THE GOODWIN AGENCY
This Contract to Provide Services (“Agreement”) is made this between Jennifer Goodwin dba internetGIRLfriday.com (hereinafter referred to as "Contractor"), having her principal place of business at 9392 SW 97TH Place, Suite B, Ocala, Florida 34481 and you the virtual client.
1. DESCRIPTION OF SERVICES. This is an online company formed to conduct projects virtually. This includes but is not limited to notifications, contracts, agreements, billing, questions, services, schedules, etc. Your acceptance of this contract acknowledges all documents will be received and returned virtually.
2. PROJECTS. We give all first time callers a free 20 minute consultation with Jennifer Goodwin, any consultations after this will be billed on an hourly rate of $175/hour.Our recurring packages include talk time and this consult fee applies to those without packages or on-going work. We insure a high quality of work so only jobs going through Jennifer Goodwin will be considered in progress and will be covered by our guarantee.
3. PAYMENT FOR SERVICES. Client will pay compensation to Contractor for the Services based on the current IGF Fee Schedule for a MINIMUM OF THREE MONTHS. Additionally, Client shall pay Contractor for all reimbursable costs incurred in connection with providing the Services. Client shall pay for any travel related to appointments contractor makes in person. Payment validates this entire Agreement.
If Client has any valid reason for disputing any portion of an invoice, Client will so notify Contractor within five (5) calendar days of receipt of invoice by Client, and if no such notification is given, the invoice will be deemed valid. The portion of Contractor's invoice which is not in dispute shall be paid in accordance with the procedures set forth herein. Contractor will immediately cease all work on client’s projects in the case of a delinquent account.
Any overage hours incurred over the client's monthly package will be billed at a rate of $50/hr and are due upon receipt of invoice. A fee of up to $100 may be charged for any returned check. Any attorney fees, court costs, or other costs incurred in collection of delinquent accounts shall be paid by Client. If payment of invoices is not current, Contractor may suspend performing further work.
Credit Card on file. Upon opening an account with IGF, your credit card will be put on file and charged at the beginning of each billing cycle, according to work performed and package chosen. If you choose to alter or cancel services with IGF, a request must be sent 30 days prior to the next billing cycle and can be sent in writing to email@example.com or via certified mail. If notice has not been received 30 days prior to billing, then billing will continue until notice of cancellation has been received.
4. STANDARD OF CARE. Contractor warrants that its services shall be performed by personnel possessing competency consistent with applicable industry standards. No other representation, express or implied, and no warranty or guarantee are included or intended in this Agreement, or in any report, opinion, deliverable, work product, document or otherwise. Furthermore, no guarantee is made as to the efficacy or value of any services performed or software developed. THIS SECTION SETS FORTH the only warranties provided by Contractor concerning the services and related work product. This warranty is made expressly in lieu of all other warranties, express or implied, including without limitation any implies warranties of fitness for a particular purpose, merchantability, non-infringement, title or otherwise.
5. LIABILITY. Final responsibility for proofreading and approving the final draft lies with the client. Contractor cannot be held liable for typographical omissions, content, etc. Contractor’s liability, including but not limited to Client's claims of contributions and indemnification related to third party claims arising out of services rendered by Contractor, and for any losses, injury or damages to persons or properties or work performed arising out of or in connection with this Agreement and for any other claim, shall be limited to the payment received by Contractor from Client for the particular service provided giving rise to the claim. Notwithstanding anything to the contrary in this Agreement, Contractor shall not be liable for any special, indirect, consequential, lost profits, or punitive damages. Client agrees to limit Contractor's liability to Client and any other third party for any damage on account of any error, omission or negligence to a sum not to exceed the payment received by Contractor for the particular service provided giving rise to the claim. The limitation of liability set forth herein is for any and all matters for which Contractor may otherwise have liability arising out of or in connection with this Agreement, whether the claim arises in contract, tort, statute, or otherwise.
6. NONSOLICITATION OF VENDORS. During and for two (2) years after the term of this Agreement, Client will not solicit the employment of, or employ, Contractor's personnel, without Contractor's prior written consent. Should Client hire (in any capacity – full time, part time, independent contractor, etc.) any Contractor personnel, without prior written consent, within two (2) years of termination of this Agreement, Client agrees to pay Contractor 40% (forty percent) of said vendors last annual income as recruitment and training fee.
7. WORK PRODUCT OWNERSHIP. Any works copyrighted, ideas, discoveries, inventions, patents, products, or other information (collectively, the "Work Product") developed in whole or in part by Contractor in connection with the Services shall be the exclusive property of Client. Upon request, Contractor shall sign all documents necessary to confirm or perfect the exclusive ownership of Client to the Work Product. However, nothing in this Agreement or elsewhere will prohibit or limit Contractor's ownership and use of ideas, concepts, know-how, methods, models, data, techniques, skill knowledge and experience that were used, developed or gained in connection with this Agreement. Files will be stored for one month at no charge. Storage of completed work and any email correspondence is the responsibility of the Client.
8. CONFIDENTIALITY. Contractor will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Contractor, or divulge, disclose, or communicate in any manner any information that is proprietary to Client or the Client’s clients.
Contractor will protect such information and treat it as strictly confidential. This provision shall continue to be effective after the termination of this Agreement. Upon termination of this Agreement, Contractor will, upon request, return to Client all records, notes, documentation and other items that were used, created, or controlled by Contractor during the term of this Agreement. The client shall never discuss fees or project rates with anyone other than JENNIFER GOODWIN. To do so, could subject you to possible monetary damages.
9. 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.
10. TERMINATION. Either party may terminate this Agreement by giving a 30 day written notice to the other party. In the event of termination, Client shall pay Contractor for all hours and expenses accrued up to the date of termination which is the billing cycle following 30 days after notice of termination. In the unlikely event litigation is commenced between the parties of this Agreement, the party prevailing shall be entitled, in addition to other relief, to a reasonable sum for attorney's fees. There is no prorating of any fixed monthly charges for partial use of a month.
11. DISCLOSURE. To request copies of virtual documents in non-electronic form or to opt out of receiving virtual documents (including but not limited to notifications, contracts, agreements, services, questions, schedules, billing etc.) please send an email to firstname.lastname@example.org informing IGF of your wish to receive documents through the US mail, you will also need to send the request in writing to Jennifer Goodwin. If you do not choose to opt out, then you are agreeing to receiving all documents as mentioned above in virtual form. For your notification, all records will be retained in electronic form for 30 days in Google Drive.
By signing & submitting below, you are agreeing to the Contract Agreement above.
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