GRACE & REED LLC

terms and conditions

Effective Date: August 2, 2026

Website: https://graceandreed.com

Welcome to Grace & Reed LLC. These Master Terms & Conditions (“Agreement”) govern all interactions with our website, booking portals, and commercial advisory engagements.

Please read these terms carefully. By accessing our website, booking a session via TidyCal, settling an invoice, or participating in any program, you agree to be bound by this Agreement, Texas law, and all incorporated schedules.

PART A: GENERAL WEBSITE & DIGITAL ASSET TERMS

(Applies to all website visitors, quiz takers, and prospective clients)

1. ACCEPTANCE OF TERMS & WEBSITE USE

By accessing https://graceandreed.com or utilizing any connected online tools, diagnostics, or scheduling engines, you agree to comply with these terms, all applicable local, state, and federal laws, and our general disclosures. If you do not agree with any part of these terms, you are prohibited from using or accessing this site.

2. INTELLECTUAL PROPERTY & FRAMEWORK OWNERSHIP

All materials, diagnostic frameworks, The ACTIVE Blueprint™, “Success Cues,” Swerve Kits, custom delivery playbooks, and training resources provided on this website or during advisory engagements are the exclusive intellectual property (IP) of Grace & Reed LLC.

  • Limited License: Access to our website or purchase of any service grants you a limited, non-exclusive, non-transferable, revocable license for internal, personal, or educational use only.
  • No Transfer: No ownership, trademark rights, or underlying IP interests are transferred to you. You may not reproduce, resell, redistribute, create derivative works from, or publicly display our materials without express written consent from Grace & Reed LLC.

3. DISCLAIMER OF MEDICAL, CLINICAL, AND THERAPEUTIC SERVICES

Grace & Reed LLC provides B2B corporate management consulting, operational execution coaching, and educational frameworks.

  • Non-Clinical Scope: Grace & Reed LLC, its officers, members, and facilitators are NOT licensed medical professionals, psychologists, psychiatrists, or clinical mental health therapists.
  • No Diagnosis or Treatment: Our programs and diagnostics are designed exclusively for workplace productivity, operational efficiency, and goal tracking. They do NOT diagnose, treat, prevent, or cure medical or clinical conditions, including but not limited to clinical burnout, anxiety disorders, depression, or cognitive disorders.
  • Referral Mandate: If you require clinical mental health evaluation or medical treatment, you agree to seek care from a qualified, licensed healthcare professional.

4. TAX & ACCOUNTING DISCLAIMER

Any references on this website, on invoices, or in promotional materials to corporate tax deductibility, business expense classifications, or IRS Code Sec. 162 eligibility are provided strictly for general educational and informational purposes. Grace & Reed LLC is not a CPA firm, registered tax preparer, or accounting firm. The tax treatment of any fee depends on your specific business structure and tax jurisdiction. Clients assume sole responsibility for independently verifying all tax deductibility with a qualified Certified Public Accountant (CPA) or tax attorney.

PART B: BINDING COMMERCIAL & ADVISORY CLIENT TERMS

(Applies to all purchasing business entities, corporate buyers, and paying clients)

5. CONTRACT FORMATION & ELECTRONIC ASSENT

Pursuant to the Texas Uniform Electronic Transactions Act (Tex. Bus. & Com. Code Ch. 322) and federal E-SIGN standards, checking an online agreement box, submitting a digital booking via TidyCal, issuing a purchase order, or making full/partial settlement of an invoice constitutes binding electronic signature and acceptance of this Agreement.

6. PAYMENT, DEPOSIT & NON-REFUNDABILITY POLICY

Due to dedicated calendar allocation, proprietary diagnostic preparation, and immediate access to trade secret frameworks, all program fees and invoice payments are strictly non-refundable once onboarding, alignment intakes, or initial diagnostics commence.

7. EMPLOYMENT SOVEREIGNTY & AT-WILL STATUS

Grace & Reed LLC operates solely as an independent corporate advisory entity.

  • Employer Authority: Purchasing clients (“Employer”) retain sole, exclusive responsibility for all employment decisions, including hiring, firing, task assignment, compensation, performance evaluation, and disciplinary actions.
  • At-Will Preservation: Nothing in our programs, materials, or coaching interactions alters the at-will employment status of any employee participant under Texas law or applicable federal standards.

8. INDEMNIFICATION & HOLD HARMLESS (TEXAS EXPRESS NEGLIGENCE STANDARD)

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CLIENT AGREES TO DEFEND, INDEMNIFY, AND HOLD HARMLESS GRACE & REED LLC, ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, AND AFFILIATES FROM AND AGAINST ANY AND ALL THIRD-PARTY CLAIMS, DEMANDS, SUITS, CAUSES OF ACTION, LIABILITIES, LOSSES, DAMAGES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF OR RELATING TO:

  1. ANY EMPLOYMENT DISPUTE, WRONGFUL TERMINATION CLAIM, LABOR DISPUTE, OR WAGE CLAIM BROUGHT BY AN EMPLOYEE OR PARTICIPANT RESULTING FROM OR RELATED TO INVOLVEMENT IN OUR SERVICES;
  2. CLIENT’S RELIANCE ON OR IMPLEMENTATION OF ADVISORY RECOMMENDATIONS; OR
  3. CLIENT’S BREACH OF THIS AGREEMENT;

EXCEPT TO THE EXTENT DIRECTLY CAUSED BY GRACE & REED LLC’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

9. LIMITATION OF LIABILITY

IN NO EVENT SHALL GRACE & REED LLC’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE TOTAL FEES ACTUALLY PAID BY CLIENT TO GRACE & REED LLC FOR THE SPECIFIC APPLICABLE SERVICE ($550 USD FOR PERFORMANCE SPRINTS; $1,500 USD FOR STRATEGIC INTENSIVES), EXCEPT TO THE EXTENT DIRECTLY CAUSED BY GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. IN NO EVENT SHALL GRACE & REED LLC BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES.

10. GENERAL PROVISIONS

  • Force Majeure: Neither party shall be held liable for performance delays resulting from acts beyond reasonable control, including software/platform outages (e.g., Zoom/Google Meet), telecommunication failures, severe weather, power grid issues, or acts of God, provided reasonable efforts are made to resume performance.
  • Severability: If any provision of this Agreement is held invalid, illegal, or unenforceable by a Texas court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
  • Governing Law & Venue: This Agreement shall be governed by and construed under the laws of the State of Texas without regard to conflict of law principles. Any legal dispute or arbitration arising hereunder shall reside exclusively in Travis County or Taylor County, Texas.

SCHEDULE 1: 30-DAY EMPLOYEE PERFORMANCE SPRINT TERMS

(Service Classification: B2B Management Consulting / Corporate Employee Training)

1. DUAL-PARTY ROLE STANDARDS & RESPONSIBILITIES

  • Section A (Employer Mandate): Employer confirms authority to enroll personnel, agrees to participate in the 50-minute Employer Alignment Intake, and agrees that individual participant raw survey data remains confidential between Participant and Consultant. Employer shall receive a 1-Page Executive Closeout Summary Report detailing aggregate operational trends and execution milestones.
  • Section B (Employee Participant Mandate): Participants agree to complete online intake diagnostics honestly, actively attend scheduled micro-sprints, and apply The ACTIVE Blueprint™ execution tools within their workplace workflow.

2. MANDATORY 45-CALENDAR-DAY COMPLETION WINDOW

To maintain operational momentum, all components of the 30-Day Employee Performance Sprint—including intake, all 4 weekly check-ins, and the closeout summary report—must be completed within forty-five (45) calendar days from the date full payment is received by Grace & Reed LLC. Any uncompleted sessions or unused portions after 45 calendar days are forfeited without refund, unless an extension is granted in writing prior to expiration.

SCHEDULE 2: 90-MINUTE STRATEGIC INTENSIVE TERMS

(Service Classification: Executive B2B Strategy & Capacity Reclamation)

1. APPLICABILITY & DELIVERABLES

Applies to all individual or executive bookings for the 90-Minute Strategic Intensive ($1,500 USD). Engagement includes pre-session diagnostic review, a dedicated 90-minute strategic advisory session, and a custom post-session execution roadmap.

2. STRICT 24-HOUR RESCHEDULING POLICY

  • Advance Notice Required: Clients must provide at least 24 hours’ advance written notice prior to the scheduled session time to request a date/time change.
  • Late Cancellations & No-Shows: Requests made with less than 24 hours’ notice, or failure to attend a scheduled session (“No-Show”), result in immediate forfeiture of the session and its fee without refund.
  • Session Expiration: Strategic Intensive sessions must be scheduled and completed within thirty (30) calendar days of initial payment.

CONTACT DETAILS & CORPORATE INQUIRIES

For any legal or contractual inquiries regarding these Master Terms, please contact:

Corporate Entity: Grace & Reed LLC
Registered Agent Address: 5900 Balcones Dr. STE 100, Austin, TX 78731
Email: jcarter@graceandreed.com