SEO Agreement

Article 1 Commencement Date

 

THIS AGREEMENT made _ _______ day of ___________________, 200__

 

 

Article 2 Description Of Parties

 

BETWEEN:

 

<Your name>, having its principal place of business at

, <city>, <region>, <country>. (hereinafter called _ "SEO")

 

AND:

 

________________, having its principal place of business at

, <city>, <region>, <country>. (hereinafter called _ “CLIENT”)

 

Article 3 Recitals

WHEREAS _ SEO offers internet marketing _ website optimisation services (hereinafter referred _ as SERVICES)

 

AND WHEREAS _ CLIENT _ interested in utilizing _ SERVICES of _ SEO

 

AND WHEREAS _ SEO desires _ offer SERVICES _ the CLIENT, _ the CLIENT wishes _ contract SERVICES from _ SEO

 

 

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of _ mutual covenants set out herein _ other good _ valuable consideration, _ receipt _ sufficiency of which _ hereby acknowledged, _ Parties _ this Agreement agree as follows:

 

 

 

Article 4 Definitions _ Interpretations

 

4.1 For _ purposes of this Agreement, _ following terms shall have _ following meanings:

(a) "Commencement Date" shall be _ date of approval of this Agreement as set forth in Article 1 of this Agreement.

 

(b) "Party" _ "Parties" shall mean a party _ the parties _ this Agreement, respectively.

 

(c) "Related Services" shall mean any service provided by SEO in relation _ internet marketing, including, but not limited to: domain registration, website hosting, graphics design, email campaigns, _ newsletters.

 

(d) “Search Engine Optimization” shall mean _ process of making changes _ the code, design and/or content of one _ more website pages for _ purposes of ranking more favorably in one _ more internet search engines.

(e) “Link Building” shall be _ process of acquiring incoming hypertext links from other website pages in order _ build traffic _ the site.

(f) “Directory” shall mean a website that contains pages of outgoing hypertext links that are organized into categories.

(g) “Portal” shall mean a web site that provides multiple services with _ goal of becoming _ main site for a wide variety of users. More specialized Portals are called “Vertical Portals” _ “Vortals”

(h) “Keyword(s)” also known as “Search Term(s)”) shall mean word(s) entered by _ searcher into a search form. Other instructions can optionally be added _ keywords in some engines _ create a “Query”.

(i) “Search Engine Results Pages” (SERPs) are _ results that a search engine presents in response _ a Query.

(j) “Compliant Techniques ” shall be Search Engine Optimization techniques that conform _ the Terms Of Service _ generally accepted guidelines for a particular search engine.

 

(k) “Pay for Inclusion” (PFI) _ the practice by some search engines _ Directories requiring a payment of a fee before _ inclusion of a website into said search engines _ Directories database _ results will be allowed. Some PFI fees do not guarantee inclusion, only consideration for inclusion, _ are non-refundable.

 

(l) “PPC (Pay Per Click)” _ a system in which one purchases textual advertisements _ be placed _ the search engine _ Directory results page based upon a list of keywords and/or phrases chosen by _ advertiser _ in response _ a search term. _ details _ how _ where _ advertisement appears _ the results page may vary _ include bid amounts, click through rates (CTR), relevance _ other factors. _ key denominator _ that _ advertiser only pays when a user clicks _ the advertisement.

 

4.2 In this Agreement, unless _ context requires otherwise, _ singular number shall include _ plural _ vice versa; words importing _ masculine gender shall include _ feminine _ neuter gender; _ words importing persons shall include associations, partnerships _ corporations _ vice versa.

 

4.3 For purposes of this Agreement, an entity shall be related _ or affiliated with a Party if one of them _ a subsidiary of _ other _ both are subsidiaries of _ same body corporate _ each of them _ controlled by _ same person. If two bodies corporate are affiliated with _ same body corporate at _ same time, they shall be deemed _ be affiliated with _ related _ each other.

 

4.4 Unless _ context of this Agreement requires otherwise, reference in this Agreement _ a numbered _ lettered article, section, subsection _ paragraph refers _ the article, section, subsection _ paragraph bearing that number _ letter in this Agreement. A reference _ "this Agreement", "herein", "hereof", "hereunder" _ similar terms refers _ this Agreement as a whole, together with any Schedules _ amendments _ this Agreement.

 

4.5 The language of this contract _ in English as in common use in _ United States of America (US English) _ any disputes with translations of this agreement _ its counterparts in other languages shall be settled finally in US English.

 

4.6 All references _ dates _ other calendar events shall be in _ Gregorian calendar such as in common use in North America. All references _ dates and/or times shall further be relative _ the principle place of business of _ SEO unless otherwise specified.

 

4.7 All references in this Agreement _ dollar amounts are _ U.S. funds unless otherwise specified.

 

 

Article 5 Services Offered

5.1 The SEO shall perform SEO services for _ following:

(a) www.clientdomain.com

 

5.2 To _ extent that CLIENT requires additional assistance _ information from SEO, SEO will provide Related Services for an additional cost of <$75.00> per hour, not including expenses. Both parties prior _ any Related Service being performed shall mutually agree upon such additional costs. Allocation of time _ subject _ availability.

5.3 If _ technical support, assistance, _ information described in Article 5.2 _ to be provided at CLIENTs facilities, then CLIENT shall in advance of services performed, pay reasonable expenses for accommodations, travel, _ such other reasonable costs as are incurred by SEO in connection with _ provision of such technical support. SEO shall use its best efforts _ estimate _ amount of such reasonable expenses in advance of providing such technical support services, _ CLIENT shall pay _ SEO within thirty (30) days of receipt thereof _ amount of such estimate. Within thirty (30) days after such services have been provided, CLIENT shall pay _ SEO such additional reasonable amount as shall be due for such expenses, _ SEO shall reimburse CLIENT for any overpayment.

Article 6 Remuneration

6.1 CLIENT shall pay _ SEO a fee as follows:

 

(a) <initial payment>

(b) <ongoing/monthly payments>

 

 

6.2 CLIENT shall pay _ satisfy _ fees set out in Article 6.1 by payment to, _ to _ order of, SEO, by wire transfer _ bank draft in U.S. dollars immediately following _ Commencement Date, _ on _ agreed schedule, as applicable.

 

6.3 There shall be a $50 per month _ part of month late penalty for fees referenced by Article 6.1

 

6.4 There shall be no right of set-off _ recoupment with regard _ remuneration under this agreement.

 

Article 7 Intellectual Property _ Copyright

7.1 The CLIENT authorizes _ SEO’s use of all client logos, trademarks, Web site images, etc., for use in creating _ using web resources including, but not limited to, web pages; _ any other uses as deemed necessary by _ SEO, _ agreed _ by _ CLIENT, for search engine marketing _ optimization.

 

7.2 The CLIENT warrants that it _ legally entitled _ use, _ saves _ SEO harmless regarding, all materials provided _ the SEO by _ CLIENT during _ course of this agreement.

 

7.3 The SEO shall retain copyright over all work done until _ final payment _ made, subject _ Article 10.12

 

Article 8 Indemnification _ Access

8.1 CLIENT shall indemnify _ save harmless SEO _ SEO's directors, officers, employees, agents _ assigns from _ against all claims, actions, obligations, liabilities, damages, losses _ judgements, including any incidental costs _ expenses, arising out of _ attributed, directly _ indirectly, _ the actions agreed _ by _ CLIENT in this agreement.

 

8.2 The CLIENT acknowledges that _ SEO _ a specialist _ does not profess expertise in _ CLIENTs area of business. _ CLIENT _ responsible for, _ holds _ SEO blameless for, _ content, trademarks _ other aspects of _ website that are related _ the CLIENTs business, industry, _ competitors.

 

8.3 The CLIENT agrees _ provide _ following:

 

(a) The CLIENT must provide _ SEO with current passwords _ user IDs needed _ gain remote access _ the client’s Web site files via FTP software _ similarly functioning software. _ SEO _ responsible for maintaining confidentiality of _ passwords _ user IDs.

 

(b) Where FTP access _ not possible, client agrees _ provide an email address of a technician who can upload requested changes _ a timely basis. _ SEO cannot be held responsible for delays once _ technician has been notified of _ upload request. A copy of _ request will be sent _ the CLIENT.

 

(c) Access _ raw log files _ existing statistical reporting _ facilitate Web site traffic reporting. _ SEO will not be unable _ supply these reports if _ raw log files nor existing statistical reporting _ available.

 

(d) If client’s site _ sparse in textual content, _ CLIENT will provide additional relevant text content in electronic format for _ purpose of creating additional web pages _ increasing _ content _ existing ones, at _ SEO’s direction _ discretion. If this content _ not _ cannot be provided, _ SEO cannot be held responsible for results related _ the absence of such materials. _ CLIENT further agrees _ allow _ SEO _ modify keyword density, positioning _ other SEO related aspects of _ content without restriction.

 

(e) The CLIENT agrees that no work shall be done _ the website during _ optimization process without _ SEO’s knowledge _ previous consent. _ SEO shall not be responsible for delays, costs, _ errors attributable _ unauthorized changes _ the website during _ term of this contract.

 

Article 9 Term _ Termination

9.1 The Term of _ Agreement is, subject _ the prior renewal _ termination of this Agreement pursuant _ the terms _ conditions hereof, _ for a period of 12 months, commencing _ the Commencement Date. This agreement may be renewed by mutual written consent of both parties for a subsequent term. Such renewal shall be _ the terms _ conditions agreed upon by both parties.

 

9.2 Either Party may terminate this Agreement in _ event that _ other Party breaches a material condition hereof, provided that _ first Party gives written notice _ the second Party of _ breach. _ second Party shall have thirty (30) days from receipt of such notice _ correct _ breach. In _ event _ breach _ not remedied within this period, _ first Party may, in its sole discretion, terminate this Agreement within a reasonable time after _ expiry of _ thirty (30) day period.

 

9.3 Notwithstanding any other provision of this Agreement, _ Parties agree _ acknowledge that _ provisions of Articles 7, 8 _ 10 shall survive _ expiration _ termination of this Agreement _ shall remain in full force _ effect notwithstanding such expiration _ termination.

 

9.4 Any termination of this Agreement shall be without prejudice _ any other rights (including any right of indemnity), remedy _ other relief vested in either Party _ to which either Party may otherwise be entitled pursuant _ this Agreement.

 

 

Article 10 General

10.1 Warranties by both parties are as follows:

 

(a) Each Party _ this Agreement warrants that it _ not under any legal obligation that would prevent it from entering into this Agreement _ that would prevent _ hinder _ carrying out of its terms, _ that all internal authorisations required for _ entering into of this Agreement have been _ will be made, including any required authorisations by its Board of Directors, _ otherwise.

 

(b) The Parties agree that, except as may be expressly provided in this Agreement, neither has made _ makes _ the other any representations _ warranties respecting _ compensation that _ other may expect _ earn _ receive pursuant _ this agreement _ otherwise.

 

(c) Save _ except as expressly set forth in this Article 10 of _ Agreement, SEO expressly disclaims _ excludes all express _ implied representations _ warranties, whether statutory _ otherwise.

 

10.2 SEO _ CLIENT are _ shall be independent contractors _ SEO _ not _ shall not be _ agent _ legal representative of CLIENT for any purpose whatsoever. Neither Party _ granted any right _ authority _ assume _ to create any obligation _ responsibility, express _ implied _ behalf of _ in _ name of _ other Party _ to bind _ other Party in any manner whatsoever.

 

10.3 The Parties hereby agree that they not _ hold themselves out as having any right _ authority _ assume _ to create any obligation _ responsibility _ behalf of _ in _ name of _ other party _ to bind _ other party in any manner whatsoever other than as may be expressly provided in this Agreement.

 

10.4 Subject _ Article 10.5, no Party may assign this Agreement without _ prior written consent of _ other Party, which consent shall not be unreasonably withheld. Any attempt _ assign this Agreement without such written consent shall be void.

 

10.5 Notwithstanding Article 10.4, SEO shall be entitled _ assign this Agreement _ a company related _ or affiliated with SEO without _ prior written consent of CLIENT.

 

10.6 It _ agreed between _ Parties that neither of _ Parties shall be held responsible for damages caused by delay _ failure _ perform their respective undertakings under _ terms of this Agreement when _ delay _ failure _ due _ fires, strikes, floods, acts of God, wars, riots, insurrections, lawful acts of public authorities, _ delays _ defaults caused by common carriers, that cannot reasonably be foreseen _ provided against, including _ actions of search engines, directories _ related parties not under _ direction _ control of _ SEO.

 

10.7 The delay _ failure in performance excused by Article 10.6 of this Agreement shall only be excused for so long as _ causes of such excusable delay _ failure subsist. _ Parties shall resume _ performance of their respective undertakings forthwith upon cessation of _ cause of such excusable delay _ failure.

 

10.8 No covenant _ condition of this Agreement may be waived except by _ written consent of _ waiving Party, _ forbearance _ indulgence by _ waiving Party in any regard whatever shall not constitute a waiver of _ covenant _ condition _ be performed by _ other Party _ until complete performance by _ other Party of _ covenant _ condition, _ waiving Party shall be entitled _ invoke any remedy available under this Agreement _ at law, despite _ forbearance _ indulgence.

 

10.9 If any part of this Agreement _ found _ be invalid by any court of competent jurisdiction, that part shall be deemed severed from this Agreement _ shall not affect _ validity of _ remainder, which remainder shall remain in full force. Such severance shall have effect only in _ geographic area within which such court has jurisdiction.

 

10.10 All notices required _ be forwarded pursuant _ this Agreement shall be sent by email, registered mail, personal delivery _ facsimile _ the addresses _ facsimile numbers set out below _ such other address _ facsimile number as either Party may advise:

 

In _ case of SEO:

 

E-mail: SEO Email

Attention: President

 

In _ case of CLIENT:

 

Fax: _______________________

E-mail: _______________________

Attention: _______________________

 

Any notice delivered by mail shall be deemed given when received. _ date of receipt of any notice by facsimile shall be _ date upon which _ transmitter of _ facsimile receives confirmation of _ facsimile transmission.

 

10.11 The laws of _ <State/Province> of________ in _

So sehen Sie das gesamte Dokument

Das vollständige Dokument können Sie nach dem Kauf sehen, als Word - Dokument (.docx) speichern und bearbeiten.

    99 EUR

einmalig, zeitlich unbeschränkt, kein Abo, weitere Infos

Preis zzgl. MwSt. Angebot richtet sich nur an gewerbliche Kunden.

 

Sie haben bereits einen Zugang? Bitte hier einloggen.

Sofort downloaden und anpassen: Alle Verträge können Sie gleich nach dem Kauf in den üblichen Programmen (z.B. Word) bearbeiten und anpassen.

Kompetente Beratung durch unsere Rechtsanwälte: Falls Sie das Dokument oder einen anderen Vertrag bzw. Vorlage anwaltlich anpassen wollen stehen Ihnen unsere Rechtsanwälte gern zur Verfügung. Sie haben eine Frage zu einem Mustervertrag? Fragen Sie uns!