TERMS AND CONDITIONS
Terms and Conditions of Sale and Service
The Right Method, LLC
These Terms and Conditions (“Agreement”) govern the provision of all goods, services, training, media/communications, research and development, and HR consulting solutions (collectively, the “Services”) offered by The Right Method, LLC (“Contractor,” “The Right Method,” “we,” “us,” or “our”) to any purchaser, client, or contracting entity (“Client” or “Customer”), including without limitation any agency or instrumentality of the United States Government.
By issuing a purchase order, entering into a task order, signing a statement of work (“SOW”), or otherwise engaging The Right Method, Client agrees to be bound by the following terms:
1. DEFINITIONS
- “Agreement” means these Terms and Conditions, together with any executed SOW, contract, or order.
- “Services” means training, research and development, HR consulting, media and communications services, and related deliverables provided by The Right Method.
- “Deliverables” means any materials, reports, products, training content, or outcomes provided under the Agreement.
- “SkillSprint™” refers to proprietary workforce technology licensed exclusively to The Right Method, LLC through SkillSprint, Inc., which serves as subcontractor under a licensing arrangement.
2. ACCEPTANCE OF ORDERS
All orders, task orders, or statements of work are subject to written acceptance by The Right Method. No obligation shall be binding upon The Right Method unless so accepted.
3. SCOPE OF SERVICES
The Right Method shall provide Services as described in the applicable SOW, contract, or order, including:
(a) Workforce training and professional development programs;
(b) Applied research and development initiatives;
(c) Human capital consulting and HR-related services;
(d) Media and communications strategy and support; and
(e) Deployment of SkillSprint™ technology through subcontracted licensing.
4. DELIVERY AND PERFORMANCE
The Right Method shall perform Services in accordance with agreed schedules. Performance standards shall comply with applicable Federal Acquisition Regulations (“FAR”), Defense Federal Acquisition Regulation Supplement (“DFARS”), and any agency-specific requirements.
5. COMPLIANCE WITH LAWS
The Right Method shall comply with all applicable federal, state, and local laws, including but not limited to:
- FAR/DFARS;
- The Prompt Payment Act;
- Equal Opportunity requirements under FAR 52.222-26;
- Section 508 of the Rehabilitation Act;
- The Privacy Act of 1974;
- Federal Information Security Modernization Act (“FISMA”);
- NIST SP 800-171 data security requirements;
- Export Control regulations under ITAR and EAR.
6. INFORMATION SECURITY & DATA PROTECTION
Where Services require access to, or handling of, personally identifiable information (PII) or government-sensitive information, The Right Method shall implement appropriate safeguards in compliance with FISMA and NIST SP 800-171. Data shall not be disclosed except as required by law or written instruction of the Client.
7. INTELLECTUAL PROPERTY
All proprietary methods, content, and technology created or owned by The Right Method, including but not limited to SkillSprint™, remain the sole intellectual property of The Right Method or its licensors. Unless otherwise provided by contract, Client is granted a limited, non-exclusive, non-transferable license to use Deliverables solely for internal purposes.
8. SUBCONTRACTING
The Right Method may utilize subcontractors, including SkillSprint, Inc. as its exclusive technology partner. Flow-down clauses from applicable federal contracts shall be observed.
9. PAYMENT TERMS
Unless otherwise specified, payment terms shall be Net 30 days from receipt of a proper invoice. Payment shall be made via electronic funds transfer in compliance with the Prompt Payment Act.
10. INSURANCE
The Right Method shall maintain adequate commercial general liability insurance, cyber liability coverage (if applicable), and workers’ compensation insurance as required by law. Certificates of insurance shall be provided upon request.
11. LIMITATION OF LIABILITY
Except as otherwise required by federal law, The Right Method shall not be liable for indirect, incidental, or consequential damages arising out of this Agreement. In no event shall liability exceed the total fees paid under the applicable order.
12. TERMINATION
(a) Termination for Convenience: In accordance with FAR 52.249-2, the Client may terminate the Agreement, in whole or in part, when it is in the Government’s interest.
(b) Termination for Cause: Either party may terminate in the event of a material breach not cured within thirty (30) days’ written notice.
13. FORCE MAJEURE
Neither party shall be liable for failure to perform caused by circumstances beyond its reasonable control, including acts of God, war, terrorism, strikes, or government restrictions.
14. DISPUTE RESOLUTION
This Agreement shall be governed by the laws of the United States and, to the extent not inconsistent, the laws of the State of Florida. Venue for any dispute shall lie exclusively in the state or federal courts located in Sarasota, Florida.
15. ENTIRE AGREEMENT
This Agreement, together with any incorporated SOWs or orders, constitutes the entire understanding between the parties and supersedes all prior agreements, oral or written.