Free Terms Of Service Contract Template
TERMS OF SERVICE CONTRACT
This Terms Of Service Contract (the "Contract") is entered into on this [Effective Date], by and between [Your Company Name], a company organized and existing under the laws of [State], with its principal address at [Your Company Address], hereinafter referred to as the "Company," and [Client's Name], an individual/business located at [Client's Address], hereinafter referred to as the “Client.”
1. SERVICES PROVIDED
1.1 The Company agrees to provide the Client with the following services ("Services"):
Service Description: The Company shall provide comprehensive social media marketing services, including but not limited to:
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Development and implementation of social media strategies.
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Creation and scheduling of social media posts.
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Management of social media accounts (Facebook, Instagram, Twitter, LinkedIn).
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Monitoring and responding to comments and messages.
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Monthly analytics reporting and performance analysis.
Service Schedule: The Services shall be provided on a monthly basis, commencing on the first day of each calendar month and continuing for a period of twelve (12) months, unless otherwise terminated in accordance with the terms of this Contract. The Company shall provide regular updates and reports to the Client throughout the term of the Contract.
Service Location: The Services shall be performed remotely, with all communications and deliverables submitted electronically. Meetings between the Company and the Client may be conducted via video conferencing or phone calls as needed.
Service Personnel: The Company shall assign qualified personnel to perform the Services, and the Client acknowledges that the Company may use subcontractors or third parties to assist in providing the Services.
1.2 The Company shall use its best efforts to ensure that the Services are provided in a timely and professional manner, consistent with industry standards.
1.3 The Client acknowledges that the Services may be subject to limitations or delays beyond the Company's control, such as internet outages, third-party service disruptions, or force majeure events, and the Company shall not be liable for any such delays or disruptions.
1.4 The Company shall provide the Client with regular updates on the progress of the Services and shall promptly notify the Client of any issues or concerns that may arise during the provision of the Services.
1.5 The Client agrees to cooperate with the Company in the provision of the Services, including providing access to any necessary facilities, equipment, or information required for the performance of the Services.
1.6 Any changes or additions to the Services must be agreed upon in writing by both Parties and may result in additional fees or adjustments to the schedule or terms of this Contract.
2. PAYMENT TERMS
2.1 The Client shall pay the Company fees for the Services as per the payment terms set forth on [Payment Date].
2.2 Payment shall be made in [Currency] unless otherwise agreed upon in writing.
2.3 The Client agrees to pay any applicable taxes, including sales tax, value-added tax (VAT), or other similar taxes imposed by law.
2.4 Late payments may incur interest at a rate of [Interest Rate]% per month, calculated from the due date until the date of payment.
2.5 Payment methods accepted by the Company include [Accepted Payment Methods], and all payments shall be made to the Company's designated account.
2.6 The Client shall reimburse the Company for any reasonable costs incurred in the collection of overdue payments, including but not limited to attorney fees and court costs.
3. WARRANTIES AND DISCLAIMERS
3.1 The Company warrants that it has the necessary expertise and resources to provide the Services.
3.2 The Client acknowledges that the Services are provided "as is" and "as available," without any warranties, express or implied, including but not limited to the warranties of merchantability, fitness for a particular purpose, and non-infringement.
3.3 The Company does not warrant that the Services will be uninterrupted, error-free, or free from harmful components, or that any defects or errors will be corrected.
4. LIMITATION OF LIABILITY
4.1 The Company shall not be liable for any loss or damage arising out of or in connection with the Services, including but not limited to:
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Loss of profits, revenue, or income.
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Loss of business or business opportunities.
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Loss of goodwill or reputation.
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Any indirect, incidental, special, consequential, or punitive damages.
4.2 The total liability of the Company, whether in contract, tort (including negligence), or otherwise, shall not exceed the total fees paid by the Client to the Company under this Contract.
4.3 The Client agrees to indemnify and hold harmless the Company from any claims, losses, damages, or liabilities arising out of or in connection with the Client's use of the Services or breach of this Contract.
4.4 The limitations of liability set forth in this section shall apply to the fullest extent permitted by law, whether or not the Company has been advised of the possibility of such damages.
5. CONFIDENTIALITY
5.1 The Parties agree to maintain the confidentiality of any confidential information disclosed during the term of this Contract.
5.2 Confidential information includes but is not limited to trade secrets, customer lists, and proprietary business information.
5.3 The Parties agree not to disclose confidential information to third parties without the other Party's prior written consent.
6. TERMINATION
6.1 This Contract may be terminated by either Party upon written notice to the other Party.
6.2 Upon termination, the Client shall pay for any Services rendered up to the date of termination.
6.3 Either Party may terminate this Contract immediately upon written notice if the other Party:
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Breaches any material term of this Contract and fails to cure such breach within [Cure Period] days of receiving written notice thereof; or
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Becomes insolvent, bankrupt, or otherwise unable to meet its financial obligations.
6.4 Upon termination of this Contract, all rights and obligations of the Parties under this Contract shall cease, except for those rights and obligations that by their nature should survive termination, including but not limited to the Client's obligation to pay for any Services rendered prior to termination.
7. INDEMNIFICATION
7.1 The Client shall indemnify, defend, and hold harmless the Company from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorney fees) arising out of or related to:
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The Client's breach of any representation, warranty, or obligation under this Contract;
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Any negligent or wrongful act or omission of the Client or its agents, employees, or contractors;
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Any claim that the Services infringe upon or violate any third-party intellectual property rights.
8. GOVERNING LAW AND JURISDICTION
8.1 This Contract shall be governed by and construed in accordance with the laws of the state of [State].
8.2 Any disputes arising under or in connection with this Contract shall be subject to the exclusive jurisdiction of the courts of [State].
9. ENTIRE AGREEMENT
This Contract contains the entire agreement between the Parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings, written or oral, between the Parties related to the subject matter hereof.
IN WITNESS WHEREOF, the Parties hereto have executed this Contract as of the date first above written.
[Your Company Name]
[Your Name]
[Your Title]
[Date Signed]
[Client's Name]
[Client's Title]
[Date Signed]
