Terms & Conditions

1. Definitions and Interpretation

In these Terms and Conditions, unless the context otherwise requires:

"L3Team", "we", "us", or "our" refers to L3Team and its subsidiaries, affiliates, officers, employees, agents, and contractors.
"Client", "you", or "your" refers to any individual or entity that engages our Services or accesses our website.
"Services" means the professional consulting, coaching, mentoring, recruitment, design, and development services provided by L3Team.
"Agreement" refers to any Statement of Work, proposal, or contract executed between L3Team and the Client.
"Deliverables" means all work product, materials, documents, and outputs created by L3Team in the performance of Services.
"Confidential Information" means any non-public information disclosed by either party to the other in connection with the Services.

2. Acceptance of Terms

By accessing our website, engaging our Services, or executing an Agreement with L3Team, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.

These Terms constitute a legally binding agreement between you and L3Team. If you do not agree to these Terms, you must not use our Services or access our website.

3. Scope of Services

L3Team provides professional services in the following areas:

Coaching & Mentoring: Leadership development, executive coaching, team coaching, and professional mentorship programs.
Recruitment: Talent acquisition, executive search, candidate assessment, and hiring consultation.
Design: User experience (UX) design, user interface (UI) design, product design, and design strategy.
Development: Software development, web application development, mobile development, and technical consulting.
Consulting: Business strategy, digital transformation, process optimization, and organizational consulting.

The specific scope, deliverables, timeline, and terms of each engagement shall be defined in a separate Statement of Work or Agreement. Any modifications to the agreed scope must be documented in writing and signed by authorized representatives of both parties.

4. Client Obligations

To enable L3Team to perform the Services effectively, the Client agrees to:

Provide timely access to all information, materials, systems, and personnel reasonably required for the performance of the Services.
Designate a primary point of contact with authority to make decisions and provide approvals on behalf of the Client.
Review and provide feedback on Deliverables within the timeframes specified.
Ensure that any materials provided to L3Team do not infringe upon the intellectual property rights of any third party.
Comply with all applicable laws and regulations in connection with the Services.

Delays caused by the Client's failure to fulfill these obligations may result in corresponding adjustments to project timelines and additional charges at L3Team's then-current rates.

5. Fees and Payment Terms

Fees for Services shall be as set forth in the applicable Agreement. Unless otherwise specified:

All fees are quoted in the currency specified in the Agreement and are exclusive of applicable taxes.
Invoices are due and payable within thirty (30) days of the invoice date.
Late payments shall accrue interest at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.
The Client shall reimburse L3Team for all pre-approved, reasonable out-of-pocket expenses incurred in connection with the Services.
L3Team reserves the right to suspend Services if any invoice remains unpaid for more than fifteen (15) days past due.

Any dispute regarding an invoice must be raised in writing within ten (10) days of receipt. Undisputed portions of invoices remain due as specified.

6. Intellectual Property Rights

6.1 L3Team Pre-existing IP: L3Team retains all rights, title, and interest in and to any pre-existing intellectual property, methodologies, frameworks, tools, templates, and know-how ("L3Team IP") used in the performance of the Services.

6.2 Client Materials: The Client retains all rights to materials, data, and content provided by the Client for use in connection with the Services ("Client Materials").

6.3 Deliverables: Subject to full payment of all fees due, L3Team hereby assigns to the Client all rights, title, and interest in the Deliverables specifically created for the Client, excluding any L3Team IP incorporated therein. The Client is granted a non-exclusive, perpetual, royalty-free license to use any L3Team IP incorporated in the Deliverables solely for the Client's internal business purposes.

6.4 Portfolio Rights: Unless otherwise agreed in writing, L3Team may reference the Client and a general description of the Services in L3Team's marketing materials and portfolio.

7. Confidentiality

7.1 Obligations: Each party agrees to maintain in strict confidence all Confidential Information received from the other party. Neither party shall disclose, publish, or otherwise reveal any Confidential Information to any third party without prior written consent, except as required by law.

7.2 Exclusions: Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully in the receiving party's possession prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is rightfully obtained from a third party without restriction on disclosure.

7.3 Duration: The confidentiality obligations set forth herein shall survive the termination of any Agreement for a period of three (3) years, except with respect to trade secrets, which shall be protected indefinitely.

8. Warranties and Disclaimers

8.1 L3Team Warranties: L3Team warrants that: (a) it has the right and authority to enter into these Terms and perform the Services; (b) the Services will be performed in a professional and workmanlike manner consistent with industry standards; and (c) to its knowledge, the Deliverables will not infringe upon the intellectual property rights of any third party.

8.2 Disclaimer: EXCEPT AS EXPRESSLY SET FORTH HEREIN, L3TEAM MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. L3TEAM DOES NOT WARRANT THAT THE SERVICES WILL MEET ALL OF THE CLIENT'S REQUIREMENTS OR THAT THE OPERATION OF ANY DELIVERABLES WILL BE UNINTERRUPTED OR ERROR-FREE.

8.3 Remedy: The Client's exclusive remedy for any breach of the warranties set forth in Section 8.1 shall be, at L3Team's option, the re-performance of the deficient Services or a refund of the fees paid for such deficient Services.

9. Limitation of Liability

9.1 Exclusion of Consequential Damages: IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2 Cap on Liability: L3TEAM'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR ANY AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO L3TEAM DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

9.3 Exceptions: The limitations set forth in this Section 9 shall not apply to: (a) breaches of confidentiality obligations; (b) infringement of intellectual property rights; (c) gross negligence or willful misconduct; or (d) the Client's payment obligations.

10. Indemnification

10.1 By L3Team: L3Team shall indemnify, defend, and hold harmless the Client from and against any third-party claims, damages, losses, and expenses (including reasonable attorneys' fees) arising from L3Team's gross negligence or willful misconduct in the performance of the Services.

10.2 By Client: The Client shall indemnify, defend, and hold harmless L3Team from and against any third-party claims, damages, losses, and expenses (including reasonable attorneys' fees) arising from: (a) the Client's breach of these Terms; (b) the Client Materials; or (c) the Client's use of the Deliverables in a manner not authorized by L3Team.

11. Term and Termination

11.1 Term: These Terms shall remain in effect until all Agreements between the parties have been completed or terminated.

11.2 Termination for Convenience: Either party may terminate an Agreement upon thirty (30) days' prior written notice to the other party. Upon such termination, the Client shall pay for all Services rendered and expenses incurred through the effective date of termination.

11.3 Termination for Cause: Either party may terminate an Agreement immediately upon written notice if the other party: (a) materially breaches these Terms or the Agreement and fails to cure such breach within fifteen (15) days after receiving written notice thereof; or (b) becomes insolvent, files for bankruptcy, or ceases to conduct business in the normal course.

11.4 Effect of Termination: Upon termination: (a) each party shall return or destroy all Confidential Information of the other party; (b) L3Team shall deliver to the Client all completed Deliverables for which payment has been received; and (c) the following sections shall survive: Definitions, Intellectual Property Rights, Confidentiality, Warranties and Disclaimers, Limitation of Liability, Indemnification, and General Provisions.

12. Independent Contractor Relationship

L3Team is an independent contractor and nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employment relationship between the parties. L3Team shall be solely responsible for the payment of all taxes, contributions, and other obligations related to its personnel.

13. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

14. Governing Law and Dispute Resolution

14.1 Governing Law: These Terms shall be governed by and construed in accordance with the laws of the jurisdiction in which L3Team is registered, without regard to its conflict of laws principles.

14.2 Dispute Resolution: Any dispute arising out of or relating to these Terms shall first be attempted to be resolved through good-faith negotiations between the parties. If such negotiations are unsuccessful within thirty (30) days, either party may pursue resolution through binding arbitration or litigation in the courts of competent jurisdiction.

15. General Provisions

15.1 Entire Agreement: These Terms, together with any applicable Agreement, constitute the entire agreement between the parties and supersede all prior or contemporaneous understandings, agreements, or representations.

15.2 Amendment: L3Team reserves the right to modify these Terms at any time. Material changes will be communicated to Clients with active Agreements at least thirty (30) days prior to taking effect.

15.3 Severability: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

15.4 Waiver: The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

15.5 Assignment: The Client may not assign or transfer these Terms without L3Team's prior written consent. L3Team may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.

15.6 Notices: All notices required or permitted under these Terms shall be in writing and shall be deemed given when delivered personally, sent by confirmed email, or sent by certified mail to the addresses specified in the applicable Agreement.

16. Contact Information

For questions regarding these Terms and Conditions, please contact us at:

L3Team - Terms & Conditions

General Inquiries: contact@l3team.com