By engaging with XMS, Xperience Marketing Solutions, the “service provider”, the “Client” agrees to be bound by these terms and conditions.
Scope of Services:
Service Provider agrees to provide marketing services to Client as outlined in the agreed-upon service package presented via email communication with applicable documents with detailed information about services, options, and rates. These services may include digital marketing services, organic SEO, SEM, Social Media Communication, web development, creative design and other marketing services.
Payment Terms:
The client agrees to pay XMS, Service Provider, the agreed-upon fees for the services provided. Payment is due upon receipt of the invoice. Payment terms and pricing details will be specified in the service agreement or proposal provided by Service Provider.
Duration of Service:
The duration of the marketing service engagement will be outlined in the service agreement or proposal provided by Service Provider. Typically, SEO, SEM and Social Media campaigns require ongoing efforts over an extended period to achieve desired results.
Even though improvements are visible after a few weeks, it is imperative to keep in mind and understand that the proper planning and implementation of these services entails a minimum development period of 12-24 months to make SEO and other online marketing strategy effective. Thereafter our team will continue working month after month to keep improving, enhancing, and expanding your SEO and online marketing communication. You have the option to cancel services with a 30-day written notice, unless there is a service agreement that specifies a specific time period for any service. The client will be responsible for paying all pending invoices in addition to the last 30 days of service.
Client Responsibilities:
Client agrees to provide necessary access to website backend, hosting, cpanel, domain name registry, analytics, social media account and any other relevant platforms required for the provision of services by Service Provider. Client also agrees to provide timely feedback, assistance, and necessary cooperation to facilitate the set-up process and monthly service for any services provided by XMS.
Guaranteed Results:
While XMS will make diligent efforts to improve the organic search visibility of Client’s website, no specific results or rankings are guaranteed. SEO is influenced by various factors beyond Service Provider’s control, including changes in search engine algorithms and competitive landscape that will affect page rankings periodically. SEM and social media sponsored efforts will include guarantee of ads placement on the specific geo-targets for the applicable keywords on the applicable search engine and/or social networks. However, there is no specific guarantee in the number of leads that will be generated as a result of paid advertising.
XMS organic SEO services will improve Search Engine placement over time. However, this is not a fast process and will not be an immediate replacement for sponsored search engine marketing campaigns such as Google ads. Even though XMS consistently has achieved top placement for its clients over extended period for specific search terms and keyword searches, the Organic SEO service does not guarantee placement on the first page of Google due Google’s constant changes and other external variables.
If your sole objective is to get an immediate direct response campaign to generate rapid traffic to your website, generate immediate calls or leads, the Organic SEO service is not the best
solution for your business. If this is your only goal, our Google certified professionals can help you set up, plan, and properly manage a sponsored marketing campaign on Google ads.
Sponsored SEM (Google ads management) is a different service we offer. Google ads management with a competitive budget will guarantee fast generation of traffic to your website or applicable landing pages. If you are interested in this service instead of Organic SEO, please let us know so we give you options and recommendations.
Reporting and Transparency:
XMS agrees to provide quarterly reports for organic service and monthly reports for sponsored campaigns detailing the progress of the campaign and services provided. Clients will receive reports a few days after the month of quarter has ended and all information for the report has been gathered and organized for the report. The client will have access to these reports to ensure transparency and accountability. Additional reports can be created upon request for an additional fee.
Confidentiality:
Both parties agree to maintain the confidentiality of any proprietary or confidential information shared during the course of the engagement.
Intellectual Property:
Any intellectual property developed or created by Service Provider during the course of providing marketing and any other services, including optimized content and strategies, shall remain the property of Service Provider unless otherwise agreed upon in writing.
Limitation of Liability & Indemnity
XMS, as the Service Provider, shall not be liable to Client or any third party for any indirect, incidental, consequential, special, or punitive damages arising out of or relating to the services provided to the client. In no event shall XMS be liable for any special, indirect, incidental, punitive, or consequential damages (including lost profits), even if it has been advised of the possibility of such damages. XMS liability for any material breach of this agreement shall be limited to the actual cost incurred by Client for completing and/or correcting XMS work under this Contract. XMS liability for any claim, regardless of the form of action, whether in contract, tort, or negligence, for any damages resulting from or in any manner connected with the Data or XMS Services, shall be limited to the lesser of (i) Client’s actual direct damages related thereto, or (ii) the amount of the fees paid by client for the Data or XMS Services which are in error. In no event shall XMS be liable for any other damages whether indirect, incidental, special, or consequential including, but not limited to, lost business and lost profits, whether foreseeable or
not, even if advised of the possibility of such damages. Client agrees to indemnify and hold XMS harmless from and against any claim made by any third party which arises from or is in any way connected with the use of any Data, service or the performance of any services by client. The obligations of client under this Section shall survive any termination of this Agreement.
Governing Law:
This Agreement shall be governed by and construed in accordance with the laws of Florida, USA, without regard to its conflict of law principles.
With your signature on the proposal, estimate or invoice provided by XMS, the Client acknowledges that they have read, understood, and agree to be bound by the terms and conditions set forth herein.
When you retain XMS organic SEO and or Social Media services, XMS team will work diligently to optimize, manage, & enhance your business Search Engine Optimization and/or Social Media Communication. XMS is a Florida-based company and has a team dedicated to improving all aspects of SEO & Search Engine Marketing.
Xperience Marketing Solutions will do everything possible to make sure Client is 100% satisfied with the work contracted. Xperience Marketing Solutions will make changes if applicable as stated on the terms agreement. After the final approval of the work completed, the job will be considered done and any new requests or changes will be new orders.
Xperience will not turn any files until the balance due for pending invoices has been paid in full. Client understands that Xperience will design, develop or complete the work based on the directions or outlined stated on the signed invoice or terms agreement. Xperience will perform the work the best of their ability on understanding the client’s desires.
Additional terms for changes will be stated on the signed invoice or working agreement. Xperience may choose to make any additional changes on the website design, only with prior approval from Client and Xperience management. Any additional changes or additions to the website outside the scope of work contained herein will have to be paid by the client.
Xperience shall notify the client about the costs of the additional changes or additions prior to making any of these changes or additions. Xperience will use its own professional stock photos if needed. If client desires to use other specific professional photos, client will be responsible to pay all applicable fees.
Completion Date.
Xperience Marketing Solutions and the Client must work together to complete the work requested in a timely manner. Xperience Marketing Solutions agrees to work in a professional and expeditious manner to complete the work requested once the Client has submitted all necessary materials and information. If the Client fails to supply Xperience Marketing Solutions with materials and information needed to complete the work requested within 30 days of the effective date listed on the signed invoice, proposal or agreement, the entire deposit amount of the agreement shall be retained by Xperience Marketing Solutions and the project will be considered as liquidated, unless the work requested is canceled in writing by the Client prior to
30 days of the effective date of the signed invoice, proposal or agreement. Any project cancellation is subject to a 10% cancellation fee or a minimum of $250. (If any of work has begun the deposit is not refundable.)
Legal Notice.
Notwithstanding anything to the contrary contained in this contract, neither Xperience Marketing Solutions nor any of its employees or agents, warrants that the functions contained in the Work requested will be uninterrupted or error-free. The entire risk as to the quality and performance of the Work requested is with the Client. In no event will Xperience Marketing Solutions be liable to the Client or any third party for any damages, including, but not limited to, service interruptions caused by Acts of God, the Hosting Service or any other circumstances beyond our reasonable control, any lost profits, lost savings or other incidental, consequential, punitive, or special damages arising out of the operation of or inability to operate this Work requested, failure of any
service provider, of any telecommunications carrier, of the Internet backbone, of any Internet servers, client’s visitor’s computer or Internet software, even if Xperience Marketing Solutions has been advised of the possibility of such damages.
No other warranties
XMS represents and warrants that it shall perform all its duties hereunder in good faith and in a professional, workmanlike manner, compliant in all respects with applicable law. except as expressly provided hereunder, neither party makes any warranty. whatsoever. XMS expressly disclaims any and all warranties that could be implied in contract, in law or in equity, including, but not limited to, any implied warranty of merchantability or fitness for a particular purpose, or any implied warranties arising out of usage of trade, course of dealing, or course of performance.
The Agreement.
The original agreement constitutes the sole agreement between Xperience Marketing Solutions and the Client regarding their Work requested. Any additional work not specified in the contract or any other amendment or modification to this contract must be authorized by a written request signed (or electronically signed) by both Client and Xperience Marketing Solutions.
Any legal action due to violation of this contract and or copyright violations will result in financial cost, fines, court costs, and miscellaneous expenses, and will be the sole responsibility of the client as set by the laws of the United States. Client hereby releases Xperience Marketing Solutions from any all-legal actions or monetary settlements arising from violation of this contract. Xperience shall not be liable for delays in performance of this Agreement occasioned by any natural causes or any other causes beyond its control.
Amendments: Any amendments or modifications to this Agreement must be made in writing and signed by both parties.
