AGREEMENT TERMS & CONDITIONS – VERSION 202000623

Additional Terms and Conditions:

(last updated March 2,2020)

By signing, Client authorizes package to launch according to terms listed in the agreement. This is a custom consulting service.   The initial term for this agreement is 3 months, during which it cannot be cancelled.  At anytime prior to the end of the initial term, Client my elect to cancel further services by Company beyond the initial term. After which, either party can cancel with 1 calendar month notice after that. Company may cancel this agreement at any time if payment is not received by the due date – in such case full payment for the term will still be due. Any payments outstanding upon completion of agreement, will be due within 7 days after receipt of invoice. All information and data will remain property of the Company and Company is not required to pass on any marketing data to the client.

 

Client represents and warrants that it has the right and authority to promote/augment the URL/s listed in the agreement and those it will give Company in the future and to make this Order and has the ability to perform its obligations hereunder.

 

 

Client acknowledges that Company shall not be liable for delays in delivery and/or non-delivery of all or any portion of the services in the event of an Act of God, action by any governmental or quasi-governmental entity, fire, flood, insurrection, riot, explosion, embargo, strikes (legal or illegal), labor or material shortage, transportation, communication or power interruption of any kind, work slowdown or any condition beyond the reasonable control of Company affecting performance of such services in any manner.

 

Company will use reasonable efforts when working on Client’s websites, accounts and tasks. Client shall indemnify, defend and hold harmless the Company, its officers, directors, employees, from and against any liabilities, damages, claims and costs arising out of any claims related to this agreement. Client will reimburse Company for reasonable defense costs for claims arising out this agreement.

 

NO OTHER REPRESENTATIONS, GUARANTEES OR WARRANTIES: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY’S SERVICES DESCRIBED IN THE AGREMEEMT AND HEREIN ARE PROVIDED “AS IS” WITHOUT WARRANTIES, CONDITIONS, REPRESENTATIONS OR GUARANTIES OF ANY KIND, EITHER EXPRESSED, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. COMPANY DOES NOT WARRANT THE OPERATION OF ITS OFFERINGS WILL BE UNINTERRUPTED OR ERROR FREE. CLIENT BEARS THE RISK AS TO THE RESULTS, RANKINGS AND PERFORMANCE OF THE SERVICE SHOULD THE SERVICE PROVE INNEFFECTIVE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY PROVIDER CREATES A WARRANTY OR GUARANTEE.

 

ADDITIONAL WORK/TASKS

All additional work beyond the scope set here and in the signed agreement will be billed at a rate of $105.00 per hour unless agreed to otherwise.  Work/tasks and accepted SOW’s can be provided to Company verbally, in writing, by mail, text, fax and/or by email. Any time spent by Consultant (coding, phone, research, drafts, conversations, travel, onsite etc…) will be billable. All Travel time will be billable.

JURISDICTION AND DISPUTES:

Any and all claims and actions arising out of the Agreement shall be exclusively handled in Worcester County, Massachusetts.

 

SEVERABILITY:

The unenforceability or invalidity of any clause in the Agreement shall not have an impact on the enforceability or validity of any other clause. Any unenforceable or invalid clause shall be regarded as removed from this Agreement to the extent of its unenforceability and invalidity. If any clause is unenforceable or invalid due to it being too broad, then it shall be considered modified down to the point where it is enforceable and valid. In that case, the Agreement shall be interpreted and enforced as if it did not contain the said clause to the extent of its unenforceability and invalidity.

 

 

 

Company will use reasonable efforts when working on Client’s websites, accounts and tasks. Client shall indemnify, defend and hold harmless the Company, its officers, directors, employees, from and against any liabilities, damages, claims and costs arising out of any claims related to this agreement. Client will reimburse Company for reasonable defense costs for claims arising out this agreement.

 

CAMPAIGN MANAGEMENT FEES:

Unless specified otherwise pricing is based on 2 campaign/s in Facebook spending a maximum of $3,000 per month for all campaigns combined. If the number of campaigns or budget increases beyond that, then the pricing will increase as follows:

 

  •  – For every additional campaign in Facebook a setup fee of $250 plus $115.38 per week for the campaign management.
  •  – For every additional campaign anywhere else other than  Facebook a setup fee of $455 plus $173.07 per week for the campaign management.
  •  – In all cases, when the total spend is over $692.00 per week there will be an additional management fee set at 12.5% of the total spend. This will be billed each week for the previous week’s spend.

A campaign will be defined as a group of ads targeting: a specific geography, demographic/interest group,   service/product and desired action.

Entire Proposal :

The proposal and these terms sets forth the entire Agreement and understanding between the Client and the Company relating to its subject matter and merges all prior discussions between them. No amendment to this Agreement will be effective unless in writing signed by both parties to this Agreement.