Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") govern your use of will-mitchell.com (the "Site") operated by StartupBros LLC ("Company," "we," or "us"). By accessing or using the Site, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Site.

2. Modifications of Terms

The Company reserves the right to modify or replace these Terms at any time. If the modifications constitute a material change, we will provide reasonable notice by posting an updated version on this page. Your continued use of the Site after such modifications constitutes acceptance of the updated Terms.

3. Eligibility

The Site is available only to individuals who are at least 18 years of age. By using the Site, you represent and warrant that you are at least 18 years old. If you do not meet this requirement, you must not use the Site.

4. Advisory Services

The Site offers advisory, consulting, and fractional engagement services. If you enter into an advisory engagement with the Company, that engagement is governed by our Advisory Engagement Terms, not these Terms. In the event of a conflict between these Terms and the Advisory Engagement Terms, the Advisory Engagement Terms control with respect to the advisory engagement.

5. Use of the Site

The Site provides information, articles, and resources for educational and informational purposes only. You may access and use the Site for personal, non-commercial purposes. You agree not to:

• Reproduce, distribute, or republish content without written permission
• Use automated tools to scrape or extract content
• Attempt to gain unauthorized access to any part of the Site
• Use the Site in any way that violates applicable laws
• Interfere with the proper functioning of the Site or impose an unreasonable load on our infrastructure
• Reverse engineer, decompile, or attempt to extract the source code of any part of the Site

Violation of these restrictions may result in immediate termination of access and potential legal action.

6. Intellectual Property

All content on the Site — including text, images, design, graphics, logos, and code — is owned by StartupBros LLC and protected by intellectual property laws. You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Site for personal purposes. You may not reproduce, distribute, modify, or create derivative works based on this content without our written permission.

If you provide us with feedback or suggestions about the Site, you grant us a non-exclusive, perpetual, irrevocable, royalty-free license to use that feedback for any purpose without compensation.

7. Disclaimer of Warranties

THE SITE AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, OR NON-INFRINGEMENT. WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY CONTENT ON THE SITE.

Content on the Site is for informational purposes only and does not constitute professional, legal, financial, or business advice. You should consult with qualified professionals before making any decisions based on information found on the Site.

8. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL STARTUPBROS LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, OR DAMAGES ARISING FROM RELIANCE ON SITE CONTENT.

THE COMPANY'S TOTAL LIABILITY FOR CLAIMS ARISING UNDER THESE TERMS (RELATING TO USE OF THE SITE) SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100 USD). THIS LIMITATION APPLIES ONLY TO YOUR USE OF THE SITE AND ITS CONTENT. LIABILITY ARISING FROM ADVISORY ENGAGEMENTS IS GOVERNED BY THE ADVISORY ENGAGEMENT TERMS.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations may not apply to you. In such jurisdictions, our liability is limited to the maximum extent permitted by law.

9. Indemnification

Your Indemnification Obligations

You agree to defend, indemnify, and hold harmless the Company, its officers, directors, employees, and agents from any third-party claim, damage, loss, or expense (including reasonable attorney's fees) arising from your violation of these Terms or applicable law, or your infringement of any third-party rights.

Company Indemnification Obligations

The Company will defend, indemnify, and hold harmless you from third-party claims to the extent arising from allegations that the Site itself infringes a valid United States patent, registered trademark, or registered copyright. This obligation does not apply to claims arising from your use of the Site in violation of these Terms.

Procedures

The indemnified party must give prompt written notice of any claim. The indemnifying party shall have sole control of the defense and settlement. The indemnifying party may not settle any claim that imposes obligations on the indemnified party without written consent. These obligations survive termination of these Terms.

10. External Links

The Site may contain links to third-party websites. We are not responsible for the content, privacy policies, or practices of those sites. Accessing third-party links is at your own risk.

11. Privacy

Your use of the Site is also governed by our Privacy Policy, which describes how we collect, use, and protect your information. By using the Site, you consent to the practices described therein.

12. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Florida, United States, without regard to its conflict of law principles.

Mandatory Arbitration: Any dispute arising out of or relating to these Terms shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association ("AAA"). The arbitration shall be conducted in Pinellas County, Florida.

Delegation to Arbitrator: THE ARBITRATOR, AND NOT ANY FEDERAL, STATE, OR LOCAL COURT OR AGENCY, SHALL HAVE EXCLUSIVE AUTHORITY TO RESOLVE ANY DISPUTE RELATING TO THE INTERPRETATION, APPLICABILITY, ENFORCEABILITY, OR FORMATION OF THIS ARBITRATION AGREEMENT, INCLUDING BUT NOT LIMITED TO ANY CLAIM THAT ALL OR ANY PART OF THIS ARBITRATION AGREEMENT IS VOID OR VOIDABLE. THE ARBITRATOR SHALL ALSO HAVE EXCLUSIVE AUTHORITY TO RESOLVE ALL THRESHOLD ARBITRABILITY ISSUES, INCLUDING ISSUES RELATING TO WHETHER THESE TERMS ARE UNCONSCIONABLE OR ILLUSORY, AND ANY DEFENSE TO ARBITRATION, INCLUDING WAIVER, DELAY, LACHES, OR ESTOPPEL.

Class Action Waiver: Any proceedings to resolve disputes shall be conducted on an individual basis. You waive any right to participate in class actions or class-wide arbitration.

Small Claims Court Exception: Notwithstanding the foregoing, either party may bring an individual action in small claims court for disputes or claims within the jurisdictional limit of such court. If you initiate a small claims court action, it may be brought in your county of residence or in Pinellas County, Florida, at your election.

Arbitration Fees and Costs: Payment of all filing, case management, and arbitrator fees shall be governed by the AAA Consumer Arbitration Rules. For claims where the amount in controversy is $75,000 or less, the Company will pay all arbitration filing, administrative, and arbitrator fees beyond the initial consumer filing fee required by the AAA. If you prevail in the arbitration, or if the arbitrator finds that your claims were not frivolous, the Company will reimburse you for any filing fee you paid. Each party shall bear its own attorneys' fees, except where applicable law requires otherwise.

Time Limitation: To the maximum extent permitted by applicable law, and except for actions for nonpayment or breach of a party's intellectual property rights, any claim or cause of action arising out of or related to these Terms must be filed within one (1) year after the date on which the party asserting the claim first became aware, or reasonably should have become aware, of the facts giving rise to the claim. Where applicable law prohibits a limitation period shorter than the statutory default, the statutory period shall apply.

Nothing in this section prevents either party from seeking injunctive relief for matters related to intellectual property or data security.

Right to Opt Out of Arbitration: You may opt out of the mandatory arbitration and class action waiver provisions in this Section 12 by sending written notice to [email protected] within thirty (30) days of the date you first accept these Terms. Your notice must include: (a) your full legal name; (b) the email address associated with your account; and (c) a clear, unequivocal statement that you wish to opt out of arbitration and the class action waiver (e.g., "I opt out of the arbitration clause in the WillMitchell.io Terms of Service"). If you validly opt out, neither party will be required to arbitrate disputes, and either party may bring claims in any court of competent jurisdiction as set forth above. Opting out of arbitration will not affect any other provision of these Terms nor constitute a breach or default. If you do not opt out within the 30-day period, you shall be deemed to have consented to the arbitration and class action waiver provisions of this Section 12 and will not be permitted to opt out in the future, except as may be required by applicable law. This opt-out right applies only to the initial acceptance of these Terms; subsequent material modifications to the arbitration provisions will provide a new 30-day opt-out window.

13. Miscellaneous

Severability: If any provision of these Terms is found unenforceable, the remaining provisions remain in full force and effect. No Waiver: Failure to enforce any right or provision shall not constitute a waiver. Assignment: You may not assign these Terms without our consent. We may assign without restriction. Force Majeure: The Company shall not be liable for any failure to perform its obligations where such failure results from any cause beyond the Company's reasonable control. Entire Agreement: These Terms, together with our Privacy Policy and (where applicable) the Advisory Engagement Terms, constitute the entire agreement between you and the Company regarding your use of the Site.

14. Contact

Questions about these Terms? Contact us at [email protected] or by mail to: StartupBros LLC, 100 1st Ave N, #2706, St. Petersburg, FL 33701, USA.