Terms & Conditions
TERMS & CONDITIONS
Authorization of Payment
By submitting this order, I agree to the following Terms and conditions: My order authorizes SitePropeller, Inc. to enter the above-named company into a contractual agreement with SitePropeller, Inc. I have read and understood the terms and conditions of the attached Service Level Agreement governing this account and I authorize SitePropeller, Inc. to charge my credit card for the amount as stated on this order without the need of my signature.
Service Level Agreement
The Client (named on the attached order form accompanying this agreement in the box described as “Company Name”) and SitePropeller, Inc. both agree to enter into a legally binding agreement for professional services described on the attached order form and effective as to the date the agreement is returned or sent vial mail or email by the Client. SitePropeller, Inc. shall provide the services selected on the order form attached to this agreement including initial account setup and monthly management of said account and shall receive from the Client an initial account setup fee, and/or a monthly management fee, or 15% agency fee calculated and retained from the monthly advertising budget amount set by the Client, whichever amount is greater. Fees shall be paid in advance for the services to be performed. Upon successful payment of the services agreed upon SitePropeller Inc., will begin providing such services to the client. Both the Client and SitePropeller will continue the relationship until the Client receives the service(s) which fulfills the scope of work described on the order form.
The client understands and agrees that by submitting an order he/she is agreeing and authorizing SitePropeller, Inc. to charge his/her credit card for the amount as stated on the order without the need of his/her signature including recurring monthly payments as they may apply depending on the package or services selected by The Client. The date on the order form shall govern all terms referring to the setup fee. The date of actual campaign commencement as recorded by the advertising mediums selected by SitePropeller, Inc., shall govern all terms referring to recurring or monthly fees. The Service Level Agreement shall be for a one month period commencing on the date advertising is initiated on the internet except for all services that require recurring charges, such as single prop, dual prop, turbo prop and SitePropeller Local services.
The Client may end, increase or decrease the monthly advertising budget at the end of each one month period by contacting SitePropeller, Inc. (7) business days in advance by phone or email and before the next month’s services are performed. No refunds for setup fees, monthly maintenance fees, or 15% agency fees will be issued for any month in which work has begun or initiated.
If my order includes a PPC campaign, I also authorize SitePropeller, Inc. to charge my credit card on a monthly basis without the need of signature for the amount equal to the package I have selected for search advertising fees and for the management fee associated with my account level. I understand these fees will be paid in advance. Monthly fees will not exceed the amount of the authorized selected packaged (Single Prop, Dual Prop or Turbo Prop, or SitePropeller Local) as it applies and is shown in the order, unless I instruct SitePropeller, Inc. in writing to make a change. To ensure uninterrupted service, I authorize SitePropeller, Inc. to charge my credit card each month for this recurring charge unless I notify them in writing as stated under the terms of this agreement. By providing the information above, I am agreeing to the terms and conditions of this Service Level Agreement and authorizing both a one-time and, if applicable, recurring monthly charges to my credit card account.
SitePropeller, Inc. realizes that the Client is aware of TERMS & CONDITIONS as mentioned in this document when the Client provides their payment information and maintains a commitment to see the product or service agreed upon to completion. SitePropeller Inc., may amend the Terms and Conditions at any time by providing notice to you of any changes. Otherwise, your continued use of our services will signify your acceptance of any amended Terms and Conditions.
SitePropeller, Inc. reserves the right to charge fees for the Service or any portion thereof. If Client is required to pay a fee for all or any part of the Service for which Client has chosen to register. Client hereby authorizes SitePropeller, Inc. to charge Client’s valid and current credit or debit card in advance for all applicable fees incurred by Client in connection with Client’s chosen Service and Client’s Account. Client’s Service and Account will automatically renew at the end of each subscription period, unless the Service or Client Account is terminated in advance of the end of the then-current term. If there is any annual, monthly or similar periodic subscription fees associated with the Client Account, these fees will be billed automatically to the Client’s designated valid and current credit or debit card at the start of each renewal period, unless Client terminates the Service in writing before the relevant period begins. If Client registered for the Service using a SitePropeller, Inc. promotional offer or discount, after the initial promotional period expires, Client’s subscription (base package and any purchased upgrades) will automatically be renewed and billing will continue at the then-current prices for the Service. Client further acknowledges that it is Client’s responsibility to notify SitePropeller, Inc. of any changes to Client’s credit card and to update Client’s credit card number if Client’s credit card has expired otherwise Client’s access to the Service may be canceled or interrupted. All fees shall be paid in U.S. dollars. The Client has elected to pay SitePropeller, Inc. by credit card, The Client agrees to authorize SitePropeller, Inc. to charge its credit card for such payments and for any amounts owed under this Agreement by submitting an order form. If SitePropeller, Inc. is unable to collect owed amounts from The Client’s credit card, The Client shall pay to SitePropeller, Inc. an insufficient funds fee equal to six percent (6%) of the total amount due, and The Client will be subject to a late payment charge equal to the lower of one and one-half percent (1.5%) per month accruing from the invoice date or the maximum amount allowed by applicable law.
SitePropeller, Inc. and the Client agree that either party may terminate this agreement by providing a (15) day written notice to each other. If no written communication from the Client has been received, the current agreement shall automatically renew at the current (last month) service level selected and the Client’s credit card shall be charged for the monthly amount selected by the client plus the monthly management fee.
If the client’s credit card is not honored for payment, the Client’s account will be placed on hold until such funds are received. SitePropeller, Inc. reserves the right to delete all accounts that have not been funded for a period of forty five (45) days or more and charge a new setup fee at prevailing rates for any restart services after the 45 day period. All restarts that occur within the (45) day period will be done at no charge to the Client. No guarantee is made as to the efficacy or value of any services performed by SitePropeller, Inc.
No warranties, express or implied, are provided by SitePropeller, Inc. The relationship between SitePropeller, Inc. and the Client is that of independent contractors; and neither party is the legal representative, joint venturer, partner, or employee of the other party for any purpose whatsoever. The Client consents to the use of the Client’s name in any SitePropeller, Inc. materials or communications. The Client acknowledges that SitePropeller, Inc. may perform the exact or similar services for a competitor of the Client unless the Client has expressly engaged SitePropeller, Inc. for an exclusive relationship defined and compensated outside the scope of this agreement. The Client acknowledges that all work performed and created by SitePropeller, Inc. are the sole property of SitePropeller, Inc. The Client agrees that any passwords, access codes, systems, copy, reports, proprietary methodologies, and any such product or information created by SitePropeller, Inc. as a result of providing services to the Client are the property of SitePropeller, Inc.
THE CLIENT INDEMNIFICATION OBLIGATIONS:
The Client agrees to indemnify, defend and hold harmless SitePropeller, Inc, its distribution partners, its licensors and licensees, its and affiliated companies, 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 the Advertisement, The Client’s selected keywords, The Client’s Web site(s) or contents therein, The Client’s conduct, acts or omissions, or any alleged or proven breach by The Client of any term, condition, agreement, representation or warranty hereunder. SitePropeller, Inc. will notify The Client of any claim, action or demand for which indemnity is required in the reasonable opinion of SitePropeller, Inc. and will cooperate reasonably with The Client at The Client’s expense. At the election of SitePropeller, Inc., The Client shall advance to SitePropeller, Inc. amounts in satisfaction of such Claim, which SitePropeller, Inc. may hold in escrow pending resolution of such Claim. The law firm The Client chooses to defend SitePropeller, Inc. must be experienced in defending similar claims and will be subject to SitePropeller’s approval, which will not be unreasonably withheld. The Client may not settle any lawsuit or matter relating to the culpability or liability of SitePropeller, Inc. without the prior written consent of SitePropeller, Inc. SitePropeller, Inc. 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, SitePropeller, Inc. shall have the right to set off any liability of The Client to SitePropeller ,Inc. with respect to a Claim against any amounts held on deposit with SitePropeller, Inc. by The Client.
LIMITATION OF LIABILITY AND WARRANTY DISCLAIMER:
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT OR OTHERWISE, IN NO EVENT SHALL SITEPROPELLER, INC. AND/OR ITS SUPPLIERS BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL OR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF USE, DATA OR PROFITS (HOWEVER ARISING, INCLUDING NEGLIGENCE) EVEN IF SITEPROPELLER, INC. OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES, ARISING OUT OF OR IN CONNECTION WITH (A) THE USE OR INABILITY TO USE THE SERVICE, (B) THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, (C) FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SERVICE OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE, OR (E) ANY OTHER MATTER RELATING TO THE SERVICE. SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY, SO THE FOREGOING LIMITATION MAY NOT APPLY TO CLIENT. IN NO EVENT SHALL THE SITEPROPELLER, INC. AGGREGATE LIABILITY TO CLIENT AND/OR ANY THIRD PARTY ARISING FROM OR RELATING TO THIS AGREEMENT EXCEED THE AMOUNT CLIENT ACTUALLY PAYS TO SITEPROPELLERINC. UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE DATE THE CLAIM AROSE OR $500.00, WHICHEVER IS LESS.
TERMINATION/CANCELLATION OF CLIENT ACCOUNT:
Upon completion of the minimum contract length, either Client or SitePropeller, Inc. may terminate or cancel Client’s Account (or any part of the Service) at any time, but SitePropeller, Inc. will not refund any prepaid fees upon such termination or cancellation. a. Termination by Client. Client may cancel his/her Account or any part of the Service at any time. To cancel your Service, you must submit a cancellation notice. Client will receive a cancellation confirmation via email, after SitePropeller, Inc. processes Client’s cancellation request. SitePropeller, Inc. reserves the right to collect fees, surcharges or costs incurred before Client cancels Client’s Account in addition to the applicable cancellation fee(s) if any. Client must provide us with the following information in order for us to process the cancellation: The name of the Service that Client would like to cancel Client’s email address Client’s phone number Client’s billing information, including the credit card number that the Client used when purchasing the Service Client’s reason for canceling the Service Upon termination of Client’s Account for any reason, SitePropeller, Inc. reserves the right to (a) collect all charges, fees, commitments and obligations incurred or accrued by Client; (b) delete any Client Content, or other information in connection with Client’s Account; (c) prohibit Client’s access to Client’s Account, including without limitation by deactivating Client’s password; and (d) refuse Client future access to the Service. In no event shall SitePropeller, Inc. be required to refund, redeem, or pay amounts to Client upon termination of Service or return any Client Content. Information in the Site is subject to change without notice. In addition, the Company may make changes to the products described in the Site and prices for such products at any time without notice.