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Subscription Period
GMRWebTeam does not require
any time commitment from its clients. A client can stop using
GMRWebTeam services by giving GMRWebTeam two-week notice.
Ownership and License
of Deliverables
GMRWebTeam owns all Deliverables
and materials developed or created by its staff during this
Project. Upon payment of all amounts due, GMRWebTeam grants
Client a perpetual, non-exclusive, non-transferable license
to use the Deliverables and materials developed by GMRWebTeam
herein for all of your marketing and advertising needs, but
only for your own use. The Deliverables and other materials
and the GMRWebTeam system may not be sold, transferred or
used except as provided herein or with the written permission
of GMRWebTeam.
Items Not Provided as
Services or Deliverables
Ad creation & production,
logo design, graphic design, audio/video materials, interactive
media development, web advertising, search engine optimization
(SEO), email campaign, affiliate program, infomercials and
other advertising fulfillment services are not included as
services or Deliverables, but shall be offered to Client
through Global Marketing Resources services.
Confidentiality
To execute this WEBSITE
properly, GMRWebTeam will need access to certain confidential
information of your company, including future plans, business
strategies, and other proprietary information (collectively,
the "Confidential Information"). GMRWebTeam agrees
that it will take reasonable steps to assure that Confidential
Information is not divulged, disclosed, or communicated to
any third party without the prior written consent of The
Client. Confidential Information shall not include information
previously known to GMRWebTeam, properly received from a
third party or in the public domain.
Dispute Resolution
If the parties hereto should
have any dispute arising out of or relating to this Agreement
or the parties’ respective rights and duties hereunder,
then the parties agree to refer the matter to binding arbitration
by the American Arbitration Association under its Commercial
Rules.
No Limit on GMRWebTeam
Engagements
GMRWebTeam and Consultant
are not limited in any way in pursuing other business engagements,
provided however, neither will disclose Confidential Information
of Client in any such engagement. Client agrees that this
Agreement does not prevent GMRWebTeam from providing similar
services to other clients using the general marketing concepts
and the know how and experience gained hereunder or from
developing products or services which might be competitive
with the Deliverables and materials provided hereunder.
Information and Audit
Rights
If the Agreement includes
any form of Participation, contingent or success payment
provision, GMRWebTeam shall have full access to the books
and records of Client which could bear upon, or lead to information
that might bear upon proper payment of such amounts. Such
right shall extend to principals of and/or professionals
engaged by GMRWebTeam, and shall include the right to copy
any such materials.
Pricing
GMRWebTeam reserves the right to increase prices of its services to its
client. The client will get a 60 day notice prior to the price increase.
Non-Payment by Client
In the event of non-payment
by the client, GMRWebTeam reserves the right to discontinue
its services and bring the website down. Client may need
to pay a one-time fee and revised subscription fee to get
the website started.
Entire Agreement; Amendment
This Agreement contains
the entire agreement of the parties and there are no other
promises or conditions in any other agreement whether oral
or written. This Agreement supersedes any prior written
or oral agreements between the parties. This Agreement
may be modified or amended if the amendment is made in
writing and is signed by both parties.
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