Client Service Agreement
SOCIAL MEDIA SERVICE
Hereinafter you will be referred to as “Client”, and Veterinary Consultation Services, LLC, d/b/a Get U Social, as “Get U Social”.
Get U Social will assist Client in increasing its social media presence, activity, and engagement.
Scope of Service
Get U Social’s Social Media service is a month-to-month service, which entails the following:
The following features are provided to Clients who subscribe to Get U Social's Basic Plan.
Get U Social will service Client’s social media efforts on three social networks that Client selects, which may include: Facebook, Twitter, Google+, and/or LinkedIn.
Get U Social may setup and use other online accounts in efforts to achieve the program goal.
Get U Social will request business information to tailor its service to Client. The information will include, but not be limited to, social media accounts’ information, staff information, and business workflow information. Get U Social will then obtain access to Client's existing social media accounts with Client's consent. Next, Get U Social will create and/or modify Client’s existing social media accounts to provide the best results.
Get U Social will work with Client to determine the type of content that is appropriate for Client’s social media networks. Get U Social will post at least 28 posts/tweets/posts each month on Client’s serviced social networks.
Get U Social will offer Client support regarding Client's serviced social networks during the weekdays via email and phone.
All the features included in Get U Social's Basic Plan and the following features are provided to Clients who subscribe to Get U Social's Pro Plan.
Get U Social will create one social media advertisement highlighting Client's social media account, products, services, or another Client requested topic to Client's social media account. Get U Social will invest $70 per month into a social media advertisement that targets social media users in Clients local area or Client specified demographic.
All the features included in Get U Social's Basic Plan and Pro Plan, and the following features are provided to Clients who subscribe to Get U Social's Socialite Plan.
Get U Social will provide Client with monthly social media analytics report that track Client's serviced social networks.
Social Media Coaching
Get U Social will provide Client with social media coaching on how to respond to engagement, how to post, and how to conduct events with their serviced social networks. Get U Social will deliver the social media coaching via phone, email, documents, and/or videos.
The features included in Get U Social's Custom Plan will be determined by an agreement with Get U Social and Client. The scope of services for the Custom Plan will be memorialized via email.
Client’s investment is the following:
• Basic Plan = $99 One-Time Setup Fee and $99 Monthly Subscription Fee
• Pro Plan = $99 One-Time Setup Fee and $199 Monthly Subscription Fee
• Socialite Plan = $99 One-Time Setup Fee and $249 Monthly Subscription Fee
• Custom Plan = $99 One-Time Setup Fee and a Monthly Subscription Fee that will be determined by agreement with Get U Social and Client. The Monthly Subscription Fee for the Custom Plan will be memorialized via email.
Client will provide Get U Social with a valid credit card to tender payments. Get U Social will charge the provided credit card as follows:
• One-Time Setup Fee upon acceptance of this agreement;
• Initial Subscription Fee upon acceptance of this agreement; and
• Subsequent Subscription Fees each month on the day this agreement was accepted.
Client will be responsible for the monthly Subscription Fee unless Client provides written notice requesting termination of service at least seven days before the next month of service, which begins on the day this agreement was accepted by Client.
Term and Termination
Get U Social will collect certain personal and business-related information from Client (“Client Information”), which may include, but is not limited to, contact information, payment information, and Facebook, Twitter, and/or Google+ account information, including user names and passwords. Get U Social collects such information in order to be able to provide its service to Client.
All billing and credit card information will be submitted to, and stored by, a third party payment processor. Client understands that Get U Social will not be liable for any losses or damages arising from such third party payment processor’s acts or omissions, and agrees to hold Get U Social harmless for any such third party acts or omissions.
Except as otherwise set forth herein, Get U Social will not disclose, sell or rent Client Information without Client’s prior consent or unless required by order or other requirement of a court, administrative agency, or other governmental body or applicable law. Client expressly permits Get U Social to disclose Client Information to: (1) Get U Social employees and contractors who access and manage the social media posts in connection with Get U Social’s service; (2) service providers for purposes of providing the service, including but not limited to, Client’s Facebook, Twitter, and/or Google+ accounts; and (3) Get U Social marketing partners. Except as otherwise set forth herein, Get U Social will not provide any Client Information to any third party without Client’s express consent and will use commercially reasonable efforts to prohibit any third party that receives any such Client Information from selling or redistributing it without Client’s authorization.
Client’s Proprietary Rights
Client shall own and retain all rights to its business’ Facebook, Twitter, Google+ and/or LinkedIn accounts. Client grants permission to Get U Social and its licensors to use Client’s account data only as necessary to provide its social media service, and not for any other purpose.
Get U Social’s Proprietary Rights
Get U Social and its licensors own all right, title, and interest in and to all website designs, website content, layouts, graphics, images, interfaces, scripts, HTML code, software, copyrights, and trademarks included in or underlying Get U Social’s service and, except as expressly provided herein, nothing in this Client Service Agreement or otherwise shall be deemed to grant to Client, directly or by implication, estoppel or otherwise, any right or license with respect thereto.
This Client Service Agreement is solely for the Client’s use of Get U Social’s social media service and it does not grant Client license to any software.
Get U Social’s service may not copied, reproduced, modified, published, uploaded, posted, transmitted, performed, or distributed in any way, and Client agrees not to modify, rent, lease, loan, sell, distribute, transmit, broadcast, or create derivative works based on Get U Social’s service, in whole or in part, by any means, except as expressly authorized in writing by Get U Social. Get U Social, Veterinary Consultation Services, LLC, the Get U Social logo, and other marks used by Get U Social from time to time are trademarks and the property of Get U Social. The appearance, layout, color scheme, and design of the Get U Social site are protected, and Client does not receive any right or license to use it. Get U Social may utilize any and all methods, computer software, know-how, or techniques developed or used by Get U Social while providing its service and may incorporate the work product in its future software or service. Client agrees that Get U Social retains the right to use, without right of accounting, generalized knowledge, experience, and know-how (including processes, ideas, modifications, suggestions, concepts and techniques) relating to providing its social media service.
Client grants Get U Social the right to add Client’s name and company logo to its client list and to feature it on its website. Except for the foregoing, neither party may use the other party’s name or logo without the other party’s prior express consent.
Representations, Warranties, and Covenants
Client shall hold harmless Get U Social, and its partners, vendors, and independent contractors from and against any and all demands, claims, damages to persons or property, losses and liabilities including reasonable attorneys' fees arising out of or caused by the Get U Social, its employees, agents, and others acting on its behalf, actions in connection with the preparation and providing of the service described in Scope of Service above.
Disclaimer of Warranties
ALL SERVICES, CONTENT, FUNCTIONS, AND MATERIALS ON THIS SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. GET U SOCIAL MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR OTHER VIOLATION OF RIGHTS. GET U SOCIAL MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY, COMPLETENESS, SUITABILITY, RELIABILITY OR LIKELY RESULTS OF ANY OF THE MATERIAL ON THIS WEBSITE. GET U SOCIAL MAKES NO WARRANTY THAT THE SITE WILL BE AVAILABLE, UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
THE INCLUSION OF ANY LINK TO A THIRD PARTY WEBSITE ON GET U SOCIAL’S SITE DOES NOT IMPLY ENDORSEMENT BY GET U SOCIAL OF THE SITE. USE OF ANY SUCH LINKED SITE IS AT THE YOUR OWN RISK. YOU UNDERSTAND AND AGREE THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOU OR YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT, DATA AND/OR SOFTWARE.
BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL GET U SOCIAL OR ITS PARTNERS, VENDORS, INDEPENDENT CONTRACTORS, LICENSORS, AGENTS OR THIRD PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE THE WEBSITE OR THE SERVICE RELATED THERETO, YOUR PROVISION OF INFORMATION VIA THE WEBSITE, OR LOST BUSINESS OR LOST SALES, EVEN IF SUCH PROTECTED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL GET U SOCIAL OR ITS PARTNERS, VENDORS, INDEPENDENT CONTRACTORS, LICENSORS, AGENTS OR THIRD PARTIES BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE WEBSITE. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE PROTECTED ENTITIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THESE TERMS OF CONDITIONS OR YOUR USE OF THE WEBSITE OR THE SERVICE EXCEED, IN THE AGGREGATE, THE AMOUNT, IF ANY, PAID BY YOU TO GET U SOCIAL FOR YOUR USE OF THE GET U SOCIAL OR PURCHASE OF OUR SERVICE VIA THE WEBSITE.
BECAUSE SOME JURISDICITIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Third Party Products and Services
Although Get U Social may rely on data or information provided or generated by third party products and services in the course of providing its services, Client hereby acknowledges that Get U Social specifically does not warrant the accuracy, reliability or completeness of any third party products or services that may be related to Get U Social’s services; and agrees that Get U Social shall not be liable for any acts or omissions based on Client’s reliance on those products or services.
The following provisions shall survive the expiration and termination of this Client Service Agreement: “Client’s Proprietary Rights”, “Get U Social’s Proprietary Rights”, “Publicity”, “Indemnification”, “Disclaimer of Warranties”, and “Limitations of Liability”.
Any claims arising out of this Client Service Agreement shall be governed by the laws of the State of California, without giving effect to its choice of law provisions. Client hereby agrees that jurisdiction over and venue in any legal proceeding directly or indirectly arising out of or relating to Get U Social’s service shall be in the state or federal courts located in the State of California. Client and Get U Social agree that any cause of action arising out of or related to Get U Social’s service must commence within 1 year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
This Client Service Agreement does not create a partnership, joint venture, or agency relationship between Get U Social and Client. Client does not have any right, power, or authority to act as a legal representative of Get U Social.
Client may not transfer, assign, sublicense, or delegate any right or duty under this Client Service Agreement to another entity or person without the express written consent of Get U Social. Any such transfer, assignment, sublicense or delegation without express consent will be void.
In the event that a court of competent jurisdiction determines that any portion of this Client Service Agreement is illegal, invalid or unenforceable, such portion will not affect or impair the legality, validity or enforceability of any other provisions of this Client Service Agreement.
This Client Service Agreement constitutes the entire agreement between Get U Social and Client with respect to Get U Social’s social media service and supersedes all prior statements or agreements between Get U Social and Client.
Get U Social may provide Client with general notice by e-mail to the e-mail address provided by Client. Client must give notice to Get U Social (such notice shall be deemed given when received by Get U Social) by e-mailing Get U Social at firstname.lastname@example.org.
Acknowledgement and Acceptance
Client shall indicate their understanding and approval of the terms of this Client Service Agreement by checking the Accept Terms box.