Email Marketing Terms of Service & Contract Agreement
The following agreement lays out the terms under which the following named parties agree to engage in a business arrangement based on the services previously quoted and agreed in principle verbally and/or via electronic means. This contract agreement formalises the commitment of the supplier to provide, and customer to accept, provision of the prior quoted services as detailed.
This agreement between us, Larry G. Maguire/ChimpTutorials (supplier) and you, [customer name], (the customer) binds both parties to engage in a business arrangement as per services quoted.
I love the details. It's what makes higher quality work stand out. As such, I am serious and sincere about the work and commitment I make to you. This agreement helps form a solid arrangement that we both can rely on, taking into account deadlines and other deliverable commitments – the details. In consideration of this, please understand that services are not products and should not be considered as such. Services are moving shifting entities that reflect a relationship between two parties, therefore, it is vital for us both to draw a line on the terms of commitment and delivery. This way, you get higher quality and I and my team can work to the level we have set.
It is also vital you understand all parts of this offer before formalising your commitment by signing. We’ll always do our best to fulfil your needs and meet your expectations, but it’s important to have things written down so that we both know what those expectations are, who should do what and when, and what will happen if something goes wrong or a misunderstanding occurs.
In this contract, you won’t find any complicated legal terms or long passages of misleading text. we’ve no desire to hide conditions under legal jargon or coerce you into signing something that you might later regret. What we want is to create a mutually beneficial arrangement that serves us both equally, now and in the future. SO PLEASE READ ALL OF THIS INFORMATION in its entirety and revert with questions.
OK, great. So here the deal;
You ([customer name]), located at [customer address] are hiring us (Larry G. Maguire/ChimpTutorials) located at 42 Conor Clune Road, Navan Road, Ashtown, Dublin 7, Ireland, to provide [services] for the total price of [total inc VAT] as outlined in quotation [quotation number].
What do both parties agree to do?
What you agree: You have the authority to enter into this contract on behalf of yourself, your company or your organisation. You’ll give us everything we need to complete the project as and when and in the format we need it including images, text, audio and video where applicable, uploaded to the project folder in Google Drive (don’t worry, we’ll share this folder with you and directions for use will be included). If you do not have the resources to produce and provide the content required for your project, and we have not already quoted you, we can do that for you at an additional cost. On submission you’ll review our work and provide feedback and/or approval within 24 hours of receipt. If you can’t respond within 24 hours, please understand that progress will likely be delayed. Deadlines work both ways, and your timely response is vital to our delivery. You also agree to stick to the payment schedule set out in the project quotation and at the end of this contract. Delays to payment will delay delivery of your project.
What we agree: My small team of skilled professionals and I have the experience of 20+ years in business and the technical ability to deliver everything we’ve set out in our quotation and in a timely manner. We endeavour to meet every deadline that’s set and on top of that we’ll maintain the confidentiality of everything you give us. We will deliver everything we have set out in our quotation to for the price quoted (and usually with some extras because we like to make you happy). If you need something not laid out in the quotation then please ask that we clarify – please don't assume it’s included, as it’s likely not.
Before commencing work on your project we require three things; 1. your acceptance of our quotation outlining technical details by return confirmation email outlining any questions you may have. 2. Your deposit as outlined in the quotation. 3. Signed terms of service agreement (this document). In doing so you accept our proposal/quotation in full including the three mutually inclusive elements;
- Technical Details
- Payment Terms
We strongly encourage you to read all the documents we send you relating to your project quotation and ask as many questions as necessary so to be clear about the offer. When you co-sign this document you are stating that you understand and agree to the offer in full as per technical details, price, and payment terms.
You are spending your hard earned cash with us and I want you to receive the greatest value possible so it’s essential we iron out any ambiguity before commencement. After you accept you are agreeing to pay in full for the service details as per the quotation & terms unless that is we for some reason fail to deliver on our commitment to you as per the same terms. If you terminate this agreement, which you have the right to do at your own discretion, you agree to fully emburse my team and I for all costs incurred up to that point of cessation which usually includes software costs, preparation time, research time and any third party service costs such as hosting, consultancy and consumables.
Marketing services we provide are designed to do one thing – find you new leads. After that, it’s up to you to convert them. Converting them into sales is something out of our control and as such we don’t make any guarantees there. What we will do is offer you a systematic, tried and tested approach of content creation and lead generation based on who your customer is, where they are, what they desire, what makes them buy, and how much they are worth to you on an ongoing basis. Building the right message takes time and multiple testing sequences in order to create a system unique to your business. Remember, services are not products.
We would ask that you be completely open to the advice we offer. It is generally a good idea to leave aside whatever system you have been using to date in order that we can start from the right place, using marketing strategies we have heavily researched and have seen work well. This may require you to forgo work completed by you, your staff or previous suppliers. We take our work seriously so it’s important you allow us exercise creative and professional control over the work we do.
Depending on your requirements and our quoted services, the systems we build for you may include any one or a combination of email marketing, social media marketing, webpage or article creation, digital marketing tools, tactics, strategies and content analytics, specifically designed to yields results. Note that this process takes time to develop and refine and results are rarely seen immediately. Small budgets are generally unlikely to allow you to build out an effective marketing and lead generation system, especially in the short term, so please be sure you have the patience and ongoing budget to make it happen.
We also provide training so we can show you and your staff the ropes on a one-off or ongoing basis if you require it. Just ask and we can provide a cost for training on processes or digital tools. Incidentally, you should note that costs related to digital tools is not included unless otherwise stated in your quotation.
Where quoted, we agree to produce written materials such as web page content, articles, ebook content, brochures, sales pages and social media content at a frequency you require for fees agreed upon in advance. We agree to turn in or deliver the work by an agreed upon deadline as noted above and afford you two revisions of all written material we produce for you. We will be the sole author of the work, which will be original and free of plagiarism. Reasonable care will be ensured that all facts and statements in the work are accurate and that the work does not infringe upon any copyright, right of privacy, proprietary right, the right of publicity or any other right of a third party.
We agree that you, as our client have the right to edit the work we produce as it is deemed appropriate for publication and that we will cooperate with you in editing and otherwise reviewing the work prior to publication as per revisions agreed (usually two).
We manage your project and communicate using Teamwork. Files are stored on a client Google Drive folder, a link to which will be shared with you once we commence your project. We will make all communications with you via Teamwork because email just doesn’t work as a project management tool. Avoid emailing requests or feedback as there is a significant risk your email will not be responded to in the efficient time manner required. Teamwork is the place to communicate and we’ll add you to your project there after we complete the initial project setup.
Photographs, Video & Other Digital Media
Where agreed, you should supply graphics files in an editable, vector digital format. You should supply photographs in a high-resolution .jpg format and add to the appropriate sub-folder on the shared Google Drive folder. If you choose to buy stock photographs, we can suggest suitable stock libraries. You should note that downloading photos from Google search results is a risky business and should be avoided or you risk copyright infringement. If you’d like us to source free or paid stock photographs for you, we can provide a separate estimate for that. You should provide all video content or links to video content required for publication with written content. We do not provide photographic or video recording services. However, we can refer you to suitable third parties.
Web Development & Maintenance
We do not provide web development per se, however, we may be able to assist with aspects of your website, advise or refer you to others. We may create content from within your CMS backend and save to draft or publish on your website subject to your agreement. However, we will not be responsible for the upkeep, maintenance or backup of your website content unless it is explicitly quoted for and agreed in this contract. The safety, backup and general upkeep of your web property is at all times with you unless you engage us explicitly to do so.
Search Engine Optimisation
We provide on-page SEO for all articles, web page content, and other digital content we publish on your website. In order that we perform this to your benefit, you will need to have in place a structured and documented SEO strategy. You will also need to identify keywords for content to be created. If your website does not have SEO functionality or you do not have an SEO strategy we can assist with this at an additional cost.
A structured SEO strategy is a foundational requirement in successful content creation and marketing effort. Without it you may find your content marketing efforts see little improvement in traffic volumes and conversions.
Changes & Revisions
If you want to change your mind or add anything new, that won’t be a problem, just let us know via Teamwork what you need in a timely manner as mentioned earlier. However please understand that there will likely be an additional cost for the changes which we will provide a separate quotation and deadlines will almost certainly be affected. Additional costs will need to be approved by return email acceptance.
Any verbal or written change requests made by you to the scope of the work following its initiation by us, are subject to additional charges. Should such changes negate any part of the work already completed at the time of the changes, you accept responsibility for payment of the completed work and all services related to it, in addition to charges for the change itself.
We work hard to ensure we deliver the best end result possible and we utilise tools that help us create the best result possible for you. However we can’t guarantee that our work will be 100% free of errors all the time. Whatever errors are discovered we will endeavor to correct these as soon as soon as possible even after handover. In addition it should be noted that we will not be held liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages as a direct or indirect result of errors, even if you’ve advised us of them.
If any provision of this contract shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this contract and shall not affect the validity and enforceability of any remaining provisions.
We guarantee that all elements of text, images or other artwork we provide are either owned by us, or that we’ve permission to use them from the legal owners. You guarantee that all elements of text, images or other artwork you provide are either owned by you, or that you’ve permission to use them from the legal owners. When your final payment has cleared, copyright will be automatically assigned as follows:
You’ll own all visual and text elements that we create for this project. We’ll give you source files and finished files and you should keep them somewhere safe as we’re not required to keep a copy. You own all elements of text, images and data you provided, unless someone else owns them.
Where applicable, we’ll own the unique combination of these elements that may constitute a complete design and we’ll license its use to you, exclusively and in perpetuity for this project only, unless we agree otherwise. We love to show off our work and share what we’ve learned with other people, so we reserve the right to display and link to your project as part of our portfolio and to write about it on websites, in magazine articles and in books.
We acknowledge that we may be furnished or may otherwise receive or have access to information which relates to your past, present or future products, vendor lists, creative works, marketing strategies, pending projects and proposals, and other confidential proprietary information. As such we agree to preserve and protect the confidentiality of the proprietary Information and all physical forms thereof, whether disclosed to us before this Agreement is signed or afterward.
In addition, we agree not to disclose or disseminate the Proprietary Information to any third party and shall not use the Proprietary Information for our own benefit or for the benefit of any third party. Without limiting the generality of the foregoing, we agree not discuss you or the work we produce for you with a representative of the press or media, either directly or indirectly, without your express prior written approval.
We’re sure you understand how important it is for a small business like ours to continue to deliver our services to the best of our ability. Therefore we require that you pay the invoices that we send you in advance or on completion or as otherwise agreed herein. We’re also sure you want to maintain a mutually respectful relationship on an ongoing basis, as we do. So as part of this contract you agree to stick tightly to the below payment schedule.
Take for example when you buy a coffee, you pay the shopkeeper, they give you the coffee and you walk out with the coffee. We don’t sell goods but we operate the same way. You pay us in advance for our knowledge, skills, experience and time, and we give you the service. This is how we work and it’s non-negotiable.
50% upfront with your order. Minor revisions & modifications (the definition of which is determined by us) will be honoured up to 7 days from delivery of your project and payment of any prior additional costs or balances due as per these terms, will not be subject to these late modifications. Additional costs over and above the original quote will be advised where applicable in advance of changes being made. Balance of payment is to be made by you on receipt of final invoice as per original commitment.
All invoices are payable on receipt unless otherwise agreed. For clarity that means the day you receive it, or latest the following day. After payment hits our bank we start (opr continue) work. Where payment is not received for any reason, after 14 days we will withdraw our services until full payment is received. After 30 days of non receipt of payment, our work and services will be withdrawn completely until payment is received in full. Under such circumstances we reserve the right to terminate this agreement. Any perceived obligation on your part or commitment outlined in this agreement or associated quotation will be at risk. Content we have created will be withdrawn. This will be permanent and content will be irretrievable.
This might sound very harsh, but you know what? After 20+ years in business we’ve learned what big problems look like and we recognise the signs. We’ve also learned that ignoring these signs is detrimental to our business and clients. This policy is required for us to protect our business and the work we do for valuable clients like you.
Where’s all the horrible small print?
There isn’t any, everything is straight up. But just like a parking ticket, you can’t transfer this contract to anyone else without our explicit written permission. This contract stays in place and need not be renewed. If for some reason one part of this contract becomes invalid or unenforceable, the remaining parts of it remain in place. Although the language is simple, the intentions are that both parties are serious and sincere in their engagement.
This contract is a legally binding document under exclusive jurisdiction of Irish, European and International courts.
The Dotted Line
By signing this document both parties agree to deliver on commitments as per the project quotation price, technical details, payment terms and above contract agreement. If you are unsure of any element please get clarity before signing.
I the undersigned agree to the full terms of the above contract and project quotation. Now let’s get cracking!
Signed by and on behalf of Larry G. Maguire (ChimpTutorials)
Signed by and on behalf of [customer name]
Everyone signing above should keep a copy for their records.
Last updated 30 March 2019