Service Contract
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Contract
Between "us", Socially Enterprise Ltd, and "you/your business/business/client", receiving the services.
1.0 Services Rendered
INITIAL STRATEGY & DESIGN
To start the project, we will deliver the initial strategy and the design for the first time. This is the opportunity that if you're not happy with the direction our work is taking, you will pay us in full for everything we've produced and all the work hours completed up to that point and then cancel this contract.
2.0 Mutual Cooperation
We agree to use our best efforts to fulfil and exceed your expectations on the deliverables listed above. You agree to aid us in doing so by making available to us needed information pertaining to your website and to cooperate with us in expediting the work. You acknowledge and agree to the timeframe and expectations set out in the campaign setup and execution section of this agreement. You understand that the timeframes we provide are guides, and that unforeseen delays are part of the marketing and development process.
3.0 Charges for Services Performed
Requests above and beyond those listed in the quotation you received, may be considered out-of-scope and an amendment to the budget will be recommended. Projects that go dormant for longer than 45 days may incur a setup fee to resume work at the discretion of Socially Enterprise Ltd.
ERRORS
We can't guarantee that our work will be error-free (we're human!) so we can't be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you've advised us of them.
4.0 Terms of Payment
4.1 BILLING SCHEDULE
We're sure you understand how important it is as a small business that you pay the invoices that we send you promptly. We're also sure you'll want to maintain a positive working relationship and keep the project moving forward, so you agree to stick tight to the following payment schedule.
Socially Enterprise Ltd will provide you with a subscription payment link or an invoice for payment on the agreed date specified during the quotation phase. Socially Enterprise Ltd will supply your business with all necessary Invoices for payments within a reasonable amount of time. (if applicable)
4.2 CLIENT AGREEMENT TO PAY
You agree to pay the invoice upon receipt or by the agreed due date specified in the Invoice. For some campaigns, we may require a deposit or setup fee which should be paid in full as specified in the quotation. Every invoice after that will have 14 day payment terms. In the event payment is not made within 14 days, Socially Enterprise Ltd will charge a late payment fee of 3% per month on any overdue and unpaid balance, to cover the manpower, interest, and other costs Socially Enterprise Ltd pays for carrying overdue invoices from your business. In addition, Socially Enterprise Ltd reserves the right to stop work until payment is received.
4.3 COLLECTION COSTS
In the event that we incur legal fees, costs and disbursements in an effort to collect our invoices, in addition to interest on the unpaid balance, you agree to reimburse us for these expenses.
5.0 Cancellation of Plans
You have the right to modify, reject, cancel or stop any and all plans or work in process. However, you agree to reimburse us for all costs and expenses we incurred prior to your change in instructions, and which relate to non-cancelable commitments, and to defend, indemnify and hold us harmless for any liability relating to such action.
6.0 Responsibilities of Socially Enterprise Ltd and Your Business
6.1 SOCIALLY ENTERPRISE LTD RESPONSIBILITY FOR RELEASES
We shall obtain releases, licenses, permits or other authorisation to use testimonials, copyrighted materials, photographs, artwork or any other property or rights belonging to third parties obtained by us for use in performing services for you (If applicable).
6.2 YOUR BUSINESS RESPONSIBILITY FOR RELEASES
You guarantee that all elements of text, images, or other artwork you provide are either owned by your good selves, or that you have permission to use them.
6.3 CLIENT RESPONSIBILITY FOR ACCURACY
You shall be responsible for the accuracy, completeness and propriety of information concerning your products and services which you furnish to us verbally or in writing in connection with the performance of this Agreement.
7.0 Term and Termination
7.1 Period of Agreement and Notice of Termination
This Agreement is effective until terminated by either party upon not less than 30 days' notice in writing given by either party to the other.
7.2 TERMINATION FOR CAUSE
Either party to this Agreement may terminate the Agreement if the other party defaults in the performance of any of its material duties and obligations and the default is not cured within thirty (30) days of the receipt of notice of said default, or if the default is not reasonably curable within said period of time, unless the defaulting party commences cure within said period of time and diligently proceeds to cure the default.
In addition, either party may immediately terminate this Agreement by giving written notice to the other party if the other party is insolvent or has a petition brought by or against it under the insolvency laws of any jurisdiction, if the other party makes an assignment for the benefit of creditors, if a trustee, or similar agent is appointed with respect to any property or business of the other party, or in the case of the Client, if the Client materially breaches its obligations to make payment pursuant to this Agreement.
7.3 PAYMENT FOR NON-CANCELABLE MATERIALS?
Any non-cancelable materials, services, etc, we have properly committed ourselves to purchase for your account, (either specifically or as part of a plan such as modules, photography and/or external services) shall be paid for by you, in accordance with the provisions of this Agreement. We agree to use our best efforts to minimise such liabilities immediately upon written notification from you.We will provide written proof, upon request that any such materials and services, are non cancelable.
7.4 MATERIALS UNPAID FOR
If upon termination there exist any materials furnished by us or any services performed by us for which you have not paid us in full, until such time as you have paid us in full you agree not to use any such materials, in whole or in part, or the product of such services.
7.5 TRANSFER OF MATERIALS
Upon termination of this agreement, provided that there is no outstanding indebtedness then owing by your business to Socially Enterprise Ltd, Socially Enterprise Ltd shall transfer, assign and make available to Your Business all property and materials in its possession or control belonging to Your Business. Your Business agrees to pay for all costs associated with the transfer of materials.
8.0 General Provisions
8.1 GOVERNING LAW
This Agreement shall be governed and construed in accordance with the laws of England in the United Kingdom.
8.2 REPRESENTATIONS AND WARRANTIES
The parties each individually represent and warrant that each has full power and authority to enter into this Agreement and to perform all of their obligations hereunder without violating the legal or equitable rights of any third party.
8.3 ENTIRE AGREEMENT
Except as otherwise set forth or referred to in this Agreement, this Agreement constitutes the sole and entire Agreement and understanding between the parties hereto as to the subject matter hereof, and supersedes all prior discussions, agreements and understandings of every kind and nature between them as to such subject matter. If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, then that provision will be fully severable. In such instance, this Agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this Agreement will remain in full force and effect.