Liz Theresa, LLC is the named Consultant in this agreement. You, the signee indicated above, are the named Client in this agreement.
1. Work To Be Performed
Client has engaged Consultant to perform work related to Client's business. Specifically, Social Media Services ("Service" or “Services”)
Client and Consultant will renegotiate regarding any changes or additions to this scope of work and additional work will be charged as agreed.
2. Term of Agreement
The term of this Agreement ("Term") begins on the date the client signs and the invoice is paid. It will remain in force and effect until the completion of the Service, subject to earlier termination as further provided in this Agreement. The Term may be extended or changed with the written consent of both Client and Consultant.
The following are the relevant dates regarding the Service:
Start Date: Consultant shall commence work on the Service when payment has been rendered and this agreement signed.
Completion Date: Client agrees this service requires a three-month minimum and then will follow a month-to-month plan, subject to earlier termination as further provided in this Agreement ("Completion Date").
Important Dates: Client agrees to provide completed Client Form to Consultant as soon as possible so that Consultant can continue with the Service.
3. Compensation & Termination Information
Client shall pay Consultant a total fee of $1650 as total compensation for the above described Service. Payment shall be made as follows:
All payments shall be made via PayPal or check. Payments made by the Client to Consultant are due upon receipt of the invoice, which must be paid before work is to begin. Every 10 days a payment is not received, a 5% late penalty applies to the invoice. No monetary refunds will be provided once Service begins. The Client reserves the right to cancel the project at any time without a refund.
Service is rendered on a 3-month minimum, followed by a month-to-month basis. The Client automatically renews Service at the end of each month. The Consultant requires a minimum 20 day notice to suspend or terminate Service for the following month. A request for Suspension or Termination of Service must be sent to Consultant in writing by the 10th for cancellation of Service the following month.
If Client decides to terminate Service with less than 20 days notice, Client acknowledges that no refunds will be given for the following month’s offer of service.
4. Client Responsibility and Scope of Work
As part of the rendering of Service, the Client acknowledges he or she must remit feedback on content written by the Consultant. If feedback is not remitted, content is automatically approved for posting.
The Client also acknowledges if he or she fails to submit an asset or piece of information required by the Consultant in order to render Service, Service may be suspended and the post in question may not be posted.
5. Independent Contract Relationship
Consultant's relationship with Client will be that of an independent contractor. Nothing in this agreement is intended to, or should be interpreted to, create an employment relationship. The Consultant and Client acknowledge that this Agreement does not create a partnership, joint venture or employment relationship between them, and is exclusively a contract for performance of the Service. No part of the Consultant's compensation will be subject to withholding by the Client for the payment of any social security, governmental or other employee payroll taxes.
6. Intellectual Property Rights
Liz Theresa, LLC retains all ownership rights to any materials provided during your participation in the service. The copyrighted and original materials you are provided for your individual use only and with a single-user license. You are not authorized to share, copy, distribute, or otherwise disseminate any materials received from me electronically or otherwise without my prior written consent. All intellectual property, including the copyrighted Program materials, shall remain the sole property of Liz Theresa, LLC, and no license to sell or distribute my materials is granted or implied. You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial or personal purposes, any portion of the Program, including any of the Program materials.
Consultant represents and warrants that she/he will perform the Service with reasonable care and skill. Consultant warrants that the Service and Work Product provided does not and will not infringe upon or violate the intellectual property rights of any third party.
8. Limitation of Liability
In no event shall Consultant be held liable for any losses, damages or injuries resulting from full performance of this Agreement, to the extent allowed by law. Should any such damages or losses result under this Agreement, either party's liability shall be limited in aggregate to the price terms.
As defined in this Agreement, "Confidential Information" is any and all personal or business information relating to the Client, which would reasonably be considered to be private, is not generally known and the release of such could reasonably be expected to cause harm to the Client.
Consultant shall use any Confidential Information solely to perform consulting services under this Agreement for the benefit of Client. Consultant agrees to protect the Confidential Information of the Client and, except as authorized by Client or as required by law, will not share, use or disclose the Confidential Information.
10. Dispute Resolution
In the event that a dispute arises out of or in connection with this Agreement, the parties agree to attempt to first resolve the dispute through friendly means. The Client acknowledges that it is his or her responsibility to communicate any issues to the Consultant - and the Client also allows the Consultant up to 14 days to resolve the dispute equitably.
If the dispute is not resolved, this Agreement shall be governed in all respects by the laws of Massachusetts and the United States. Each party irrevocably consents to the exclusive personal jurisdiction of the federal and/or state courts of Massachusetts, as applicable, for any matter arising out of or in relation to this Agreement. However, in actions seeking to enforce any order or any judgment of such federal and/or state courts located in Massachusetts, such personal jurisdiction shall be nonexclusive.
11. General Provisions
If any provision of this Agreement is unenforceable, that provision shall be deemed amended to achieve as near as possible the same economic effect as the original provision and the remainder of this Agreement shall remain in effect and not be impaired.
Both parties agree that neither shall be liable for failure to perform or delays in performance caused by circumstances reasonably beyond his or her control.
This Agreement constitutes the entire contract between Client and Consultant. This agreement supersedes any previous negotiations, commitments, agreements or understandings, oral or written, surrounding the Service. This Agreement may not be altered, updated, modified or changed in any manner expect by a written agreement signed by both parties.
IN WITNESS THEREOF, by their respective signatures below, the parties have caused the Agreement to be executed and effective as of the Effective Date.