
Terms of Service
Services and Payment
Rue Viv agrees to undertake and complete the Services (as defined in the proposal) with an upfront payment to ensure priority in your schedule, resource allocation and initial project costs.
Termination
If either party materially breaches a material provision of this Agreement, the other party may terminate this Agreement upon five (5) days written notice unless the breach is cured within the notice period. Company also may terminate this Agreement at any time, with or without any cause, upon ten (10) days’ notice, but, if (and only if) without cause, Company shall upon termination pay Consultant all unpaid and undisputed amounts due for Services completed prior to notice of termination. Sections 2 (subject to the limitation on Section 2.3 stated therein) through 8 of this Agreement and any remedies for breach of this Agreement shall survive any termination or expiration. Company may communicate such obligations to any other (or potential) client or employer of Consultant.
Ownership; Rights; Proprietary Information; Publicity
The Client retains full ownership of all intellectual property, including inventions, designs, and proprietary information created by the consultant during the engagement. Any work produced is considered a “work for hire,” and if not, the consultant assigns all rights to the company. The consultant must keep proprietary business, technical, and financial information confidential, except when necessary for service performance. Upon termination, all proprietary materials must be returned, and company systems may be monitored without notice. For one year after the contract ends, the consultant may not solicit company employees or engage in competitive activities. The company also has the right to use the consultant’s name for business promotions. If any part of the consultant’s prior intellectual property is required for company work, the company receives a perpetual, royalty-free license to use it.
Conditions
Rue Viv will not participate in any unethical PPC practices, Click Fraud, spamdexing, black hat SEO or any disapproved practices that are against search engines’ terms of service and reserves the right to terminate the contract for verbal abuse from a client, client's employee, sales representative or partner (contractor or client) or for non-payment after thirty days from the invoice date.
Warranty
Rue Viv (RV) warrants that: (i) the Services will be performed in a professional and workmanlike manner and that none of such Services or any part of this Agreement is or will be inconsistent with any obligation RV may have to others; (ii) all work under this Agreement shall be RV’s original work and none of the Services or Inventions or any development, use, production, distribution or exploitation thereof will infringe, misappropriate or violate any intellectual property or other right of any person or entity (including, without limitation, RV); (iii) RV has the full right to provide the Client with the assignments and rights provided for herein; (iv) RV shall comply with all applicable laws and Client safety rules in the course of performing the Services.
Expiration
Rue Viv's proposal offer will expire 60 days from proposal date.