1.      ENGAGEMENT OF SERVICES.

Client hereby engages and retains Contractor to provide certain services, and Contractor agrees to render such services to Client, from time to time as mutually agreed to by Client and Contractor (the “Services”) and that are described in one or more projects which include specific Deliverables, Descriptions, Timelines, and Fees.

2.      PAYMENT TERMS.

Terms on invoices (i.e., full project amount) are “due upon receipt.” This is industry standard.

Installment plans are also available. If you choose one of the installment plans available through our payment gateways (for instance, PayPal’s Pay in 4), you understand and agree that you will honor their requirements.

If you choose Kelley Resumes and Wordsmithing's three-payment in-house installment plan, you explicitly agree to the following:

You understand (and confirm) that you are responsible for the full amount of the services in which you have invested and, therefore, will accept an auto-pay plan.

You also understand (and agree) that you may not cancel your plan early because you have committed to making all payments (as described in your estimate).

Finally, you understand that, should you cancel your plan early regardless, you’ll receive an invoice for the full balance outstanding and you commit to paying this invoice within 24 hours of receipt.

3.      GUARANTEE. Kelley Resumes & Wordsmithing projects are not refundable. This includes products delivered to include resumes, cover letters, LinkedIn content, digital products or any other delivered products by Kelley Resumes & Wordsmithing, as well as coaching sessions.

4.      REFUNDS. We guarantee your resume, LinkedIn profile, cover letter, and coaching will build a business case for the positions you seek and will meet the same criteria that have gotten CareerGPS clients interviews and offers. We are proud to offer the following "Zero Risk" Money-Back Guarantee: If you adhere to the CareerGPS framework strictly (depending on services, this includes using my tools/strategies to apply to jobs without taking shortcuts, completing all coaching, and updating your LinkedIn profile with its new content as written) but, despite that, you do not land a job within 24 months, we will refund your investment in the CareerGPS ecosystem. If you do NOT strictly adhere to the CareerGPS framework, this guarantee is null and void; we can't control the job market or interview process

5a.      ENGAGEMENT AND RESPONSIVENESS POLICY.

The Client agrees that they will follow Melissa’s professional instruction and guidance. Furthermore, the Client agrees that while Melissa provides available tools, ideas, advice, and commercially available data, Melissa is not responsible for changing market or economic conditions, job posting changes, Client’s lack of aggressiveness, the amount of time the Client allocates to the campaign, Client’s attitude, or their willingness or thoroughness in implementing their career documents, coaching, or related action plan. The Client agrees that time is of the essence and that their full participation and cooperation is required to complete all project-related work successfully. When Client uploads a file to Client's project folder, it is not considered received until Client texts Melissa at 857-575-6109 to confirm delivery.

Client must schedule an editing session within 1 week after Client receives their first drafts (and upload their requested changes at least 24 hours before the meeting) unless Client has requested--in writing--and Melissa Kelley CPRW has granted an extension. After the date Client's initial feedback is due: if no extensions have been granted, if Client has not provided feedback, and if Client has not been responsive to Melissa's outreach, then Client's first draft will be considered the final draft, all revisions will be forfeited, and Melissa will write the remaining documents in Client's portfolio/send them as finals. Should client contact Melissa at a later date to initiate revisions, the restart fee and project delay (above) will apply. If 4 months or more have lapsed, additional support fees (above) will also apply.

5b.     USE OF COMMUNICATION SERVICES.

The Site may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, "Communication Services"). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.

By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer; advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations.

Kelres has no obligation to monitor the Communication Services. However, Kelres reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Kelres reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.

Kelres reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Kelres's sole discretion.

Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. Kelres does not control or endorse the content, messages or information found in any Communication Service and, therefore, Kelres specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized Kelres spokespersons, and their views do not necessarily reflect those of Kelres.

Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.

5c. Materials Provided to www.kelres.com (and its subdomains, all of which end in kelres.com) or Posted on Any Kelres Web Page

Kelres does not claim ownership of the materials you provide to www.kelres.com and its subdomains, all of which end in kelres.com, (including feedback and suggestions) or post, upload, input or submit to any Kelres Site or our associated services (collectively "Submissions"). However, by posting, uploading, inputting, providing or submitting your Submission you are granting Kelres, our affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.

No compensation will be paid with respect to the use of your Submission, as provided herein. Kelres is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in Kelres's sole discretion.

By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.

6.         FEEDBACK/SECOND OPINIONS ON DRAFTS

Your new documents are crafted to all current resume writing best practices. Because friends, relatives, coworkers, managers, HR professionals, recruiters, etc. are not necessarily versed in these, only second opinions from resume writers with at least one active professional resume writing credential (such as the CPRW) will be considered authoritative.

If you do obtain second opinions and feedback from other sources that does not align to resume writing best practices and want Melissa to apply it, you will be required to sign a Waiver of Responsibility form before Melissa will agree to incorporate the feedback into your resume.

7.         TECHNOLOGICAL REQUIREMENTS

Your new documents are created in Word. Therefore, you must have access to Microsoft Word to properly view and edit them, at least during the course of your project with Kelley Resumes and Wordsmithing. Alternative programs like Google Docs, Open Office, and Pages do not correctly represent the formatting of Word documents and, even worse, can render your new resume incompatible with applicant tracking systems (ATS), which ultimately hurts your candidacy for new jobs. Finally, employers use Microsoft Word; therefore, you must send them documents that were created in, and are edited in, Word.

You can use Microsoft’s cloud-based solutions for free, but you need to open a free Microsoft account. https://www.howtogeek.com/351601/how-to-create-edit-and-view-microsoft- word-documents-for-free/ provides good information.

Another site to review is https://www.pcmag.com/g00/news/354975/how-to-use-microsofts-free-office-online-software?i10c.encReferrer=&i10c.ua=1&i10c.dv=23.

Another alternative is to purchase Office 365 Home for PC/Mac for $9.99 a month or $99.99 for a year. You can take the monthly membership for a few months then cancel it after you land a job. $9.99 a month is less than two Starbucks’ coffees. See https://products.office.com/en-US/compare-all-microsoft-office-products-b?t&tab=1 to enroll.

8.       OWNERSHIP OF WORK PRODUCT.

Client is and will be the owner of all interests in the product of all work performed under this Agreement (the “Work Product”). Contractor hereby irrevocably sells, transfers and assigns to Client all right, title and interest that Contractor has or will have in and to the Work Product, and Contractor acknowledges that Client owns and will own all such existing and future right, title and interest in and to the Work Product. Notwithstanding the foregoing, Contractor shall be entitled to display Work Product in their portfolio, on their website, or for any other business marketing purposes.

9a.       INTELLECTUAL PROPERTY.

Neither the Client nor Contractor shall acquire any right, title or interest in any intellectual property owned, licensed or controlled by the other party as of the Effective Date.

9b. NO UNLAWFUL OR PROHIBITED USE/INTELLECTUAL PROPERTY

You are granted a non-exclusive, non-transferable, revocable license to access and use www.kelres.com and its subdomains, all of which end in kelres.com, strictly in accordance with these terms of use. As a condition of your use of the Site, you warrant to Kelres that you will not use the Site for any purpose that is unlawful or prohibited by these Terms. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.

All content included as part of the Service, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the Site, is the property of Kelres or its suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.

You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Site. Kelres content is not for resale. Your use of the Site does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the content without the express written permission of Kelres and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of Kelres or our licensors except as expressly authorized by these Terms.

10.       CONFIDENTIAL INFORMATION.

Contractor shall not disclose any of the Client’s confidential information to anyone other than its affiliates, employees, contractors or authorized representatives who have a need to know the information in connection with Contractor’s rendering of the Services. Contractor shall exercise the same degree of care to prevent disclosure of any Confidential Information as it takes to preserve and safeguard its own confidential information but, in any event, no less than a reasonable degree of care.

11.       INDEPENDENT CONTRACTOR RELATIONSHIP. Contractor’s relationship with Client is that of an independent contractor, and nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. No part of Contractor’s compensation will be subject to withholding by Client for the payment of any social security, federal, state or any other employee payroll taxes. Client will regularly report amounts paid to Contractor by filing Form 1099 with the Internal Revenue Service as required by law. CONTRACTOR IS ACTING AS AN INDEPENDENT CONTRACTOR TO CLIENT; CONTRACTOR IS NOT ENTITLED TO UNEMPLOYMENT INSURANCE BENEFITS, WORKERS’ COMPENSATION BENEFITS, PENSION, BONUS OR OTHER FRINGE BENEFITS FROM CLIENT. CONTRACTOR WILL PAY ALL NATIONAL, FEDERAL AND STATE INCOME TAX, SOCIAL SECURITY TAX AND OTHER AMOUNTS DUE UNDER APPLICABLE PAYROLL AND SIMILAR LAWS WITH RESPECT TO ALL AMOUNTS PAID IN CONNECTION WITH THIS AGREEMENT.

12.       SHIPPING POLICY. Melissa Kelley CPRW will send all order-related documents and correspondence to you from your client portal. The home page of your portal explains how this will work. The main portal URL is https://kelres-portal.app.clientclub.net/

13.       ADDITIONAL PROVISIONS. Although Kelley Resumes & Wordsmithing can communicate typical results and present data to back them up, we make no promise or guarantee of specific outcomes or results. The client maintains full responsibility for their job search and career.

14.      DOCUMENT INTEGRITY. Kelley Resumes & Wordsmithing is not responsible for errors in information or false information provided by Client or for errors discovered after Client has proofread his/her documents and completed their project.

15a.       LIMITATION OF LIABILITY. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR DIRECT DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR ANY PROJECT IN EXCESS OF THE TOTAL FEES PAID TO CONTRACTOR UNDER THE PROJECT GIVING RISE TO SUCH LIABILITY. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION LOST WAGES, PROFITS, OR REVENUE) EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. KELRES AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SITE AT ANY TIME.

KELRES AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. KELRES AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON- INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL KELRES AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF KELRES OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

15b.       INDEMNIFICATION.

You agree to indemnify, defend and hold harmless Kelres, its officers, directors, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorney's fees) relating to or arising out of your use of or inability to use the Site or services, any user postings made by you, your violation of any terms of this Agreement or your violation of any rights of a third-party, or your violation of any applicable laws, rules or regulations. Kelres reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Kelres in asserting any available defenses.

16.       THIRD-PARTY SITES/SERVICES OFFERED.

Certain services made available via www.kelres.com and its subdomains, all of which end in kelres.com, are delivered by third-party sites and organizations. By using any product, service or functionality originating from the www.kelres.com and its subdomains, all of which end in kelres.com, domain, you hereby acknowledge and consent that Kelres may share such information and data with any third-party with whom Kelres has a contractual relationship to provide the requested product, service or functionality on behalf of www.kelres.com and its subdomains, all of which end in kelres.com, users and customers.

17a.      GOVERNING LAW.

This Agreement will be governed in all respects by the laws of US as well as the laws of the state of Colorado, excluding conflicts of law principles.

17b.       CLASS ACTION WAIVER.

Any arbitration under these Terms and Conditions will take place on an individual basis; class arbitrations and class/representative/collective actions are not permitted. THE PARTIES AGREE THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS, COLLECTIVE AND/ OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINST THE OTHER. Further, unless both you and Kelres agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.

18.      SEVERABILITY.

Should any provisions of this Agreement be held by a court of law to be illegal, invalid or unenforceable, the legality, validity and enforceability of the remaining provisions of this Agreement will not be affected or impaired thereby.

19.      ASSIGNMENT.

Neither party shall assign or transfer this Agreement, or any rights or portion thereof, to any related or unrelated third party without the other party’s consent.

20.      TERMINATION.

Kelres reserves the right, in its sole discretion, to terminate your access to the Site and the related services or any portion thereof at any time, without notice. To the maximum extent permitted by law, this agreement is governed by the laws of the State of Michigan and you hereby consent to the exclusive jurisdiction and venue of courts in Michigan in all disputes arising out of or relating to the use of the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Kelres as a result of this agreement or use of the Site.

Kelres's performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of Kelres's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Kelres with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and Kelres with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Kelres with respect to the Site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be written in English.

21.      ENTIRE AGREEMENT.

This Agreement and all outstanding projects constitute the entire agreement between the parties relating to this subject matter and supersede all prior or contemporaneous oral or written agreements concerning such subject matter. The terms of this Agreement and all outstanding projects will govern all Services undertaken by Contractr for Client. This Agreement and any project may only be changed by mutual agreement of authorized representatives of the parties in writing.