Service Agreement - Online Marketing
Customer
This is a Service Agreement suitable for online marketing, e-mail promotion, social media or other digital marketing services. Under this agreement, an online Marketer was to provide marketing services for a Customer for an Agreed Price. This agreement is drafted in favour of the Customer.
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Document Description
This Service Agreement - Online Marketing is a legally binding document that outlines the terms and conditions between the marketer and the customer for the provision of online marketing services. The agreement highlights the importance of prompt and timely performance of obligations, compliance with laws and regulations, and the provision of services in a professional and diligent manner.
The agreement begins with an interpretation section which defines the key terms including definitions for agreement, services, completion date, and other relevant terms. This section also clarifies that references to persons include individuals, bodies corporate, unincorporated associations, and partnerships.
Section 2 outlines the marketer's obligations and emphasizes the provision of services in a professional and diligent manner. The marketer is required to comply with all applicable laws and regulations, including those related to anti-bribery and corruption, and data protection. Any services outside the defined scope will require a separate agreement.
Section 3 focuses on the completion of the work, highlighting the importance of timely performance. If the services cannot be completed by the agreed completion date, the customer may grant an extension based on fair and reasonable grounds.
Section 4 includes provisions regarding service fees, payment terms, and expenses. The customer is required to pay the marketer a service fee in consideration for the services rendered. Invoices will be issued prior to the payment date, and late payment will incur a 5% per month late charge. The marketer may incur expenses not included in the fee, and the customer is responsible for reimbursing these expenses.
Section 5 addresses liabilities and indemnities, stating that the customer should promptly report any defects in the marketer's performance. The marketer is obligated to rectify any reported defects. The agreement limits the marketer's liability to the amount of service fees received.
Section 6 covers the term and termination of the agreement. The agreement may have a fixed term or continue indefinitely until the completion of services. Either party may terminate the agreement with written notice under certain circumstances, such as bankruptcy or non-payment.
Section 7 addresses ownership of materials, stating that the marketer reserves intellectual property rights in the deliverables. However, the marketer grants the customer a non-exclusive license to use the deliverables.
Section 8 outlines confidentiality obligations, requiring the customer to keep the terms of the agreement and any confidential information confidential. Exceptions to confidentiality include publicly available information and information required to be disclosed by law.
The agreement also covers announcements/publicity, amendment, assignment, severability, further assurance, warranty of capacity and power, force majeure, and no rights under contracts for third parties.
Notices and service are addressed in section 18, specifying the methods and timing of delivering notices between the parties. The agreement may be executed in counterparts, with each counterpart considered an original.
Overall, this Service Agreement - Online Marketing is essential for establishing a clear understanding between the marketer and the customer, ensuring the provision of services in a professional and timely manner, and protecting the rights and obligations of both parties.
How to use this document?
To use this Service Agreement - Online Marketing, follow these steps:
1. Review the agreement: Familiarize yourself with the terms and conditions outlined in the agreement, including the definitions and general provisions.
2. Specify services: Clearly describe the online marketing services to be provided by the marketer, ensuring that the scope of work is well-defined and aligned with the customer's expectations.
3. Agree on completion date: Determine the completion date for the services and include it in the agreement. This will help establish a timeline for the project.
4. Determine service fees: Discuss and agree upon the service fee payable by the customer for the services rendered. Include the payment schedule and any additional expenses that may be incurred.
5. Address liabilities and indemnities: Understand the marketer's responsibilities regarding delays, problems, and complaints related to the services. Ensure that appropriate insurance coverage is maintained.
6. Termination provisions: Discuss the conditions under which either party can terminate the agreement and the consequences of termination. Agree on the notice period and any refund of service fees.
7. Ownership of materials and intellectual property: Clarify the ownership of materials and goods used in the services, as well as the intellectual property rights. Ensure that the customer retains ownership and usage rights.
8. Confidentiality: Discuss the handling of confidential information and agree on the obligations to maintain confidentiality and return any confidential information upon termination.
9. Review and finalize: Carefully review the entire agreement, making any necessary amendments or additions to ensure that it accurately reflects the agreed-upon terms. Once both parties are satisfied, sign and date the agreement.
Following these steps will help you effectively use the Service Agreement - Online Marketing, ensuring that both parties are aware of their rights, obligations, and expectations throughout the engagement.
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