Practice Promotions Marketing Systems and Service – Terms and Conditions
This service agreement is entered into by (Client) hereby engaging Practice Promotions (Service Provider) to render certain marketing services (the “Services”) in connection with Client’s business which may include but is not exclusive to producing a website, digital marketing, SEO, Google Ad service, patient newsletter, and maintaining this on a monthly basis.
THIS SUBSCRIPTION AGREEMENT (“AGREEMENT”) GOVERNS YOUR PURCHASE AND ONGOING USE OF SERVICES FROM PRACTICE PROMOTIONS LLC. BY ACCEPTING THIS AGREEMENT, YOU AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “CLIENT” SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES.
The Parties agree to the following Terms:
1. Description of Services.
Service Provider shall develop online marketing per the scope of services in the agreement that will include Client content from information and materials to be provided to Service Provider from Client.
For Website Development – The following will be included in the initial setup payment for website services:
1. Responsive website design (optimized for tablets and mobile devices)
2. Website development, including homepage and inner pages
3. Website testing
4. WordPress integration and training
5. Google analytics, SEO, and metrics dashboard setup
6. Insertion of applicable client videos
7. Appointment form setup
8. Insertion of applicable client forms for patients
Monthly marketing subscription – The service provider will provide on an ongoing monthly basis to client the following marketing and website services: See scope of services in the Client agreement
Service Provider shall develop on a non-exclusive basis, the aforementioned materials in the scope of services for Client’s practice that will include customized Client content from information and materials to be provided to Service Provider from Client. If the client is using our Practice Newsletter System and chooses to print and mail services with Service Provider then using a third-party fulfillment provider, Service Provider shall further print, mail, and ship the Client’s marketing materials to the clients identified on the mailing list provided by the Client.
2. Terms and Cancellation Policy
This agreement begins on the purchase date and will continue on a monthly basis as per the Electronic Letter of Agreement (ELOA) for the duration of the term(s). Client may terminate this Agreement prior to term(s) renewal, upon at least 30 days prior written notice to Service Provider. Notwithstanding Client’s notice of termination, Client shall be responsible for payment for any marketing materials already being produced by Service Provider.
3. Client Responsibilities
Client acknowledges that it shall be responsible for providing the following items to Service Provider for the website development and online marketing:
- Custom content for the website included biographies, pictures, testimonials, edits on copywriting and specific copy as needed.
- Information on location, phone numbers and contact information.
- Information and materials as reasonably requested by Service Provider to customize content for Client’s website.
- Social media account authorization for online campaigns
- Timely responses to needs for information and marketing purposes
- Information and materials as reasonably requested by Service Provider to customize content for Client’s marketing materials. The client has 5 business days from renewal date to send custom content otherwise content will be designed and the final draft issued for proof approval.
- A current email or if applicable mailing list, in a digital format acceptable to the Service Provider, containing only the names and addresses of the Client’s customers (no medical or personal data) the client wishes to market to who are to be sent the marketing materials (“Mailing List”).
4. Payment Authorization
The monthly subscription fee will begin from the signed Electronic Letter of Agreement (ELOA) date and will renew monthly on that anniversary date. The client agrees that its monthly fee shall be paid by an automatic charge from its credit card. With the credit card payment option, Client further agrees and hereby authorizes Service Provider to charge its credit card (“Card Payment”), or any replacement card for payment of all monthly fees or any other amounts payable under this Agreement.
The client agrees and confirms that the billing information obtained is current, complete, and accurate and further agrees to promptly update any changes (such as a change in billing address, credit card number or credit card expiration date). If Client fails to provide Service Provider with any of the foregoing Service Provider information, Client agrees Service Provider will continue charging the monthly fees. The client agrees that if card payment is declined, it has 5 business days from the payment plan or renewal due date to pay. Client agrees that if any card payment is declined past the 5 business days, Service Provider may charge it an additional $75.00 service fee (“Late Fee”) per month until payment is satisfied.
5. Confidentiality
Service Provider shall maintain in confidence or otherwise not disclose to any person, except any persons or third parties required to perform the Services hereunder, all confidential information provided by the Client for Service Provider’s performance of the Services hereunder. Service Provider will use best efforts to ensure confidentiality with any third-party developers required for the performance of the Services hereunder to comply with the foregoing confidentiality restrictions and obligations. The use of the email and if applicable Mailing List shall be limited solely and exclusively to the agreed-upon digital marketing and mailing of the marketing materials for the client.
6. Ownership and Rights
Client-owned files, logos, content, social media accounts, proprietary data, HTML layouts, and any graphics provided to Service Provider by the client, will remain the copyright of the Client. All concepts, ideas, graphics, licensed pictures, documents, data, proprietary coding, medical library, blog articles, or other materials, which are prepared and/or developed by Service Provider in connection with the Services under this Agreement, are the sole property of Service Provider to be used solely for the purposes of developing Client’s website, blog, online and print media.
All artwork is copyrighted and cannot be reproduced without Service Provider’s permission. It is illegal to duplicate or reproduce copyrighted artwork without prior written permits. Client agrees that Service Provider retains the right to use client-created websites, newsletters, marketing materials, and results from marketing actions, in their own marketing displays, including, but not limited to online advertising, website, presentations, and print marketing. This may also include any logos, materials, or graphics, the client has provided service provider for use in their project. In regards to contract termination, Service Provider may have the option to further license propriety content to the Client.
7. Warranty
Service Provider warrants and represents that the Services and any products or materials provided hereunder do not infringe upon any third party’s copyright, trademark, patent right or other intellectual property right.
8. Indemnification
Client agrees to indemnify, save and hold harmless Service Provider from any and all damages, liabilities, costs, losses, or expenses, including attorney’s fees, arising out of any claim, demand, or action by a third party arising out of any breach of Client’s responsibilities or obligations, representations or warranties under this Agreement. In return, Service Provider agrees to indemnify, save and hold harmless the client from any and all damages, liabilities, costs, losses, or expenses, including attorney’s fees, arising out of any claim, demand, or action by a third party arising out of any breach of Service Provider’s responsibilities or obligations, representations or warranties under this Agreement.
9. No Warranty and Limitation of Liability
SERVICE PROVIDER DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING THE WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. To the maximum extent permitted by law, neither Service Provider nor any of its members, subsidiaries or employees shall be liable for any direct, indirect, incidental, special, punitive or consequential damages arising out of any breach of this Agreement or out of any actions, suits, claims or demands that arise with respect to the Services provided hereunder. Without in any way limiting the foregoing, if for any reason, by operation of law or otherwise, any portion of the foregoing limitation of liability shall be voided, then in such event Service Provider’s maximum, sole, and exclusive liability shall be limited to general money damages in an amount not to exceed the total monthly amount actually paid to Service Provider for the last monthly subscription for the Client.
10. Relationship of the Parties
Service Provider and Client intend that an independent contractor relationship be created by this Agreement, and nothing herein shall be construed as creating an employer/employee relationship, partnership, joint venture, or other business group or concerted action.
11. Notices
Client acknowledges it must hereafter make all notices to Service Provider in writing to PRACTICE PROMOTIONS, LLC at 7305 Hancock Village Dr., Suite 117, Chesterfield, VA 23832. Client agrees the postmark date will be deemed to be the date of any notice given.
12. Amendments
This Agreement may not be amended, and its terms may not be waived, except by written document signed by the Parties.
13. Entire Agreement
This Agreement and attachments hereto constitute the entire Agreement of the parties with respect to the subject matter hereto and supersedes all prior agreements entered into between Service Provider and Client.
14. Force Majeure
Neither Party shall be responsible for delays or failure in performance resulting from acts beyond the reasonable control of such party. Such acts shall include but not limited to acts of God, war, riot, actual or threatened acts of terrorism, labor stoppages, governmental actions, fires, floods, utility failures and earthquakes.
15. Governing Law
This Agreement shall be governed by the laws of Chesterfield County of the State of Virginia, without regard to its conflicts of law rules.
IN WITNESS THEREOF this Agreement has been executed by the client, and shall take effect immediately.
SERVICE PROVIDER:
PRACTICE PROMOTIONS, LLC