These Terms and Conditions govern the use of the digital marketing services provided by IT Following to our clients. By engaging our Services, you agree to comply with and be bound by these Terms. Please read them carefully before using our Services.
1. Scope of Services
1.1 Services Provided: We offer a range of digital marketing services, including but not limited to, SEO, content marketing, social media management, email marketing, pay-per-click (PPC) advertising, and website optimization.
1.2 Custom Proposals: Specific details, deliverables, timelines, and pricing for the Services will be outlined in a separate proposal or contract (“Proposal”) agreed upon by both parties. The Proposal, along with these Terms, forms the complete agreement between you and us.
2. Client Responsibilities
2.1 Cooperation: You agree to provide us with the necessary access, information, and resources required to perform the Services effectively. This includes timely responses to our inquiries and providing access to relevant accounts and data.
2.2 Content: You are responsible for the accuracy, legality, and appropriateness of any content you provide to us for use in your digital marketing campaigns. You agree to obtain all necessary rights and permissions for any third-party content.
2.3 Compliance: You agree to comply with all applicable laws, regulations, and industry standards related to your business and the use of our Services. This includes adhering to advertising guidelines and data protection regulations.
3. Fees and Payment
3.1 Fees: The fees for our Services will be detailed in the Proposal. All fees are payable in the currency specified and are exclusive of any applicable taxes.
3.2 Payment Terms: Payment terms, including due dates, will be outlined in the Proposal. Invoices are generally issued on a monthly basis unless otherwise agreed.
3.3 Late Payments: If payment is not received by the due date, we reserve the right to suspend or terminate the Services until full payment is made. Late payments may incur interest charges as specified in the Proposal.
4. Intellectual Property
4.1 Ownership: All intellectual property rights in any materials, content, or deliverables created by us as part of the Services remain our property until full payment has been made. Upon full payment, you will have a non-exclusive, non-transferable license to use the deliverables for the agreed purposes.
4.2 Client Materials: You retain ownership of any materials or content you provide to us for use in your campaigns. You grant us a non-exclusive, royalty-free license to use, reproduce, and modify these materials as necessary to perform the Services.
5. Confidentiality
5.1 Confidential Information: Both parties agree to keep all confidential information shared during the course of the Services strictly confidential and not to disclose it to any third party without the other party’s prior written consent, except as required by law.
5.2 Non-Disclosure: This confidentiality obligation extends to all proprietary information, trade secrets, and any other non-public information provided by one party to the other.
6. Term and Termination
6.1 Term: The term of the Services will be as specified in the Proposal. These Terms will continue to apply for the duration of the term.
6.2 Termination by Client: You may terminate the Services at any time by providing written notice, subject to any notice period specified in the Proposal. Any fees due up to the date of termination will remain payable.
6.3 Termination by Us: We reserve the right to terminate the Services at any time, with or without cause, by providing written notice. If we terminate without cause, we will refund any prepaid fees for the unused portion of the Services.
6.4 Effect of Termination: Upon termination, all rights and obligations of the parties will cease, except for any provisions that by their nature should survive termination, including payment obligations, confidentiality, and intellectual property rights.
7. Warranties and Disclaimers
7.1 Performance: We will use reasonable efforts to deliver the Services in accordance with the agreed terms. However, we do not guarantee specific results, such as increased traffic, sales, or rankings, as these can be influenced by factors beyond our control.
7.2 No Warranty: The Services are provided “as is” and without any warranties, express or implied, including but not limited to, warranties of merchantability, fitness for a particular purpose, or non-infringement.
8. Limitation of Liability
8.1 Liability Cap: Our total liability to you for any claims arising out of or related to these Terms or the Services will not exceed the total fees paid by you for the Services during the six (6) months preceding the claim.
8.2 Exclusion of Damages: We will not be liable for any indirect, incidental, consequential, or punitive damages, including loss of profits, revenue, or data, arising out of or related to the use or inability to use the Services.
9. Indemnification
You agree to indemnify, defend, and hold us harmless from any claims, liabilities, damages, or expenses (including legal fees) arising out of or related to your use of the Services, your breach of these Terms, or your violation of any law or the rights of a third party.
10. Miscellaneous
10.1 Entire Agreement: These Terms, together with the Proposal, constitute the entire agreement between you and us and supersede any prior agreements or understandings, whether written or oral.
10.2 Amendments: Any amendments or modifications to these Terms must be in writing and signed by both parties.
10.3 Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.
10.4 Assignment: You may not assign or transfer any rights or obligations under these Terms without our prior written consent.
10.5 Notices: All notices required under these Terms must be in writing and delivered to the respective parties at the addresses specified in the Proposal.
By engaging our Digital Marketing services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.