This agreement is made and effective this (MM/DD/YY),
BETWEEN: (the "Client"), a corporation with an address at:
AND: Rank Above Others, Inc (the "Provider"), a corporation organized and existing under the laws of the Texas, with its head office located at:
500 N ShorelineBlvd Suite 706Corpus Christi, TX 78401
Client owns a credit repair company that is currently in need of a full web design, branding and automation integration service. Client’s target market are customers in need of credit repair and typically pay between $500-$2,000 for services rendered.
The market is dictated by how many leads a credit repair company is able to both generate and convert into customers while minimizing costs. Provider presents a completely new setup that will automate from the point of lead generation to customer to additional revenue sources such as affiliate commissions, referral commissions, additional product sales and increase in other verticals Client may already be involved in.
While the goal is to cut out Facebook ads and other ad-driven platforms, the opportunity to use ads is not out of the question. Opportunities such as retargeting visitors who did not sign up or purchase services would be ideal to take advantage of. Although the client does not have to setup their own connections and relationships with other merchants or referral partners involved in Provider’s exclusive automation system, it is highly encouraged.
Provider will make a connection to at least 3 other merchants on behalf of Client. There are no guarantees of how many leads will be generated from each merchant or referral partner and it is the Client’s responsibility to establish more relationships for more sources of leads.
2. SERVICE SUMMARY
Provider will first complete a thorough research, analysis and audit of existing campaigns in Facebook. This process is normally already started before an agreement has even been signed. Historical data found in ad campaigns are extremely critical to the future success of clients managed by Provider. Without knowing and understanding past data points, it is difficult to curate an accurate action-plan for new campaigns.
Client will receive consultation on branding strategies and how the new website will be setup. A website built on WordPress using the latest version and integrated with Elementor Pro edition for easy site build and management after completion. The website will consist of up to 35 pages including home, about, services, courses, contact, blog and much more. It will include an in-depth questionnaire form to help qualify leads before they are contacted. The website will include all necessary plugins and functions to match an existing website at CreditRobin.com.
Client is responsible for purchasing and/or providing access to all 3rd party programs such as, but not limited to, newsletter software, credit repair software, appointment booking, Twilio, Zapier, Google, SSL certificates, GoDaddy, and hosting services, to name a few. A member’s area and affiliate management program will be provided through a 3rd party program called DigitalAccessPass and will require an additional $14.99/m paid to Wicked Cool Plugins, Inc., not a company by Provider.
There will be automated integration work including the connection between the website and Client’s selected newsletter program (I.E. MailChimp, ActiveCampaign, Aweber), CR software (I.E. Prodigy, CreditRepairCloud, ClientDisputeManager, WhiteLabelCRO), Twilio, appointment booking program (I.E. Calendly), Zapier and CRM, if provided resources can be connected through direct integration or Zapier connection. SMS texting will include messaging from when a lead registers to the time the lead becomes a customers and additional follow-up messages.
Newsletter programs will have 3 campaigns, one for leads, one for customers and an additional set for customers that have a business. Each campaign consists of 6-10 emails depending on campaign and may adjust over time depending on Client’s specific vertical outside of credit repair services. Client will be connected to merchants using our in-house automation systems that is privy to our knowledge and cannot be disclosed to Client. Connected Merchants and referral partners will have their own set of nurturing emails and text messages to feed leads over to Client website.
Client’s website will be completed approximately 21-30 days after start date. Client will be able to review website design and content before approval for going live. Up to 500 fresh leads from Provider’s direct network will be provided to Client when Client’s website is complete.
As a special bonus, Client will be part of a back-office platform offering hands-free customer sales, support, management and disputing services for 1 month. This back-office offers an opportunity to not carry additional staffing costs, credit repair software costs while increasing profits. Additional details on pricing, service and specifics will be provided at a later date.
Additional services such as SEO marketing, ad management, social media marketing or further website design and development is available for additional cost.
3. FINANCIAL TERMS
Provider will provide such services to Client upon the terms and subject to the conditions hereinafter contained below. Client may discontinue services at any time. Client agrees to pay a minimum of 50% for the project to begin. 25% is required after the website design layout and initial functions are approved on demo server. A final 25% is required before the website is transferred and live on an actual domain.
Other charges (if applicable): All additional work outside of project scope is billed hourly based on the type of service required. The following are rates for such services: content curation - $40/hr, graphic design - $55/hr, developmental coding - $80/hr, troubleshooting - $99/hr. These charges are billed at the end of the month.
4. AGREEMENT FOR SERVICES
For the avoidance of any doubt, it is hereby stated that the parties intend and agree that this Agreement shall be treated for all purposes as an agreement for contracted services between the parties, and it does not create an employer and employee relationship. Unless failure to deliver services rendered by Provider, there are no refunds what so ever due to time, energy and expertise utilized to develop, deliver or provide new content and other intellectual property on Client’s behalf. Service(s) may be cancelled, but not refunded.
5. DELIVERY DATE
Client will not hold Provider accountable to the estimated delivery date due to circumstances such as additional requests, changes/implementation or delays caused by Client response or payment. Reasonable delays may occur unexpectedly and extended completion dates will not be a violation of this agreement nor terms of termination. Client may still cancel the project at any time but will not be due for a refund on payments made up to that date.
Client recognizes and acknowledges that the software systems, including specifications, programs and documentation, the methods, and data which Provider owns, plans, or develops, whether for its own use or for use by its clients, developments, designs, inventions and improvements, trade secrets and works of authorship are confidential and are the property of Provider. Provider recognizes that Client's customer lists, leads, supplier lists, proposals, procedures and all web-related content or assets built on Client’s behalf are confidential and are the property of Client. Client further recognizes and acknowledges that to enable Provider to perform services for its clients, those clients may furnish to Provider confidential information concerning their business affairs, property, methods of operation or other data; that the goodwill afforded to Provider depends upon, among other things, Client and its Providers keeping such services and information confidential. All of these materials and information including that relating to Client's systems and Client's clients, will be referred to below as "Proprietary Information."
Client agrees that, except as directed by Provider, and in the ordinary course of Provider’s business, Client will not at any time, whether during or after Provider's employment with Client, disclose to any person or use, directly or indirectly, for Client’s own benefit or the benefit of others, any Proprietary Information, or permit any person to examine or make copies of any documents which may contain or is derived from Proprietary Information, whether prepared by Provider or otherwise coming into Client’s possession or control. Client agrees that the provisions of this paragraph shall survive the termination of this Agreement.
Upon request, Provider shall promptly deliver to Client any and all Property of Client including Property in the possession or control of Provider's employees, services providers, affiliates and contractors. All copies of materials or software obtained from Client shall be either returned to Client or permanently deleted at Client's direction. 9. OWNERSHIP
Provider hereby assigns and agrees to assign to Client or its subsidiaries or affiliates, as appropriate, its successors, assigns or nominees, Provider's entire right, title and interest in any web developments, designs and improvements, trademarks, copyrightable subject matter or proprietary information which Provider has made or conceived, or may make or conceive, either solely or jointly with others, while providing services to Client, or with the use of the time, material or facilities of Client or relating to any actual or anticipated business, research, development, product, service or activity of Client known to Provider while employed by Client, or suggested by or resulting from any task assigned to Provider or work performed by Provider for or on behalf of Client, whether or not such work was performed prior to the date of this Agreement. Provider will retain ownership of all trade secrets, procedures and systems built internally to manage or setup integrations within Client’s website or other business practices.
Client agrees that because of the confidential and sensitive nature of the Proprietary Information and because the personal use of, or even the appearance of the personal use of, the Proprietary Information in certain circumstances may cause irreparable damage to Provider and its reputation, or to clients of Provider, Client shall not, until the expiration of 2 years after the date on which Client’s agreement with Provider terminates for any reason, engage, directly or indirectly, or through any corporation or associates in any business, enterprise or employment which directly solicits business, performs services or delivers goods that are competitive to those of Provider to any customer or prospect of Provider.
11. INJUNCTIVE RELIEF
Client acknowledges that disclosure or personal use of any Proprietary Information by Client or breach by Client of any of the covenants will give rise to irreparable injury to Provider, or clients of Provider. Client also agrees that this injury to Provider, or clients of Provider, would be inadequately compensated in money damages alone. Accordingly, Provider or, where appropriate the client of Provider, may seek and obtain injunctive relief against the breach, or threatened breach, of the disclosure or personal use of any Proprietary Information by Client, in addition to any other legal remedies which may be available. Provider further acknowledges that the enforcement of a remedy hereunder by way of injunction would not prevent Client from earning a reasonable livelihood since Client’s experience and capabilities would be such that in the event that Client’s agreement with Provider terminates for any reason, Client will be able to obtain or render business activities which are not restricted by this Agreement.
Client and Provider agrees to hold the other party harmless from all losses, liabilities, damages, cost and expenses (including reasonable attorney's fees), arising from the enforcement of this agreement.13. GENERAL
This Agreement contains the entire understanding between Client and Provider relating to the subject matter of confidentiality, work product and non-competition. This Agreement shall be governed by and construed in accordance with the laws of Texas, and may be modified only by a writing signed by Provider and Client. Provider hereby consents to the exclusive jurisdiction of the courts of the United States sitting in Texas. The provisions of this Agreement relating to confidentiality and non-competition shall survive any termination of service no less than two years from the date of termination.
IN WITNESS HEREOF, each party to this Agreement has caused it to be executed on the date indicated above.
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Signed by Van Lam
Signed On: May 2, 2023
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Document Name: SERVICE AGREEMENT
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