Terms and Conditions
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- PART I. GENERAL TERMS AND CONDITIONS
- 1. Authorization and Payment Acknowledgment
- 2. Nature of Services
- 3. No Guarantees of Results
- 4. Client Responsibility and Assumption of Risk
- 5. No Professional Advice
- 6. Digital Delivery of Services
- 7. No Refunds, Cancellations, or Chargebacks
- 8. Payment Dispute Evidence
- 9. Limitation of Liability
- 10. Indemnification
- 11. Scope of Services and Deliverables
- 12. Client-Owned Software Platforms and Subscriptions
- 12A. Advertising and Creative Services
- 12B. Ironbridge AI Advisory Fractional CIO and Chief AI Officer Services
- 13. Affiliate-Activated CRM Platforms and Transfer Restrictions
- 14. Technology Implementation and System Responsibility
- 15. Intellectual Property
- 16. Mutual Confidentiality and Non-Disclosure
- 17. Non-Disparagement
- 18. Recording Consent
- 19. Client Cooperation
- 20. Arbitration and Dispute Resolution
- 21. Class Action Waiver
- 22. Force Majeure
- 23. Intellectual Property Survival
- 24. Survival of Key Provisions
- 25. Governing Law
- 26. Entire Agreement
- 27. Acceptance
- PART II. CONTINUED-SERVICE STANDARD TERMS
- CS-1. Purpose and Applicability
- CS-2. Relationship to Part I
- CS-3. Covered Work Product and Fees
- CS-4. Scope of Continued Service
- CS-5. Billing and Payment
- CS-6. Fee Adjustments
- CS-7. Term, Cancellation, and Wind-Down
- CS-8. Client-Owned Accounts and Usage Costs
- CS-9. Intellectual Property and License
Last Updated: August 14, 2026 · Part I: General Terms · Part II: Continued-Service Standard Terms
PART I. GENERAL TERMS AND CONDITIONS
These Terms and Conditions (“Terms”) govern all services provided by Solender Media, LLC, a Maryland limited liability company, doing business as Jordan Solender Coaching and doing business as Ironbridge AI Advisory (“Company,” “we,” “us,” or “our”). Services include but are not limited to the Apex Transformation, Business Clarity Accelerator, Bottleneck Breaker Audit, advertising and creative services, fractional CIO and fractional Chief AI Officer services, continued hosting and maintenance services under Part II, and any related coaching, consulting, advisory, diagnostics, implementation guidance, automation support, digital materials, recordings, or resources (collectively, the “Services”). By purchasing, enrolling in, accessing, or participating in the Services, submitting payment through Stripe, Whop, or another payment processor, or signing any related agreement, you (“Client”) agree to be bound by these Terms.
1. Authorization and Payment Acknowledgment
By submitting payment, Client authorizes Solender Media, LLC to charge the selected payment method for the full amount disclosed during enrollment.
Client acknowledges that:
- The Services are digital and advisory in nature
- Access to scheduling, calls, materials, documentation, or workspace constitutes delivery of Services
- Delivery begins immediately upon enrollment
- Services are considered delivered once access is provided, regardless of participation
This authorization and acknowledgement satisfy the delivery and authorization requirements of payment processors including Stripe and Whop.
2. Nature of Services
The Services consist of strategic advisory, operational consulting, and business systems implementation guidance.
The Company does not manage Client’s business, operate Client systems on an ongoing basis, or make decisions on Client’s behalf, except where the Company expressly agrees to provide a done-for-you service such as advertising management under Section 12A or continued hosting and maintenance under Part II.
Client retains full authority and responsibility for all business decisions and actions.
3. No Guarantees of Results
The Company makes no guarantees regarding revenue, profitability, operational improvements, growth, valuation, advertising performance, or other business outcomes.
Business performance depends on numerous factors outside the Company’s control, including execution, market conditions, internal team performance, and economic conditions.
Examples, case studies, or illustrations provided during the Services are for informational purposes only.
4. Client Responsibility and Assumption of Risk
Client acknowledges that business decisions and operational changes involve inherent risk.
Client voluntarily assumes responsibility for:
- implementing strategies discussed during the Services
- decisions related to staffing, technology, marketing, operations, or finances
- compliance with laws or regulations
The Company shall not be responsible for financial losses, operational disruptions, or missed opportunities resulting from Client decisions.
5. No Professional Advice
The Services do not constitute legal, tax, accounting, investment, medical, or psychological advice. Client is responsible for consulting licensed professionals where appropriate.
6. Digital Delivery of Services
The Services may be delivered through:
- live strategy sessions
- recorded calls or trainings
- documentation and templates
- digital workspaces
- software configurations
- implementation roadmaps
Access to these resources constitutes delivery of Services. Failure to attend calls or utilize resources does not constitute non-delivery.
7. No Refunds, Cancellations, or Chargebacks
All payments are final and non-refundable.
Refunds will not be provided for reasons including but not limited to:
- dissatisfaction with the Services
- failure to attend sessions
- scheduling conflicts
- business changes
- early termination
Client agrees not to initiate chargebacks, payment reversals, or disputes through Stripe, Whop, banks, or other payment processors. Initiating a chargeback after receiving access constitutes a breach of these Terms.
8. Payment Dispute Evidence
Client agrees that in the event of a payment dispute, the Company may submit evidence including:
- these Terms and Conditions
- service agreements
- call recordings
- scheduling records
- workspace access logs
- communication records
to Stripe, Whop, or the issuing bank as proof of authorization and delivery.
9. Limitation of Liability
To the maximum extent permitted by Maryland law, the Company shall not be liable for indirect, incidental, consequential, or special damages including:
- lost profits
- lost revenue
- lost business opportunities
- operational disruption
Total liability shall not exceed the amount paid by Client for the specific Services giving rise to the claim.
10. Indemnification
Client agrees to indemnify and hold harmless Solender Media, LLC, its owners, employees, contractors, and affiliates from any claims, damages, or losses arising from Client’s use of the Services.
11. Scope of Services and Deliverables
The Services are designed to help business owners identify operational bottlenecks, implement systems, and scale their businesses. Deliverables may vary depending on the needs of the Client.
11.1 Core Deliverables (Provided in Every Engagement)
Every engagement includes a 30-Day Bottleneck Audit, a structured diagnostic analyzing the business across operational pillars with prioritized recommendations and implementation roadmaps; Weekly One-on-One Strategy Sessions with Jordan Solender lasting approximately 45 minutes per session for the duration of the engagement; and Private Workspace Access for collaboration including recordings, transcripts, documents, deliverables, and project communication.
Client may receive support from personnel including project managers, automation engineers, CRM specialists, AI engineers, and software developers.
11.2 Conditional Implementation Deliverables
Depending on business needs and audit findings, the Company may assist with:
- AI automation systems such as voice or messaging agents
- SOP libraries designed to remove founder dependency
- lead generation infrastructure including outreach systems and referral programs
- CRM configuration or optimization (Salesforce, HubSpot, GoHighLevel)
- sales process automation and proposal workflows
- KPI dashboards and operational reporting systems
These items are not guaranteed deliverables unless specifically agreed upon during the engagement.
12. Client-Owned Software Platforms and Subscriptions
All software platforms, tools, and third-party subscriptions used during or in connection with the engagement are owned, licensed, and paid for directly by Client. The Company is a done-for-you implementation agency: the Company sets up, configures, and integrates these platforms on Client’s behalf and teaches Client how to operate and run them, but the Company does not provide, resell, or include any software platform free of charge as part of the Services, except as expressly stated in Section 12.1 below.
This includes, without limitation, the following categories of platforms, all of which are Client’s financial and operational responsibility:
- Customer Relationship Management (CRM) platforms (e.g., Salesforce, HubSpot, GoHighLevel)
- Payment processing and checkout platforms
- Standard Operating Procedure (SOP) and training platforms
- Hiring, recruiting, and applicant tracking platforms
- Graphic design, creative, and marketing platforms
- Video marketing and video operations platforms
- Human Resources (HR), payroll, and people-management platforms
- Marketing automation, email, SMS, and outreach platforms
- AI tools, voice agents, messaging agents, and automation infrastructure
- Analytics, reporting, and dashboarding tools
- Any other Software-as-a-Service (SaaS) platform used in connection with the engagement
The Company’s role is limited to advising on platform selection and performing the setup, configuration, integration, and training using the Company’s implementation team. The Company is not responsible for, and does not guarantee, the cost, availability, performance, uptime, data security, or continued operation of any third-party platform.
Client is solely responsible for:
- selecting, purchasing, and maintaining all software subscriptions
- paying all platform fees, license fees, and usage charges directly to the platform vendor
- complying with each platform’s terms of service, acceptable use policies, and data-handling requirements
- renewing, downgrading, upgrading, or canceling subscriptions as needed
- owning and controlling all data, accounts, and credentials within those platforms
Where the Company is an affiliate, referral partner, or reseller of a platform, the Company may receive a referral fee, affiliate commission, or partner payment from the platform vendor. Such compensation is paid by the vendor and is separate from the fees Client pays to the Company for the Services. Section 13 governs additional obligations applicable to platforms that are activated under the Company’s affiliate or partner account.
12.1 Proprietary Hiring System and Methodology (Provided at No Additional Cost)
As the sole exception to the foregoing, while Client is under an active coaching engagement the Company will grant Client access to the Company’s proprietary hiring and recruiting system and methodology for Client’s internal use within their own business, at no additional platform cost. This access is provided under a limited, non-transferable, internal-use license and is subject to the intellectual property terms in Sections 15 and 23. Client may not resell, distribute, sublicense, or commercialize the proprietary hiring system or methodology. Access may be discontinued upon termination of the engagement. This exception applies only to the Company’s proprietary hiring system and methodology and does not extend to any third-party platform, subscription, or SaaS tool, all of which remain Client’s financial responsibility under this Section 12.
12A. Advertising and Creative Services
The Company offers advertising management and creative services as a done-for-you service. This Section governs the terms under which the Company plans, produces creative for, launches, and manages paid advertising campaigns on Client’s behalf.
12A.1 Included Advertising Services During an Active Coaching Engagement
While Client is under an active coaching contract with the Company, whether group (Cohort) or one-on-one (individual) coaching, the Company will manage Client’s paid advertising campaigns and produce the associated advertising creative at no additional management or creative fee. This benefit applies only for, and only during, the period in which Client is under an active, paid, in-good-standing coaching contract.
For the avoidance of doubt:
- Advertising management and creative production are provided at no additional charge during the active coaching contract term.
- Advertising spend (the amounts paid to the advertising platform, such as Meta, Google, or any other ad network) is paid directly by Client and is never included, advanced, or covered by the Company.
- Client is solely responsible for funding, monitoring, and authorizing all ad spend, and for maintaining the billing relationship with each advertising platform.
- The Company does not guarantee any advertising result, including reach, impressions, clicks, leads, cost-per-result, conversions, or return on ad spend.
This included benefit terminates automatically when the coaching contract ends, expires, lapses, or is terminated for any reason. Continued advertising services after that point are governed by Section 12A.2.
12A.2 Continued Advertising Services After the Coaching Contract Ends
If, after a group or one-on-one coaching contract ends, Client wishes for the Company to continue managing Client’s paid advertising, such continued services are available as a separate paid engagement at the Company’s then-current rates.
Continued advertising services are priced as follows:
- Advertising Management Fee: a recurring management fee per month as set forth in a separate written advertising agreement or order form.
- Creative Fee: production of advertising creative after the coaching contract ends is a separate cost as set forth in a separate written advertising agreement or order form. Creative produced during the active coaching contract was provided at no charge under Section 12A.1; creative produced after the contract ends is billable.
- Advertising Spend: as during the active contract, all ad spend remains the sole and direct responsibility of Client and is separate from and in addition to the management and creative fees above.
Continued advertising services do not begin, and the Company is under no obligation to continue running any campaign, until Client has agreed in writing to the applicable fees and a separate advertising agreement or order form has been executed. The Company may pause, suspend, or stop campaigns if any management fee, creative fee, or platform billing arrangement becomes past due.
12A.3 Advertising Account Ownership and Compliance
All advertising platform accounts, ad accounts, billing methods, and resulting data are owned and controlled by Client. The Company acts only as an authorized manager of those accounts during the period it provides advertising services. Client is responsible for compliance with each advertising platform’s policies, advertising laws, and disclosure requirements, and for the accuracy and legality of any claims, offers, products, or services advertised. The limitation of liability and indemnification provisions in Sections 9 and 10 apply to all advertising services.
12B. Ironbridge AI Advisory Fractional CIO and Chief AI Officer Services
The Company, through its Ironbridge AI Advisory division, offers fractional Chief Information Officer and fractional Chief AI Officer services (the “Fractional CIO Services”). This Section governs the terms under which the Company provides ongoing AI and technology build, governance, and advisory services on a recurring basis.
12B.0 Standalone Engagement; Coaching Programs Not Included
The Fractional CIO Services are a distinct, standalone offering of the Ironbridge AI Advisory division and are separate from the Company’s coaching, advisory, and diagnostic programs. A Client who purchases the Fractional CIO Services is not thereby enrolled in, and is not entitled to, any of the Company’s coaching programs or their program-specific deliverables and included benefits. This includes, without limitation, the Business Clarity Accelerator, the Clarity Cohort, the Apex Transformation, and the Bottleneck Breaker Audit, together with any deliverable, session, audit, or benefit that these Terms condition on an active coaching engagement (for example, the included advertising and creative benefit under Section 12A.1 and the proprietary hiring system access under Section 12.1).
A Client’s enrollment in the Fractional CIO Services is governed solely by this Section 12B together with the general provisions of these Terms that apply to all Services, including without limitation Sections 1, 3, 5, 7, 9, 10, 12, 13, 14, 15, 16, 17, 18, 20, 21, 22, 23, 24, 25, 26, and 27. For the avoidance of doubt, those general provisions, including the no-refund, no-guarantee, limitation-of-liability, indemnification, intellectual property, confidentiality, recording, arbitration, and governing-law provisions, apply in full to the Fractional CIO Services. The provisions of these Terms that describe or condition coaching program deliverables and benefits do not apply to a Fractional CIO Services Client who is not separately enrolled in a coaching program.
12B.1 Flat Monthly Fee and Included Services
The Fractional CIO Services are provided for a flat recurring monthly fee, as set forth on the applicable order form, enrollment page, or separate written agreement (the “Monthly Fee”). The Monthly Fee is all-inclusive. For a single flat Monthly Fee, the Services include, without limitation:
- all AI and automation build work performed during the month
- all governance, strategy, and advisory conversations
- a recurring working session at least once per week, every week, for the duration of the engagement
- as much build and advisory work as is reasonably possible within the recurring weekly cadence
There are no additional fees, per-project charges, per-build charges, or hourly charges beyond the Monthly Fee for services rendered during the active engagement. Build and advisory capacity is provided on an unlimited basis subject only to what is reasonably possible within the weekly working cadence and the Company’s reasonable availability. “Reasonably possible” is determined by the Company in good faith based on scope, complexity, and the time available within the recurring weekly sessions, and does not obligate the Company to perform work that exceeds reasonable professional capacity within a given period.
The Monthly Fee does not include third-party platform, software, hosting, API, or usage costs, all of which remain Client’s responsibility under Section 12. Where third-party costs are incurred to deliver the Services, those costs are paid by Client directly to the applicable vendor.
12B.2 Billing, Minimum Term, and Cancellation
The Monthly Fee is billed in advance each month and is non-refundable consistent with Section 7.
Minimum Term. The Fractional CIO Services carry a minimum commitment of three (3) consecutive months beginning on the start date of the engagement (the “Minimum Term”), unless a longer term is specified in a separate written agreement or order form. By enrolling, Client commits to pay the Monthly Fee for each of the three months of the Minimum Term. Client may not cancel the engagement so as to avoid payment for any month within the Minimum Term, and all three monthly payments remain due and payable even if Client stops using or attending the Services before the Minimum Term ends. Consistent with Section 7, amounts paid or owed during the Minimum Term are non-refundable.
Month-to-Month After the Minimum Term. After the Minimum Term has been completed and paid in full, the engagement continues on a month-to-month basis unless a different term is specified in a separate written agreement. Once the engagement is month-to-month, either party may cancel the recurring engagement effective at the end of the then-current paid month by providing written notice before the next monthly billing date.
For the avoidance of doubt, cancellation at any time relieves Client of obligations for future months only; it does not entitle Client to a refund of any Monthly Fee already paid, and it does not waive any unpaid Monthly Fee owed for months within the Minimum Term.
12B.3 Continued Hosting, Maintenance, and Support After Cancellation
During the active engagement, any automations, AI agents, integrations, models, workflows, or other AI work product produced by the Company for Client (collectively, the “AI Work Product”) may reside, run, or be hosted on the Company’s servers, accounts, or infrastructure.
If Client cancels or the engagement otherwise ends, and any AI Work Product remains hosted on, dependent upon, or maintained through the Company’s servers, accounts, or infrastructure, continued hosting, maintenance, servicing, and support of that AI Work Product is not included in the prior Monthly Fee and will be available only under a separate continued-service arrangement.
The fee for continued hosting, maintenance, servicing, and support is a recurring monthly fee determined by the Company at the point of cancellation, based on the nature, scope, complexity, and operating cost of the AI Work Product then in service (the “Continued-Service Fee”). The Continued-Service Fee will be disclosed to Client in writing at or around the time of cancellation. If Client elects to continue receiving hosting, maintenance, servicing, or support, Client agrees to pay the Continued-Service Fee on a recurring monthly basis for so long as the Company continues to host, maintain, service, or support the AI Work Product. Continued-service arrangements are governed by Part II of these Terms together with the applicable Continued-Service Agreement or order form.
If Client does not agree to the Continued-Service Fee, the Company is under no obligation to continue hosting, maintaining, servicing, or supporting the AI Work Product, and may discontinue such hosting and support. Client is responsible for migrating or making alternative arrangements for any AI Work Product that Client wishes to retain. Section 15 governs the ownership and licensing of frameworks, methodologies, and Company materials embodied in any AI Work Product.
13. Affiliate-Activated CRM Platforms and Transfer Restrictions
From time to time, the Company will assist Client in activating a CRM or related platform under the Company’s affiliate, partner, agency, or referral account (an “Affiliate-Activated Platform”). Activation under the Company’s affiliate relationship enables Client to access partner pricing, white-glove deployment, and ongoing implementation support from the Company’s team.
By accepting these Terms, Client agrees to the following with respect to any Affiliate-Activated Platform:
13.1 Twelve-Month Affiliate Lock-In Period
For a period of twelve (12) months beginning on the date the Affiliate-Activated Platform is first activated under the Company’s affiliate or partner account (the “Activation Date”), Client agrees not to take any action that would remove the platform from the Company’s affiliate or partner relationship (the “Lock-In Period”).
Prohibited actions during the Lock-In Period include, without limitation:
- transferring, migrating, or moving the account to another agency, affiliate, partner, or reseller
- re-creating or duplicating the account under a different affiliate or partner code
- requesting that the platform vendor reassign the account away from the Company
- canceling and re-subscribing through a different referral path for the purpose of avoiding this Section
- engaging a third party to perform any of the foregoing on Client’s behalf
Client may freely cancel the platform subscription entirely at any time. The Lock-In Period restricts only the transfer of the account away from the Company’s affiliate relationship; it does not require Client to keep paying for the platform.
13.2 Early-Transfer Fee
If Client transfers, migrates, or otherwise moves an Affiliate-Activated Platform away from the Company’s affiliate or partner relationship before the end of the Lock-In Period, Client agrees to pay the Company a flat early-transfer fee of three thousand two hundred U.S. dollars ($3,200) per Affiliate-Activated Platform transferred (the “Early-Transfer Fee”).
The parties agree that the Early-Transfer Fee is a reasonable estimate of the Company’s lost affiliate compensation, deployment costs, and implementation team time, and is intended as liquidated damages, not a penalty. The Early-Transfer Fee is due within fifteen (15) days of the transfer and may be charged to the payment method on file.
13.3 Ownership of Data and Account
Nothing in this Section 13 alters the ownership of Client’s data, credentials, or account. The Affiliate-Activated Platform account belongs to Client. This Section governs only the affiliate or partner relationship under which the platform was activated.
13.4 After the Lock-In Period
After the Lock-In Period ends, Client may transfer the Affiliate-Activated Platform to any other agency, partner, or affiliate without owing the Early-Transfer Fee.
14. Technology Implementation and System Responsibility
The Company may assist with configuration of CRM systems, automation tools, AI tools, or marketing infrastructure.
Client acknowledges that systems are owned and controlled by Client, third-party platforms operate independently, and the Company does not guarantee platform performance.
Client must review, test, and approve any system before operational use. Use of a system constitutes Client acceptance. The Company is not responsible for consequences arising from automation systems, AI outputs, or outreach platforms.
15. Intellectual Property
All frameworks, methodologies, templates, prompts, systems, playbooks, advertising creative produced for Client, and materials remain the exclusive intellectual property of the Company.
Client receives a limited license for internal use within their own business. Client may not resell, distribute, or commercialize these materials.
16. Mutual Confidentiality and Non-Disclosure
Both parties agree to maintain the confidentiality of non-public information shared during the engagement. This includes business strategies, operational processes, financial information, frameworks, and systems. This obligation survives termination.
17. Non-Disparagement
Client agrees not to make false or misleading public statements that could harm the reputation of the Company. The Company agrees not to make false statements about Client.
18. Recording Consent
Client acknowledges that calls or meetings may be recorded. Recordings may be used for service delivery, training and quality control, and replay access. Client consents to recording in compliance with Maryland law. Client may not record sessions without written permission.
19. Client Cooperation
Client agrees to cooperate reasonably during the engagement, including attending scheduled sessions, providing requested information, reviewing deliverables, and implementing recommended actions where appropriate. Failure to participate or implement recommendations does not constitute failure of the Services.
20. Arbitration and Dispute Resolution
Any dispute arising from these Terms or the Services shall be resolved through binding arbitration rather than litigation. Arbitration shall be conducted under the rules of the American Arbitration Association (AAA). The arbitration will take place in Maryland unless otherwise agreed. Each party will bear its own legal costs unless otherwise determined by the arbitrator.
21. Class Action Waiver
Client agrees to bring disputes only in an individual capacity and waives participation in any class action or collective proceeding.
22. Force Majeure
The Company shall not be liable for delays or failure to perform Services due to circumstances beyond its reasonable control including natural disasters, internet outages, government actions, labor disputes, acts of war, pandemics, and failure of third-party technology providers.
23. Intellectual Property Survival
Company intellectual property rights survive termination of the Services. Client may continue using materials internally but may not distribute or commercialize them. The Company may seek injunctive relief to enforce these rights.
24. Survival of Key Provisions
The following provisions survive termination:
- payment obligations
- limitation of liability
- intellectual property protections
- confidentiality obligations
- dispute resolution provisions
- affiliate lock-in and early-transfer fee obligations under Section 13 (until the Lock-In Period naturally expires)
- advertising spend and outstanding advertising or creative fee obligations under Section 12A
- any unpaid Monthly Fee owed for months within the Minimum Term under Section 12B.2
- continued hosting, maintenance, and Continued-Service Fee obligations under Section 12B and Part II for any AI Work Product the Client elects to keep in service
25. Governing Law
These Terms are governed by the laws of the State of Maryland.
26. Entire Agreement
These Terms represent the entire agreement between the parties and supersede prior discussions or representations.
27. Acceptance
By submitting payment, signing an agreement, or accessing the Services, Client acknowledges that they have read and agreed to these Terms.
PART II. CONTINUED-SERVICE STANDARD TERMS
This Part II sets forth the standard terms that govern continued hosting, maintenance, servicing, and support of AI Work Product after a Fractional CIO Services engagement ends, as contemplated by Section 12B.3. These standard terms apply together with the specific Continued-Service Agreement, proposal, or order form executed by Client, which identifies the covered AI Work Product, the line-item fees, the effective date, and any engagement-specific terms. Part I of these Terms applies in full to all continued-service engagements. If a signed Continued-Service Agreement conflicts with this Part II, the signed agreement controls for that engagement.
CS-1. Purpose and Applicability
These Continued-Service Standard Terms apply when a Client whose Fractional CIO Services engagement has ended or is ending elects to have the Company continue hosting, maintaining, servicing, or supporting automations, AI agents, integrations, models, workflows, or other AI work product previously built by the Company for Client (the “AI Work Product”). A continued-service engagement begins only upon Client’s execution of a Continued-Service Agreement or order form and completion of payment setup for the Continued-Service Fee.
CS-2. Relationship to Part I
Each continued-service engagement incorporates Part I of these Terms in full, including without limitation the provisions on payment authorization, no refunds, limitation of liability, indemnification, intellectual property, confidentiality, non-disparagement, arbitration, class action waiver, force majeure, and governing law. A continued-service engagement is not a coaching engagement and does not entitle Client to any coaching program deliverable or benefit, including those described in Sections 11, 12.1, and 12A.1.
CS-3. Covered Work Product and Fees
The AI Work Product covered by a continued-service engagement, and the recurring monthly Continued-Service Fee, are itemized in the applicable Continued-Service Agreement or order form. The Continued-Service Fee is determined based on the nature, scope, complexity, and operating cost of the AI Work Product in service, and may include per-asset fees and infrastructure cost line items. Only AI Work Product expressly listed in the executed agreement is covered; anything not listed may be discontinued in accordance with Section 12B.3.
CS-4. Scope of Continued Service
Unless the executed Continued-Service Agreement states otherwise, the Continued-Service Fee covers: keeping the listed AI Work Product operational as delivered, uptime monitoring, routine maintenance, security patching of Company-managed components, and reasonable break-fix support to restore existing functionality.
The Continued-Service Fee does not cover: new builds, new automations or agents, feature additions, modifications or enhancements to existing AI Work Product, strategy or advisory sessions, or integrations with new platforms. Any such work requires either reactivation of a Fractional CIO Services engagement or a separately scoped and separately priced engagement.
CS-5. Billing and Payment
The Continued-Service Fee is billed monthly in advance beginning on the effective date stated in the executed agreement and is non-refundable consistent with Section 7. Client authorizes the Company to charge the payment method on file or established at checkout. If any payment becomes past due, the Company may suspend hosting and support after written notice until the account is brought current. Suspension for non-payment does not relieve Client of amounts owed.
CS-6. Fee Adjustments
The Company may adjust the Continued-Service Fee upon at least thirty (30) days written notice, or such longer notice period as stated in the executed agreement, including where underlying infrastructure, API, or operating costs change. If Client does not accept an adjusted fee, Client may cancel under Section CS-7 before the adjusted fee takes effect.
CS-7. Term, Cancellation, and Wind-Down
Continued-service engagements run month to month. Either party may cancel effective at the end of the then-current paid month by written notice before the next billing date. Upon cancellation, the Company will maintain hosting for a wind-down period stated in the executed agreement (fourteen (14) days unless otherwise stated), after which the Company may discontinue hosting and support of the AI Work Product. Client is responsible for migrating any AI Work Product it wishes to retain. Migration assistance is available as a separately billed service. If a Continued-Service Agreement is presented but not executed by its stated signature deadline, the Company may discontinue hosting and support following the stated wind-down period.
CS-8. Client-Owned Accounts and Usage Costs
Consistent with Section 12, third-party platform, software, hosting, API, telephony, messaging, and usage costs remain Client’s sole responsibility. The Company’s standard operating model is for API keys, telephony accounts, sending domains, and similar vendor accounts to be owned by Client and billed by the vendor directly to Client. Where the executed Continued-Service Agreement expressly states that the Company will meter and pass through a specific usage cost, the applicable allowance, overage rate, or passthrough basis will be stated as a line item in that agreement.
CS-9. Intellectual Property and License
Ownership and licensing of frameworks, methodologies, prompts, templates, systems, and Company materials embodied in the AI Work Product are governed by Sections 15 and 23. During and after a continued-service engagement, Client retains a limited, non-transferable license to use the AI Work Product internally within its own business and may not resell, distribute, sublicense, or commercialize it.
Solender Media, LLC, a Maryland limited liability company, doing business as Jordan Solender Coaching and Ironbridge AI Advisory. These Terms are governed by the laws of the State of Maryland.