Digital Marketing – Terms & Conditions

Digital Marketing – Terms & Conditions

Hereafter, the “person”/”organization”/”Company”/”agency” buying any packages, plans referred in this document as “Services” that includes – Search Engine Optimization SEO, Pay-Per-Click Campaigns, Meta^® Advertising, Google^® AdWords, PPC Ads, Ad Management, Analytics Reports, Landing Page, Graphic Services including Logo, Brochures, Business Cards, Banners, Posters, E-Design, Presentation, eBrochures, Booklet, Folder, QR Code, Audio, Print, Delivery, Video, ebooks, Editing, Branding, Video Production & Shooting, Photography, Social Media, Social Media Icons, Internet Marketing Training and any other Strategy Formulation, Training, Graphics and any Marketing and Sales Services from Jaiglo LLC. or any of the direct / redirect / indirect links to this page, URL’s, or Domains will be referred in this document as “Client”, “you”, “your” and Jaiglo LLC as the “Company”, “we”, “us” “our”.

This agreement is based on any past, present and or future Services provided by the Company to the Client. Since the Services offered by the Company are unique and different from one another, the following terms and conditions apply as per the specific Services purchased and documented in the invoice provided by the Company. Other than the Common Terms & Conditions, additional conditions will apply based on the Client’s purchase of the invoiced Services. The following terms and conditions are service-specific as per the Client’s purchase of the services documented in the invoice.

COMMON TERMS & CONDITIONS FOR OUR SERVICES

1. Authorization: The Client is engaging the Company, as an independent contractor for the specific purpose of designing and setting up new accounts for the purchased Services. If need be, the Client hereby authorizes the Company to access their pre-existing accounts allowing “write permission” and authorizes the Agent, Company, Associates and the Account Provider to provide the Company with permission for the Client’s accounts, and any other login, access information or programs which need to be accessed. The client also authorizes the Company to use the login information to access any third-party accounts associated with the purchased Services or site from where the Client would like the Company to access licensed images, copyrighted text and other technical information, configurations, audio, video, media and content useful in designing and developing the purchased Services.
2. Links: This agreement contemplates that all links provided by the Client have been verified and approved for use on the Client’s Services. The Company takes absolutely NO RESPONSIBILITY in ANY suit(s) that are directed to the Client from links that have not been approved for use on the Client’s account and Services.
3. Graphics & Audio, Video Media: It is anticipated that the Company will create, capture or receive from the Client all graphics, audio, video media elements necessary to complete the Client’s Services. This includes audio, video, images, photography, scanning services, video, and photo shooting, editing, animation, and 3rd party stock photography, audio, video and any media element as listed below:

         3.1. Photography, Audio, Photography / Photo, and Video Shooting: For Clients residing in the U.S and Canada, at the request of the Client the Company will visit the Client’s place of business and capture images, video, audio in digital format for inclusion on the Client’s Services. The Company will also be able to scan images, send and receive digital media formats for audio, video and shoot videos at the Client’s request. Due to the differing needs of Clients, the quantity of digital photography, video production, footage, shooting locations and scans and costs incurred will be negotiated. The client agrees to pay for all additional travel, food and stay costs for our team involved in this process.

         3.2. 3rd Party Stock Photography, Audio, and Video: Any costs incurred in purchasing 3rd party stock photography must be paid by the Client. The Client takes full responsibility for any 3rd Party Stock Photography, Audio and Video that he provides to the Company by any medium and will hold harmless, protect, and defend the Company and its subcontractors from any claim or lawsuit arising from the use of such elements furnished by the Client.

4. Text & Files: Text and any other file supplied by the Client shall be provided in popular readable electronic format (i.e. Microsoft Word / .jpg / .gif / .png / .pdf). Submission can be made as: an email attachment; online file sharing tools or an external USB drive.
5. Additional Requests: If the Client wants the Company to develop or design any additional material for web or print purposes, the standard rate of $120/hr will be applicable. The price can be negotiated based on the work required.
6. Payment Terms / Workflow: Unless stated in our quotation or invoice, the Client agrees to pay the Company full cost upfront for all / any Services. Upon receiving the full payment, and making sure that the Company has complete access and content from the Client, our designing and development process will commence. When buying our Services online, the Client is required to pay the full amount upfront through our secure Payment portal where customer can pay via ACH or Credit/Debit cards. The remainder (final payment) of payment is due upon or prior to completion of development. The Company reserves the right to remove all web content, designs, development from the Internet if payment is not made within thirty (30) days after delivery of our completion notification. If a payment delay is anticipated, please contact the Company to discuss potential problems in advance. If problems are anticipated, we may be able to accommodate an alternate arrangement. If the Client is delinquent in their payment, then proper actions may be taken by the Company and the account may be handed over to a 3rd party Collections Agency for proper handling and recovery.
7. Monthly Subscription Service Payment:The Client agrees to pay the monthly fees in advance for each month. The monthly Company reserves the right to hold the monthly services if payment is not made within five (5) days after the due date. If a payment delay is anticipated, please contact the Monthly Company to discuss potential problems in advance. If problems are anticipated, we may be able to accommodate an alternate arrangement. If the Client is delinquent in their payment, the proper actions may be taken by the Monthly Company and the account may be handed over to a 3rd party Collections Agency for proper handling and recovery.
8. Client Amends for Services: The Company prides itself on providing excellent customer service. That is the spirit of our agreement and the spirit of the Company’s business. To that end, we encourage input from the Client during the design process. The Company understands, however, that the Client may request significant changes to Services that have already been rendered to the Client’s specification. To that end, please note that our agreement does not include a provision for significant design, development or production in excess of our agreement. Some examples of significant Service modification at the request of the Client include:

         8a. Designing, producing and shooting a completely new video, audio, photography, graphic design, ad, website layout or strategy, vision change to accommodate a substantial change at the                     Client’s request.

         8b. Recreating or significantly modifying the company logo, graphics, resetting new accounts for Google tools such as Google Analytics, AdWords, Google Console, Google Maps and Google                     Places at the Client’s request.

         8c. Significantly reconfiguring the Client’s PPC AD account, Campaigns, Advertisement, Graphic Designs or Web Links.

         8d. Clients who anticipate frequently changing the look of their site during the design process and Clients who desire to be an intricately involved design of each page, graphics or PPC                                  campaigns are encouraged to negotiate an agreement before purchasing our Services.

If significant development is requested by the Client in excess of our agreement, charge(s) will be invoiced accordingly.

     9. Copyrights and Trademarks: The Client represents to the Company and unconditionally guarantees that any elements of text, graphics, photos, designs, audios, videos, trademarks, or other           artwork furnished to the Company via Email, Phone, Internet, On-Paper, in-meeting and otherwise, for inclusion in the Client’s web site are owned by the Client, or that the Client has permission           from the rightful owner to use each of these elements, and will hold harmless, protect, and defend the Company and its subcontractors from any claim or suit arising from the use of such             elements   furnished by the Client. The client agrees that any content used while developing the website is owned by the client and Under no circumstances will the Company be liable for Client’s Content or the content of any third party, including, but not limited to, for any errors or omissions in the Client’s Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise. The Company will not be liable for any Copyright Infringements.

10. Third Party Modifications: Company isn’t responsible for any alterations caused to digital marketing strategy due to third party modification of Client website, social media pages or custom landing pages.
11. Assignment of Development: The Company reserves the right to assign certain subcontractors to this development to ensure the right fit for the job as well as on-time completion. The Company warrants all work completed by subcontractors for this development.
12. Additional Expenses: The clientagrees to reimburse the Company for any critical Client requested expenses necessary for the completion of the development. Examples would be the purchase of specific fonts; the purchase of specific photography, audio, video; forms; the purchase of specific software; using any third-party plugins; third-party online portals.
13. Age: Authorized representative of the Client certifies that he or she is at least 19 years of age and legally capable of entering a contract in the Province of British Columbia on behalf of the Client.
14. Abuse: The clientagrees to work together, deal and behave with the Company in a professional manner. Any kind of repeated pattern of inappropriate, false accusations, harassment, derogatory or threatening speech directed towards the Company, its officers, staff, and contractors will not be tolerated. The Company has the right to take strict action, legal steps, abiding the law and resume the development process and any related Services right away offering no refund or guarantees to the Client. The Company has zero-tolerance for Clients abusing our Services.
15. Limited Liability: The Client agrees that any material submitted for publication will not contain anything leading to abusive or unethical use of the Company. Abusive and unethical materials and uses include, but are not limited to, pornography, obscenity, nudity, violations of privacy, computer viruses, harassment, any illegal activity, spamming, advocacy of illegal activity, and any infringement of privacy. The Client hereby agrees to indemnify and hold harmless the Company from any claim resulting from the Client’s publication of material or use of those materials. It is also understood that the Company will not publish information over the Internet which may be used by another party to harm another. The Company will also not develop pornographic or illegal software for the Client. The Company reserves the right to determine what is and what is not suitable.
16. Indemnification: The Client agrees that it shall defend, indemnify, save and hold the Company harmless from any and all demands, liabilities, losses, costs, and claims, including reasonable attorney’s fees associated with the Company’s development of the Client’s Services. This includes Liabilities asserted against the Company, its subcontractors, its agents, its clients, servants, officers, and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by the Client, its agents, employee or assigns. The Client also agrees to defend, indemnify and hold harmless the Company against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed over the Client’s web site. This includes infringing on the proprietary rights of a third party, copyright infringement, and delivering any defective product or misinformation which is detrimental to another person, organization, or business. Under no circumstances, including negligence, shall the Company, its officers, agents or anyone else involved in creating, producing or distributing service be liable for any direct, indirect, incidental, special or consequential damages that result from the use of or inability to use the service; or that results from mistakes, omissions, interruptions, deletion of files, errors, defects, delays in operation, or transmission or any failure of performance, whether or not limited to acts of God, communication failure, theft, destruction or unauthorized access to the Company records, programs or services. Notwithstanding the above, Client’s exclusive remedies for all damages, losses, and causes of actions whether in contract, tort including negligence or otherwise, shall not exceed the aggregate amount which Client paid during the term of this contract and any reasonable legal fee and court costs.
17. Ownership: Copyright to the finished assembled work of Services produced by the Company and graphics shall be vested with the Client upon final payment for the development. This ownership is to include design, photos, graphics, source code, work-up files, text, and any program(s) specifically designed or purchased on behalf of the Client for completion of this development. All materials developed that are intended for publication to the web remain the property of Company until such time as final payment for the development has been tendered by the Client. At this time, all materials become the property of the Client and may be used by them as desired. Should materials described in this agreement be used on the web by the Client before the tender of final payment, then this agreement is breached and appropriate penalties will apply.
18. Design Credit & Reviews: The Clientagrees that the web site, graphics, video, audio and any development created for the Client will be included in the Company’s portfolio and the Client will provide a text review, audio or video testimonial when requested by the Company. If any or none of these are acceptable, please inform the Company beforehand via email or in writing via registered mail.
19. Nondisclosure: The Company, its employees, and subcontractors agree that, except as directed by the Client, it will not at any time during or after the term of this Agreement disclose any Confidential Information to any person whatsoever. Likewise, the Client agrees that it will not convey any confidential information obtained about the Company including strategies, vision, information mind maps, training to another party.
20. Completion Date & Cancellation: The Company and the Client must work together to complete the development in a timely manner for both parties to remain profitable. Cancellation of the development at the request of the Client must be made within 2 weeks (14 days) of the purchase. In the event that development is postponed or canceled at the request of the Client after 14 days of purchase, the Company shall have the right to retain 50% of the total amount invoiced for the service as a deposit and development expenses. In the event this amount is not sufficient to cover the Company for time and expense already invested in the development, an additional payment may be due. If additional payment is due, this will be billed to the Client within 10 days of notification to stop development. The final payment will be expected under the same terms as listed in this agreement. The Client agrees that once the Company completes the design and development process, any further work will incur an additional cost that will be estimated and quoted to the Client for further development. Unless the Client is a monthly paid service subscriber with the Company, the Client agrees that the Company has no legal liability to work further on the completed services and any projects.
21. Entire Understanding: These terms thereto constitute the sole agreement between the Company and the Client regarding any development provided by the Company for the Client. It becomes effective immediately upon engagement of services from the Company or buying any Services from the Company. It is the spirit of this agreement that this will be a mutually beneficial arrangement for the Client and the Company. Both parties warrant that they have read and understood the terms set forth in this agreement. This agreement is effective on all the Clients that the Companys has rendered Services and where the Client has purchased the Services, and for any Client that has any Services with the design credit or byline in the footer mentioning “powered by” or “website designed by” etc. linked to the Company’s URL’s.
22. REVISIONS TO THESE TERMS OF AGREEMENT The Company reserves the right to revise, amend, or modify the Terms of this Agreement and other Terms Of Use, Privacy Policies and Agreements at any time and in any manner. Notice of any revision, amendment, or modification will be posted in accordance with our Terms of Agreement.

SEO TERMS

23. Monthly Paid Subscription Cancellation Policy: Cancellation of any monthly paid subscription plan such as the Monthly SEO Plans, Google AdWords Management, Analytics Reporting, Social Media marketing must be notified sixty (30) days before the cancellation date via email/mail. In the event that updates are postponed or canceled at the request of the Client by email, the monthly Company shall have the right to retain 50% of the original payment as a deposit and maintenance expenses. In the event this amount is not sufficient to cover the Maintenance Company for time and expense already invested in the maintenance, an additional payment may be due. If additional payment is due, this will be billed to the Client within 10 days of notification via email to stop monthly updates. The final payment will be expected under the same terms as listed in this agreement.

GOOGLE CONSOLE / WEBMASTER, ANALYTICS, ADWORDS, FACEBOOK ADVERTISING TERMS

24. Payment to Google AdWords, Facebook Advertising and Social Media Ads: For Client’s purchasing Google AdWords and/or Facebook Advertising Services: Pay-Per-Click PPC is a paid advertisement service where the Client pays directly to Google Inc. and Facebook Inc. for any clicks (pay-per-click) that the online web visitors may click using the Ad’s/Campaigns designed by the Company. The Client agrees to pay in full the set daily / weekly /monthly/yearly budget for the Pay-Per-Click ad Campaigns to Google Inc. and Facebook Inc. and accept to hold harmless, protect, and defend the Company and its subcontractors from any penalty or claim or suit arising from delay in Payments to Google Inc., Facebook Inc. The Client accepts and understands that the Company/Monthly Company does not pay on behalf of its Client to Google Inc., Facebook Inc., and the Client takes full responsibility to run their own Campaigns / Advertisements on Google, Facebook and associated Google, Facebook Affiliate channels. The Company is responsible for only setting up the Client’s ad campaign account and managing it on a monthly basis (if the monthly service is purchased) but does not act as a payer for any Google or Facebook fees, penalty, bidding or budget. The Client agrees to use their own credit card / alternate payment methods to pay to Facebook Inc., the Company should not be held responsible for any payments to Google Inc., and Facebook Inc. in order to run the Ads/Campaigns. If the Client chooses to disable ads with no prior notice to the Company when on monthly maintenance, the Company should not be held responsible for any maintenance unless the campaigns are reactivated.
25. Google AdWords, Facebook Advertising Campaign and Advertisement Design: The client agrees that the Company may use free accounts for Google AdWords. The Client agrees to provide the Company with keywords related to targeted niche along with different demographics, geographic location and age groups. This will also include an idea, message, text or pictures furnished by the Client to the Company. Once the Advertisement Design is approved by the Client, any further changes to the design will incur an additional cost.
26. Google AdWords, Facebook Advertising Campaign Success Rate: Even though the Company will make every effort to the best of knowledge and ability to setup Clients account, campaigns, budgeting, and ad designs in order to maximize results and success rate, failure of such (Paid Ads on Google AdWords) advertisements cannot be neglected. Google AdWords is a third party application that the Company will use to set up the Client’s account and design campaigns but does not own or control the application (AdWords Algorithm or system application). Failure with Paid Ads can happen due to many reasons such as higher bidding by competitors, shortage of Clients funds, technical reasons, human error or by the act of god. In any case of failure, the Client agrees and will hold harmless, protect and defend the Company and its Subcontractors from any lawsuit(s).
27. Google Tools, AdWords and Facebook PPC Refund Policy: No refunds will be made on “Google AdWords PPC”, “Webmaster or Google Console”, “Google Analytics”, “Meta Advertising” and any related Services. The Company does not offer refund for glitch and Google, Meta or Microsoft Ad policy violations found on the Client’s website – this includes any disapproval, illegibility from such organizations for the campaigns set up by the Company due to improper format of the Clients website such as Parked Domain, Prohibited Content, Practices, Restricted Content, Editorial or technical violation. The Client understands and agrees that the Company has no control over Client’s website and in order for AD Campaigns to work/function, their web page and websites must comply with Google, Bing and Meta policies. The Client understands and agrees that the Company is only responsible for setting up accounts, creating campaigns and making changes as per the Client’s request to the running campaigns and therefore should not be held liable for any performance issues, damages, online sales, web visitors, online web traffic, pay-per-click traffic, bidding, and any related issues with AdWords or Facebook advertising Services.
28. Payment to Google Inc. and Facebook Inc.:The Company uses free Meta, Microsoft, TikTok, Google Analytics, Webmaster Tools accounts to set up, track and monitor the website and ad campaigns. If the Client chooses to use any premium Google or Facebook services, the Client agrees to pay the premium fees incurred for these services to the Company.
29. Google Analytics Code Installation: The client agrees that the Company may charge additional fees will be applicable for installing the Google Analytics code on the Client’s website.
30. Web Improvements related to Google Console/Webmaster, Analytics: Even though the Company will make every effort to the best of knowledge and ability to setup Clients account, it is not the responsibility of the Company to improve the website or ad performance. Google Analytics™ or Webmaster Tools™ or Reporting service is a tracking and monitoring service and not web improvement or redesign service. The Company will set up the accounts or will send reports with user data, statistics and advice on how to improve web/ad performance, but if the Client wants the Company to revamp or fix the ad/websites – additional fees will be applicable. The Client agrees and will hold harmless, protect and defend the Company and its Subcontractors from any lawsuit(s).
31. SEO Definitions, Guarantee & Refund:

          31.1 SEO Definitions: SEO is also known as Search Engine Optimization or Organic SEO. Definition  of Single or multiple keywords related to your website content, service(s) or product(s). We will work with all keywords and/or keyword phrases provided by clients and make every effort possible to bring said keyword and/or keywords phrases to the top of major search engines like Google, Yahoo and/or Bing. However, the client must clearly understand that ‘organic SEO’ programs cannot guarantee ‘specific’ keywords and/or keyword phrases in specific search engines. Instead, our guarantee covers keyword and/or keyword phrase rankings related to a client’s website product and/or services.

          31.2 SEO Guarantee: The Client understands and agrees that Search Engines such as Google, Ask, Bing and Yahoo, etc. are third party websites that the Company has no control over and Company’s Services are only confined to optimizing the Client website with the best possible legit method and keywords. Our guarantee for the first page or the first five-page depends on the amount of competition in your niche, keyword saturation, search engine algorithms, domain age, server response time and many other technical factors. Our aim is a competitive ranking. The proliferation of boilerplate sites in these industries means that the only chance of traffic is comprehensive, professional optimization, as we offer in our SEO Services.

          31.3. SEO Commitment: The contract is in force for at least 6 months from the Contract Start Date, with an automatic renewal on the anniversary of the contract start date for subsequent months. After 6 months, your contract will stay in force on a month-to-month basis until you provide notice of cancellation.

          31.4. SEO Performance Refunds: In the case where the Client’s web URL is not found on the first 5 pages of Google, Yahoo or Bing, NO REFUNDS will be made before 6 months because a usual organic optimization takes at least 6 months to show results. Indexing and ranking in search engines are subject to server uptime, server settings, DNS settings, website coding and/or optimized content remaining intact. These inconsistencies can be corrected but will delay indexing and ranking. The Company will evaluate the results thoroughly before issuing any refunds. Seo performance refund is subject to the below conditions only: Major Search Engines: We guarantee your website (domain) will be found in at least first five pages of top search engines like Google, Bing or Yahoo (which combined represent 92% of all search engine traffic) using single or multiple keywords, phrases related to your website content, service(s) or product(s)! Your website will be found in the first five pages of at least one of the above major search engines.

32. Over-writing and re-installs: It is the client’s responsibility to ensure optimized and/or installed content remains intact. If updating/editing the website from copies on your PC, you will need to download and use optimized files prepared for your assignment. Publishing changes without updating your local files will erase optimized content. Re-installation charges may apply if we are required to re-install over-written optimized content.

   33. Google – Yahoo – Bing Local (maps): Positioning (ranking) cannot be guaranteed in Google Local (maps), Yahoo local (maps) or Bing Local (maps). The optimization is confined to the     Client’s   website and keywords, this does not include Google Maps or Google Places.