Exclusive Business Marketing Terms of Service
The following are terms of a legal agreement between you and Exclusive Business Marketing. By using Exclusive Business Marketing’s service or submitting your credit card or checking account information, you acknowledge that you have read, understood, and agree, to be bound by these terms and to comply with all applicable laws and regulations. If you do not agree to these terms, please do not proceed.
This statement covers all Exclusive Business Marketing sites, products, and services.
EXCLUSIVE BUSINESS MARKETING SERVICES TERMS AND CONDITIONS
- INTRODUCTION: Exclusive Business Marketing (“EBM”), agrees to provide you (the “USER”) with web services such as Web Design, Graphic Design, Video Creation, Advertising, Business Marketing, and / or Marketing Management Services, Website Maintenance, IT Support, subject to your compliance with the terms and conditions. These terms can be voided, changed, edited, by Exclusive Business Marketing, at any time, for any reason, without notification. Exclusive Business Marketing can void or exit any agreement that is set up for recurring management for any reason, or If the monthly Marketing Management fee is not paid by USER (person who has signed our agreement via DocuSign), or declined by bank or credit card company, as per agreement provided via DocuSign. Exclusive Business Marketing agreements come in two forms, one is a standard invoice for services ordered such as Website and Video Commercials, and one is in the form of a Marketing Management contract (sometimes these are combined). The Marketing Management Contract (Transaction Invoice) contract can be for monthly marketing of a product or service, SEO, advertising, Google AdWords Management, Social Media Advertisements, etc. If the USER has signed an agreement for Digital Web Products such Website Design and Build, Video Commercial, Video Editing, Social Media Marketing, Graphic Design, or any other service that requires a developer to create something digital online or elsewhere, there is absolutely no refunds. If the USER has signed an agreement for monthly recurring marketing of their product or service, there is absolutely no refunds provided once the agreement has been signed and work started. Once we begin work on an agreed upon project there are immediate incurred expenses and absolutely no refunds can be negotiated. All Management Contracts for monthly Marketing Campaigns require a recurring monthly payment for the contract to be considered active and in good standing. All payment agreements start on the date of “Sign-Up Date” specified on your initial “Transaction Invoice” and your monthly recurring “Account Management” fee is due every 30 days from the “Sign-Up Date”, unless a different date is specified in the “Recurring Bill Date” located on the initial “Transaction Invoice”. All payments need to be made on time or contract can be voided or cancelled at the discretion of management at Exclusive Business Marketing. The initial deposit is non-refundable in all occasions and any monthly management fees that have been paid will be forfeited.
- TERM, PAYMENT, & MODIFICATION: The term of this agreement shall commence and become effective as of the sign-up date, which coincides with the one-time non-refundable down payment (SETUP FEE). This set-up fee always includes the first month of marketing management unless specified on the initial DocuSign “Transaction Invoice”. Site creation is included with initial setup fee, unless otherwise stated on initial “Transaction Invoice” and the monthly recurring “management fee” only includes management of the campaign, it never includes paid ads. In addition, Exclusive Business Marketing will use any USER-provided content to assist in site creation. Any content provided, USER revisions, or site alteration requests after site is active on the internet may be subject to design fee The design fee will not be applied if Exclusive Business Marketing is correcting an error on the site. Design fee base rate is $75.00 USD Per hour. There is never a guarantee that the design you want can be created. In all cases, Exclusive Business Marketing will take whatever steps it deems necessary to create the website features as close as possible to what is recommended by the USER. All websites are built using the WordPress website platform and EBM (Exclusive Business Marketing) can only design products within the scope of the WordPress platform capabilities. If the USER has requested features that are outside of the capabilities of the said website, we reserve the right to refuse the build of that particular feature(s), or can suggest an alternative and that alternative may come with additional pricing which will be paid by the USER.
Presence and Website Optimization differs in results with each client depending on area and saturation of industry. Exclusive Business Marketing has continued success ranking their clients on the first page of search engines organically, but in some cases, a Pay Per Click ad will be necessary for guaranteed results. Exclusive Business Marketing is dedicated to producing results for our clients (USER). USER agrees that billing is paid monthly for Marketing Management, in accordance to date of agreement and shall remain that way until USER notifies Exclusive Business Marketing in writing of cancellation. USER must cancel with a minimum of 15-day notice prior to the next billing date or will be charged for next billing date and cancellation will go into effect the following month. If USER cancels before monthly billing cycle is complete, USER agrees to pay for entire month.
- CANCELLATION: The periodic Exclusive Business Marketing fee is valid from the period starting on the billing date and continues through the periodic anniversary date (6 months/12 months/18 months and so on). Upon the fulfillment of the USER Agreement with Exclusive Business Marketing, if USER wishes to terminate service more than 15 days prior to the next anniversary billing date, the next monthly fee will not be charged. If USER requests to terminate service within 15 days of the next anniversary billing date, then USER agrees to pay the charge due on the next billing date. When cancelling service with Exclusive Business Marketing, USER must call or email and receive a cancellation confirmation number 15 days prior to USER’s anniversary billing date before service can be terminated. USER agrees that any charges incurred prior to cancellation are valid. Upon cancellation Exclusive Business Marketing will keep the website online and active for 30 days or until repurposing, whichever is sooner. Repurposing will require the USER to obtain their own hosting and domain transfer fees will be billed at cost. EBM can cancel an agreement at any time, for any reason. It is understood there are no early cancellations while under contract. USER agrees to pay all contract fees according to the service agreement terms.
- CHARGEBACK / PAST DUE PAYMENTS / BREACH OF CONTRACT: In the event the USER (signer of the agreement) cannot make a payment due to unforeseen circumstances, it is agreed that the USER will contact EBM immediately to provide necessary information so the account can be “paused” for a specified period of time (so new expenses and fees are not incurred). The USER is still responsible for the remaining contract total. A “pause” in service can be extended up to 45 days from the date of the initial notification from USER. In the event of a “Charge-Back” by the USER for any amount previously paid or owed to EBM, this will be deemed an immediate BREACH OF CONTRACT. The USER will be notified of the CHARGE BACK by email. The USER will have 3-days from the date of the email to remit payment of the CHARGE BACK amount. If payment is not received within 3-days, a small claims will be filed for the full or remaining contract total plus USER agrees to pay all fees related to EBM disputing the chargeback and all fees related to filing a small claims case. The user will be billed at the rate of $75 per hour for every hour that is required for us to dispute the charge-back with the credit card company, file any claims, time away from the office to file claims, and all time needed to attend trial (20-40 hours on average). In the event the USER has pre-paid for a single digital product such as a Video Commercial or Website or Social Media Marketing Package and there is no recurring marketing associated with the agreement, it is understood that if a CHARGE BACK is initiated by the USER and a Small Claim Case needs to be filed, it will be filed for 1.5 x the amount of the initial agreement price plus the USER will be responsible for all fees related to disputing the chargeback as well as all fees related to filing a small claims case.
- PAYMENT: Except as expressly set forth herein, all payments are non-refundable. If payment is made using a credit card or if there are any periodic charges for publication of a site, those charges may be billed automatically to a credit card provided by USER. USER agrees to have credit card on file charged monthly by Exclusive Business Marketing. Unless Exclusive Business Marketing provides a written billing agreement listing otherwise, charges will be automatically billed to the credit card USER designated during the setup process. Exclusive Business Marketing reserves the right to collect and send to collection agencies any outstanding balance due 30 days after the payment due date. If USER’s credit card on file expires, USER hereby gives Exclusive Business Marketing permission to charge the credit card with a later expiration date to allow for continued payment of Exclusive Business Marketing service. Customer may provide updated credit card information to Exclusive Business Marketing verbally, and allows Exclusive Business Marketing to use that information accordingly for continuation of service. In addition, a penalty fee may be incurred or cancellation may be initiated if USER fails to update credit card information. USER authorizes Exclusive Business Marketing to collect any charges related to the service of USER’s account.
- PAYMENT CHANGES:USER may designate another credit card at any time. In addition, a penalty fee may be incurred or cancellation may be initiated if USER fails to update outdated, or otherwise incorrect credit card information. USER must notify Exclusive Business Marketing 30 days prior to make any changes to billing information or charging procedures.
- OWNERSHIP OF NON-USER PROPERTY: Title and full ownership rights in and to the advertising services, together with any and all ideas, concepts, computer programs, and other technology supporting or otherwise relating to Exclusive Business Marketing operation of the Exclusive Business Marketing network and website(s) (collectively, the “Exclusive Business Marketing Materials”), shall remain at all times solely with Exclusive Business Marketing and/or with the respective outsourced service provider or author. Upon the completion of 12 Monthly payments by USER to Exclusive Business Marketing, USER will acquire ownership of USER’s DOMAIN and said domains WEBSITE FILES, and/or hosted files. USER must contact Exclusive Business Marketing to obtain ownership. USER acknowledges that it has and will not acquire any ownership interest in any other Exclusive Business Marketing materials mentioned by way of this Agreement.
- USER REPRESENTATIONS AND WARRANTIES: USER represents and warrants to Exclusive Business Marketing that for the term of this Agreement: this Agreement constitutes a valid, binding, and enforceable agreement in accordance with its terms; information or data that USER (including its agents or representatives) has provided, will provide, or provided to EBM by outside 3rd party sources for Advertising Services, is and will be both accurate and complete to the best of USER’s knowledge; USER is the authorized owner or representative of the business for which Advertising Services will be performed, if agreement is for advertising; and, USER’s Website and all marketing services performed on behalf of the USER, Business owned by USER, will not violate any applicable law or regulation; does not infringe in any manner any third party rights, including, without limitation copyright, patent, trademark, trade secret, or other intellectual property right or right of privacy or publicity; is not false or misleading; has not and will not result in any consumer fraud, product liability, breach of contract, injury, damage, or harm of any kind to any person or entity; is not defamatory, libelous, slanderous, or threatening; is free of viruses; does not contain, promote, or offer any form of spyware, adware, or other advertising or information collection software; and/or does not contain, link to or promote any of the following: violence, hate crimes (whether racial or otherwise), illegal activities, discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age. Exclusive Business Marketing is a website design and marketing agency. We do not create products or services that are sold by the USER. The USER is solely responsible for all products, services, advertising services, promotions, ads, text and email correspondence, or anything else writtten, spoken about, or advertised on behalf of the USER or the USER’s business. USER is completely responsible for any and all actions that may arise from the content, services, marketing, links, videos, text or written correspondence, email or text campaigns, print materials, print marketing, offered on the website platforms or marketing campaigns built by EBM. EBM will have zero liability in any claims resulting from any product or services offered on the websites, videos, social media accounts, written, texted, emailed, or oral, created and built by EBM. All liabilities remain with the USER. USER Agrees that all actions, services, content, public or private marketing services, any and all information that EBM makes on behalf of the USER is at the sole liability of the USER.
- USER COVENANTS: USER further agrees to perform as follows: USER will not hold Exclusive Business Marketing or its affiliates liable or responsible for the activities of visitors who come to USER’s website(s) through Advertising Services. USER agrees that it is solely responsible for any and all content or other materials that Exclusive Business Marketing places on a site on customer’s behalf. If USER sells or promotes adult materials, alcohol, tobacco products, or other age restricted products and/ or services, USER will: (i) have age verification on its sites home page and in the sales process in compliance with all applicable laws and regulations; and (ii) shall not offer such products and/or services in jurisdictions in which they are prohibited or are in any way restricted.
- SITE STRUCTURE AND TARGETTING: USER acknowledges and agrees that the site built by Exclusive Business Marketing for USER will be built and designed to specifically target and optimize for one (1) city unless otherwise agreed upon. Any additional target cities or locations requested by USER require additional marketing strategies and additional charges and fees may apply. Although results commonly spread into areas surrounding the target city, Exclusive Business Marketing only guarantees placement for the stated target city. This city is in most cases, the location of the business address of the USER.
- USER acknowledges and agrees that it will be accorded one (1) minor text or picture revision per month to their website at no additional expense. The USER can request changes be made to the text or pictures on the website. The revision cannot include alterations or modifications to the layout design of website or a complete redesign of the overall website, nor can it include any modifications of the product or services that the USER offers. EBM will not alter, manipulate, change, color, redesign, modify, ANY product or service offered by the USER unless stated in writing on the initial agreement. USER agrees that Exclusive Business Marketing will charge a design fee of $75/hour for any additional changes to the website beyond the one (1) minor text or picture revision per month or beyond the initial website design and build.
- COMMUNICATION: In efforts to consistently improve our services, Exclusive Business Marketing always wants to hear from our customers. Whether comments, suggestions, praise, complaints, or any other communication, Exclusive Business Marketing is listening. You grant Exclusive Business Marketing a perpetual, irrevocable, worldwide, royalty-free right and license to use, reproduce, modify, adapt, publish, translate, create derivative works of, distribute, publicly perform, and publicly display (in whole or in part) your communication in any form, your name, and any related copyrights, moral rights, or other intellectual property rights.
- TERMINATION: Exclusive Business Marketing may at any time and at its sole discretion terminate service to any USER for any reason. If USER initiates an inquiry or disputes charges for services, Exclusive Business Marketing reserves the right to terminate the agreement between USER and Exclusive Business Marketing with no refund available.
- USER INDEMNIFICATION OBLIGATIONS: USER agrees to indemnify, defend, and hold harmless Exclusive Business Marketing, its distribution partners, its licensors and licensees, and affiliated companies (Exclusive Video Ads, Exclusive Website Designs, Exclusive Shopping Sites), and any of their officers, directors, employees, representatives and agents, from and against all claims, actions, liabilities, losses, expenses, damages, and costs (including without limitation, reasonable attorneys’ fees) that may at any time be incurred by any of them by reason of any claims, suits, or proceedings (collectively being referred to herein as a “Claim”) for, including without limitation, libel, violation of right of privacy or publicity, copyright infringement, trademark infringement, or other infringement of any third party right, fraud, false advertising, misrepresentation, product liability, or violation of any law, statute, ordinance, rule, or regulation throughout the world in connection with Advertising Services performed on behalf of USER, USER’s client’s website(s) or contents therein, USER’s conduct, acts or omissions, or any alleged or proven breach by USER of any term, condition, agreement, representation, or warranty herein, excluding any Claim that arises solely from the acts or omissions of Exclusive Business Marketing or its agents or employees. EBM will not be held liable for any services, features, design flaws, designs that did not meet the expectation of the USER. The USER will be responsible to notify EBM when there is an issue with a managed website, when a website we manage is down, offline, or technically flawed. EBM will not be liable for any circumstance where the USER’s website is not active, down, offline, technically flawed, transferred or redirected, for any period of time. In this case, when noticed, or notified, EBM will attempt to call, email, or send mail to the USER to notify them of any noticed issues or concerns. In regards to Managed Maintenance, EBM is not a “Hosting Provider”, we manage Hosting Accounts, Update Websites, Provide Technical Support. EBM is not responsible if a Managed Maintenance Site is not functional, unable to process sales, unable to send or receive Contact Form Messages, or any other relatable issue. EBM will always make every attempt to communicate with the USER in all circumstances. EBM will always do its absolute best to satisfy the USER’s expectations in hopes for a positive relationship, but in some cases, the USER’s expectations may exceed EBM’s capabilities within the budget, or software limitations. Exclusive Business Marketing will notify USER of any claim, action, or demand for which indemnity is required in the reasonable opinion of Exclusive Business Marketing and will cooperate reasonably with USER at USER’s expense. At the election of Exclusive Business Marketing, USER shall advance to Exclusive Business Marketing amounts in satisfaction of such Claim, which Exclusive Business Marketing may hold in escrow pending resolution of such Claim. The law firm USER chooses to defend Exclusive Business Marketing must be experienced in defending similar claims and will be subject to Exclusive Business Marketing’s approval, which will not be unreasonably withheld. USER may not settle any lawsuit or matter relating to the culpability or liability of Exclusive Business Marketing without the prior written consent of Exclusive Business Marketing. Exclusive Business Marketing will have the right to participate in any defense of a claim and/or to be represented by counsel of its own choosing at its own expense. Without limiting any rights and remedies hereunder or under applicable law, Exclusive Business Marketing shall have the right to set off any liability of USER to Exclusive Business Marketing with respect to a Claim against any amounts held on deposit with Exclusive Business Marketing by USER.
- LIMITATION OF LIABILITY AND WARRANTY DISCLAIMER: USER acknowledges and agrees that it will not hold Exclusive Business Marketing liable for any errors in content, omissions, consequences, damages, costs, refunds, or rebates of any kind arising from any interruption of service or other unavailability of the Internet or website(s) in which the advertisements are published for whatever reason. Exclusive Business Marketing makes no representations or warranties relating to the results of website or video commercial design or layout, the final look or outcome of the website design or video edits, Advertising Services, Hosting Maintenance, 3rd Party Hosting issues or technical failures, expired Plugins, including without limitation, the number of impressions or click-through and any promotional effect or return on investment thereof. As Exclusive Business Marketing relies on third parties for certain data, Exclusive Business Marketing makes no guarantees regarding the accuracy, reliability, or completeness of any usage statistics. In no event, shall Exclusive Business Marketing be responsible for any consequential, special, lost profits, or other damages arising under this Agreement. Without limiting the foregoing, neither party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including but not limited to governmental action, fire, flood, earthquake, power failure, riot, explosion, labor, or material shortage, carrier interruption of any kind or work slowdown.
- FORCE MAJEURE: Neither USER nor Exclusive Business Marketing will be in breach of its obligations under this Agreement (other than obligations to pay monies due) in the event that, for cause or causes beyond its reasonable control, such party is unable to perform, in whole or in part, any one or more of its obligations under this agreement. Such causes will include, but not limited to, labor disputes, governmental regulations or controls, fire or other casualty, inability to obtain materials or services, technical failure or difficulties, problems or interruptions with the Internet, computer viruses, snow storms, hurricanes or other acts of God, insurrection, or any other cause not within the reasonable control of Exclusive Business Marketing or USER.
- ENTIRE AGREEMENT: This Agreement between Exclusive Business Marketing and USER supersedes any other oral or written agreements regarding the advertising services specified in this agreement. Neither USER nor any agent of Exclusive Business Marketing may amend these terms and conditions or add any provision to or delete any provision from this Application or any addendum, and any such amendments, additions or deletions are void. No oral or written representation made by any person that purports to modify this agreement is binding on Exclusive Business Marketing. Moreover, USER confirms that USER has not relied upon any such representation in entering into this Agreement.
- GOVERNING LAW: USER and Exclusive Business Marketing agree that this agreement and all disputes relating to this agreement will be governed by and interpreted according to the laws of the State of California.
- AUTHORITY: The person submitting credit card or checking account information or subscribing to serve hereby certifies that he or she is either USER, or that he or she has been lawfully authorized to submit Agreement and authorize the placement of advertising on behalf of USER. Terms and conditions are subject to change without notice.
Terms and conditions are subject to change without notice.