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Terms & Conditions:

Please read these terms and conditions ("terms and conditions", "terms") carefully before using Clientell's website (“website”, "service") operated by Clientell Marketing Solutions, LLC ("us", 'we", "our").

Conditions of use By using this website, you certify that you have read and reviewed this Agreement and that you agree to comply with its terms. If you do not want to be bound by the terms of this Agreement, you are advised to leave the website accordingly. Clientell Marketing Solutions, LLC only grants use and access of this website, its products, and its services to those who have accepted its terms.

Privacy policy: Before you continue using our website, we advise you to read our privacy policy (clientellmarketing.com/privacy-policy) regarding our user data collection. It will help you better understand our practices.

Age restriction: You must be at least 18 (eighteen) years of age before you can use this website. By using this website, you warrant that you are at least 18 years of age and you may legally adhere to this Agreement. Clientell Marketing Solutions, LLC assumes no responsibility for liabilities related to age misrepresentation.

Intellectual property: You agree that all materials, products, and services provided on this website are the property of Clientell Marketing Solutions, LLC, its affiliates, directors, officers, employees, agents, suppliers, or licensors including all copyrights, trade secrets, trademarks, patents, and other intellectual property. You also agree that you will not reproduce or redistribute the Clientell’s intellectual property in any way, including electronic, digital, or new trademark registrations. You grant Clientell Marketing Solutions a royalty-free and non-exclusive license to display, use, copy, transmit, and broadcast the content you upload and publish. For issues regarding intellectual property claims, you should contact the company in order to come to an agreement.

User accounts: As a user of this website, you may be asked to register with us and provide private information. You are responsible for ensuring the accuracy of this information, and you are responsible for maintaining the safety and security of your identifying information. You are also responsible for all activities that occur under your account or password. If you think there are any possible issues regarding the security of your account on the website, inform us immediately so we may address them accordingly. We reserve all rights to terminate accounts, edit or remove content and cancel orders at our sole discretion.

Applicable law: By  visiting  this  website,  you  agree  that  the  laws  of  the  Arizona,  without  regard  to  principles  of conflict  laws,  will  govern  these  terms  and  conditions,  or  any  dispute  of  any  sort  that  might  come between Clientell Marketing Solutions, LLC and  you, or  its business partners  and  associates.

Disputes: Any  dispute  related  in  any  way  to  your  visit  to  this  website  or  to  products  you  purchase  from  us shall  be  arbitrated  by  state  or  federal  court  of Arizona  and  you  consent  to  exclusive  jurisdiction and  venue  of  such  courts.

Indemnification: You  agree  to  indemnify  Clientell Marketing Solutions, LLC  and  its  affiliates  and  hold  Clientell Marketing Solutions, LLC  harmless  against  legal  claims and  demands  that  may  arise  from  your  use  or  misuse  of  our  services.  We  reserve  the  right  to select  our own  legal  counsel.

Limitation  on liability: Clientell Marketing Solutions, LLC  is  not  liable  for  any  damages  that  may  occur  to  you  as  a  result  of  you website. Clientell Marketing Solutions, LLC reserves  the  right  to  edit,  modify,  and  change  the name is  Agreement or  misuse  of  ours at any  time.  We  shall  let our  users  know  of  these  changes  through  electronic  mail.  This  Agreement  is  an  understanding between  Clientell Marketing Solutions, LLC  and  the  user,  and  this  supersedes and  replaces  all  prior  agreements  regarding the use of this website.

COST

The total cost of all Services Contractor agrees to provide to Client is on a monthly basis (the “Total Cost”) for social media services, website management, as well as any additional retainer fees agreed upon. Website design costs are scheduled to be paid in 2 installments, half of the costs up front and the remaining in 4-6 weeks after start date or completion of project, whichever comes first. Total Cost is inclusive of Contractor’s Services, any setup time, travel time and out-of-pocket costs, software licenses, administrative fees, assistance, and subcontractor costs.

FEES

Contractor’s hourly rate is per each hour spent on Client’s Services over the allotted amount of time or services purchased. 

LATE FEES

If Contractor does not receive payment from Client within fourteen calendar days of any payment date, then Client will be charged a late fee of 1.5% of the outstanding amount per each day that Contractor does not receive payment.

● For example, Client owes Contractor $1000 due on April 1 and fails to pay by April 14th. On April 15th, Client owes Contractor $1015. On April 16th, Client owes Contractor $1030.23. On April 17th, Client owes Contractor $1045.68, and so on.

EXPENSES

Any expenses incurred by Contractor while providing Client with Services will be invoiced to Client in a timely manner. Client is responsible for paying for and delivering any third party software licenses or products Client wishes Contractor to utilize by  At the Contractor’s discretion, Contractor will make reasonable efforts to integrate Client’s suggested software or products.

ACCOUNT ACCESS

Client shall provide Contractor with access to the following accounts no later than via email or other agreed upon source:

1. FACEBOOK 

2. INSTAGRAM

3. TWITTER (If applicable)

4. EMAIL MARKETING SOFTWARE 

5. ANY OTHER PLATFORM, SERVICE, OR SOFTWARE NEEDED TO COMPLETE THE SERVICES

 

CONFIDENTIALITY

Parties will treat and hold all information of or relating to this Agreement, the Services provided and the Parties’ businesses in strict confidence and will not use any of this information except in connection with fulfilling the terms of this Agreement, and, if this Agreement is terminated for whatever reason, Parties will return all such information, including account access information, and any and all copies to the original Party and will remain bound to the Confidentiality provision of this Agreement. Confidential information (herein “Confidential Information”) means information that is of value to its owner and is treated as proprietary or confidential including, but not limited to, intellectual property, inventions, trade secrets or information, financial data or information, speculation, knowledge, general Company data or reports, future business plans, strategies, customer lists and information, client acquisition strategies, advertising campaigns, information regarding executives and employees, and the terms and provisions of this Agreement.

Further, at all times neither Party shall use or disclose any Confidential Information relating in any way to the past, present, or future business affairs, conditions, clients, customers, efforts, employees, financial data, operations, practices, products, processes, properties, sales, or services of or relating in any way to the Company in whatever form to any parties outside of this Agreement.

This Agreement imposes no obligation upon the Parties with respect to any Confidential Information that was possessed before initial business interactions commenced between the Parties; is or becomes a matter of public knowledge through no fault of receiving Party; is rightfully received from a third party not owing a duty of confidentiality; is disclosed without a duty of confidentiality to a third party by, or with the authorization of the disclosing Party; or is independently developed by either Party without prior knowledge of privileged or confidential information.

RELATIONSHIPS OF THE PARTIES

Contractor and any related sub-contractors are not employees, partners or members of Client’s company or organization. Contractor has the sole right to control and direct the means, manner and method by which the services in this Agreement are performed. Contractor has the right to hire assistants, subcontractors or employees to provide Client with its Services. Parties are individually and separately responsible for their own business operation and expenses, including securing or paying any licensing fees, insurance, taxes (including FICA), registrations or permits. Client is not responsible for paying for any benefits, Workers Compensation, insurance or unemployment fees to Contractor.

INTELLECTUAL PROPERTY

Contractor retains the ownership of its copyright in any and all designs pursuant to federal copyright law (Chapter 17, Section 201-02, of the United States Code.) Any and all work produced in connection with, or in the process of fulfilling this Agreement, are expressly and solely owned by Contractor. Contractor grants to Client a nontransferable, non-exclusive, royalty-free license of designs produced with and for Client for the sole purpose of business marketing. Any unauthorized use of the design, such as using the design for other purposes than those specified herein, will result in additional fees and/or royalty payments to Contractor. Parties own their respective trademarks and intellectual property used in the normal and separate course of their business and agree not to infringe upon or otherwise use each other’s respective intellectual property except for in the course of providing Client with its Services.

Any and all work created as a result of Contractor’s Services is considered a work for hire and are expressly assigned to and owned by Client upon creation. Parties own their respective trademarks and intellectual property used in the normal and separate course of their business and agree not to infringe upon or otherwise use each other’s respective intellectual property except for in the course of providing Client with its Services.

STYLE RELEASE

Client has spent a satisfactory amount of time reviewing Contractor’s work and has a reasonable expectation that Contractor’s Services will produce a reasonably similar outcome and result for Client. Contractor will use reasonable efforts to ensure Client’s services are carried out in a style and manner consistent with Contractor’s current portfolio and services, and Contractor will try to incorporate any suggestions Client makes. However, Client understands and agrees that:

  •   Every client and final delivery is different, with different tastes, budgets, and needs;

  •   Digital Design and Marketing is a subjective service and Contractor is a provider with a unique vision, with an ever-evolving style and technique;

  •   Contractor will use her personal judgment to create favorable results for Client, which may not include strict adherence to Client’s suggestions;

  •   Dissatisfaction with Contractor’s independent judgment or individual management style are not valid reasons for termination of this Agreement or request of any monies returned.  

 

LIMIT OF LIABILITY

Client agrees that the maximum amount of damages she is entitled to in any claim of or relating to this Agreement or Services provided herein are not to exceed Contractor’s total cost as set forth in this Agreement.

INDEMNIFICATION

Client agrees to indemnify and hold harmless Contractor and its employees, agents and independent contractors for any injury, property damage, liability, claim or other cause of action arising out of or related to Services provided herein.

ASSUMPTION OF RISK

Client and related parties/ participants expressly assume any risk of possible negative commentary from civilians, bad reviews, and related activities as described herein.

NON-DISPARAGEMENT

The Parties mutually agree not to make public defamatory statements that would materially harm the reputation or

business activities of any Parties to this Agreement.

CANCELLATIONS AND RESCHEDULING

 

CLIENT DESIRES TO CANCEL OR RESCHEDULE

If the Client desires to cancel Services of Contractor for any reason at any time, then Client shall provide at least 30 days Notice to Contractor in order to cancel this contract. Client may reschedule Services with at least  hours Notice. Providing Notice will not relieve Client of any currently outstanding payment obligations. Contractor will not be obligated to refund any portion of monies Client has previously paid to Contractor. If Contractor is able to re-book further services on or before Client’s final delivery date, Client may be issued a credit for future services with Contractor at Contractor’s discretion. Contractor has no obligation to attempt to re-book further Services to make up for Client’s cancellation or rescheduling.

CONTRACTOR DESIRES TO CANCEL OR RESCHEDULE

In the event Contractor cannot or will not perform her obligations in any or all parts of this Agreement, it (or a responsible party) will immediately give Notice to Client, and at the Contractor’s discretion, either attempt to find a reasonable substitute to fulfill the terms of this Agreement or issue a refund or credit based on a reasonably accurate percentage of Services rendered. In the case of a refund where, at the discretion of the Contractor, no reasonable substitute is found, Contractor shall excuse Client of further performance obligations in this Agreement.

FORCE MAJEURE

Either party may choose to be excused of any further performance obligations in the event of a disastrous occurrence outside the control of either party that materially affects the performance of Services, such as: an act of God (fires, explosions, earthquakes, hurricane, natural disasters, flooding, storms or infestation), or War, Invasion, Act of Foreign Enemies, Embargo, or other Hostility (whether declared or not), or any hazardous situation created outside the control of either party such as a riot, disorder, nuclear leak or explosion, or act or threat of terrorism.

NO-SHOWS

If it becomes impossible for Contractor to render Services due to the fault of the Client or parties related to Client, such as failure to provide necessary elements of the Services or failure of one or more essential parties to the Services to complete tasks in a timely manner, it is within the Contractor’s sole discretion to allow for any additional time or dates to render Services. In such an event, any outstanding amount will immediately become due and payable to Contractor.

GOVERNING LAW

The laws of Arizona govern all matters arising under or relating to this Agreement, including torts.

 

NOTICE

Parties shall provide effective notice (“Notice”) to each other, including any payments or invoices, via either of the following methods of delivery at the date and time which the Notice is sent:

● Email

  1. Contractor Email: info@clientellmarketing.com

  2. Client’s Email:  (provide to Vendor)

● Mail

  1. Contractor’s Address: 9259 E Raintree Dr #1021 Scottsdale, AZ 85260

  2. Client’s Address(es):  (provide to Vendor)

SEVERABILITY

If any portion of this Agreement is deemed to be illegal or unenforceable, the remaining provisions of this Agreement remain in full force, if the essential provisions of this Agreement for each party remain legal and enforceable.

 

AMENDMENTS

The parties may amend this Agreement only by the parties’ written agreement with proper Notice.

 

ASSIGNMENTS

Neither party may assign or subcontract any rights or obligations in this Agreement without proper Notice, unless otherwise provided herein.

 

TITLES

The titles and section headers in this Agreement are provided for convenience only and should not be construed as part of this Agreement.