Terms Of Service - Email Allstars

Terms of Service

1. SERVICES AND PROJECT CHANGES

1.1.   Email Allstars agrees to perform the services as outlined in the Proposal incorporated into this Agreement.

1.2.    The Client and Email Allstars agree that additional services may be added to the initial proposal and to retainer agreements as long as the additional cost, timeline, and deliverables have been mutually agreed upon by Email Allstars and the Client. Email Allstars may not be able to add on additional services if Email Allstars does not have the capacity for additional services or the requested work is out of scope for the services Email Allstars provides.

2. INTELLECTUAL PROPERTY

2.1.    The Client and Email Allstars agree that the proposed Services involve the creation of Intellectual Property which shall be exclusively owned by the Client, provided that the Client has no outstanding payments with Email Allstars for the rendered Services.

2.2.    Email Allstars and the Client agree that all Intellectual Property incorporated into the Services that Email Allstars had in its possession prior to this Agreement or that was not developed specifically for the Client shall remain Email Allstars’ property.

2.3.    Email Allstars reserves the right to use any design assets created for the Client in any marketing of the firm’s services.

3. CLIENT ENGAGEMENT

3.1.    Email Allstars require that the Client should respond reasonably timely to inquiries and provide certain information as requested from time to time, as long as the requested information is reasonably related to the Services. The timely delivery of the Services is contingent upon regular communication between Email Allstars and the Client.

3.2.    The Client agrees to make themselves available to provide information as requested and to appoint one individual representative of the Client to act as a direct point of contact with Email Allstars. The appointed Representative shall have the capacity and the authority to approve the delivery of the Services.

3.3.    The Client Representative shall devote time and effort as may be required to respond to Email Allstars in a timely and prudent manner, and provide the requested information and materials necessary to perform the Services.

3.4.    In the event that the Client is unresponsive to requests for review, comment, or approval of the Services within two weeks, Email Allstars reserve the right to cease providing the Services until such time as the Client becomes responsive to communications. A $500 Management Fee will be applied for every month running over the allotted 60 days period past the Onboarding Call.

3.5.    Email Allstars agrees to appoint one representative to act as the account manager for the Client, who will use their best efforts to facilitate competent and timely communication with the Client. Email Allstars reserve the right to switch the account manager, designer, or copywriter assigned to the Client at any time if needed.

4. FEES & PAYMENT

4.1.    In exchange for the performance of the agreed Services, the Client shall pay all the fees as detailed in the proposal in addition to any other expenses previously approved by the Client.

RETAINER PACKAGES:

4.2.    If the Client chooses to accept the terms set forth in a retainer package or, otherwise negotiated by the parties hereto, the Client agrees to be automatically billed monthly until the Client provides 30 days’ notice. The final payment will be processed if the next charge date is within the notice period.

ONE-TIME PACKAGES:

4.3.    The $100 deposit, which is non-refundable in case of cancellation, is due to hold Client’s place with Email Allstars, and will be deducted from the down payment. Email Allstars shall invoice the Client regarding down payment immediately before starting work on the project. The final payment shall be automatically billed 30 days after the down payment has been made.

4.4.    Email Allstars holds the right to withhold delivery of any materials developed pursuant to this Agreement until such time as the Client has paid all outstanding balances.

4.5.    List Cleaning: In the event we are required to incur any expenses in the performance of the Services, the Client shall be notified in advance of such expenses and, upon approval from the Client, we shall automatically charge such expenses immediately.

5. REFUNDS, ROLL-OVER CREDITS AND TERMINATION

  RETAINER PACKAGES:

5.1.    This Agreement shall commence on the effective date and shall continue indefinitely until terminated by either the Client or Email Allstars, in accordance with this Agreement.

5.2.    The Client or Email Allstars may terminate this Agreement for any reason upon giving 30 days prior written notice to the other Party. Email Allstars does not refund any retainer package, however, if this agreement is terminated by Email Allstars, unused email credits may be refunded.

5.3.    Remaining email credits can still be used up to three months from when the charge occurred.

5.4.    To use roll-over email credits from a previous month’s project, the Client must be on an active retainer. If a retainer package is canceled, the Client’s project will remain active and we will continue working on all outstanding deliverables for 30 days from the last payment at no additional charge. After the 30-day period, additional work shall be billed at $75 per hour of work.

5.5. All amounts that would otherwise be due and payable to Email Allstars up until the date of termination shall remain due and payable in accordance with this Agreement.


ONE-TIME PACKAGES:

5.6.    Within the first five business days following the Onboarding Call, the Client is entitled to a full refund, minus the Onboarding fee, if the Services do not meet the Client’s expectations. After five business days, the Client agrees to pay for the entire project total even if the Client wishes to cancel the project.

6. TIMELINE EXPECTATIONS

6.1.    Email Allstars and the Client, through their account manager and Client Representative respectively, agree to work together periodically and from time to time to establish a schedule by which the number of emails outlined in the Proposal, shall be delivered.

6.2.    In the event that the Client requests an email that is not included in the Campaign Calendar:
        a)    Additional Email: Emails that are requested to be added in the Campaign Calendar with 10 business days notice from the sending date, may be accommodated if the team has the capacity to produce the email(s) requested.
        b)    Instant Campaigns: Emails that are requested to be added in the Campaign Calendar with less than 10 business days notice from the sending date, may not be accommodated. If the team has the capacity to produce the email(s) requested, a charge of $75 will be added in addition to the regular email price.

6.3.    Emails requested in excess of the number of emails contemplated in the Proposal incurs fees. We will reasonably inform the Client of the total of such additional fees in advance and request written approval from the Client before performing the Services as requested. Multiple additional email requests may impair our ability to deliver the Services as agreed to in accordance with the Campaign Calendar.


ONE-TIME PACKAGES:

6.4.   Packages that are not recurring typically last approximately 4-5 weeks. However, the Client acknowledges that requesting multiple Revisions, including additional emails or lapses in communication will impact the timeline expectations. A $500 Management Fee will be applied for every month running over the allotted 60 days period past the Onboarding Call.

7. APPROVALS & REVISIONS

7.1.    Onboarding Process: We will provide two concept graphics and three sample emails before beginning the development of the project. Unlimited edits are offered during this phase of the Onboarding process.

7.2.    Revision: The Client is entitled to one hour of edits for each email included in the Proposal (i.e.: 20 emails = 20 hours of edits).

7.3.    Should the Client choose to add any additional email(s) during the development of a project and before its conclusion, one additional hour of edits will be granted per email added.

7.4.    The Client acknowledges that requested Revisions in excess of the number of hours allowed will be automatically billed at $75 per hour every seven days until there are no longer revision charges pending.

7.5.    Multiple requests for Revision may impair our ability to deliver the Services within the timeline expectations.

8. A/B TESTING

8.1.    Once all the emails go live, Email Allstars will set up A/B testing on subject lines. If Email Allstars do not have enough data to choose winning variants at the end of our 30-day monitoring period, Email Allstars will leave them running for the Client to review at a later date.

9. REFERRAL EMAIL CREDITS

9.1.    In order to use referral email credits, the Client must have had an active project with Email Allstars in the last three months. If that is not the case, referral email credits may only be applied to a new package that meets our minimum purchase requirement.

9.2.    The Client can receive a $100 Amazon gift card instead of a free email if they do not qualify for a free email, or would prefer the gift card.

9.3.    The rewards above will only be applied if the referring Client has no outstanding balances from previous projects, and the referred Client has fully paid for the package resulted from the Referral Program.

10. WARRANTIES

10.1.    Email Allstars will use its best efforts to deliver the Services as set out in the Proposal. The Client acknowledges however that the Proposal may be based on assumptions, and that the requirements for actual delivery and implementation of the Services may differ based on the circumstances, including but not limited to: (a) If the Client is not using Shopify or WooCommerce, or requires highly technical work (including but not restricted to: BA snippet and API calls), the Client may be requested to bring in an outside team to integrate their store platform with the email marketing software.

10.2.    ROI estimates for email profits and revenue are just estimates. There are varying factors, including but not limited to: website traffic and economic changes, which are outside of our control. Email Allstars cannot guarantee our Services will generate the revenue laid out in the Proposal.

10.3.    The Client warrants to Email Allstars that: (a) the Client is a valid subsisting organization organized pursuant to the laws of its jurisdiction; (b) if the Client provides Intellectual Property to be incorporated into the delivery of the Services, such Intellectual Property does not infringe upon the rights of any third party; (c) email addresses and other personal information provided by the Client to Email Allstars, including the Email List, have been obtained in compliance with all applicable data privacy laws.

10.4.    Email Allstars terms of service are subject to change at any time.

11. LIMITATIONS AND INDEMNIFICATION

11.1.    The Client agrees to defend, indemnify and hold harmless Email Allstars and its directors and contractors from any third party claims, resulting or arising from: (a) the breach by the Client of any other provisions of this Agreement; (b) any of the Client’s negligent acts or omissions, (c) any personal information provided by the Client to Email Allstars infringes the privacy rights of any individual, or (d) any material provided or requested by the Client to be incorporated into the Services infringes an intellectual property right of a third party. In the event Email Allstars is made party to any litigation commenced by or against the Client as a result of (a), (b), (c), or (d) in the preceding sentence, the Client shall indemnify and extend no liability whatsoever to Email Allstars for any losses, damages or claims whatsoever arising therefrom, and the Client shall pay all costs and expenses incurred or paid by Email Allstars in connection with such litigation.