Terms of
Service

1. Introduction and Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Assistvex ("Company," "we," "us," or "our"), located at 108 E Dixie Ave, Elizabethtown, KY 42701. By accessing our website, engaging with our services, signing a service agreement, or communicating with our team in the context of a business engagement, you acknowledge that you have read, understood, and agree to be bound by these Terms in their entirety.

If you are entering into this agreement on behalf of a business entity, corporation, limited liability company, partnership, or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms. In such cases, "you" and "your" shall refer to that entity.

Assistvex reserves the right to modify, update, or replace these Terms at any time. Any such changes will be posted on our website and, where material, communicated to active clients via the primary contact email address on file. Your continued use of our services following the posting of any modifications constitutes acceptance of those changes. It is your responsibility to review these Terms periodically for updates.

If you do not agree with any part of these Terms, you must discontinue use of our services immediately and notify us in writing within the timeframe specified in your service agreement.

2. Description of Services

Assistvex provides professional administrative and business support services to organizations of various sizes across the United States. Our services are entirely support-based and operate remotely using digital tools, platforms, and communication systems agreed upon between the Client and Assistvex.

2.1 Service Categories

Our current service offerings include, but are not limited to:

• Documentation Management: Maintaining, organizing, formatting, filing, and structuring internal documents, templates, and company records.
• Database Maintenance and Structuring: Updating, cleaning, reorganizing, and restructuring data sets, client records, operational logs, and internal tracking systems.
• Internal Reports and Work Materials: Preparing, formatting, and delivering polished internal reports, briefings, presentation materials, and operational documentation.
• Workflow Coordination: Managing recurring internal workflows, task tracking, cross-team deadline follow-up, and operational coordination between departments or individuals.
• Remote Operational Assistance: Ongoing day-to-day remote administrative support, including scheduling coordination, inbox management, and operational task execution using client-approved digital tools.

2.2 Service Limitations

Assistvex expressly does not provide services in any of the following regulated domains: financial advisory, investment consulting, legal counsel or representation, accounting or tax preparation, licensed healthcare administration, or any activity requiring licensure under federal, state, or local law. All services provided are purely administrative and operational in nature.

Any specific scope of services, deliverables, timelines, and pricing will be detailed in a separate written Service Agreement or Statement of Work executed between the Client and Assistvex prior to the commencement of any work.

3. Client Responsibilities

In order for Assistvex to perform services effectively and within the agreed timelines, the Client agrees to fulfill the following responsibilities throughout the duration of the engagement:

• Provide timely, accurate, and complete information, documentation, and access to the systems and tools necessary for Assistvex to perform the agreed services.
• Designate at least one primary point of contact within the Client organization who is authorized to make decisions, approve deliverables, and communicate on behalf of the Client.
• Respond to communications from Assistvex within the response timeframes established in the Service Agreement, or within two (2) business days if no specific timeframe is agreed upon.
• Ensure that all access credentials, permissions, and authorizations provided to Assistvex are current, valid, and sufficient for the performance of the agreed services.
• Notify Assistvex promptly of any changes to organizational structure, priorities, personnel, or systems that may affect the scope or delivery of services.
• Maintain compliance with all applicable laws, regulations, and third-party platform terms in relation to the information and systems shared with Assistvex.
• Promptly review and approve deliverables within the timeline established in the Service Agreement, providing clear and actionable feedback where revisions are required.

Failure to fulfill these responsibilities may result in delays, scope adjustments, or the suspension of services without liability to Assistvex. Where Client delays or non-performance directly impact the ability of Assistvex to deliver within agreed timelines, the agreed delivery schedule may be extended proportionately without penalty to Assistvex.

4. Fees, Payment Terms, and Invoicing

All fees for services are established in the applicable Service Agreement or Statement of Work. By agreeing to a Service Agreement, the Client commits to the payment terms outlined therein. The following general payment terms apply unless otherwise specified in writing:

4.1 Retainer-Based Engagements

Monthly retainer fees are invoiced on the first business day of each service month and are due within fifteen (15) calendar days of the invoice date. Retainer payments are non-refundable except as specifically outlined in our Refund Policy. A retainer secures a defined allocation of time and resources each month; unused capacity within a retainer period does not carry over to subsequent months unless expressly agreed in writing.

4.2 Project-Based Engagements

For defined-scope project engagements, a deposit of fifty percent (50%) of the total project fee is due prior to the commencement of work. The remaining balance is invoiced upon project completion or at defined milestone stages as specified in the Statement of Work, with payment due within fifteen (15) calendar days of the invoice date.

4.3 Late Payments

Invoices not paid within the due date are subject to a late fee of one and a half percent (1.5%) of the outstanding balance per calendar month. Assistvex reserves the right to suspend services without penalty in the event that any invoice remains unpaid for more than thirty (30) calendar days following the due date. Suspended services will be resumed within two (2) business days of receipt of full payment, including any accrued late fees.

4.4 Taxes

All fees quoted by Assistvex are exclusive of any applicable sales tax, use tax, VAT, or other governmental levies. Where applicable, such taxes will be added to the invoice and are the sole responsibility of the Client.

5. Intellectual Property and Ownership

Upon receipt of full and final payment for services rendered, all work product, deliverables, reports, documents, and materials produced by Assistvex specifically for the Client in connection with the applicable Service Agreement shall be considered work-for-hire and shall vest in the Client as the owner of such materials.

Assistvex retains ownership of all proprietary methodologies, frameworks, templates, processes, tools, and know-how developed independently of any specific Client engagement. Nothing in these Terms or in any Service Agreement grants the Client any license or ownership right over Assistvex's proprietary internal systems, tools, or methodologies.

The Client represents and warrants that any materials, data, or content provided to Assistvex for use in performing services do not infringe upon the intellectual property rights of any third party, and the Client agrees to indemnify Assistvex against any claims arising from such infringement.

6. Confidentiality

Both parties acknowledge that in the course of the engagement, each may receive, access, or be exposed to confidential, proprietary, or sensitive information belonging to the other party. Each party agrees to hold such information in strict confidence and not to disclose it to any third party without the express written consent of the disclosing party, except as required by applicable law or court order.

Assistvex team members with access to Client systems and materials are bound by confidentiality obligations as a condition of their engagement with Assistvex. Assistvex implements reasonable technical and organizational safeguards to protect Client data from unauthorized access, disclosure, or loss.

Confidentiality obligations under this section survive the termination of the Service Agreement for a period of three (3) years from the date of termination, or for such longer period as may be required by applicable law.

7. Limitation of Liability

To the fullest extent permitted by applicable law, Assistvex shall not be liable to the Client or any third party for any indirect, incidental, special, consequential, exemplary, or punitive damages arising out of or related to the services, including but not limited to loss of revenue, loss of profit, loss of business, loss of data, or loss of goodwill, even if Assistvex has been advised of the possibility of such damages.

In any case, Assistvex's total cumulative liability to the Client for any and all claims arising out of or related to a specific Service Agreement shall not exceed the total fees paid by the Client to Assistvex during the three (3) months immediately preceding the event giving rise to the claim.

Assistvex does not guarantee specific business outcomes, performance improvements, or results from the use of its administrative support services. All services are delivered on a best-efforts basis in accordance with professional standards.

8. Termination

Either party may terminate a Service Agreement upon thirty (30) days written notice to the other party. For monthly retainer agreements, termination will take effect at the end of the current billing month following the notice period. For project-based agreements, termination mid-project will result in invoicing for all work completed through the date of termination, with any applicable deposit applied against that balance.

Assistvex reserves the right to terminate any Service Agreement immediately and without further obligation in the event that: (a) the Client fails to make payment within thirty (30) days of the due date after written notice; (b) the Client engages in conduct that is unlawful, abusive, or in material breach of these Terms; or (c) continued performance would require Assistvex to violate any applicable law or regulation.

Upon termination for any reason, the Client shall return or destroy any Assistvex proprietary materials, and Assistvex shall return or delete any Client-provided credentials, data, or confidential information as specified in the Service Agreement or as requested in writing by the Client.

9. Dispute Resolution and Governing Law

These Terms and all Service Agreements shall be governed by and construed in accordance with the laws of the Commonwealth of Kentucky, without regard to its conflict of law provisions.

In the event of any dispute, claim, or controversy arising out of or relating to these Terms or any Service Agreement, the parties agree to first attempt resolution through good-faith negotiation. If the parties are unable to resolve the dispute within thirty (30) days of written notice of the dispute, either party may pursue resolution through binding arbitration in Hardin County, Kentucky, administered in accordance with the rules of the American Arbitration Association.

The prevailing party in any arbitration or court proceeding shall be entitled to recover reasonable attorneys' fees and costs from the non-prevailing party. Nothing in this section prevents either party from seeking emergency injunctive or equitable relief in a court of competent jurisdiction.

10. General Provisions

These Terms, together with the applicable Service Agreement or Statement of Work, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous understandings, representations, warranties, and agreements. No amendment to these Terms shall be binding unless made in writing and signed by authorized representatives of both parties.

If any provision of these Terms is found to be unenforceable or invalid under applicable law, such provision shall be limited or eliminated to the minimum extent necessary so that the remaining provisions remain in full force and effect. The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

These Terms are not assignable by the Client without the prior written consent of Assistvex. Assistvex may assign its rights and obligations under these Terms in connection with a merger, acquisition, sale of assets, or by operation of law.