Terms of Service

TERMS OF SERVICE

Effective Date: October 9, 2025

These Terms of Service ("Terms") govern your access to and use of the services, products, content, and materials provided by Scale Advisors LLC ("Scale Advisors," "we," "us," or "our"), including our website, courses, programs, consulting services, memberships, digital products, and all related offerings (collectively, the "Services").

By accessing or using our Services, you agree to be bound by these Terms. If you do not agree, do not use our Services.

1. ACCEPTANCE OF TERMS

1.1 Agreement to Terms

By creating an account, making a purchase, or otherwise accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

1.2 Age Requirement

You must be at least 18 years old to use the Services. By using the Services, you represent that you are at least 18 years old and have the legal capacity to enter into binding agreements.

1.3 Business Entity

If you are using the Services on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms, and "you" refers to both you individually and the entity.

1.4 Changes to Terms

We may modify these Terms at any time. When we make changes, we will update the "Effective Date" and post the revised Terms on our website. For material changes, we will provide notice via email or prominent notice on the Services. Your continued use of the Services after changes constitutes acceptance of the revised Terms.

2. SERVICES OVERVIEW

2.1 Products and Services

We offer various products and services including but not limited to:

(a) Information products (courses, ebooks, guides, templates, frameworks) (b) Membership programs and subscriptions (c) Consulting and coaching services (d) Done-for-you implementation services (e) Marketing services (f) Software and digital tools (g) Events, workshops, and training programs

2.2 Service Descriptions

Service descriptions, pricing, features, and availability are subject to change without notice. We reserve the right to modify, discontinue, or limit any product or service at any time.

2.3 No Guarantee of Availability

We do not guarantee that the Services will be available at all times or that access will be uninterrupted, timely, secure, or error-free.

3. ACCOUNT REGISTRATION AND SECURITY

3.1 Account Creation

To access certain Services, you must create an account by providing accurate, current, and complete information.

3.2 Account Security

You are responsible for:

(a) Maintaining the confidentiality of your account credentials (b) All activities that occur under your account (c) Notifying us immediately of any unauthorized access or security breach (d) Ensuring your account information remains accurate and up-to-date

3.3 One Account Per Person

You may only create one account per person. Creating multiple accounts to circumvent restrictions, access additional trial periods, or gain unfair advantages is prohibited.

3.4 Account Termination

We may suspend or terminate your account at any time for violation of these Terms, fraudulent activity, abuse of the Services, or any other reason at our sole discretion. Upon termination, your right to access the Services immediately ceases.

4. PURCHASES AND PAYMENTS

4.1 Pricing

All prices are in U.S. dollars unless otherwise stated. Prices are subject to change without notice. We are not responsible for pricing errors.

4.2 Payment Terms

Payment is due at the time of purchase unless otherwise agreed in writing. We accept payment via credit card, debit card, PayPal, and other payment methods we may offer.

4.3 Payment Processing

Payments are processed by third-party payment processors (Stripe, PayPal, etc.). You agree to comply with their terms and conditions. We do not store complete payment card information on our servers.

4.4 Subscription Services

For subscription-based services:

(a) You authorize us to charge your payment method on a recurring basis according to the billing cycle (monthly, annually, etc.) (b) Subscriptions automatically renew unless you cancel before the renewal date (c) You are responsible for all charges until you cancel (d) Renewal prices may differ from initial promotional prices

4.5 Cancellation of Subscriptions

You may cancel subscriptions at any time through your account settings or by contacting us. Cancellation takes effect at the end of the current billing period. You remain responsible for any charges incurred before cancellation.

4.6 Payment Plans

If payment plans are offered:

(a) You agree to make all scheduled payments (b) Failure to make payments may result in suspension of access until payments are current (c) Outstanding balances may be sent to collections (d) You remain obligated to pay the full amount regardless of your use of the Services

4.7 Late Payments

Late payments may incur late fees and interest as permitted by law. Unpaid balances may be referred to collection agencies, and you will be responsible for all collection costs including reasonable attorney's fees.

4.8 Taxes

You are responsible for all applicable taxes associated with your purchase. Prices do not include taxes unless explicitly stated. We will collect applicable sales tax where required by law.

5. REFUND AND CANCELLATION POLICY

5.1 General Refund Policy

Refund policies vary by product and service. The specific refund terms applicable to your purchase will be disclosed at the time of purchase.

5.2 Standard Refund Terms

Unless otherwise stated:

(a) Digital Products and Courses: Refunds available within 30 days of purchase if you are unsatisfied (b) Consulting and Coaching Services: Refunds handled on a case-by-case basis; typically no refunds after services have been delivered (c) Subscriptions: No refunds for partial months; cancel before renewal to avoid future charges (d) Done-For-You Services: Refund eligibility depends on project stage; typically no refunds once work has commenced

5.3 How to Request a Refund

To request a refund, contact us at 8401 Mayland Drive STE A, Richmond, Virginia 23294 or [email protected] with your order information and reason for the refund request.

5.4 Refund Processing

Approved refunds will be processed to the original payment method within 10 business days. You are responsible for any payment processing fees, currency conversion fees, or other charges imposed by financial institutions.

5.5 Refund Abuse

We reserve the right to deny refunds if we determine you have abused the refund policy, including making repeated refund requests, requesting refunds after consuming substantial content, or engaging in fraudulent activity.

5.6 No Refund After Consumption

Certain products and services are not eligible for refunds once substantially consumed, accessed, downloaded, or used, unless otherwise noted. This includes but is not limited to:

(a) Coaching or consulting sessions after they have been conducted (b) Access to live events or webinars after they have occurred (c) Custom work or services after delivery

6. INTELLECTUAL PROPERTY RIGHTS

6.1 Our Intellectual Property

All content, materials, software, tools, templates, frameworks, methodologies, text, graphics, logos, images, videos, audio, and other materials provided through the Services are owned by or licensed to Scale Advisors and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

6.2 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your personal or internal business use only, in accordance with these Terms.

6.3 Restrictions on Use

You may not:

(a) Copy, reproduce, distribute, publish, or create derivative works from our content without written permission (b) Modify, reverse engineer, decompile, or disassemble any software or technology (c) Remove, alter, or obscure any copyright, trademark, or proprietary notices (d) Use our content for commercial purposes without authorization (e) Share, sell, rent, lease, or sublicense access to the Services (f) Share login credentials or provide unauthorized access to others (g) Frame, mirror, or scrape content from the Services (h) Use automated tools (bots, spiders, scrapers) to access the Services

6.4 Client Work Product

For consulting, coaching, or done-for-you services, ownership of deliverables will be specified in the applicable service agreement. Generally, you own deliverables created specifically for you upon full payment, but we retain ownership of our methodologies, frameworks, templates, and general knowledge.

6.5 Feedback and Suggestions

If you provide feedback, suggestions, or ideas about the Services, we may use them without obligation or compensation to you.

7. USER CONDUCT

7.1 Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You agree not to:

(a) Violate any applicable laws, regulations, or third-party rights (b) Engage in fraudulent, deceptive, or misleading conduct (c) Harass, abuse, threaten, or intimidate others (d) Spam, phish, or distribute malware (e) Interfere with or disrupt the Services or servers (f) Attempt to gain unauthorized access to accounts or systems (g) Impersonate any person or entity (h) Collect or harvest information about other users (i) Post offensive, obscene, defamatory, or inappropriate content (j) Violate the intellectual property rights of others

7.2 User-Generated Content

If you post, upload, or submit content to the Services (reviews, testimonials, comments, forum posts, etc.):

(a) You retain ownership of your content (b) You grant us a worldwide, non-exclusive, royalty-free, perpetual, irrevocable license to use, reproduce, modify, distribute, and display your content in connection with the Services and our marketing (c) You represent that you own or have rights to the content and that it does not violate any laws or third-party rights (d) You are solely responsible for your content (e) We may remove any content at our discretion without notice

7.3 Prohibited Content

You may not post content that:

(a) Violates laws or regulations (b) Infringes intellectual property rights (c) Contains viruses, malware, or harmful code (d) Is defamatory, obscene, pornographic, or offensive (e) Promotes illegal activities, violence, or discrimination (f) Contains personal information of others without consent (g) Is spam or commercial solicitation

8. DISCLAIMERS

8.1 No Professional Advice

THE SERVICES ARE PROVIDED FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY. WE ARE NOT LICENSED FINANCIAL ADVISORS, ACCOUNTANTS, ATTORNEYS, TAX PROFESSIONALS, OR OTHER LICENSED PROFESSIONALS. NOTHING IN THE SERVICES CONSTITUTES PROFESSIONAL ADVICE. YOU SHOULD CONSULT QUALIFIED PROFESSIONALS FOR ADVICE TAILORED TO YOUR SPECIFIC CIRCUMSTANCES.

8.2 No Guarantees

WE MAKE NO REPRESENTATIONS, WARRANTIES, OR GUARANTEES REGARDING RESULTS, OUTCOMES, EARNINGS, OR SUCCESS YOU MAY ACHIEVE. YOUR RESULTS WILL VARY BASED ON NUMEROUS FACTORS BEYOND OUR CONTROL. SEE OUR DISCLAIMER FOR FULL DETAILS.

8.3 Information May Be Outdated

Information provided through the Services may become outdated, inaccurate, or incomplete. We are not obligated to update content. Market conditions, laws, technologies, and best practices change constantly.

8.4 Third-Party Content

We may reference, link to, or include third-party content, websites, products, or services. We do not control, endorse, or assume responsibility for third-party content. Your use of third-party services is at your own risk and subject to their terms.

8.5 AS-IS Basis

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

WE DO NOT WARRANT THAT: (a) THE SERVICES WILL MEET YOUR REQUIREMENTS (b) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE (c) RESULTS WILL BE ACCURATE OR RELIABLE (d) DEFECTS WILL BE CORRECTED (e) THE SERVICES ARE FREE FROM VIRUSES OR HARMFUL COMPONENTS

9. LIMITATION OF LIABILITY

9.1 No Liability for Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SCALE ADVISORS, ITS OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, CONTRACTORS, AFFILIATES, SUCCESSORS, AND ASSIGNS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THE SERVICES SHALL NOT EXCEED THE GREATER OF:

(a) THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY; OR (b) ONE HUNDRED DOLLARS ($100.00)

9.3 Basis of Agreement

You acknowledge that these limitations are an essential basis of our agreement and that we would not provide the Services without these limitations.

9.4 Exceptions

Some jurisdictions do not allow limitation of liability for certain damages. In such jurisdictions, our liability is limited to the maximum extent permitted by law.

10. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Scale Advisors and its officers, directors, members, employees, agents, contractors, affiliates, successors, and assigns from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorney's fees) arising from or relating to:

(a) Your use or misuse of the Services (b) Your violation of these Terms (c) Your violation of any laws, regulations, or third-party rights (d) Your content or materials you submit (e) Your business activities or implementation of strategies (f) Any negligence or willful misconduct on your part

We reserve the right to assume exclusive defense and control of any matter subject to indemnification, and you agree to cooperate with our defense.

11. CONFIDENTIALITY

11.1 Our Confidential Information

All proprietary information, materials, methodologies, frameworks, strategies, techniques, processes, software, and other content provided through the Services constitute our confidential information.

You agree to:

(a) Keep our confidential information strictly confidential (b) Not disclose confidential information to third parties without written permission (c) Use confidential information only for your own personal or internal business purposes (d) Protect confidential information with the same degree of care you use for your own confidential information (e) Return or destroy confidential information upon our request

11.2 Exceptions

Confidential information does not include information that:

(a) Is or becomes publicly available through no breach by you (b) You lawfully possessed before disclosure by us (c) You receive from a third party without confidentiality obligations (d) You independently develop without using our confidential information (e) Must be disclosed pursuant to law or court order (with prior notice to us if legally permitted)

11.3 Your Confidential Information

We will keep your personal information and business information confidential in accordance with our Privacy Policy. However, we may use aggregated, de-identified information for any purpose.

11.4 Testimonials and Case Studies

Unless you explicitly consent in writing, we will not publicly disclose your identity, results, or confidential business information in testimonials, case studies, or marketing materials.

12. TERMINATION

12.1 Termination by You

You may terminate your account and cease using the Services at any time. Termination does not relieve you of obligations to pay amounts owed.

12.2 Termination by Us

We may suspend or terminate your access to the Services immediately, without notice, for any reason including:

(a) Violation of these Terms (b) Fraudulent, abusive, or illegal activity (c) Non-payment (d) Refund abuse (e) Our decision to discontinue the Services (f) Any other reason at our sole discretion

12.3 Effect of Termination

Upon termination:

(a) Your right to access the Services immediately ceases (b) You must cease all use of our content and materials (c) You remain obligated to pay amounts owed (d) Provisions that by their nature should survive termination will survive (including ownership, warranties, indemnification, limitation of liability, and dispute resolution)

12.4 No Refunds Upon Termination

Termination does not entitle you to a refund unless otherwise specified in our refund policy or required by law.

13. MODIFICATIONS TO SERVICES

13.1 Right to Modify

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time without notice or liability, including:

(a) Features, functionality, or content (b) Pricing or payment terms (c) Availability of products or services (d) Platform or technology infrastructure

13.2 Updates to Digital Products

We may update digital products, courses, or content at our discretion but are not obligated to do so. Updates may not be available for products you previously purchased.

13.3 Service Discontinuation

We may discontinue any product or service at any time. Upon discontinuation, you will lose access to the discontinued service. We are not liable for any loss resulting from service discontinuation.

14. DISPUTE RESOLUTION

14.1 Informal Resolution

Before initiating formal dispute resolution, you agree to contact us to attempt to resolve the dispute informally. Contact us at:

Scale Advisors LLC 8401 Mayland Drive STE A Richmond, Virginia 23294 Email: [email protected]

We will attempt to resolve the dispute through good faith negotiation for thirty (30) days.

14.2 Binding Arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.

Arbitration Terms:

(a) Arbitration Location: Virginia Beach, Virginia

(b) Number of Arbitrators: One arbitrator

(c) Arbitration Rules: AAA Commercial Arbitration Rules

(d) Discovery: Limited discovery as determined by the arbitrator

(e) Confidentiality: Arbitration proceedings are confidential (f) Award: The arbitrator's decision is final and binding

(g) Enforcement: Judgment on the award may be entered in any court with jurisdiction

(h) Fees: Each party bears its own attorney's fees unless the arbitrator awards fees to the prevailing party

(i) Costs: Arbitration costs (AAA fees, arbitrator compensation) shall be allocated as determined by the arbitrator

14.3 Class Action Waiver

YOU AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, COLLECTIVE ACTION, OR OTHER REPRESENTATIVE PROCEEDING.

YOU MAY NOT CONSOLIDATE OR JOIN YOUR CLAIM WITH CLAIMS OF OTHER INDIVIDUALS.

14.4 Exceptions to Arbitration

Either party may bring an action in small claims court if the claim qualifies. Either party may seek injunctive or equitable relief in court to protect intellectual property rights or confidential information.

14.5 Opt-Out of Arbitration

You may opt out of the arbitration agreement by sending written notice within thirty (30) days of first accepting these Terms to:

Scale Advisors LLC 8401 Mayland Drive STE A Richmond, Virginia 23294 Attention: Arbitration Opt-Out

The opt-out notice must include your name, address, email, and a clear statement that you opt out of the arbitration agreement. Opting out does not affect any other terms.

14.6 Changes to Arbitration

If we make material changes to the arbitration agreement, you may reject the changes by opting out within thirty (30) days of the change. Changes do not apply to disputes that arose before the change.

14.7 Severability of Arbitration Provisions

If any portion of this arbitration agreement is found to be unenforceable, the remainder shall remain in effect except that if the class action waiver is found unenforceable, the entire arbitration agreement is void.

14.8 Governing Law

These Terms and any disputes shall be governed by the laws of the Commonwealth of Virginia, without regard to conflict of law principles.

14.9 Limitation on Claims

Any claim arising from or relating to the Services must be filed within one (1) year after the claim arose. Claims filed after one year are permanently barred.

15. GENERAL PROVISIONS

15.1 Entire Agreement

These Terms, together with our Privacy Policy and Disclaimer, constitute the entire agreement between you and Scale Advisors regarding the Services and supersede all prior agreements and understandings.

15.2 Amendment

We may modify these Terms at any time by posting revised Terms on our website. Material changes will be communicated via email or prominent notice. Your continued use constitutes acceptance.

15.3 Waiver

Our failure to enforce any provision does not constitute a waiver. No waiver is binding unless in writing signed by us.

15.4 Severability

If any provision is held invalid or unenforceable, the remaining provisions continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable.

15.5 Assignment

You may not assign or transfer these Terms or your account without our written consent. We may assign these Terms to any successor or affiliate without restriction.

15.6 Force Majeure

We are not liable for failure to perform obligations due to causes beyond our reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, government actions, internet or utility failures, or pandemics.

15.7 Independent Contractors

Nothing in these Terms creates an employment, partnership, joint venture, agency, or franchise relationship. You are an independent contractor.

15.8 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights.

15.9 Electronic Communications

You consent to receive electronic communications from us, including emails, texts, push notifications, and notices posted on the Services. Electronic communications satisfy any legal requirement for written communication.

15.10 Export Compliance

You agree to comply with all applicable export and import laws and regulations. You represent that you are not located in a country subject to U.S. embargo or designated as a "terrorist supporting" country, and that you are not on any U.S. government prohibited or restricted party list.

15.11 Survival

Provisions that by their nature should survive termination will survive, including but not limited to: ownership provisions, warranty disclaimers, indemnification, limitation of liability, dispute resolution, and general provisions.

16. CONTACT INFORMATION

For questions about these Terms, contact:

Scale Advisors LLC 8401 Mayland Drive STE A Richmond, Virginia 23294 Attention: Legal Department

Email: [email protected]

17. ACKNOWLEDGMENT

BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS AND AGREE TO BE BOUND BY THEM.

Last Updated: October 9, 2025

Scale Advisors LLC