is terminated for whatever reason, Parties will return all such information, including account access information, and any and all copies to the original Party and will remain bound to the Confidentiality provision of this Agreement. Confidential information (herein “Confidential Information”) means information that is of value to its owner and is treated as proprietary or confidential including, but not limited to, intellectual property, inventions, trade secrets or information, financial data or information, speculation, knowledge, general Company data or reports, future business plans, strategies, customer lists and information, client acquisition strategies, advertising campaigns, information regarding executives and employees, and the terms and provisions of this Agreement.

 

Further, at all times neither Party shall use or disclose any Confidential Information relating in any way to the past, present, or future business affairs, conditions, clients, customers, efforts, employees, financial data, operations, practices, products, processes, properties, sales, or services of or relating in any way to the Company in whatever form to any parties outside of this Agreement.

 

This Agreement imposes no obligation upon the Parties with respect to any Confidential Information that was possessed before initial business interactions commenced between the Parties; is or becomes a matter of public knowledge through no fault of receiving Party; is rightfully received from a third party not owing a duty of confidentiality; is disclosed without a duty of confidentiality to a third party by, or with the authorization of the disclosing Party; or is independently developed by either Party without prior knowledge of privileged or confidential information.


 

INTELLECTUAL PROPERTY

 

Any and all work created as a result of Virtually Essential Consulting’s services is considered a work for hire and are expressly assigned to and owned by Client upon creation. Parties own their respective trademarks and intellectual property used in the normal and separate course of their business and agree not to infringe upon or otherwise use each other’s respective intellectual property except for in the course of providing Client with its Services. Virtually Essential Consulting reserves the right to retain materials to be included as samples and/or part of a portfolio. All client personal information will be removed prior to sharing.

 

STYLE RELEASE

 

Client has spent a satisfactory amount of time reviewing Virtually Essential Consulting’s work and has a reasonable expectation that services will produce a reasonably similar outcome and result for Client. Virtually Essential Consulting will use reasonable efforts to ensure Client’s services are carried out in a style and manner consistent with Virtually Essential Consulting’s current portfolio and services, and will try to incorporate any suggestions Client makes. However, Client understands and agrees that:

 

  • Every client and final delivery is different, with different tastes, budgets, and needs;

 

  • Content creation is a subjective service and Virtually Essential Consulting is a provider with a unique vision, with an ever-evolving style and technique;

 

  • Virtually Essential Consulting will use her personal judgment to create favorable results for Client, which may not include strict adherence to Client’s suggestions;

 

  • Dissatisfaction with Virtually Essential Consulting’s independent judgment or individual management style are not valid reasons for termination of this Agreement or request of any monies returned.  


 

INDEMNIFICATION

 

Client agrees to indemnify and hold harmless Virtually Essential Consulting and its employees, agents and independent Virtually Essential Consultings for any injury, property damage, liability, claim or other cause of action arising out of or related to Services provided herein.

 

ASSUMPTION OF RISK

 

Client and related parties/ participants expressly assume any risk of custom content creation and related activities as described herein.

 

NON-DISPARAGEMENT

 

The Parties mutually agree not to make public defamatory statements that would materially harm the reputation or business activities of any Parties to this Agreement.


 

Virtually Essential Consulting DESIRES TO CANCEL OR RESCHEDULE

 

In the event Virtually Essential Consulting cannot or will not perform her obligations in any or all parts of this Agreement, it (or a responsible party) will immediately give Notice to Client, and at the Virtually Essential Consulting’s discretion, either attempt to find a reasonable substitute to fulfill the terms of this Agreement or issue a refund or credit based on a reasonably accurate percentage of Services rendered. In the case of a refund where, at the discretion of the Virtually Essential Consulting, no reasonable substitute is found, Virtually Essential Consulting shall excuse Client of further performance obligations in this Agreement.

 

FORCE MAJEURE

 

Either party may choose to be excused of any further performance obligations in the event of a disastrous occurrence outside the control of either party that materially affects the performance of Services, such as: an act of God (fires, explosions, earthquakes, hurricane, natural disasters, flooding, storms or infestation), or War, Invasion, Act of Foreign Enemies, Embargo, or other Hostility (whether declared or not), or any hazardous situation created outside the control of either party such as a riot, disorder, nuclear leak or explosion, or act or threat of terrorism.

 

NO-SHOWS

 

If it becomes impossible for Virtually Essential Consulting to render Services due to the fault of the Client or parties related to Client, such as failure to provide necessary elements of the Services or failure of one or more essential parties to the Services to complete tasks in a timely manner, it is within the Virtually Essential Consulting’s sole discretion to allow for any additional time or dates to render Services. In such an event, any outstanding amount will immediately become due and payable to Virtually Essential Consulting.

 

GOVERNING LAW

 

The laws of North Carolina govern all matters arising under or relating to this Agreement, including torts.

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