VA+ Terms & Conditions and Service Agreement

VA+ TERMS & CONDITIONS AND SERVICE AGREEMENT

Last Updated: 01/19/2026

PARTIES

This Terms & Conditions and Service Agreement (“Agreement”) is entered into by and among:

(a) VA+ Franchise Systems LLC, MTM Accelerated Holdings LLC, and any of their affiliated entities, successors, or assigns, doing business as VA+, VA Plus, VA+ Virtual Staffing, VA+ Virtual Staffing, Marketing, and Business Solutions, and any other VA+-branded services (collectively, the “Franchisor”);

(b) an independently owned and operated VA+ franchisee, organized as a separate legal limited liability company and authorized to operate under the VA+ brand (the “Franchisee”); and

The Franchisor and Franchisee may be referred to individually as a “Service Provider” and collectively as the “Service Providers.”

Definition of VA+

For purposes of this Agreement, any reference to “VA+,” “VA Plus,” “Company,” or “Provider” shall be deemed to include VA+ Franchise Systems LLC, MTM Accelerated Holdings LLC, their affiliates, successors, assigns, authorized franchisees, owners, officers, employees, contractors, agents, and all entities operating under the trade names VA+, VA Plus, VA+ Virtual Staffing, and VA+ Virtual Staffing, Marketing, and Business Solutions, whether existing now or in the future.

Franchise Relationship Disclosure

Each VA+ franchise location is independently owned and operated by a separate legal entity. The relationship between VA+ Franchise Systems LLC and each Franchisee is solely that of franchisor and franchisee and is governed exclusively by a separate Franchise Disclosure Document (FDD) and Franchise Agreement.

Nothing in this Agreement shall be construed to create any partnership, joint venture, agency, employment, or fiduciary relationship between the Franchisor and any Franchisee. No Franchisee has authority to bind the Franchisor, and the Franchisor does not control or direct the day-to-day service delivery, personnel decisions, hiring, supervision, compensation, or termination of any Franchisee’s personnel.

Description of Services

VA+ (including the Franchisor and authorized Franchisees, collectively the Service Providers) will provide the following services (collectively, the “Services”): marketing, leads, tools, virtual assistants, business services, websites, technology platforms, AI tools, lead lists, support, and other small business services that the Client desires.

Independent Contractor Relationship

All virtual assistants, support personnel, and other individuals or entities providing services through VA+ are independent contractors, and not employees, partners, agents, joint venturers, or fiduciaries of the Client.

Nothing in this Agreement shall be deemed or construed to create any employment relationship, joint employment relationship, partnership, agency, or fiduciary relationship between the Client and VA+, the Franchisor, any Franchisee, or any of their respective personnel.

The Client shall not exercise control over the manner or means by which Services are performed beyond task-level instructions reasonably necessary to achieve desired results. The Client shall not provide or attempt to provide employment-related direction, supervision, discipline, compensation, benefits, tax reporting, insurance, or workplace policies to any VA+ personnel.

Each Service Provider is solely responsible for compensation, payroll obligations, taxes, insurance, benefits, and compliance with applicable labor and employment laws with respect to its independent contractors.

Payment

Payment shall be made to the applicable Service Provider in the total amount selected by the Client at the time of registration. Payments may be collected by VA+ Franchise Systems LLC, MTM Accelerated Holdings LLC, the Franchisor, or an authorized Franchisee, depending on the Services selected.

Allocation of payments between entities or franchisees is an internal matter and does not affect the Client’s obligations under this Agreement.

Failure to make timely payment constitutes a material breach and may result in suspension or termination of Services and pursuit of legal remedies.

Term

This Agreement shall continue for the term selected by the Client and shall automatically terminate upon completion of the Services for such term unless earlier terminated in accordance with this Agreement.

Work Product Ownership

Any copyrightable works, ideas, discoveries, inventions, patents, products, documents, data, or other information (collectively, the “Work Product”) developed in whole or in part by a Service Provider in connection with the Services shall be the exclusive property of the Client for so long as such Work Product remains hosted via a Service Provider subscription.

Upon termination of the Client’s subscription, Work Product may be transferred upon request for a fee to be negotiated based on complexity.

Work Product may be created, managed, or hosted by either the Franchisor or a Franchisee, and the Client’s rights are governed solely by this Agreement regardless of which Service Provider delivers the Services.

Confidentiality

The Franchisor, Franchisee, VA+ Franchise Systems LLC, MTM Accelerated Holdings LLC, and each of their respective employees, agents, contractors, representatives, and affiliates shall protect Client confidential information and shall not disclose or misuse such information. This obligation survives termination of this Agreement.

Client Obligations

Clients are responsible for providing accurate and complete information regarding their needs and shall notify VA+ management if documented requirements are not being met.

Clients must promptly provide all materials, credentials, access, instructions, approvals, and feedback necessary to complete Services.

Clients must provide fourteen (14) days’ advance notice prior to the monthly renewal date to terminate services. Failure to do so results in renewal charges. No refunds will be issued.

Clients must immediately notify VA+ if a virtual assistant solicits additional compensation, bonuses, personal information, or work outside of VA+.

Client System Access and Security Responsibility

The Client acknowledges and agrees that it is solely responsible for controlling, granting, limiting, monitoring, and revoking access by any virtual assistant to the Client’s software, systems, platforms, tools, email accounts, CRM systems, financial accounts, passwords, login credentials, data, and other business resources.

VA+ does not control, manage, or audit Client-granted access and shall not be responsible for any loss, misuse, disclosure, breach, damage, or unauthorized activity resulting from the Client’s failure to appropriately restrict, revoke, or manage such access, whether during or after the virtual assistant’s engagement.

The Client is solely responsible for disabling or revoking access immediately upon termination, reassignment, or completion of Services. This obligation survives termination of this Agreement.

Default

The following constitute material defaults under this Agreement:

a. Failure to make required payments when due
b. Insolvency or bankruptcy of any party
c. Seizure or assignment of property by creditors
d. Failure to substantially perform Services in the time or manner agreed
e. Usage of virtual assistants by the Client outside of the initially agreed-upon scope of work, including but not limited to assigning tasks that materially differ from the role, skill level, or service tier purchased by the Client, such as utilizing a lower-cost marketing virtual assistant to perform higher-cost technical, development, or specialized services

A default by the Client as to one Service Provider shall be deemed a default as to all Service Providers.

VA+ reserves the right, upon such default, to suspend Services, reassign the virtual assistant, require an upgrade to the appropriate service tier, assess additional fees, or terminate this Agreement without refund.

Attorneys’ Fees and Collection Costs

In any dispute, the prevailing party shall recover reasonable attorney’s fees, court costs, and collection expenses.

Remedies

Written notice of default shall be provided with thirty (30) days to cure. Failure to cure results in termination unless waived in writing.

Termination and No Refund Policy

Either party may terminate with written notice. The Client must pay for Services rendered through the termination date.

No refunds or credits shall be issued once payment is made, including membership fees, flex hours, platform usage, or other VA+ products or services.

Insolvency of Service Provider

In the event of termination due to insolvency, bankruptcy, or cessation of operations of the Franchisor or a Franchisee, no monetary refunds shall be owed.

As the Client’s sole and exclusive remedy, the Client may be offered at-cost service continuation arrangements directly with VA+ independent contractors, subject to availability and mutual agreement. No employment relationship is created.

Data Protection and Indemnification

VA+ shall take reasonable measures to safeguard Client data; however, VA+ shall not be liable for data breaches, losses, or unauthorized access.

The Client agrees to indemnify and hold harmless VA+, the Franchisor, Franchisees, VA+ Franchise Systems LLC, MTM Accelerated Holdings LLC, and their affiliates from all claims, including those arising from employment misclassification, joint employment, Client-controlled system access failures, or regulatory violations.

Disclaimer of Warranties

VA+ disclaims all warranties, express or implied, regarding lead quantity, lead quality, marketing results, or performance of virtual assistants.

Limitation of Liability

VA+, VA Plus, VA+ Virtual Staffing, VA+ Virtual Staffing, Marketing, and Business Solutions, VA+ Franchise Systems LLC, MTM Accelerated Holdings LLC, the Franchisor, Franchisees, and affiliates shall not be liable for any direct, indirect, incidental, consequential, special, or punitive damages.

Membership Plan Termination

If the Client accumulates hours through a VA+ membership program and elects to terminate the membership, any unused hours shall be forfeited.

Unused hours may not be carried over, transferred, sold, or assigned. Memberships may not be placed on hold.

Clients restarting services after cancellation must pay a $297 account restart fee. If restarted within forty-five (45) days, previously accumulated hours may be reinstated in part or in full at VA+’s sole discretion.

VA+ reserves the right to amend membership termination policies.

Usage Billing Rates for Technology Platform

SMS text messages: $0.0095 per segment
Outbound calls: $0.016 per minute
Inbound calls: $0.01 per minute
Emails: $0.00085 per email
AI conversations: $0.03 per message
Local numbers: approximately $2.00 per month
Toll-free numbers: approximately $4.00 per month

Client Conduct

VA+ may immediately terminate services, without refund, for verbal abuse, harassment, solicitation of personnel, or reputational harm.

The Client shall not directly manage, discipline, schedule, compensate, or alter the working conditions of any VA+ independent contractor.

Non-Solicitation of Personnel

The Client shall not solicit or hire Company personnel during the term of this Agreement or for three (3) years thereafter. Breach requires payment equal to one (1) year of full-time VA services and entitles the Company to injunctive relief.

All personnel are independent contractors for purposes of this clause.

Force Majeure

VA+ shall not be liable for failures caused by events beyond reasonable control, including natural disasters, power outages, pandemics, labor disputes, or government actions.

Dispute Resolution

Disputes shall be resolved by good-faith negotiation and, if unresolved, by binding arbitration under the rules of the American Arbitration Association.

Governing Law

This Agreement shall be governed by the laws of the State of Texas.

Third-Party Beneficiaries

VA+ Franchise Systems LLC, MTM Accelerated Holdings LLC, and all VA+ Franchisees are intended third-party beneficiaries of this Agreement.

Final Acknowledgment

By using VA+ services, the Client acknowledges and agrees to all limitations, responsibilities, and risk allocations contained herein.

IN WITNESS WHEREOF, the parties agree to be bound as of the date of acceptance.