TERMS OF SERVICE
This agreement establishes the professional partnership between your company/organization “you” or “client” and Attention Digital “we/us” or “agency”. The purpose of this agreement is to serve as protection for both parties and establish reasonable expectations for the services provided.
By entering into this partnership you agree to provide the necessary assets & information we require to complete the services requested, provide feedback & approval in a timely manner, and if any issues or conflicts arise, you will communicate your concerns with us and allow a reasonable amount of time to make things right.
We agree to use our knowledge and experience to provide the required services to the best of our abilities. We will complete all tasks in a professional and timely manner while maintaining the confidentiality and level of communication to maintain your complete satisfaction.
1. Terms of Agreement
Attention Digital does not require any term length commitments for services. You can upgrade, downgrade, or cancel services at anytime. Some services expect a minimum 2-4 months to achieve the desired results. We simply ask that you maintain the expectation that results may take time to achieve and your cooperation and involvement will impact the timeline and quality of the services. Neither party can transfer the services agreement to anyone else without the other’s permission.
You agree to give us access to all tools, software, websites, social media, landing pages, accounts, etc. that are needed to provide the services requested. Attention Digital will use our best efforts to secure and protect all login credentials. Only authorized representatives of Attention Digital will be allowed access to passwords and only on an as-needed basis.
You agree to provide all content we require to provide services such as by not limited to logos, images, videos, text, graphics, and articles. Delays in providing content can result in delays in project or service timelines.
4. Performance Liability
Attention Digital makes no guarantee on the results that may be provided as a result of our work. Our purpose is to improve your brand, online presence, digital processes, and increase exposure. We cannot control the independent platforms online such as social media networks and we cannot control the individual behaviors of the people who view your website, pages/profiles, or content.
In no event will Attention Digital be liable to the client or any third party for any damages, included any lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate these digital marketing services or website(s), even if we have been advised of the possibility of such damages.
We cannot guarantee that the services provided will be uninterrupted or error-free. The entire risk as to the quality and performance of the work and deliverables is with the client. We agree to take immediate action as errors are identified and make corrections as quickly as possible.
6. Tools & Software
We use a diverse and comprehensive arrangement of digital tools & software to provide digital marketing services. We do not require additional payment for the use of our tools or software but if services are downgraded or canceled, the connections or integrations may be interrupted on your website, social media, analytics platforms, or other places integrations or connections have been established. We will provide notice if any of these essential connections will be interrupted.
7. Media Vendors
Attention Digital has the right to utilize freelancers and our vetted & qualified network of partner agencies to complete or support the completion of the services. Attention Digital selects vendors at its sole discretion and is responsible for all costs associated the with the vendors, unless the cost is provided to the client, and the client agrees to pay said cost.
8. Copyrights & Trademarks
You guarantee that any elements of text, graphics, videos, photos, content, designs, trademarks, or other artwork provided to us are owned by you or that you have permission from the rightful owner to use each of these elements. You agree to hold harmless, protect, and defend Attention Digital from any claim or suit arising from the use of such elements provided by you.
You retain the rights to all deliverables that are not marked as property of Attention Digital. We agree to provide full ownership & lifetime license for completed designs provided to you within the scope of our agreement. Free initial concepts for all design projects remain under the ownership of Attention Digital. Items that are not specifically transferred to the client will remain the property of the respective owners.
10. Work Credit
You agree to allow Attention Digital to use your name and specific works for our promotions, online portfolio, client lists, on social media, and in advertising for Attention Digital’s services to other companies/organizations.
Attention Digital, its employees, and partners agree that, except as directed by the client, it will not at any time during or after the term of this agreement disclose any non-public confidential information to any person whatsoever. Likewise, the client agrees that it will not convey any non-public confidential information obtained about Attention Digital to another party.
The client does hereby expressly agree to indemnify and hold harmless Attention Digital LLC, it’s owners, officers, employees and partners against all suits, actions, claims, demands, or costs of any kind to which they may be subject arising or resulting at any time or place from anything done or omitted to be done by them in connection with this agreement, amendments to this agreement, or our partnership.
13. Excusable Delays
Non-performance by either party hereunder, other than an obligation to pay money, shall be excused to the extent that performance is rendered impossible by failure of suppliers and digital partners, strike, fire, flood, governmental acts, orders or restrictions, acts of God, or any other reason to the extent that the failure to perform is beyond the control of the non-performing party.
14. Lawfulness (incl. Governing Law)
You may only use our services for lawful purposes. Transmission of any material in violation of any Federal, State or Local regulation is prohibited. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Indiana without regard to such state’s principles of conflicts of law.
15. Agreement Revisions
This agreement can be amended or revised at any time with the written approval and signature by both parties.
All monetary amounts are in USD (U.S. Dollars). You agree to pay us on a monthly recurring basis or as a one-time project cost, in some cases at predetermined milestones. We maintain the right to allow or disallow payment via manual invoicing or check. Attention Digital uses Stripe for payment processing. Stripe has been audited by a PCI-certified auditor and is certified to PCI Service Provider Level 1. This is the most stringent level of certification available in the payments industry
- One-time Projects: Payment is required either after the final approved designs are delivered or after the predetermined milestones are reached. At that time, we will electronically send an invoice to your email where you can securely enter your payment information and pay your invoice. After the first payment is captured, you have the option to allow us to run your card on your behalf or pay via email invoice each time for future payments – if applicable.
- Recurring Services: For recurring marketing services, we require a credit or debit card on file that is set up for automatically recurring payments. To initiate services, we will send you an invoice to your email for the first month of services where you can securely enter your payment information and pay for the first month of services. After the invoice is captured, we will set up your automatically recurring payment, so no further action is required.
You agree to pay the amount mutually agreed upon whether presented in a proposal, Statement of Work (SOW), or via email or other direct methods of communication. If services are upgraded or downgraded, the new amount will be included in the services amendment that must be signed by both parties.
For recurring services, your card will be charged on the same date each month. This date will be referred to as your “billing date”. Your “billing cycle” is the series of days between billing dates. Changes to the services that affect your monthly rate will be prorated or added to your upcoming billing date to maintain consistency and clarity. If possible, we request you make changes effective on your billing date for the easiest transition.
If no issues are identified with the services provided at the start of a new billing cycle, the amount paid for services to that point cannot be refunded. If there is an issue with the services that we are unable to resolve within a reasonable amount of time and you decide to terminate services with us, you may request a refund that months services amount for the current billing cycle.
Both parties maintain the right to terminate this agreement at any time without providing prior notice. We ask that the client communicates in advance any issues or concerns to allow us a reasonable amount of time to rectify the situation prior to termination. While notice is not required, both parties agree to make their best attempt to provide advanced notice if termination if possible as a professional courtesy.
In accordance with the Electronic Signatures in Global and National Commerce Act (E-Sign Act), the electronic signature of this agreement by both parties is considered legally binding. Additionally, both parties agree that the electronic signature of this agreement is acceptable, legal, and legally binding.