This Agreement (“Agreement”) is made by and between Digital Empathy (“Digital Empathy”, “we”, and/or “us”) and you (the “Client”, “you”, “your” and/or “I”) (“Digital Empathy” together with the “Client” are collectively the “Parties” and each individually a “Party”). The following terms and conditions govern the relationship between the Parties for digital veterinary marketing services as described below. Clicking the “ACCEPT” button at the end of the Agreement is your acknowledgement that you have read and understood the terms of this Agreement and that you are bound to these terms and conditions.
TERM OF AGREEMENT
This Agreement is effective on the date of your first payment and shall continue to renew on a monthly basis until terminated by either Party as prescribed herein or by operation of law.
Digital Empathy shall provide the following services (the “Services”) for the Client:
- The Website – Digital Empathy shall provide Client with website design, development, optimization, hosting and ongoing support;
In exchange for the Services the Client agrees to pay Digital Empathy as follows:
Initial Payments; Monthly and Annual Fees: Your first payment is due upon acceptance of this Agreement (“Acceptance Date”). There after monthly fees will be debited to your credit card on file on the same day in each successive month (i.e. if a Client accepts the Agreement on the 15th of the month, monthly charges will occur on the 15th of each month, or the next banking day if that day is a weekend or a bank holiday.) Annual fees will be debited to your credit card on file on the same day in each successive year. You authorize Digital Empathy to charge your credit card provided at the time of acceptance of the Agreement (or such valid credit card that you provide to Digital Empathy subsequent to your acceptance of the Agreement).
Unprocessed Payments: Digital Empathy will use our best efforts to process all of your payments properly, however, we shall incur no liability if we are unable to successfully process any of your payments because of the existence of any one or more of the following circumstances: (a) your payment account does not contain enough funds to complete the transaction; (b) the transaction would exceed the credit limit of your credit card; (c) your payment account or credit card does not otherwise permit the transaction to be executed; (d) you have not provided us with the correct account information to process your payment accurately; or (e) circumstances beyond our control, such as but not limited to fire, flood, acts of war, terrorism or the other interference from an outside force, prevent the proper execution of the transaction and we have taken reasonable precautions to avoid those circumstances.
Either Party may terminate this Agreement by providing thirty (30) days’ written notice prior to the day of the month that your Acceptance Date was originally effective. For example, if your Acceptance Date was the 15th of the month, then you must give notice on or prior to the 15th day of the prior month in order for the termination to be effective on the 14th of the following month. If you provide less than 30 days’ notice prior to the day that is your monthly Acceptance Date, the termination will be effective as that date in the next month. For example, if your Acceptance Date is April 15 and you provide notice to terminate on October 15, your termination will be effective as of November 14. However, if you terminate on October 28, then your effective termination date would be December 14. Please note that fees shall be payable by you through the effective date of termination.
Notice Of Termination By The Client: To terminate this Agreement you must email Digital Empathy at firstname.lastname@example.org and indicate “SERVICES AGREEMENT TERMINATION” in the subject line; be sure to get an email response from an official at Digital Empathy acknowledging the termination.
Termination By Digital Empathy: Digital Empathy reserves the right to terminate the Agreement for any reason not prohibited by law including, but not limited to, an unsatisfactory payment history. Digital Empathy reserves the right to collect at any time any delinquent or outstanding balance(s) that has not been paid for any Services provided or monthly payments owed. If we terminate, cancel or suspend this Agreement due to your breach, you will remain liable for, and we may immediately charge your credit card on file or by any other lawful method for the total of any monthly fees that would have been payable to us during the remaining term of this Agreement as well as any other amounts you may owe us.
The Parties shall each hold each other harmless and indemnify each other for any damages incurred and caused by the other.
INTELLECTUAL PROPERTY RIGHTS
Digital Empathy (and its licensors, where applicable) shall own all right, title and interest, including all related intellectual property rights, in and to the Services and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the Services. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the Services. Upon termination of this partnership, Digital Empathy shall retain all rights to the proprietary software of Services prepared by Digital Empathy for Client, and Client shall retain all rights to all of the content of such Services.
For the purposes of providing the Services set forth in this Agreement, Digital Empathy shall collect the following information from you: your work email, name of website administrator and your IP address for firewall protection and whitelisting purposes. Digital Empathy uses this information for its own internal business purposes and does not share any of your information with outside third parties.
This agreement shall comprise the parties’ entire agreement. This agreement may not be modified except by a written instrument signed by both parties hereto. You acknowledge that you have read and understood the terms and conditions of this Agreement and agree to be bound by such terms and conditions.
I UNDERSTAND AND AGREE TO COMPLY IN FULL WITH THE TERMS AND CONDITIONS STATED IN THIS AGREEMENT. I AGREE THAT MY ACCEPTANCE OF THESE TERMS BY ELECTRONIC MEANS SHALL BE FULLY BINDING ON ME.