Additional Terms and Conditions for Paying Clients

Updated January 1, 2024

Rules & Regulations

Additional Terms and Conditions For Paying Clients

Under Kentucky law, the parties to this Agreement hereby agree as follows:

BT will begin implementation and/or management of the Clients Scope of Work ("Services") as described herein or via written and signed addendum(s). All terms and conditions will remain active in perpetuity with any addendums unless specifically stated or modified in writing via an addendum.

Non-Recurring Services: All Services that DO NOT recur will be delivered as quickly as reasonably possible and according to the verbal or written understanding of such timeframe for completion determined between the Client and BT.

Recurring Services: Unless otherwise stated herein, all services that DO recur will be delivered for a period of one year, commencing according to the terms of this agreement or terminated earlier under the terms of this Agreement. This Agreement WILL AUTOMATICALLY RENEW for subsequent annual periods unless a Party provides written notice of non-renewal at least sixty (60) days before the applicable period's expiration.

The Client agrees to pay for all Services stated within this Agreement, according to the above amounts, which are to be paid timely by good check, cash, money order, credit card, or debit card. Any amounts over $500 must be paid by check or ACH, or if desired, can be paid by credit card with an additional 3% fee added to that payment amount or billed by BT later. If full payment in good funds is not received by the fifth day of the due date, a late penalty of ten percent (10%) of the unpaid balance, plus $5.00 per day, will be added to the monthly amount. An additional $50.00 will be charged for any bad checks.

Client acknowledges that its failure to pay any amounts due hereunder timely, or any portion thereof, shall be a material breach of this Agreement for which BT may, in addition to pursuing all other remedies, immediately suspend all Services and may terminate this Agreement. The client shall reimburse BT for all expenses incurred by BT in exercising any of its rights under this Agreement or applicable law concerning a default in payment or another breach of this Agreement by the Client, including reasonable attorneys' fees and the fees of any collection agency retained BT. If the Client does not pay for BT's Services when invoiced and within the Client's responsibility within this Agreement for any reason, BT will attempt to collect payment for such Services rendered using any and all previous payment methods willingly provided to BT and on file for any other purposes which may include other credit cards or bank accounts.

Work requests by the Client that could possibly fall outside the normal monthly management and support provided within this scope of work will be billed separately. Should the need for additional services arise, the client must approve any work that BT considers outside this scope of work before any billing can be deemed payable.

BT will prioritize the Services' performance and undertake commercially reasonable efforts to perform the Services with the highest quality and professionalism. The Client agrees to promptly review any deliverables and provide written comments and corrections to BT if needed.

Quality and professional communication between Client and BT is ESSENTIAL at all times and should be done via the company email: or the company phone at 859-523-3053 or scheduled via online or personal appointments. The client and the client's personnel must cooperate timely and professionally with BT and provide assistance, technical information, and feedback as reasonably requested so that BT can effectively execute the Services. It is the Client's sole responsibility to review, quality check, and provide BT's deliverables' final approval within the requested periods. Change requests not provided to BT within 14 days of delivery will be deemed approved by the client for those services. Any change requests received after this time will be billed separately.

If the Client or BT becomes dissatisfied for any reason, the dissatisfied party must inform the other party to promptly remedy the situation or receive a written “non-renewal termination notice” to be received at least sixty days (60) prior to renewal date. No Termination Notice by Client shall be effective unless accompanied by payment of all amounts then due and owing to BT up to and including the Termination Notice date. All other amounts due to BT shall be due and payable on such termination's effective date.

The Client permits BT to reproduce, publish, and display any work delivered to the Client and publicly be credited with authorship of the work. BT will be free at any time to use such work and any data collected during the deliverability of Services to improve and enhance BT's offerings for professional advancement. This paragraph shall survive the termination of this Agreement.

Each Party agrees not to hire, solicit for hire, or permit hiring the other Party's personnel directly or indirectly. If breached, the affected Party would be entitled to injunctive relief in addition to all other remedies available by law. This paragraph shall survive the termination of this Agreement.

BT will do its best but makes no guarantee of results and makes no representation or warranty that any Services or deliverables will be uninterrupted or error-free. No warranty can be made that deliverables are complete or suitable for the Client's purpose; therefore, it is the Client's sole responsibility to review, quality check, and assume full acceptance of all deliverables provided by BT at all times. The Client agrees that BT shall not be liable to the Client for any damages of any kind and hereby irrevocably agrees to hold BT and personnel and agents harmless for any matter. This paragraph shall survive the termination of this Agreement.

Each Party, its agents, and employees shall hold and maintain in the strictest confidence all Confidential Information, shall not disclose Confidential Information to any third party, and shall not use any Confidential Information except as may be necessary to perform its obligations according to this Agreement. This paragraph shall survive the termination of this Agreement.

BT is an independent contractor, not an employee of the Client. This Agreement does not create a partnership or joint venture, and neither Party is authorized to act as an agent for the other Party.

No amendment, modification, or waiver of any provision of this Agreement will be effective unless in writing and signed by both parties authorized representatives. This Agreement may be executed in counterparts or addendums, and all of which, taken together, shall constitute the same Agreement. Should any action or proceeding be brought to enforce any term, covenant, or condition of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees, court costs, and related expenses. This paragraph shall survive the termination of this Agreement.

The client HAS READ THIS AGREEMENT CAREFULLY, UNDERSTANDS, AND AGREES TO ITS TERMS, and a duly authorized representative has executed it accordingly.