Terms of Service
This Terms of Service Agreement (the “Agreement”) sets forth the terms and conditions on which you (the “Client” or “You”) has engaged Bookoo Marketing, LLC (“Bookoo Marketing” or “we”) to perform certain Services as outlined herein. This is a legally binding agreement between you and Bookoo Marketing. By becoming a Bookoo Marketing client, you agree to be legally bound by the terms and conditions set forth in this Agreement. The “Effective Date” of this Agreement shall be the date on which you submit your order for Services to Bookoo Marketing.
1. SERVICES
Bookoo Marketing will provide the Services to Client as outlined on the Bookoo Marketing website (www.bookoomarketing.com).
2. BOOKOO MARKETING OBLIGATIONS
2.1 Bookoo Marketing will provide Services to Client in accordance with Bookoo Marketing’s standard policies and procedures. Bookoo Marketing reserves the right to reject Clients for any other reason, at its sole discretion. Bookoo Marketing will be responsible for all aspects of providing the Services.
2.2 All Bookoo Marketing rules, policies and operating procedures concerning privacy, pricing, customer service, and all other aspects of the Services will apply, and Bookoo Marketing may change its rules, policies and operating procedures from time to time at its sole discretion.
3. RELATIONSHIP OF THE PARTIES
3.1 This Agreement establishes between the parties an independent contractor relationship, and all of the terms of this Agreement are to be interpreted in light of that relationship. The parties do not intend to create an employer-employee relationship, and nothing in this Agreement will be
construed to create such a relationship. Neither party is, nor will it hold itself out to be, vested with any authority to bind the other party contractually, or to act on behalf of the other party as a broker, agent or otherwise.
4. CLIENT OBLIGATIONS
4.1 Client agrees to provide Bookoo Marketing with materials and assistance as reasonably requested and necessary for the performance of the Services. Client will promptly notify us if any of the passwords or logins that Client provides to us in connection with the services change or become invalid.
5. FEES AND PAYMENT
5.1 All fees for Services provided to Client are due and payable in full, in advance of provision of Services. A valid credit card, PayPal account, or other payment provider accepted by Bookoo Marketing for monthly payment of fees shall remain securely on file to cover monthly recurring charges for service.
5.2 Initial charges for service will be paid in advance of service. Thereafter, Bookoo Marketing will attempt to charge Client’s credit card on the anniversary date of each month for services during that month. Charges not paid by the due date for any reason will result in a suspension of Services until full payment is received. Suspension of Services for non-payment will not result in a proration of fees.
5.3 Except in the case of a material breach of this agreement by Bookoo Marketing, Bookoo Marketing does not issue refunds of any fees for any reason. This includes any delays in services rendered due to Client delays, lack of account access/passwords, and lack of Client response.
6. WARRANTY DISCLAIMERS
6.1 Bookoo Marketing makes no representations or warranties of any kind, express, implied, or otherwise as to the Services or the performance or effectiveness of the Services. To the full extent permissible by applicable law, we disclaim all warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement. We will not be liable to you or any other person for any damages of any kind relating to the Services, including but not limited to any loss of profits, business goodwill, or other consequential, special, indirect, or incidental damages, even if we have been advised of the possibility of such damages. In no event will our liability under this Agreement for any direct damages exceed the one month fees paid by you under this Agreement.
7. INDEMNITY
7.1 You agree to indemnify, defend and hold us and our directors, officers, employees, and agents (collectively, “Indemnified Parties”) harmless against all claims, demands, liabilities, losses, and expenses, including reasonable attorneys’ fees (collectively, “Losses”), that the Indemnified Parties (or any of them) may suffer resulting from, arising out of, or in connection with your website, social media accounts, or marketing programs (including any links or contents therein) or our use of any passwords, logins, trademarks, service marks, logos or other materials provided by you in connection with the Services. You are solely responsible for ensuring that your website, social media accounts, or marketing programs do not infringe the intellectual property rights of others or contain false, misleading, fraudulent, unsubstantiated, defamatory, indecent, or offensive content and do not violate any applicable laws.
8. MISCELLANEOUS
8.1 This Agreement constitutes the entire understanding and agreement of the parties with respect to the subject matter hereof. This Agreement may be amended from time to time in Bookoo Marketings’ sole discretion. An email communication sent to Client’s last known email address will be deemed sufficient notice of any such changes in this Agreement. This Agreement shall be binding upon and inure to the benefit of the parties’ successors and permitted assigns; provided however, that Client may not assign this Agreement, in whole or in part, without Bookoo Marketings’ prior written consent and any assignment by Client without such consent shall be null and void. This Agreement shall be governed by and interpreted in accordance with the laws of the state of Florida without regard to its rules pertaining to conflict of laws. Any litigation or dispute resolution related to this Agreement shall take place in Hillsborough County, Florida, and the parties hereby consent to the jurisdiction of the state and federal courts located therein. Except as otherwise expressly set forth herein, any notice required or permitted to be given under this Agreement shall be sufficient if in writing, in the English language, and sent via U.S. Certified Mail, return receipt requested. If any provision of this Agreement shall be held by a court of competent jurisdiction to be unenforceable, that provision will be severed only to the extent minimally necessary, and the remaining provisions of this Agreement will remain in full force and effect. The waiver of any breach or default of this Agreement will not constitute a waiver of any subsequent breach or default, and will not act to amend or negate the rights of the waiving party.
8.2 Except with respect to delays or failures caused by the negligent act or omission of either party, and except for a party’s payment obligations, any delay in or failure of performance by either party under this Agreement will not be considered a breach of this Agreement and will be excused to the extent any such breach is caused by any occurrence beyond the reasonable control of such party including, but not limited to, acts of God, power outages, or failures of the Internet, provided that the party affected by such event will immediately begin or resume performance as soon as practicable after the event has abated, and you shall make reasonable
efforts to mitigate any such occurrence.
8.3 You acknowledge that we may use your name, logo, trademark, and/or service mark from time to time in our marketing materials in reference to our relationship under this Agreement. You agree to such use until such time as you give us written notice, via US Certified Mail Return Receipt Requested, withdrawing your consent.
8.4 The Bookoo Marketing project team shall have administrative access to Client’s social media accounts, Google webmaster tools, analytics tools, networks, website source code, data and systems as is reasonably necessary to accomplish the scope of this engagement. Client failure to provide this information in a timely manner may impact Bookoo Marketing’s ability to perform Services, and will not result in refunds or credits to the Client.
9. TERM AND TERMINATION
9.1 Client may terminate this agreement at any time either by notifying Bookoo Marketing in writing, or through Client’s account login on the Bookoo Marketing website. This termination will only impact future work, and no refunds for partial month service will be provided.
10. ATTORNEY’S FEES AND COSTS
10.1 If either Party incurs any legal fees and/or costs and expenses in any proceeding to enforce the terms of this Agreement or any of its rights provided hereunder, the prevailing Party shall be entitled to recover its reasonable attorneys’ fees and any court, arbitration, mediation, or other litigation expenses from the other Party.
