Spearhead Local Terms & Conditions
The following are terms of a legal agreement between you and Spearhead Local Corp. By using Spearhead Local service or submitting your credit card or checking account information you acknowledge that you have read, understood, and agree, to be bound by these terms and to comply with all applicable laws and regulations. If you do not agree to these terms, please do not proceed.
This statement covers all Spearhead Local sites.
SPEARHEAD LOCAL ADVERTISING SERVICES TERMS AND CONDITIONS
1. INTRODUCTION: Spearhead Local, a California Corporation, agrees to provide you (the “USER”) with advertising services, subject to your compliance with the terms and conditions.
2. TERM, PAYMENT, & MODIFICATION: The term of this agreement shall commence and become effective as of the sign-up date, which coincides with the one-time non-refundable down payment (SETUP FEE). Site creation is included with initial setup fee and monthly fee. In addition, Spearhead Local will use any USER-provided content to assist in site creation. Any content provided, USER revisions, or site alteration requests after site is active on the internet may be subject to design fee ($65.00 per hour). The design fee will not be applied if Spearhead Local is correcting an error on the site. Any other changes requested by the USER will be subject to the $65.00 per hour design fee upon completion and publication of the site. USER will be charged on credit card on file each month coinciding with the date of set up. (If USER signs up March 1st, credit card will be charged each month on the 1st of the month). Online Presence and Website Optimization differs in results with each client depending on area and saturation of industry. Spearhead Local has continued success ranking their clients on the first page of search engines. Spearhead Local guarantees that USER will be ranked on the first page of Google, Yahoo, or Bing within the first Ninety Days of USER paying for services. If Spearhead Local does not produce a first page ranking after a three-month time period, then the service will be extended free of charge until such time that a first page ranking has been achieved. Once first page ranking has been achieved, contract charges will resume as per client agreement established upon agreement date. Spearhead Local is dedicated to producing results for USER faster than any competitor at a fraction of the cost. USER agrees that billing is monthly in accordance to date of agreement and shall remain that way until USER notifies Spearhead Local in writing. USER must cancel with 15 days notice to not be billed for monthly charges. If USER cancels before monthly billing cycle is complete, USER agrees to pay for entire month.
3. CANCELLATION: The periodic Spearhead Local fee is valid from the period starting on the billing date and continues through the periodic anniversary date (30 Days). Upon the fulfillment of the USER Agreement with Spearhead Local, if USER wishes to terminate service more than 15 days prior to the next anniversary billing date, the next monthly fee will not be charged. If USER requests to terminate service within 15 days of the next anniversary billing date, then USER agrees to pay the charge due on the next billing date. When cancelling service with Spearhead Local, USER must call in and receive a cancellation confirmation number 15 days prior to USER’s anniversary billing date before service can be terminated. USER agrees that any charges incurred prior to cancellation are valid. Upon cancellation, Spearhead Local will keep the website online and active for 30 days or until repurposing, whichever is sooner.
4. PAYMENT: Except as expressly set forth herein, all payments are non-refundable. If payment is made using a credit card or if there are any periodic charges for publication of a site, those charges may be billed automatically to a credit card provided by USER. USER agrees to have credit card on file charged monthly by Spearhead Local. Unless Spearhead Local provides a written billing agreement listing otherwise, charges will be automatically billed to the credit card USER designated during the setup process. Spearhead Local reserves the right to collect and send to collection agencies any outstanding balance due 30 days after the payment due date. If USER’s credit card on file expires, USER hereby gives Spearhead Local permission to charge the credit card with a later expiration date to allow for continued payment of Spearhead Local service. Customer may provide updated credit card information to Spearhead Local verbally, and allows Spearhead Local to use that information accordingly for continuation of service. In addition, a penalty fee may be incurred or cancellation may be initiated if USER fails to update credit card information. USER authorizes Spearhead Local and/or its affiliates (Local Business Marketing and Web Marketing) to collect any charges related to the service of USER’s account.
5. PAYMENT CHANGES:USER may designate another credit card at any time. In addition, a penalty fee may be incurred or cancellation may be initiated if USER fails to update outdated, or otherwise incorrect credit card information. USER must notify Spearhead Local 30 days prior to make any changes to billing information or charging procedures.
6. OWNERSHIP OF NON-USER PROPERTY: Title and full ownership rights in and to the advertising services, together with any and all ideas, concepts, computer programs, and other technology supporting or otherwise relating to Spearhead Local operation of the Spearhead Local network and website(s) (collectively, the “Spearhead Local Materials”), shall remain at all times solely with Spearhead Local and/or with the respective outsourced service provider or author. Upon the completion of 12 Monthly payments by USER to Spearhead Local, USER will acquire ownership of USER’s DOMAIN and said domains WEBSITE FILES. USER must contact Spearhead Local to obtain ownership. USER acknowledges that it has and will not acquire any ownership interest in any other Spearhead Local materials mentioned by way of this Agreement.
7. USER REPRESENTATIONS AND WARRANTIES: USER represents and warrants to Spearhead Local that for the term of this Agreement: this Agreement constitutes a valid, binding, and enforceable agreement in accordance with its terms; information or data that USER (including its agents or representatives) has provided or will provide for Advertising Services is and will be both accurate and complete to the best of USER’s knowledge; USER is the authorized owner or representative of the business for which Advertising Services will be performed; and, USER’s Web site will not violate any applicable law or regulation; does not infringe in any manner any third party rights, including, without limitation copyright, patent, trademark, trade secret, or other intellectual property right or right of privacy or publicity; is not false or misleading; has not and will not result in any consumer fraud, product liability, breach of contract, injury, damage, or harm of any kind to any person or entity; is not defamatory, libelous, slanderous, or threatening; is free of viruses; does not contain, promote, or offer any form of spyware, adware, or other advertising or information collection software; and/or does not contain, link to or promote any of the following: violence, hate crimes (whether racial or otherwise), illegal activities, discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
8. USER COVENANTS: USER further agrees to perform as follows: USER will not hold Spearhead Local or its affiliates liable or responsible for the activities of visitors who come to USER’s website(s) through Advertising Services. USER agrees that it is solely responsible for any and all content or other materials that Spearhead Local places on a site on customer’s behalf. If USER sells or promotes adult materials, alcohol, tobacco products, or other age restricted products and/ or services, USER will: (i) have age verification on its sites home page and in the sales process in compliance with all applicable laws and regulations; and (ii) shall not offer such products and/or services in jurisdictions in which they are prohibited or are in any way restricted.
9. SITE STRUCTURE AND TARGETTING: USER acknowledges and agrees that the standard site built by Spearhead Local for USER will follow a pre-determined format. The site will contain seven (7) tabs, each containing distinct and unique content, as well as a maximum of six (6) pictures to be used throughout the site, not including logo provided by USER. If USER requests any changes, revisions, deletions, or additions to the standard site structure, USER agrees to pay an additional design fee of $65 per hour. Any change to the standard site structure must be submitted before site is published online. USER acknowledges and agrees that the site built by Spearhead Local for USER will specifically target and optimize for one (1) city. Any additional target cities or locations requested by USER will require an additional site built by Spearhead Local with all applicable and related charges. Although results commonly spread into areas surrounding the target city, Spearhead Local only guarantees placement for the stated target city.
10. REPORTING AND REVISIONS: Spearhead Local will primarily use an online reporting system, Performance And Reporting Center (PRC), to communicate site performance and search engine rankings. PRC will also be the primary form of communication between USER and Spearhead Local. USER will be issued a username and password to PRC by Spearhead Local. USER agrees to use PRC as the primary tool to submit revision requests, general questions, and viewing monthly reports and analytics.
11. USER acknowledges and agrees that it will be accorded one (1) minor text or picture revision per month to their website at no additional expense. The USER can request changes be made to the text or pictures on the website. The revision cannot include alterations or modifications to the layout design of website or a complete redesign of the overall website. USER agrees that Spearhead Local will charge a design fee of $65/hour for any additional changes to the website beyond the one (1) minor text or picture revision per month.
12. COMMUNICATION: In efforts to consistently improve our services, Spearhead Local always wants to hear from our customers. Whether comments, suggestions, praise, complaints, or any other communication, Spearhead Local is listening. You grant Spearhead Local a perpetual, irrevocable, worldwide, royalty-free right and license to use, reproduce, modify, adapt, publish, translate, create derivative works of, distribute, publicly perform, and publicly display (in whole or in part) your communication in any form, your name, and any related copyrights, moral rights, or other intellectual property rights.
13. TERMINATION: Spearhead Local may at any time and at its sole discretion terminate service to any USER for any reason. If USER initiates an inquiry or disputes charges for services, Spearhead Local reserves the right to terminate the agreement between USER and Spearhead Local with no refund available. USER may terminate their signed agreement at any time. As of January 2016 Spearhead Local is no longer charging a early termination fee.
14. USER INDEMNIFICATION OBLIGATIONS: USER agrees to indemnify, defend, and hold harmless Spearhead Local, its distribution partners, its licensors and licensees, and affiliated companies, and any of their officers, directors, employees, representatives and agents, from and against all claims, actions, liabilities, losses, expenses, damages, and costs (including without limitation, reasonable attorneys’ fees) that may at any time be incurred by any of them by reason of any claims, suits, or proceedings (collectively being referred to herein as a “Claim”) for, including without limitation, libel, violation of right of privacy or publicity, copyright infringement, trademark infringement, or other infringement of any third party right, fraud, false advertising, misrepresentation, product liability, or violation of any law, statute, ordinance, rule, or regulation throughout the world in connection with Advertising Services performed on behalf of USER, USER’s client’s website(s) or contents therein, USER’s conduct, acts or omissions, or any alleged or proven breach by USER of any term, condition, agreement, representation, or warranty herein, excluding any Claim that arises solely from the acts or omissions of Spearhead Local or its agents or employees. Spearhead Local will notify USER of any claim, action, or demand for which indemnity is required in the reasonable opinion of Spearhead Local and will cooperate reasonably with USER at USER’s expense. At the election of Spearhead Local, USER shall advance to Spearhead Local amounts in satisfaction of such Claim, which Spearhead Local may hold in escrow pending resolution of such Claim. The law firm USER chooses to defend Spearhead Local must be experienced in defending similar claims and will be subject to Spearhead Local’s approval, which will not be unreasonably withheld. USER may not settle any lawsuit or matter relating to the culpability or liability of Spearhead Local without the prior written consent of Spearhead Local. Spearhead Local will have the right to participate in any defense of a claim and/or to be represented by counsel of its own choosing at its own expense. Without limiting any rights and remedies hereunder or under applicable law, Spearhead Local shall have the right to set off any liability of USER to Spearhead Local with respect to a Claim against any amounts held on deposit with Spearhead Local by USER.
15. LIMITATION OF LIABILITY AND WARRANTY DISCLAIMER: USER acknowledges and agrees that it will not hold Spearhead Local liable for any errors in content, omissions, consequences, damages, costs, refunds, or rebates of any kind arising from any interruption of service or other unavailability of the Internet or website(s) in which the advertisements are published for whatever reason. Spearhead Local makes no representations or warranties relating to the results of Advertising Services, including without limitation, the number of impressions or click-through and any promotional effect or return on investment thereof. As Spearhead Local relies on third parties for certain data, Spearhead Local makes no guarantees regarding the accuracy, reliability, or completeness of any usage statistics. In no event shall Spearhead Local be responsible for any consequential, special, lost profits, or other damages arising under this Agreement. Without limiting the foregoing, neither party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including but not limited to governmental action, fire, flood, earthquake, power failure, riot, explosion, labor, or material shortage, carrier interruption of any kind or work slowdown.
16. FORCE MAJEURE: Neither USER nor Spearhead Local will be in breach of its obligations under this Agreement (other than obligations to pay monies due) in the event that, for cause or causes beyond its reasonable control, such party is unable to perform, in whole or in part, any one or more of its obligations under this agreement. Such causes will include, but not limited to, labor disputes, governmental regulations or controls, fire or other casualty, inability to obtain materials or services, technical failure or difficulties, problems or interruptions with the Internet, computer viruses, snow storms, hurricanes or other acts of God, insurrection, or any other cause not within the reasonable control of Spearhead Local or USER.
17. ENTIRE AGREEMENT: This Agreement between Spearhead Local and USER supersedes any other oral or written agreements regarding the advertising services specified in this agreement. Neither USER nor any agent of Spearhead Local may amend these terms and conditions or add any provision to or delete any provision from this Application or any addendum, and any such amendments, additions or deletions are void. No oral or written representation made by any person that purports to modify this agreement is binding on Spearhead Local Corp. Moreover, USER confirms that USER has not relied upon any such representation in entering into this Agreement.
18. GOVERNING LAW: USER and Spearhead Local Corp. agree that this agreement and all disputes relating to this agreement will be governed by and interpreted according to the laws of the State of California.
19. AUTHORITY: The person submitting credit card or checking account information or subscribing to serve hereby certifies that he or she is either USER, or that he or she has been lawfully authorized to submit Agreement and authorize the placement of advertising on behalf of USER. Terms and conditions are subject to change without notice.
Terms and conditions are subject to change without notice.