Section I: Binding Agreement:
If you do not agree with the terms of this contract, please exit this site immediately. Please be advised that your continued use of this site, the information provided herein, or use of our services shall indicate your consent and agreement to these terms.
Section II: Copyright and Content Protection:
All information, text, images, videos, graphics, and any other material within this site is copyrighted and protected utilizing IP filters and tracking software. Any information, text, images, videos, graphics, and any other material within this site is not to be reproduced, replicated, copied, or otherwise distributed in any way or form without prior written permission from TIC Digital Marketing. Violation of this policy will result in prosecution under any applicable Federal, State, or Local statutes as well as any applicable monetary damages under any applicable civil statutes. Any content within this site is the intellectual property of TIC Digital Marketing and its shareholders, which includes any comments, discussions, or other materials posted by TIC Digital Marketing administrators or by website visitors.
Section III: Release of Risk:
To the maximum extent permitted by law, TIC Digital Marketing and its suppliers and contractors disclaim all warranties not expressly set forth in this document, whether express or implied, including but not limited to implied warranties of merchantability and fitness for a particular purpose, with regard to TIC Digital Marketing's services. The maximum aggregate liability TIC Digital Marketing may have to you will be limited to the total amount of fees collected from you. TIC Digital Marketing will have no liability in connection with the functionality or content of any search provider or internet publisher or website not owned by TIC Digital Marketing. This agreement shall be governed and construed by the laws of the State of California. All claims against TIC Digital Marketing and/or this contact must be made and filed in a court of competent jurisdiction, that being within the San Diego County, California, within one (1) year of the last date of service provided. Knowing that the applicable statute of limitations may be greater than one (1) year, you waive said statute of limitations and agree that suit must be filed within one (1) year or be barred. You also agree that this transaction is a commercial transaction and not governed by the Consumer Protection Act. You further agree that in any action brought under this agreement, you waive your right to a trial by jury. In the event that you breach this agreement, you will be responsible for any attorney's fees and costs in the collection, suit, post judgment, appeal, and the like, of these monies due and other prosecution and/or defense fees under this agreement. Furthermore you acknowledge that all claims are against the company TIC Digital Marketing only, and you hold all employees, contractors, and associates of said company individually harmless for their services. Should a claim arise, it must be made in writing to: TIC Digital Marketing PO Box 5444, San Diego, CA 92105.
Section IV: Explanation of Services & Exclusions:
Social Media Marketing: TIC Digital Marketing's social media marketing packages consist of building or optimizing a page on Twitter, Youtube, Facebook, and/or other social media websites. TIC Digital Marketing's marketing services also include building a fan base and following on these social media sites. We require full access to your social media accounts, including but not limited to administrator access and/or user name and password to make applicable changes both on page and off page. We guarantee to meet the quota provided in your social media marketing proposal, however due to the ever changing nature of social media and 3rd party websites we cannot guarantee that you will retain all of your fans, followers, or subscribers on social media websites.
Search Engine Optimization: TIC Digital Marketing's search engine optimization services include both on page and off page optimization work. TIC Digital Marketing will require FTP and server access to your website to implement on page SEO changes. TIC Digital Marketing guarantees to meet or exceed off page link building requirements. While most links remain live for years, due to factors beyond our control on 3rd party websites we can only guarantee links will remain live for 3 months. TIC Digital Marketing may provide an estimated time frame or cost for ranking higher in search results; Such an estimate is only a best guess from past experiences and may not accurately reflect the actual amount of time or cost to achieve higher rankings due to factors beyond our control such as website age, website content, search engine algorithm changes, and other factors. TIC Digital Marketing's primary objective is to improve your company's search engine rankings, however due to factors beyond our control and constant changes in search engine ranking algorithms we cannot guarantee that your website will increase in rankings. TIC Digital Marketing takes every measure possible to protect your site from adverse effects of search engine optimization work, including following applicable industry best practices and closely monitoring SEO campaigns. In extreme cases search engine optimization work can harm search engine rankings, including but not limited to lower keyword placement, lower website traffic, search engines deindexing your site, and search engine penalties. TIC Digital Marketing is not liable or responsible for any declines in search engine rankings, lost revenues, lost traffic, lost opportunities, or any other damages that may result from utilizing our SEO services.
Design & Development: TIC Digital Marketing offers design and development services, both for web based projects as well as intranets, mobile applications, CRMs, and other projects. All web design hosting is done via a 3rd party and we cannot be held responsible or liable for issues arising from web hosting, site down time, improper backups, loss of data, or any other hosting related issues. TIC Digital Marketing will only utilize images when we have full copyright permission. Any images provided by the client are assumed to be the property of the client. All images and aspects of the website belong to the client and TIC Digital Marketing is in no way responsible or liable for any issues that arise due to the images, videos, text, or other content on the client's website. When a client requests that TIC Digital Marketing utilizes stock images, photos, videos, or other media on a web design project, it is the responsibility of the client to follow all terms, copyrights, and licensing agreements for such media and is in no way the responsibility of TIC Digital Marketing. I understand that with certain projects there may be the need for TIC Digital Marketing to order themes, additional code, pictures, videos, or other media from 3rd parties. I agree that I am responsible for these additional costs that may not be quoted in the original price quote and it is my responsibility to abide by any 3rd party terms or agreements for such items. I understand that should these additional costs exceed $250 I will be notified via email of the cost prior to TIC Digital Marketing placing the order. TIC Digital Marketing makes every effort possible to meet the needs and wants of the client, and with all projects we require any special requests to be made upfront prior to beginning the project. Any requests that are made after the project will be billed at our hourly design rate, not to exceed $200 per hour, to make the necessary changes. I understand that I must submit any special requests in writing prior to the start of the project, including but not limited to themes, layouts, colors, text, content, page copy, color schemes, logos, graphics, icons, and any other on page elements. Any requests that I do not submit prior to starting the project and after that element of the site has been designed will be billed at our standard hourly rate. All packages include basic revisions, including small changes to the site which include swapping out images, changing parts of text, and minor edits as needed. Revisions will not exceed 3 hours of revision work unless otherwise stated in the project proposal. I agree to submit all revisions to TIC Digital Marketing in writing within 5 business days of project completion, otherwise any revisions will be billed at the standard hourly rate. Any major edits including theme changes, layout changes, color scheme changes, and large on site elements will be billed at our standard hourly rate, not to exceed $200 per hour, and are not included in the package. Additional pages outside the initial project quote will be billed at a rate between $75 and $150 for simple pages and a rate between $150 and $400 for complex pages. I understand that when I enter into a design or development contact with TIC Digital Marketing, the assumption is that the current website is coded properly and that all involved 3rd parties, including company employees and 3rd party vendors, have provided accurate information pertaining to the coding and elements of the website. The cost estimate for the new design/development project is based on the information provided to us by the client and applicable 3rd party vendors. TIC Digital Marketing is not responsible for additional costs incurred due to inaccurate information or problems with your current site which are discovered during the design process. Such additional costs will be billed at our standard web development rate, not to exceed $200 per hour. When utilizing 3rd party data or 3rd party coding, our price quote is fully contingent on the 3rd party providing data in the proper format, layout, and structure so that it may easily be integrated into the website. I agree that the price quoted for the design/development project may change based on changes in pricing from 3rd party vendors and/or changes in coding, software, API's, or other pieces of software provided by 3rd parties. In the event that additional costs discovered and/or incurred during the web design/development project exceed the client's budget, we will notify the client in writing to ask how they wish to proceed with the project. If they agree to proceed we will provide them with a new estimate for the total cost of the project. If they do not wish to proceed, we will bill them for all current work already performed on the website and end the contract. Due to the nature of development work, any costs and time estimates provided during the proposal process are a good faith estimate and may change upon the start of the project or during the project depending on any changes in scope, coding conflicts, or other issues that arise as the result of the development project.
Email Marketing: I agree to hold TIC Digital Marketing harmless for any violations of local, state, and/or federal law related to email marketing. TIC Digital Marketing is not responsible for ensuring email marketing campaigns and setups comply with any/all applicable laws. TIC Digital Marketing is not responsible for ensuring email marketing campaigns and setups comply with the CAN-SPAM-ACT. I agree that it is my responsibility and the responsibility of my legal council to ensure that any email marketing campaigns setup by TIC Digital Marketing comply with all applicable laws and regulations in my jurisdiction.
Web Hosting: TIC Digital Marketing offers web hosting via our cloud web server exclusively to our web design and online marketing clients. We offer this service to allow our clients to have an affordable alternative to shared hosting in which they are placed on our cloud server which is only shared with our clients. This allows us a higher level of control over your hosting account and also will provide you with a faster loading and more responsive website.
If you decide to terminate services with TIC Digital Marketing, we will provide you with a standard .tar.gz cPanel backup of your entire hosting account as well as a backup of your raw file directory in the form of a .ZIP file and a full MYSQL database backup in the form of a .SQL file. All these files will need to be transferred by TIC Digital Marketing via FTP to your new web host. We will provide these services at no added cost so long as your hosting has been with us for greater than 6 months; if less than 6 months these services will be billed at a one-time cost of $50.00.
TIC Digital Marketing takes every precaution possible to ensure our server remains live at all times, however due to the nature of web hosting we cannot guarantee 100% up-time for the server. You agree to hold TIC Digital Marketing harmless for any losses incurred during any server downtime, including but not limited to lost opportunities, lost revenues, or other financial or non-financial losses.
As a client of TIC Digital Marketing, you will be limited to a reasonable amount of resources on the server, including but not limited to limits imposed on RAM, hard drive space, emails sent per hour, monthly bandwidth, and other standard limits. These limits are assigned on a case by case basis and can be provided by your account representative upon request. If it is found that you have exceeded these limits, you will be notified via email. If you continue to repeatedly exceed these limits, you should discuss upgrading your hosting plan with your account representative. If no action is taken your hosting account may be terminated for overusing server resources.
Section V: Changes and Alterations:
I agree that my subscription may be altered or modified at any time at the sole discretion of TIC Digital Marketing if I am in violation of any of these terms of service. I also agree that there may be changes in this agreement, disclaimer, or content and I will be notified in writing via email of any changes. I agree that there may be changes to our services, pricing, or subscriptions in which case I will be given advanced notice in writing via email and have a period of five (5) business days to cancel or change services based on any alterations in service. I agree that as long as I am a client of TIC Digital Marketing it is my responsibility to check for changes or updates to this agreement on a monthly basis. I understand that any pricing or proposals offered by TIC Digital Marketing is valid for thirty (30) days from the date of issuance. I agree that all written proposals provided by TIC Digital Marketing are done so as an estimate based on information provided to us at the time of the proposal, and any changes in scope to a project or problems discovered while working on the project may incur additional costs and time. Should this occur, the client will immediately be notified of any additional costs for the project.
Section VI: Refunds, Cancellations, & Disputes:
I agree that by signing the credit card authorization form I am agreeing to the terms of service set forth within this document. I understand that TIC Digital Marketing has a no refund policy on any services, including but not limited to search engine optimization services, social media marketing services, content creation services, web design services, and/or general marketing consulting. I agree that if I want to cancel any services, excluding monthly recurring charges, I will be charged a cancellation fee of 20% and be charged for any services already completed. I agree that if I want to cancel any monthly recurring charges, including monthly SEO packages, I must cancel at least 30 days prior to my monthly billing date. I understand that upon notice of cancellation I will still be charged one charge for the final month of services. In the event that the owner is in any manner dissatisfied with any aspect of TIC Digital Marketing's performance, they shall notify TIC Digital Marketing within seven (7) days in writing via certified mail at: PO Box 5444, San Diego, CA 92105. TIC Digital Marketing shall have seven (7) days from the date of receipt of such notification in which to initiate efforts to resolve any concerns, whether by remedying the alleged defects, providing a partial credit against outstanding balances to be determined at our discretion, or otherwise. In no event shall the client be entitled to a credit, charge back, back charge, or dispute unless the client first provides TIC Digital Marketing with notice and opportunity to resolve the problem in accordance with the foregoing. Client's failure to comply with the foregoing shall constitute a waiver of any alleged breach by TIC Digital Marketing concerning its alleged failure to perform to obligations hereunder. TIC Digital Marketing's obligations hereunder shall be suspended during any time in which the client is late with respect to any payment due to TIC Digital Marketing.
TIC Digital Marketing reserves the right to terminate any client account, including but not limited to marketing accounts & agreements, web design & development accounts & agreements, website hosting accounts & agreements, website maintenance accounts & agreements, and any other account; This clause shall affect any other written agreements by and between the parties.
Section VII: Payment & Terms:
I agree that any services provided must be paid in full within ten (10) business days of completion. I agree that my credit card will be utilized for billing purposes for all recurring services. I agree that any other invoice not paid within ten (10) business days of completion will be billed to our credit card on file. In the event that the credit card on file is not approved, any outstanding balances will be subject to a late penalty of 5% compounded weekly. I agree that any outstanding debts that cannot be collected within thirty (30) days of the due date might result in my website being taken offline, SEO related changes being undone, and turned over to collections. I understand that any fees resulting from the collection of unpaid invoices will be added to the invoice, including but not limited to interest, collection agency fees, legal fees, time spent on collections billed at $100 per hour, and/or any other collection related expenses.
Section VIII: Consent, Delivery, & Limitations:
Client agrees that he/she/they sign this contract as a free and voluntary act without duress or compulsion of any form. Client acknowledges that he/she/they are of legal age, mentally competent, and have full authority to enter into this contract on their behalf or on behalf of a legal entity, including but not limited to a corporation, LLC, partnership, or the like. Client acknowledges that he/she/they have been free to consult with an attorney or any other person or entity before signing this contract. This contract contains the entire agreement between parties. No promises, representations, or warranties, whether written or oral, except those expressly set forth herein, shall be valid or binding upon either party. The parties' agreement is contained within the pages of this document and nowhere else. Client agrees that he/she/they have read each of the paragraphs listed in this contract and agree to the terms and statements contained within each section and paragraph of this contract.
Section IX: Legaility & Regulations:
TIC Digital Marketing is preparing websites, marketing, and other services pursuant to the express instructions of the client and makes no representations to the legality of the work performed, the conformance of the work performed with existing or future laws, the conformance of the work performed with existing or future regulations by any regulatory or governing body, or the like. It is the sole responsibility of the client and their legal counsel to ensure compliance with all applicable laws, regulations, trademarks, copyrights, or the like.
Section X: Branding:
We reserve the right to feature your SEO, web design, or marketing campaign on our website as a case study, testimonial, or other featured item. This includes utilizing your company name, logo, and any other trademarked or copyrighted information that would be applicable to conveying the information needed in a case study or featured item. We will not post any personal or sensitive information, such as strategies, billing information, personal contact information, or sensitive data about your business or project. Furthermore, TIC Digital Marketing reserves the right to brand our SEO, web design, or marketing clients with a link in the footer of your website. The footer link will be placed in a discrete way and will state "Website designed by TIC Digital Marketing", "SEO By TIC Digital Marketing", "Marketing By TIC Digital Marketing", or the like.
Section XI: Credit Card Usage:
I authorize TIC Digital Marketing to utilize any credit card provided for any authorized purchases as part of TIC Digital Marketing's services. These authorized uses may include but are not limited to purchasing stock images, purchasing website themes, setting up marketing accounts with 3rd parties, setting up website hosting with 3rd parties, setting up advertising with Google Ads, Microsoft Adcenter, or other 3rd parties, and the like. I understand that this credit card authorization agreement and contract shall permit authorized usage of the aforementioned card by TIC Digital Marketing and its agents.
Section XII: Methods & Technologies:
TIC Digital Marketing makes every reasonable attempt to ensure all techniques, methods, and technologies utilized by our company are up-to-date and in line with the latest industry best practices. However, due to the extremely rapid pace of change in the industry, TIC Digital Marketing does not expressly guarantee that the techniques, methods, and technologies utilized by our company will be the most up-to-date or in line with any current revisions to best practices except where expressly stated in a written proposal. TIC Digital Marketing is to be held harmless for any problems that arise due to technology, methods, or techniques not being the most up-to-date available. Additionally, due to constant changes in servers, content management systems (CMS), coding, and the like, TIC Digital Marketing cannot be held responsible for any security flaws or exploits discovered in web development, application development, or other projects.
Section XIII: Proposals, Estimates, & Plans of Action:
All proposals, estimates, and plans of action offered by TIC Digital Marketing are contingent on the accuracy and quality of information provided to us by the client and based upon information in our possession and expressly stated in the proposal, estimate, or plan of action. Any estimates and time frame projections are based upon current availability of materials, interfaces, coding, labor availability, and other components required to deliver on said proposal, estimate, or plan of action. In the event that TIC Digital Marketing or our team discovers an additional feature, problem, coding change, or other element which is not expressly mentioned in the initial scope of the project, we will notify the client of any estimated additional expenses incurred as well as any additional time needed for completion of the project. Projected time frames do not take into account holidays, office closings, or other events outside our control. Due to the complexity of certain projects and the nature of web development, application development, and online marketing, all time frames provided in proposals should be used as an estimate or guideline and not a final projection of the exact time a project will take from start to finish. All proposal pricing is assuming all services within the proposal will be awarded a contract; pricing may change if the client decides to pick and choose certain services out of the proposal.
Section XIV: Authorized Personnel:
TIC Digital Marketing may account details, website details, marketing details, and other information pertaining to accounts with TIC Digital Marketing with any personnel deemed authorized by TIC Digital Marketing. Any staff or employee requesting information from a client's company email address or client's company phone number will be granted access to such requested materials. I agree it is my responsibility to provide to TIC Digital Marketing, in writing, a list of personnel whom is not deemed authorized to receive such information and/or a list of personnel whom account information should not be discussed with. If I have not provided such a list to TIC Digital Marketing, I understand that information may be disclosed to anyone employed by my company.
Section XV: Digital Signature:
The Electronic Signatures, Global and National Commerce Act permits for the use of electronic signatures and I understand that this contract is bound by the rules and regulations of said act. I agree that my IP address will be logged upon signing this contract, and that by digitally signing this contract by typing my full legal name I am entering into a legally binding agreement with TIC Digital Marketing.
