Business Service Agreement (BSA)

This Agreement is made effective between SUPHEROES LLC ("Consultant") and the subscribing client ("Client"), collectively referred to as the "Parties."

1. Scope of Services:

SUPHEROES LLC agrees to provide consulting services aimed at enhancing the Client’s ability to secure and manage contracts with healthcare providers. Services include:

- Contract Acquisition Support: Assisting in the development and presentation of customized pitch decks to healthcare providers, tailored to highlight the Client's unique offerings.

- Resource Provision: Provision of access to the 'Scrubs to Business' Essential program and standardized operational templates to streamline contracting processes.

- Business Reporting and Analytics Support: Assistance in the creation of Return on Investment (ROI) Reports and Cost Analysis for existing client contracts.

-1-on-1 Business Consulting: Dedicated consulting services provided by a designated consultant throughout the first year of the contract.

- Additional Resources: Access to optional industry resources and business affiliates to support the Client's business management, compliance, and operations.

2. Cancellation Policy:

The Client may cancel their 1-year subscription at any time by providing written notice. All payments made are non-refundable. Services and access to consulting services resources, will terminate immediately upon cancellation. Client understands that ATD reserves the right to revoke access to services and community app at any time.

3. Client Commitments and Guarantees:

Upon successful processing of their first payment under this consulting and subscription program, the Client is guaranteed specific software per/user pricing with ATD Partner Solutions, Inc. DBA ATD Healthcare Solutions. Within two weeks of subscription, the Client agrees to work with ATD Partner Solutions to establish a Master Service Agreement (MSA) or Master Software Agreement, which will detail the terms of software and service provision based on the Client's specific retainer paid. Client understands that the agreement with ATD Healthcare Solutions will include industry standard fees associated with the usage of phone and video minutes and text messaging if utilized. The following are the cost availability options based on the annual or monthly retainers paid to SUPHEROES LLC:

SUPHEROES to ATD Essentials Program

Essential: $997 per year

$35 per user.

Optional $2,500 one-time retainer to secure $20 per user

SUPHEROES to ATD Launch Program

Launch: $1,997 per year

$20 per user.

4. Confidentiality:

Both Parties agree to maintain the confidentiality of proprietary information and to not disclose such information to any third party without the prior written consent of the other party, except as required by law.

5. Liability and Legal Disclaimer:

Neither SUPHEROES LLC nor ATD Healthcare Solutions will be liable for any claims, damages, or other liabilities arising from the Client's use of the provided information or services under this Agreement, except as required by law. The content provided through the online portal or by any employee or contractor of SUPHEROES LLC is for informational purposes only and not intended as legal advice. Clients are encouraged to consult with professional legal advisors and CPAs to review any decisions and documents related to their contracts and business operations.

6. Intellectual Property:

All intellectual property rights in the provided materials remain the property of SUPHEROES LLC or its licensors. The Client is granted a non-exclusive, limited license to use such materials solely in connection with the services provided under this Agreement.

7. Termination:

Either party may terminate this Agreement upon 30 days' written notice to the other party. Upon termination, the Client’s access to services, memberships, apps, and resources will cease immediately. The pricing under the retainer may be adjusted according to the terms specified by ATD Partner Solutions.

8. Indemnification Clause:

The Client agrees to indemnify, defend, and hold harmless SUPHEROES LLC, ATD Partner Solutions, Inc., and their affiliates, officers, directors, employees, and agents from any claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from their use of the consulting services provided under this Agreement.

Including a statement about the optional nature of referred services and the potential financial benefit SUPHEROES LLC receives from referrals, along with a disclaimer about liability, is a prudent approach. This enhances transparency and builds trust by informing the client upfront about potential conflicts of interest and the limits of your liability. Here's how you might incorporate this into the agreement:

9. Optional Services and Third-Party Relationships:

SUPHEROES LLC may recommend or refer services provided by third-party partners or affiliates. These services are entirely optional for the Client. SUPHEROES LLC may receive financial benefits or commissions from these third parties for referrals. However, SUPHEROES LLC takes no responsibility and assumes no liability for the performance, quality, or outcomes of any services provided by third-party partners or affiliates. Clients are encouraged to conduct their own due diligence and consult with appropriate professionals before engaging with any third-party services.

10. General Provisions:

This Agreement constitutes the entire agreement between the Parties and supersedes all prior agreements and understandings, both written and oral, concerning its subject matter. No modification of this Agreement shall be effective unless in writing and signed by both parties. This Agreement shall be governed by and construed in accordance with the laws of the state in which SUPHEROES LLC is registered.

Signature & Checkbox Upon Payment:

By selecting the checkbox labeled "I have read and agree to the terms and conditions of this page," the Client agrees to execute this Business Service Agreement and Retainer as of date of payment.