Terms & Conditions
Terms & Conditions Statement of Work
TERMS AND CONDITIONS FOR THE SUPPLY OF MARKETING SERVICES BY EVOLVE GLOBAL MARKETING LLC
Between the “Company”, Evolve Global Marketing, and the “Client”, (client name).
Acceptance of Terms
By accessing, downloading or using the products and services offered on our Site, whether or not you register as a member, or purchasing tickets to attend any EvolveU Global events, you agree to be bound by these Terms, which you acknowledge that you have read and understood.
We may change all or part of these Terms at any time. If we do, the new terms and conditions will be posted on this Site. Your continued use of the Site will constitute your acceptance of any changes. If you object to any changes to the Terms, your only remedy is to contact us at email@example.com and immediately discontinue your use of the products and/or services.
The Company will provide services as described in the proposal herein. Furthermore, the Company has the right to control how it will perform the services. Please review the proposal for the estimated timeline.
Acceptance/Rejection of Deliverables
Within two business days after delivery of the Deliverable to Client, the Client must notify the Company in writing of any failure of such Deliverable to comply with specifications, or of any other objections, corrections, or revisions the Client wishes to be made with such Deliverable, or the Client’s approval of the Deliverable. In the absence of such notice from the Client, the Deliverable shall be deemed accepted and approved by Client three business days after delivery of the Deliverable to the Company.
Company’s Fee includes two rounds of revisions that do not exceed 25% of the time required to perform the Services herein. For additional revisions requested by Client or for revisions that exceed 25% of the time required to perform the Services, Client shall pay an additional fee at the Company’s standard hourly rate of $200. Such fees shall be in addition to all other amounts payable under this Agreement, despite any maximum budget or the final price agreed to herein. The Client understands that requests for revisions may extend or delay the delivery schedule. Any such delay caused by revisions requested by Client shall not constitute a breach of any term, condition, or Company’s obligations under this Agreement.
The Company may charge additional hourly fees of $200/hour for any Additional Services requested by the Client(s). The term “Additional Services” includes, but is not limited to:
- The Client requests new work or revisions after the Deliverable has been approved;
- Client requests Company to perform services outside the scope of Services or for Project(s) other than what is specified herein;
- Client requests revisions that substantially alters the specifications described in the agreed-upon Services or exceed the number of revisions allotted herein;
Prior to performing Additional Services, the Company will notify the Client of additional fees for the performance of the Additional Services. Such charges shall be in addition to all other amounts due under this Agreement, despite any maximum budget or the final price agreed to herein. Payment for all Additional Services is due within two business days after the invoice date. The Client understands that requests for revisions may extend or delay the delivery schedule. At Company’s discretion, the Parties may enter into a separate written agreement regarding the performance of such Additional Services.
The Company can’t guarantee that our work will be error-free (we’re human!); therefore, we can’t be liable to Client or any third-party for damages. These include lost profits, lost savings, or other incidental, consequential or special damages, even if the Client advised the Company of them.
The Company agrees to use our best efforts to fulfill and exceed your expectation of the deliverables listed above. The Client agrees to aid the Company in doing so by making available to us the necessary information about your business and to cooperate with us in expediting the work. If the Client falls more than two weeks behind with providing us the agreed materials to move the project forward, without prior notice, an additional fee of 10% is required. Projects that go dormant for longer than 45 days will incur a fee of 20% to resume work.
The Client will pay compensation to the Company according to the payment within the proposal. Payment is required as follows:
50% required up front at the singing of the contract
50% required at the half-way point of the contract
Please refer to the project timeline for the estimated payment due dates.
No other fees or expenses will be paid to the Company unless such fees or costs have been approved in advance by the appropriate executive on your behalf. This estimate is valid for up to 14 days. Any work outside the original scope of this project will bill at the hourly rate of $200 per hour. The range of work is only for labor, design, and expertise to build and implement this proposal. Any software fees, memberships or annual fees for software is paid for and the responsibility of the Client.
All products relating to work performed by Company under this engagement will remain the Company’s property until payment for services is received in full. Upon receipt of payment in full, all rights to final deliverables will automatically transfer to the Client without the necessity of further action. Working files and creative concepts not accepted or purchased will remain the Company’s property.
The Company reserves the right to use work samples online and in print portfolios. The Client must be the copyright holder for all materials supplied to us or have permission to use the materials from the copyright holder. We are not responsible for any copyright violations. As allowed by law, Client shall indemnify Company against all claims and expenses, including reasonable attorney’s fees, due to uses for which no release was requested in writing or for the uses that exceed authority granted by a release.
Responsibility for Releases
Client guarantees that they either own all elements of text, images, or other artwork provided or that the Client has permission to use them. When the Client’s final payment has cleared, copyright will be automatically assigned as follows: The Client will own the visual elements that the Company created for this project. The Company will give Client source files and finished files and Client should keep them somewhere safe, as the Company is not required to keep a copy. The Client owns all elements of text, images, and data provided unless someone else owns them.
The Company owns the unique combination of these elements that constitutes a complete design and will license that to Client, exclusively and in perpetuity for this project only unless the Company agrees otherwise. The Company can provide a separate estimate for that.
Client Responsibility for Accuracy
The Client shall be responsible for the accuracy, completeness, and propriety of information concerning your products and services which you furnish to Company verbally or in writing in connection with the performance of this Agreement.
This agreement can be terminated at any time by either party upon 7 days written notice. In the event of cancellation of this order, all fees paid to date will be considered payment for work received, and at no time will refunds be given for any part of the payment. In addition, the Client agrees to defend, indemnify, and hold Company harmless for any liability relating to such action. A regular, ongoing relationship of an indefinite term is not contemplated. However, the parties may mutually agree that the Company shall perform other services for Client pursuant to the terms of this Agreement.
Payment for Non-Cancelable Materials
Any non-cancelable materials, services, etc., the Company has properly committed ourselves to purchase for the Client account, (either specifically or as part of a plan such as modules, software, photography, and/or external services) shall be paid for by Client, in accordance with the provisions of this Agreement. The Company agrees to use our best efforts to minimize such
liabilities immediately upon written notification from the Client. The Company will provide written proof, upon request, that any such materials and services are noncancelable.
Materials Unpaid For
If upon termination there exist any materials furnished by Company or any services performed by the Company for which Client has not paid in full, until such time as Client has paid Company in full Client agrees not to use any such materials, in whole or in part, or the product of such services.
Transfer of Materials
Upon termination of this agreement provided that there is no outstanding indebtedness then owing by Client to Company, Evolve Global Marketing shall transfer, assign and make available to Client all property and materials in its possession or control belonging to Client. The Client agrees to pay for all costs associated with the transfer of materials.
The Company, its content, and all services, materials, and products associated or any content or materials provided are provided on an “as-is” and “as available” basis. The Company makes no representations or warranties of any kind, express or implied, as to the results that can be achieved. The Client expressly agrees that their use of the Company’s marketing services is at their sole risk.
The Company makes no representations, warranties, or guarantees, express or implied, regarding the results, reliability, or completeness of the services, and expressly disclaim any warranties of non-infringement or fitness for a particular purpose.
Limitation of liability and dispute resolution
Client agrees to not hold the Company or our agents or employees liable for any incidental or consequential damages that arise from the failure to perform any aspect of the project in a timely manner, or that result from causes reasonably beyond the control of Company or our agents or employees. In no event shall Company be liable for indirect, incidental, or consequential damages, including, without limitation, loss of profits or interruption of business. Any disputes arising out of this agreement are required to be submitted before a mutually agreed-upon arbitrator according to the rules of Riverside County, CA.
The Client’s Control
The Client has no right or power to control or otherwise interfere with the Company’s mode of effecting performance under this Agreement. The Client’s only concern is the result of our work and not the means of accomplishing it.
Personal services not required
The Company is not required to render the Services personally and may employ other agents to perform the Services on behalf of Company without the Client’s knowledge or consent. If the Company has agents, it is the Company’s responsibility to hire them and to provide materials for them.
The Company has set hours of work, Monday through Friday, from 9 am to 4 pm PST. The Company accepts calls and responds to emails during those working hours. There is no requirement that the Company documents hours on this project and report those hours to the Client.
The Client agrees to allow Company to add credit to Evolve Global Marketing via the Client’s website URL and name on the footer for any website or sales landing page the Company designs. It will be linked back to the Company site. The Client can request to remove this for a 20% upcharge on the total project fee. If modified, Company will have recourse to collect the payment up to 2 years following the work completed by Client.
This Agreement constitutes the entire contract between the parties. All terms and conditions contained in any other writings previously executed by the parties regarding the matters contemplated herein shall be deemed to be merged herein and superseded hereby. No modification of this Agreement shall be deemed effective unless in writing and signed by the parties hereto. If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, then that provision will be fully severable. In such instance, this Agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this Agreement will remain in full force and effect.