This agreement is hereby entered into between Local SEO Services for Businesses, LLC (hereinafter referred to as “Contractor”) and the Individual or Company to whom an invoice is addressed to, the Individual or Company who has signed a service agreement, and any Individual or Company who is making a payment in exchange for service (hereinafter referred to as “Client”).
- Time for Performance: Scheduling takes place after signed contract, payment, and all initial information is received by the contractor from the client.
- Updates after Final Approval: Client assumes responsibility for further updates to website content or other materials after Final Approval is given by the Client. Additional services not included within the agreed scope are services will be at an additional fee.
- Platform Limitations: Monthly service costs are based on using a website that has an easily accessible content management system (CMS). In some instances, additional costs may need to be assumed by the client if their website requires a large amount of additional time for the marketing. Client will be notified of any additional costs prior to starting.
- Ownership of Marketing Materials: Any existing materials used in the client’s marketing campaign will remain under the ownership of the original owner, including domain names and accounts. Account access created under the client’s brand name will be under the ownership of the client. Non-branded accounts and content used in marketing remain under the ownership of the contractor.
This provision allocates the risks under this Agreement between Contractor and Client. Contractor’s pricing reflects the allocation of risk and limitation of liability specified below.
Contractor’s total liability to Client under this Agreement for damages, costs, and expenses shall not exceed the compensation received by Contractor under this Agreement. However, Contractor shall remain liable for bodily injury or personal property damage resulting from grossly negligent or willful actions of Contractor, Contractor’s employees, or agents, while on Client’s premises to the extent such actions or omissions were not caused by Client.
There have been no promises or agreements in the contracted work that will result in any sales, profits, or revenue for the client. While the provided service is to facilitate sales of the client’s products and service, we can not guarantee final results.
NEITHER PARTY TO THIS AGREEMENT SHALL BE LIABLE FOR THE OTHER’S LOST PROFITS, OR SPECIAL, OR CONSEQUENTIAL DAMAGES, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF THE PARTY HAS BEEN ADVISED BY THE OTHER PARTY OF THE POSSIBILITY OF SUCH DAMAGES.
Services may be cancelled by either party with a written notice within 14 days of the cancellation date.
Additional Costs and Fees
Unless otherwise specified, Client assumes all additional costs not outlined in the signed agreement. Services performed by Contractor not specified in this document or additional changes to completed services after verbal approval are subject to additional fees at a rate of $50.00 per hour.
Client shall obtain all necessary copyright permissions and privacy releases for materials included in the content that is given to the contractor. Client shall indemnify Contractor against all claims and expenses, including reasonable attorney fees, due to Client’s failure to obtain such permissions or releases.
Client gives full permission to use all content provided to the contractor under the terms of this agreement, including photos, videos, and all other content provided to the contractor.
Independent Contractor Status
The parties intend Contractor to be an independent contractor in the performance of the services. Contractor and Client agree to the following rights consistent with an independent contractor relationship. Contractor will have the right to control and determine the methods and means of performing the contractual services.
Contractor has the right to perform services for others during term of this Agreement. Contractor has the right to hire assistants as subcontractors, or to use employees to provide the services required by this Agreement. Client shall not require Contractor or Contractor’s employees or subcontractors to devote full time to performing the services required by this Agreement.
If a dispute arises, the parties will try in good faith to settle it through mediation conducted by a mediator to be mutually selected. The parties will share the costs of the mediator equally. Each party will cooperate fully and fairly with the mediator and will attempt to reach a mutually satisfactory compromise to the dispute.
If the dispute is not resolved within 30 days after it is referred to the mediator, it will be arbitrated by an arbitrator to be mutually selected. Judgment on the arbitration award may be entered in any court that has jurisdiction over the matter. Costs of arbitration, including lawyers’ fees, will be allocated by the arbitrator.
All notices must be in writing. A notice may be delivered to a party at the address that follows a party’s signature or to a new address that a party designates in writing. A notice may be delivered: in person, by certified mail, by overnight courier.
This is the entire agreement between the parties. It replaces and supersedes any and all oral agreements between the parties, as well as any prior writings.
This agreement may be modified only by a writing signed by the party against whom such modification is sought to be enforced.
If one party waives any term or provision of this agreement at any time, that waiver will be effective only for the specific instance and specific purpose for which the waiver was given. If either party fails to exercise or delays exercising any of its rights or remedies under this agreement, that party retains the right to enforce that term or provision at a later time.
If any court determines that any provision of this agreement is invalid or unenforceable, any invalidity or unenforceability will affect only that provision and will not make any other provision of this agreement invalid or unenforceable and such provision shall be modified, amended or limited only to the extent necessary to render it valid and enforceable.