This serves as a legally binding contract between EPIC Growth & Creativity, LLC (DBA Epic Agents) here forward known as “Epic”, and “The Client” identified as the customer placing any order for services or products with Epic.
1. Term of Contract
a..The term of this contract between Epic and the Client will begin on the signature date and ending upon cancellation in accordance with policies set forth in section 8.
b.In the case of company-wide policy changes that impact this contract, Epic will provide the Client a minimum notice of 30 days to sign the amendment.
2. Scope of Work, Rates, and Turn-Around Times
a.Upon payment, Epic is obligated to fulfill the initial scope of work as outlined in the order within the time period specified in the initial scope of work with exception to delay resulting from circumstances beyond Epic’s control as outlined in section 9b,9c, and 11f.
b.Custom/Out of scope work must be approved in writing prior to the start of work and is subject to all of the stipulations outlined in this contract. All services are paid in advance.
c. Custom/Out of scope work is billed hourly at the following tiered rate schedule: Tier 1 services $40/hr, Tier 2 services $60/hr, Tier 3 services $120/hr with the exception of rates discounted as part of a package, flat rate price, or where otherwise specified in writing. A up-to-date list of services in each tier is available upon request. All services are paid in advance.
d. All out of scope projects have a minimum charge of 1 hour and are there after billed in 15 minute increments except where otherwise specified in writing.
e. This contract does not obligate Epic to accept custom/out of scope work.
f. Standard turn-around time is subjective to the complexity of the task and existing workload. Rush fee is 25% and subjective based on current workload, resource availability, and client demands.
g. Epic is not obligated to accept any work request with less than 24 hours notice of deadline. While Epic will attempt to accommodate special circumstances that require short turnaround times, resources are not always available.
a.Epic is not responsible for expenses including but not limited to Client website hosting, 3rd party media purchases, 3rd party production costs, printing, engagement of talent, and travel unless otherwise noted in writing.
b.All expenses must be approved by the Client in writing prior to their occurrence and the Client reserves the right to deny authorization of any expense outside of those obligated to in the initial scope of work.
d. When financially to the benefit of the client, EPIC will recommend the Client pay for 3rd party expenses. When EPIC has negotiated rates with the 3rd party that benefit the client financially, EPIC will submit an invoice that must be paid in advance of contracting with the 3rd party.
4. Agency of Record
a.The Client appoints Epic as the Agency of Record for the Client ONLY in accordance to the scope of work. As such, Epic assumes the ability to act as a representative of the Client for marketing and advertising related purposes as pertinent to the fulfillment of this contract and the scope of work (e.g. open social media and other necessary online accounts on behalf of the Client or interact on social media on behalf of the Client as part of the scope of social media marketing)
5. Intellectual Property and Copyright
a.All final creative deliverables for custom work including but not limited to written content and graphic designs, created for the purpose of fulfilling the scope of work will be the wholly owned property of the Client subject to all privileges of all applicable copyright and trademark laws.
b. Shared creative deliverables available to the entire membership remain the wholly owned property of Epic subject to all privileges of all applicable copyright and trademark laws and may not be altered for any purpose other than that explicitly stated in the membership.
c.All strategic documents will be retained by the Client for their own use but the methodologies will remain the intellectual property of Epic and are subject to the confidentiality contract set forth in section 6.a.
d.Website/Application/Software code is not considered a creative deliverable. Epic reserves the right to re-purpose, modify, re-use any such code as we see fit without restriction.
e. Use of all final creative deliverables for the sole purpose of self-promotion will be retained by Epic and the creator of such work.
6. Confidentiality and Non-Disclosure
a.The methodologies employed by Epic are proprietary intellectual property. The Client agrees to respectfully keep these in confidence and not share strategic documents prepared for the Client with any 3rd party including but not limited to other advertising/marketing agencies or independent marketing consultants during nor after the termination of the contract without the express written permission of Epic.
b.During the course of Epic’s relationship with the Client, it is foreseeable that Epic will become aware of the confidential information and intellectual property of the Client. Epic will take reasonable precautions to safeguard this property both during and after the termination of the contract, but in the absence of negligence or willful disregard, Epic will not be responsible for any loss or damage.
c.The Client understands that EPIC might be approached by other businesses similar to itself and that EPIC is under no obligations to turn away such opportunities. However, EPIC is bound to client confidentiality and a self-imposed high standard of ethics as outlined in Section 6 and is committed to acting in the best interest of each of our clients. We do not disclose or share any information between clients.
7. Compensation and Payment Policies
a. All services must be paid in advance via our website or online invoicing system.
8. Cancellation, Credits, and Refund Policies
a.Cancellation of monthly management services are subject to the following terms and restrictions:
i.Cancellation by the Client requires 60 days written notice and will be accepted via email with an email confirmation of receipt from Epic. Notice will also be accepted in the form of a certified letter dated 60 days prior to cancellation date.
ii. Early termination of monthly management contracts require the payment of the minimum 12 month contract in full.
b.Flat-rate or hourly projects may be cancelled at any time and are subject to the following compensations, refunds, and restrictions:
i. Refunds will be issued if no work has commenced minus any payment processing fees and up to $250 in project initiation and management fees.
ii. Any work that has commenced but was not fully paid for in advance will be invoiced immediately and due upon receipt. Flat-rate projects will be pro-rated based on time spent. Hourly projects will be billed at the standard hourly rate. If the value of such work is less than the deposit in hand, an account credit will be issued for the difference.
iii. Accounting/payment processing fees will not be refunded in any case.
c.Epic reserves the right to cancel the terms of this contract for any cause and sever its relationship with the Client with 60 days written notice in the form of an email with confirmation of receipt from the Client or a certified letter.
d. Upon cancellation by either party
i. All outstanding invoices become due immediately.
ii. All intellectual property will be transferred to the Client within 10 business days after all outstanding invoices are paid, per the terms set forth in sections 5 and 6 of the contract.
iii. All logins and passwords for accounts managed by Epic will be transferred to the Client within 10 business days after all outstanding invoices are paid.
ii. In the case the Client chooses to host their website with GoDaddy or any third party host not approved by Epic, the site warranty will be void 24 hours after launch.
Signed amendments to this contract supersede the terms set forth here within.
a. Epic agrees to hold the Client harmless for any claims of libel, slander, piracy, plagiarism, or infringement of copyright arising from material prepared by Epic with the exception of material supplied by the Client. Material supplied by the Client includes but is not limited to existing logos, written content, images, information, and data provided to support advertising claims.
b. Client agrees to hold Epic harmless for any claims based upon materials furnished by the Client or where materials created by Epic were substantially altered by the Client or by other representatives on behalf of the Client and further indemnifies Epic from any death or personal injury claims or actions arising from the use of the Client’s products or services.
c. Client agrees to hold Epic harmless in the case that any third party provider does not fulfill their contractual obligations directly to the Client.
d. The Client waives their right to charge back any purchases made via credit card for products that are already delivered.This includes digital content (including but not limited to websites, digital graphic files, reports, etc.) and printed content.
e. Client agrees to hold Epic harmless for any actions or inactions taken by Client, or by other representatives on behalf of the client, and likewise for the actions or inactions the Client directs Epic to perform or neglect in contradiction of Epic’s recommendation Client also agrees that the remediation of such actions will be billed as out of the scope work.
a.This contract is to be interpreted in accordance with the laws and jurisdiction of the state of Georgia in the United States.
b. If any of the provisions of this contract are found unenforceable, the remainder shall be enforced as fully as possible and the unenforceable provisions will be deemed modified to the limited extent required to permit the enforcement of the contract as a whole.