TERMS & CONDITIONS

These Terms and Conditions ("Agreement") are made between CR Media Agency, LLC, a marketing project management company ("Service Provider," "we," "our," or "us"), and the client ("Client," "you," or "your") who is seeking marketing project management services ("Services").

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By engaging with us for marketing project management services, you agree to be bound by these Terms and Conditions.

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1. Scope of Services

 

1.1 Services Provided:

We will provide marketing project management services, which may include, but are not limited to, strategic planning, campaign management, scheduling, resource allocation, vendor coordination, and performance tracking. We also provide web design, social media management, and content strategy and creation. This list is non-exhaustive and is subject to change.

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1.2 Project Deliverables:

Specific deliverables will be outlined in a separate Statement of Work (SOW) or Project Agreement for each project. Each project may have different timelines, milestones, and scope.

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1.3 Client Responsibilities:

The Client agrees to provide necessary information, resources, and approvals in a timely manner to enable the Service Provider to complete the work. Delays in Client's response may result in a delay in the project timeline.

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2. Payment Terms

 

2.1 Fees:

The Client agrees to pay the fees as outlined in the Statement of Work or Invoice. Fees may be hourly, fixed-price, or based on project milestones, as mutually agreed upon.

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2.2 Payment Schedule:

Payments will be made as per the agreed-upon schedule in the Statement of Work or Invoice. Payments are due within 7 days from the invoice date unless otherwise specified.

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2.3 Late Payments:

Any late payments will be subject to a late fee of 25% per month or the maximum rate permitted by law.

 

2.4 Taxes:

Client is responsible for any applicable taxes, duties, or levies associated with the services provided, unless otherwise stated.

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3. Intellectual Property

 

3.1 Ownership of Deliverables:

Unless otherwise specified in the Statement of Work, all marketing materials, content, strategies, and intellectual property developed during the course of the project will remain the property of the Service Provider until full payment has been received. Upon receipt of full payment, ownership of the final deliverables will transfer to the Client.

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3.2 Use of Client Materials:

The Client grants the Service Provider a non-exclusive, royalty-free license to use the Client's branding, logos, and content for the purpose of executing the services.

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4. Confidentiality

 

4.1 Confidential Information:

Both parties agree to keep any confidential information exchanged during the course of the project confidential. This includes any business, financial, or technical information not publicly available.

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4.2 Non-Disclosure:

The Service Provider agrees not to disclose the Client's confidential information to third parties without prior written consent, unless required by law.

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5. Limitation of Liability

 

5.1 No Liability for Indirect Loss:

The Service Provider will not be liable for any indirect, incidental, special, or consequential damages, including but not limited to loss of profits or business opportunities, arising out of the performance of this Agreement.

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5.2 Maximum Liability:

The Service Provider’s total liability under this Agreement will not exceed the total fees paid by the Client for the specific project giving rise to the claim.

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6. Termination

 

6.1 Termination by Client:

The Client may terminate this Agreement at any time by providing written notice. However, any fees for work completed up to the termination date will be due immediately.

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6.2 Termination by Service Provider:

The Service Provider may terminate this Agreement if the Client fails to make payment or breaches the terms of this Agreement. The Service Provider will notify the Client in writing before terminating.

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6.3 Effect of Termination:

Upon termination, the Client will receive any deliverables completed up to the termination date, and the Client agrees to pay for all work performed up to that point.

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7. Dispute Resolution

 

7.1 Negotiation and Mediation:

In the event of a dispute, both parties agree to first attempt to resolve the dispute through informal negotiation. If the dispute cannot be resolved within 30 days, both parties agree to proceed to mediation.

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7.2 Arbitration:

If mediation is unsuccessful, any unresolved disputes will be submitted to binding arbitration in accordance with the rules of American Arbitration Association. The decision of the arbitrator will be final and binding.

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8. Force Majeure

 

8.1 Force Majeure Events:

Neither party will be held liable for any delay or failure to perform its obligations under this Agreement due to events beyond its reasonable control, including but not limited to natural disasters, acts of government, war, or labor strikes.

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9. Governing Law

 

9.1 Jurisdiction:

This Agreement will be governed by and construed in accordance with the laws of [Insert Jurisdiction] without regard to its conflict of law principles. Any legal actions will be conducted in the courts of Tennessee.

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10. Miscellaneous

 

10.1 Entire Agreement:

This Agreement, together with any Statement of Work, constitutes the entire understanding between the parties and supersedes all prior discussions, agreements, or understandings.

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10.2 Amendments:

Any amendments to this Agreement must be in writing and signed by both parties.

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10.3 Severability:

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

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By using our website and Services, you acknowledge that you have read and understand the Terms and Conditions outlined, and a signed contract between Service Provider and Client will be provided for Services.

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