DM4PM will use proprietary methods in their business model, marketing efforts, etc. Client agrees not to share or relay to any public, private, or non-DM4PM approved sources any details of DM4PM, DM4PM’s practices, business model, employees, or personal data. Client, including all employees at Client’s office, may not share any forms, contracts, documents, contacts, or anything else provided by DM4PM to Client, unless authorized in writing by DM4PM.
Copyrights & Trademarks
The Client represents to DM4PM & unconditionally guarantees that any elements of text, graphics, photos, designs, video, trademarks, or other artwork furnished to DM4PM for inclusion in web pages are owned by the Client, or that the Client has permission from the rightful owner to use each of these elements, & will hold harmless, protect, & defend DM4PM & its subcontractors from any claim or suit arising from the use of such elements furnished by the Client.
Client agrees that it shall defend, indemnify, save & hold DM4PM harmless from any & all demands, liabilities, losses, costs & claims, including attorney’s fees associated with DM4PM’s development of any services. This includes liabilities asserted against DM4PM, its subcontractors, its agents, its clients, servants, officers & 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. Client also agrees to defend, indemnify & hold harmless DM4PM 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, & delivering any defective product or misinformation which is detrimental to another person, organization, or business.
Rights Upon Termination of Agreement
DM4PM shall transfer, assign & make available to Client all property & materials in DM4PM’s possession or subject to DM4PM’s control that are the property of Client, subject to payment in full of amounts due pursuant to this agreement.
Any disputes arising from this contract will be litigated or arbitrated within the state of California. This agreement shall be governed and construed in accordance with the laws of which this contract was signed and entered into.
Payment of Services
In the event client chooses to engage with DM4PM, Client agrees to contract with DM4PM a monthly basis with month to month thereafter (unless otherwise noted above). Client must then notify DM4PM 45 days prior via email or certified mail with any intent to cancel services. Client is responsible for payment regardless of payment type accepted and agrees to provide a check if processing a credit card is unavailable.
Termination of Services
Upon termination of services between DM4PM & Client, DM4PM agrees to provide details for client specific data at DM4PM’s discretion. DM4PM will have final say as to which data is provided to Client. Such discretion shall be reasonably exercised. Client agrees to NOT withhold payment as leverage to acquire any data from DM4PM or try and “solve” or “remedy” any situation that may occur. DM4PM reserves the right to terminate this agreement at it’s sole discretion if Client violates, or attempts to willfully violate, any part of this agreement.
DM4PM makes no guarantees nor cannot make any guarantees in regards to ad placement or return on investment for any services they provide. Furthermore, unless in writing, no guarantees are made on completion dates of web development work including websites.
Promise to Pay
You promise to pay to us the website and marketing costs in U.S. Dollars, pursuant to the payment schedule shown above. You also promise to pay all other amounts that may become due under the terms of this contract.
To the extent permitted by applicable law, Client agrees to pay attorneys’ fees (if we refer this agreement for collection to an attorney who is not one of our salaried employees or the salaried employee of anyone to whom we transfer this contract), collection costs, and actual court costs.
No Oral Modification
Oral agreements or commitments to modify any of this agreement are not enforceable. To protect you (Client) and us (DM4PM) from misunderstandings or disappointment, any agreements we reach covering such matters are contained in this writing, which is the complete and exclusive statement of the agreement between us, except as we may later agree in writing to modify.
Internet Marketing Services Terms & Conditions
If Client engages in Internet/Reputation Marketing Services with DM4PM, Client agrees to the following:
- Unless otherwise mentioned above, all marketing minimum terms are for a minimum of 12 months.
- Client will not hold DM4PM responsible for any changes, decisions, or effects by any search engines’ decisions in rankings, inclusion, and/or algorithms that may affect the placement of any web property caused or not by search engine optimization services.
- Pay Per Click may include placement on Google, & on other search engines. The length of time the ad will be placed & frequency of placement is not guaranteed & cannot necessarily be controlled by DM4PM.
- The Client understands & agrees that while DM4PM will do their best to run a highly effective Pay Per Click campaign, they cannot control all aspect of ranking or placement on any Search Engine Results Page (SERP).
- Client agrees to allow DM4PM to use best judgment in how & where to spend any Pay Per Click budget.
- Client understands that DM4PM makes NO guarantees to any web property or ad placement nor any return on investment by any marketing efforts.
- Client understands that the Pay Per Click campaign, SEO campaign, and/or Internet Marketing campaign start date may be delayed, at DM4PM’s discretion, due to necessary development work and agrees to make the total number of payments as outlined above in the minimum agreement term.
- Client understands that DM4PM cannot force the end client/patient to write/leave reviews online. As such, DM4PM makes no guarantees as to the number of reviews or the placement of them. Additionally, DM4PM cannot guarantee the length of time they reside on each site or the placement of them. The Client agrees to support DM4PM in engaging the Client’s staff/employees as this is a joint initiative. The Client agrees to follow the reasonable direction of DM4PM in regards to engaging the end client/patient.
- In the event that DM4PM deems it necessary to change their scope of work to comply with the search engine’s ToS, or any 3rd party site’s ToS, Client agrees to retain DM4PM through the remainder of the agreement. DM4PM will always make reasonable changes in what they determine as a best practice and best outcome for the client.