This Agreement(this “Agreement”) by and between Moc Web Marketing inc. (the “Company”) and the undersigned Client (the “Client”)
The Client is of the opinion that the Company has the necessary experience, qualifications, and abilities to provide services to the Client.
The Company is agreeable to providing such services to the Client on the terms and conditions set out in this Agreement. For the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Company (individually the “Party” and collectively the “Parties” to this Agreement) agree as follows:
2.SCOPE OF WORK
The Company will provide marketing consulting services to the Client, pay per click campaign management up to $20,000.00, as well as digital marketing fulfilment. The digital marketing services to be completed within the first month of this agreement include: Dashboard account creation and setup, Campaign kick-off call to understand business objectives, Create and link Google Ads account, Keyword research and ad group creation, Conversion tracking setup, Campaign and ad group set up, Google Analytics account creation, setup and linking with Google Ads, Google Search Console account creation, setup and linking with Google Ads, Google Extensions set up - Sitelinks, Callout, Call, Structured data and Location extensions, Call tracking setup and dashboard integration (if opted for), Keyword bid management, Pausing underperforming keywords and adding negative keywords, Weekly PPC reports, Month 1 PPC performance report. The digital marketing services, to be completed within the second month after this agreement is signed, include: Keyword bid management, Adding relevant keywords, Adding negative keywords, Monitoring campaign progress and making adjustments, Weekly PPC reports, Monthly PPC performance report.
The payment of $5,000.00 will be paid by the Client each month as a retainer for the Company's services. A payment no less than $10,000.01 and no greater than $20,000.00 will be paid by the Client each month as funding for ads. This is a month to month arrangement.
This agreement will automatically renew every month until otherwise agreed upon by both parties. Except as otherwise provided in this agreement, all monetary amounts referred to in this agreement are in USD (United States Dollar).
4.WORKING RELATIONSHIP AGREEMENT
The Client will not make any edits to work done by the Company without first discussing the changes with the Company. The Company’s working hours are Monday - Friday 9:00am-5:00pm EST.
The Client will only communicate with the Company via Email outside working hours.
5.TERMS OF AGREEMENT
If the Client wishes to terminate this agreement prior to the initial term, the Client is not entitled to a refund.
Other than Section 2 of this agreement (Scope Of Work), there are NO GUARANTEES of any kind.
There are NO REFUNDS once a payment has been made.
Upon cancellation of this agreement, the Company will compile the leads and product(s) into a CSV file as necessary and Email them to the Client. The Company will also delete the Client’s automation CRM account, delete the Facebook Ads from the Client’s Business Manager, and remove the Company from all Client accounts as necessary.
Confidential information (the “Confidential Information”) refers to any data or information relating to the business of the Client which would reasonably be considered to be proprietary to the Client including but not limited to, business processes, client records, and information that is not generally common knowledge in the industry of the Client and where the release of the Confidential Information could reasonably be expected to cause harm to the Client.
The Company agrees that they will not disclose, divulge, reveal, report, or use for any purpose, any Confidential Information which the Company has obtained, except as authorized by the Client or required by law. The obligations of confidentiality will apply during the Term of this Agreement and will survive indefinitely upon termination of this Agreement. All written and oral information and material disclosed or provided by the Client to the Company under this Agreement is Confidential Information regardless of whether it was provided before or after the date of this Agreement or how it was provided to the Company.
7.OWNERSHIP OF INTELLECTUAL PROPERTY
All intellectual property and related material, including any trade secrets, moral rights, goodwill, relevant registrations or applications for registration, and rights in any patent copyright, trademark, trade dress, industrial design and trade name (the “Intellectual Property”) provided by both the Client and the Company will remain the Intellectual Property of the respective party that created or provided the Intellectual Property after this Agreement has been canceled.
In providing the services under this Agreement it is expressly agreed that the Company is acting as an independent contractor and not as an employee. The Company and the Client acknowledge that this Agreement does not create a partnership or joint venture between them and is exclusively for contract services. The Client is not required to pay or make any contributions to social security, local, state or federal tax, unemployment compensation, workers’ compensation, insurance premiums, profit-sharing, pension or any other form of employee benefit for the Company. The Company is responsible for paying and complying with reporting requirements for all local, state, and federal taxes related to payments made to the Company under this Agreement.
Except to the extent pain in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and cost of any kind or amount whatsoever, which result from or arise out of any actor or omission of the indemnifying party, its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This Indemnification will survive the termination of this Agreement.
10.TIME OF THE ESSENCE
Time is of the essence in this Agreement. No Extension or variation of this Agreement will operate as a waiver of this provision.
11.MODIFICATION OF AGREEMENT
Any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party or an authorized representative of each Party.
The Company will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.
It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.
This Agreement will ensure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.
Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement. This Agreement will ensure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators, and permitted successors and assigns.
In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.
The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or any other provision.
This Agreement and the interpretation of the terms herein shall be governed by and construed in accordance with the laws of the United States of America and the State of Florida. The Parties irrevocably submit to the exclusive jurisdiction of the federal and state courts located in Tallahassee, Florida.
Your signature below indicates acceptance of this marketing agreement. Your initial payment per the terms above will also represent acceptance of this proposal, and entrance into a contractual agreement with Moc Web Marketing inc.