Last updated: May 24, 2022
The agreement contained in this “Website Rental Agreement” is between STTM, (“Company”) and you (“Client”) constitutes the sole agreement between Company and the Client regarding management of the Google Business Profile listing from Company.
SCOPE OF SERVICES:
- Google Business Profile (GBP) Management
- Company will request from Client access to their existing GBP profile.
- If Client does not have a GBP listing, Company will help in creating a GBP profile, in which Client will retain ownership of.
- Client must provide necessary information if creating a new GBP profile, which may included, but is not limited to:
- EIN number
- Verification codes from Google
- Additional information necessary when populating listing
- Client will retain full ownership of their GBP listing and Company will act in a ‘management’ position.
- Company will maintain the GBP listing using best practices based on the current trends, algorithms, and ‘industry standard’ practices to optimize the Google Business Profile listing for Client. This includes, but is not limited to:
- Review responding
- Review reviewing and reporting
- Listing photo updates
- Listing information updates
- Client specific request and content updating
- Keyword research and optimization, based on Client’s business and Client’s industry
- Additional updates as needed when reviewing and investigating GBP listing
- Company retains rights to deny service requests if requests are deemed illegal, not in the best interest of Company, not in the best interest of Client, or excessive in nature.
- Performance
- In no event will Company be liable to the Client or any third party for any damages, including any lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability of website usage.
- Warranties
- Company represents and warrants to Client that it has the experience and ability to perform services required by this Agreement; that it will perform said services in a professional and competent manner: that is has the power to enter into and perform this agreement.
- Independent Contractor
- Client acknowledges that the services rendered by Company under this Agreement shall be solely as an independent contractor. It is expressly understood that this undertaking is not a joint venture.
- Confidentiality
- Company recognizes and acknowledges that this Agreement creates a confidential relationship between Company and Client and that information concerning Client’s business affairs, Clients, vendors, finances, properties, methods of operations, computer programs, and documentation, and other such information, whether written, oral, or otherwise, is confidential in nature. All such information concerning Client is hereinafter collectively referred to as “Confidential Information”.
- Non-Disclosure
- Company agrees that, except as directed by Client, it will not at any time during or after the term of this Agreement disclose any Confidential Information to any person whatsoever and that upon the termination of this Agreement it will turn over to Client all documents, papers, and other matter in its possession or control that relate to Client.
- Compensation And Term
- The initial term of the agreement is month-to-month.
- Monthly prices are subject to change, following a 3-month announcement of such price adjustments.
- Payments
- The Client must pay via debit or credit card to be auto-withdrawn monthly.
- Company will not begin work on GBP listing until first payment is received.
- If Client misses a payment or their card has insufficient funds, a notice will be sent from Company to Client. If Company does not receive Client’s payment within 15 days, Company reserves the right to revoke and disable any on-going GBP optimizations and services until payment is made in full.
- Outstanding Invoices
- If Client has any outstanding invoices for services performed outside of the scope of their rental services, payment will be automatically withdrawn from their credit or debit card on file, at the time of their next monthly payment.
- Pausing Services
- You may pause services at anytime. During paused services, your GBP listing will remain in it’s existing state when the pause request was made. On going optimization services will be paused, however, no content will be changed, removed, or added, unless requested by Client. This pause request can be made by email to info@shoottothrillmedia.com
- You may re-instate services for no charge during the remainder of your current paid month.
- After the remainder of the current paid month expires, paused services will be marked as terminated services.
- Termination
- Client may terminate the agreement at anytime by notifying the Company in writing. Termination submitted by email meets this requirement.
- All on-going GBP optimizations and services will be ended and removed at the end of the current paid paid term, unless requested sooner by Client.
- Laws Affecting Electronic Commerce
- From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. The Client agrees that the Client is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend Company from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of Internet electronic commerce.
- If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.
OWNERSHIP:
- Client retains ownership of the GBP listing throughout the process.
- Company will not gain or retain any ownership stake in Client’s GBP listing.
COPYRIGHTS:
Client guarantees that any elements of text, graphics, photography, trademarks or other artwork provided by Client are owned by Client, or that Client retains permission to use them. Client will hold STTM harmless against any and all claims, losses or costs (including court costs and reasonable attorney fee), arising out of or resulting from the use of unlicensed text, artwork and photography.
SEARCH ENGINE OPTIMIZATION (SEO):
Although best practices and standards will be implements in the GBP listing management and latest in SEO guidelines and standards, STTM can legally and ethically make no guarantee or promise of specific results or rank on search engines.
OTHER LEGAL STUFF:
STTM can’t guarantee that the functions contained in any web page templates or in the completed website will remain error-free forever. STTM is not liable to Client or any third party for damages, including lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate this web site and any other web pages, even if Client has advised STTM the possibilities of such damages. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions. The contract cannot be transferred to anyone other than Client without the permission of STTM.
CONSEQUENTIAL DAMAGES:
To the maximum extent permitted by applicable law, in no event shall either party or its subsidiaries or affiliates be liable to the other party for any incidental, consequential, indirect, special, or punitive damages (including, but not limited to, lost profits (except on STTM’s fees for services), business interruption, loss of business information or other pecuniary loss, and including any of such alleged to result from such party’s exercise of its rights under this agreement) regardless of whether such liability is based on breach of contract, tort (including negligence), strict liability, breach of warranties, failure of essential purpose or otherwise and even if advised of the possibility of such damages. The parties understand and agree that the exclusions and limitations of liability set forth in this section represent the parties’ agreement as to allocation of risk between them in connection with their respective obligations under this agreement. The fees payable to STTM reflect, and are set in reliance upon, this allocation of risk and the exclusions and limitations of liability.
THIRD PARTY RIGHTS:
STTM represents, warrants and covenants to Client that, (a) STTM’s contribution to the Design Services constitute wholly original work; and (b) to the best of STTM’s knowledge, STTM’s contributions to the Design Work do not violate, infringe upon or misappropriate any third party rights. Notwithstanding the foregoing, STTM has not conducted any trademark clearance and makes no representation as to the availability of any element of the Design Work for STTM’s use as a trademark or service mark. Client shall be solely responsible for conducting any and all trademark clearance in connection with any element of the Design Work.
INDEMNIFICATION:
Each party will defend, indemnify, and hold the other party, its affiliates and each of their respective officers, employees, affiliates and agents harmless from and against all third party claims, suits, judgments, losses, damages, fines or costs (including reasonable outside attorney’s fees and expenses) related to or arising out of such party’s gross negligence, willful misconduct or material breach of this Agreement. The parties’ obligations under this paragraph will survive the expiration and/or termination of this Agreement.
TIMELINES:
Constant communication and follow up feedback via phone, in person, or email between STTM and Client is necessary to complete assignments on a timely basis and is a huge factor in the estimated timeline.