Program Terms - GROW

Below is an outline of what’s included in our program. By paying the invoice, you accept these terms.

Start Date: the day the invoice is paid
End Date: 3 months then month to month

Month 1

– Gather logins and onboarding information
– Link Instagram, and FB acct
– Setup tools and reporting
– Setup and run FB ads (10 business days after we get access to your account)
– Setup STONE ENGAGE with staff training
– Weekly Monday updates

Month 2+

– Retargeting ad setup
– Optimize FB ads weekly + test new ads (test new ads every 45 days)
– Weekly Monday updates

Please refer to this page for a full list of features that are included with each plan.

This Agreement is entered by and between Countertop Marketing Co (“Company”) and the company this is prepared for (“Advertiser”) on page one for the mutual promises contained herein and other good and valuable consideration, receipt and adequacy of which are hereby acknowledged. Company and Advertiser agree as follows:

1. Terms of Payment.  This is a 3 month contract and then it goes to month to month. We bill month to month and your monthly bill date is from the date of your first payment. We will only begin a campaign after payment is made. If a payment is not made, work on the campaign is stopped until that payment has been made. We do not adjust the monthly bill date on late payments. 10 day written notice is required to cancel.

2. Advertiser Representations and Warranties.  Advertiser is solely responsible for any liability arising out of or relating to any Ad provided by Advertiser hereunder any material to which users can link through such Ad (“Linked Content”), and any sweepstakes, contests, or other promotions (each, a “Promotion”). Advertiser represents and warrants that no part of the Ads, Linked Content, or Promotions will: (a) infringe on any third party’s copyright, patent, trademark, trade secret or other proprietary rights or right of publicity or privacy; (b) violate any law, statute, ordinance or regulation, including, without limitation, laws and regulations governing export control, false advertising or unfair competition; (c) be defamatory or libelous; (d) be pornographic or obscene; or (e) contain viruses, trojan horses, worms, time bombs, cancelbots or other similar harmful or deleterious programming routines. Advertiser is solely responsible for ensuring that any Promotion complies with applicable law, privacy policy, Terms of Service, or other applicable rules. Countertop Marketing Co does not sponsor, administer or endorse, and is therefore not liable for the content of any Promotion and shall have not liability for any such Promotion. Advertiser further represents and warrants that the product or service that is being promoted through any Campaign hereunder is not the subject of any ongoing investigation by any local, state or federal regulatory or quasi-regulatory authorities. Advertiser agrees to defend, indemnify and hold harmless Company, its subsidiaries, affiliates and parent companies and their respective directors, officers, agents and employees for any and all losses, costs, liabilities or expenses (including without limitation reasonable attorneys’ fees and expenses) incurred or arising from: (i) any breach of the foregoing representations and warranties; (ii) any claim arising from the sale or license of Advertiser’s goods or services; or (iii) any other act, omission or misrepresentation by Advertiser. Company may participate in such defense at its own expense. Company reserves the right to reject or remove any Ad or URL link embodied within an Ad at any time in the event Company determines in its sole reasonable discretion that such Ad or Linked Content does not meet Company’s standards or comply with the Contract, or that such Ad or Linked Content is unlawful or inappropriate. Company also reserves the right to demand third party verification for any claims made in any Ad and to terminate this Agreement in the event that such verification is not promptly provided or is unsatisfactory, in Company’s sole discretion.

3. Creative.  Creative may include banner ads (with or without functionality such as expanding, video in banner, etc), landing pages, or other related elements. Promotional creative may include Facebook custom tabs, Twitter background and overall social media graphics, which shall be at the sole discretion of the advertiser.  In the event the Company is asked to design and/or build creative, Client agrees to pay the fees as detailed in this document.  In the event that Company agrees to design and/or build creative for no charge, Client agrees that in the event that campaign is cancelled before entire budget is spent, Client will pay the percentage of creative production charge equivalent to the percentage of budget that was not spent.  Additionally, if creative is designed free of charge, that creative will remain the property of Company and may be purchased by Client at a cost based on the Company’s standard hourly rates. Outlined graphics in the Countertop Marketing Co. packages are included in the monthly budget.

4. Limitations of liability.  In no event shall Company be liable for any special, indirect, incidental or consequential damages (including, without limitation, for breach of contract, warranty, negligence or strict liability), or for interrupted communications, loss or use, lost business, lost data or lost profits (even if company was advised of the possibility of any of the foregoing), arising out of or in connection with this agreement. Under no circumstances shall company be liable to Advertiser or any third parties for an amount greater than the amounts contracted hereunder. In lieu of refund, company shall be permitted to cause the placement of “make-good” advertising, if the “make-good” advertising is provided within a reasonable period of time after the liability has accrued.

5. Indemnity.  Advertiser agrees to indemnify, defend, and hold harmless Company for any claims, liabilities, costs and expenses (including reasonable attorney’s fees) made against Company by a third party or parties as a result of the acts or omissions or breach of this Agreement by Advertiser. Company agrees to indemnify, defend, and hold harmless Advertiser for any claims, liabilities, costs and expenses (including reasonable attorney’s fees) made against Advertiser by a third party or parties as a result of acts of gross negligence or willful misconduct by Company. In the event either of these indemnities include claims against the employees, agents or affiliates of Company or Advertiser, those employees, agents, or affiliates shall be indemnified just as their principal would.

6. Confidential Information.  “Confidential Information” shall mean any and all oral or written information that is identified as confidential and is provided by one party to the other. Neither Advertiser nor Company shall disclose or use the other party’s Confidential Information for any purpose other than the purposes contemplated by this Agreement, unless such disclosure or use is allowed by written permission of the other party. Company may use without written permission the services of subcontractors to develop the creative assets provided that the subcontractor will adhere to all the terms and conditions described herein.  Notwithstanding any other provisions hereof, either party may disclose the other party’s Confidential Information to the extent required by applicable law, but only after five (5) days prior written notification to the other party of such required disclosure. Upon termination, cancellation or expiration of this Agreement for any reason, or upon request by either party, all Confidential Information of the requesting party, together with any copies thereof, shall be returned to that party or certified destroyed. Advertiser’s Confidential Information shall remain the property of Advertiser, and Company’s Confidential Information shall remain the property of Company.

7. Transferability.  The terms of this agreement shall be binding upon and inure to the benefit of the Parties to the agreement.  Company may fully assign its rights and obligations under this agreement and any assignee/ successor in interest of Company shall have all of the rights and obligations accorded to Company in this agreement.

8. Client Images & Logos.  Client authorizes Countertop Marketing Co use of all Client logos, trademarks, Web site images, etc., for use in creating informational pages and any other uses as deemed necessary by Countertop Marketing Co for search engine positioning and optimization. We are not responsible for any copyright infringement lawsuits from images you supply us with.

9. Search Engines. Countertop Marketing Co has no control over the policies of search engines with respect to the type of sites and/or content that they accept now or in the future. Client site may be excluded from any directory at any time at the sole discretion of the search engine or directory. Countertop Marketing Co will resubmit those pages that have been dropped from the index. Due to the competitiveness of some keywords/phrases, ongoing changes in search engine ranking algorithms and other competitive factors, Countertop Marketing Co does not guarantee number one positions or consistent top ten positions for any particular keyword, phrase or search term. Some search engines and directories may take as long as 2 to 4 months, and in some cases longer, after submission to list your site. Occasionally, search engines will drop listings for no apparent or predictable reason. Often listing will “reappear” without any additional submissions. Should the listing not reappear, Countertop Marketing Co will re-submit the site based on the current policies of the search engine in question.