Marketing Technology Use Agreement Terms & Conditions

Digital Marketing & Web Based Software. Plans may include access to online resources which may include digital marketing tools, business dashboard, analytics and other web based resources. Access to these tools requires an active plan. The level of access to these resources and business advising support is based on your membership plan. Basic technical support is incorporated into our plans however, other specialized services, support and additional technologies may be offered to Licensee on a fee-for-service basis.  In such cases, terms and scope-of-work will be defined and agreed upon prior to initiation.

  1. WARRANTIES; DISCLAIMERS; LIMITATIONS OF LIABILITY. IN NO EVENT WILL QUICK SQUARE CONSULTING BE LIABLE FOR LOST PROFITS OR CONSEQUENTIAL DAMAGES, EVEN IF QUICK SQUARE CONSULTING HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM AGAINST THE COMPANY BY ANY THIRD PARTY. In the event of any default by Quick Square Consulting hereunder, Company’s sole remedy shall be a fee adjustment as deemed appropriate by Quick Square Consulting. In no event will Quick Square Consulting liability exceed the fees paid for the month in which any default occurred.
  2. TERMS OF AGREEMENT.  Quick Square Consultingis providing services to Company on a monthly or annual basis as determined by their plan from a date beginning at the signing of this agreement. In certain cases, Quick Square Consulting may support and advise on Company’s Website. In cases where this website is hosted by Quick Square Consulting, Company shall retain ownership of all of their customer data and marketing text and graphics which may be exported from the system to a data file at the end of the term. The website theme, plugins, software and hosting tools are non transferable to Company. This may include the theme which controls the layout, style and structure of the website pages. Upon receiving a cancellation request from Company, Quick Square Consulting will supply an exported data file of the customer data, post andpage data and images. Quick Square Consulting will not provide a full migration of the WordPress Site or backup of the WordPress site. Company shall be required to pay all fees up to the requested cancellation date and such date must be provided 30 days in advance.
  3. RELATIONSHIP OF PARTIES.  It is understood by the parties that Quick Square Consultingis an independent contractor with respect to Company, and not an employee of Company.
  4. INDEMNIFICATION: Company agrees that it shall defend, indemnify, save and hold Quick Square Consulting harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees, (“Liabilities”) asserted by third parties against Quick Square Consulting, agents, its clients, servants, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by Company, its agents, employee or assigns. Company agrees to defend, indemnify and hold harmless Quick Square Consulting against Liabilities arising out of any injury to person or property caused by any products or services sold or otherwise distributed by Company in connection with Quick Square Consulting services, any material supplied by Company infringing on the proprietary rights of a third party, copyright infringement, and any defective product which Company has sold or published.
  5. SUCCESS OR FAILURE OF COMPANY’S BUSINESS. Company specifically agrees and acknowledges that the success or failure of the business venture to be undertaken by Company under this Agreement depends upon the ability of Company as an independent business-person, on its business acumen, and on its diligence. Success or failure will also depend on other factors, such as market and economic conditions, beyond the control of Quick Square Consulting and Company. Company agrees that success or failure of Company’s  business will not depend on or be affected by Quick Square Consulting’s performance under this Agreement. QUICK SQUARE CONSULTING MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, AS TO THE SUCCESS OF COMPANY’S BUSINESS, INCLUDING, WITHOUT LIMITATION, NO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, INTENDED USE, OR NONINFRINGEMENT.
  6. COPYRIGHTS AND TRADEMARKS: Company provides Quick Square Consulting and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Quick Square Consulting for inclusion in their marketing are owned by the Company, or that the Company has permission and or met requirements for website use from the rightful owner to use each of these elements and the elements are not, in whole or in part, pornographic or obscene. Company agrees it will hold harmless, protect, and defend Quick Square Consulting from any claim or suit arising by third parties from the use of such elements furnished by the Company.
  7. ENTIRE AGREEMENT.  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. Company shall not use any trademark, service mark or trade name of Quick Square Consulting, nor shall Company hold itself out as having any business affiliation with Quick Square Consulting without obtaining specific prior written consent from Quick Square Consulting.
  8. SEVERABILITY.  If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable.  If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
  9. APPLICABLE LAW.  This Agreement shall be governed by the laws of the State of Ohio.