Legal - Terms of Service

---

This document covers terms, definitions, and procedures and policies related to the products and services provided by Able Conversions.

Agreement Provisions – Unless stipulated otherwise in writing, executed by both Parties (Able Conversions and Client), the following standard Agreement contractual terms shall apply to all projects:

At Will Services:

Able Conversions is dedicated to creating and maintaining relationships with clients that are beneficial to both parties and therefore reserves the right to reject requests to provide a free digital advertising forecast or terminate communication without notice. 

Restricted Terms and Businesses:

We abide by Google's policies to not advertise certain terms and businesses.

Google Ads policies

Deliver Timeframe: 

Able Conversions will work with best efforts and professional diligence to deliver all free strategies in a timely manner. This requires a mutual commitment between Able Conversions and Client. Occasionally, Able Conversions requires full and timely support and cooperation from the Client, to provide data, assets, feedback, approvals, support, input and direction as requested by Able Conversions. If Client fails to timely respond to requests by Able Conversions for feedback or approvals, this may be a cause for Termination of the relationship for Abandonment per the terms outlined below.

Termination:

A) At Will Termination. Able Conversions shall have the right to terminate this Agreement for any reason at any time. For purposes of this Agreement, any act or failure to act by any third party contractor of Able Conversions or any employee of Able Conversions or such third party contractor shall be deemed an act or failure to act by Able Conversions.

B) Termination for Abandonment. Able Conversions shall have the right but not the obligation to terminate this Agreement immediately if Client fails to timely respond to multiple requests by Able Conversions for required feedback or approvals, or to otherwise adhere to deadlines as outlined in the timeline submitted by Able Conversions after the first attempt to communicate despite multiple requests by Able Conversions.

Policies & Procedures

The Client agrees at all times to adhere to Able Conversions’s contractual policies, as well as its published TOS, which may be modified at any time without warning. If Client wishes to engage with third-party individuals or organizations to work in conjunction with Able Conversions on the creation, maintenance, management or other performance of any services, or to access any Able Conversions-managed technology services (including, but not limited to hosting infrastructure, Github repositories, or website CMS access), Client agrees that it shall hold its agent(s) to the same standard and to bind them according to the same terms as Client’s direct obligations to Able Conversions. Subject to this agreement, Able Conversions agrees to cooperate with Client and Client’s designated agent on the basis of the agreement by Client that Client agrees to hold Able Conversions harmless and assumes responsibility for all such third-party performance and accepts all liability for any issues that may arise as a result of such access or cooperation provided by Able Conversions in good faith.

In no event is Able Conversions liable to the Client or the Client’s owners, agents, employees, and independent contractors for exemplary, incidental, indirect, special or consequential damages of any kind, including without limitation loss of profit, savings or revenues, or the claims of third parties including end users, whether or not Able Conversions has been advised of the possibility of such loss, however caused and on any theory of liability, arising out of this agreement or the relationship of Client and Able Conversions.

Copyrights and Trademarks

The Client represents to Able Conversions and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Able Conversions for inclusion in web pages are owned by the Client, or that the Client has permission from the rightful owner to use each of these elements, and Client will hold harmless, protect, and defend Able Conversions and its owners, agents, employees and subcontractors from any claim or suit arising from the use of such elements furnished by the Client.

Payment of Fees

If the client wishes to hire Able Conversions for any of their services in cases with a known or fixed deliverable and an estimated of fixed cost defined in an agreement, terms are “50/50” which means that a deposit of fifty percent (50%) of the project total is required to commence work, although Able Conversions may elect to waive this and provide alternate terms in certain circumstances. In such 50/50 agreements then the Client agrees that all fees are due and payable on the following schedule: 

Deposit payment due upon execution of contract, prior to commencement of any work; and the final balance payment, including any additional products and/or services added or fees incurred due upon completion, but prior to client training, file release/delivery or uploading to the web. However, in certain such 50/50 project agreements, if, once production is underway and Able Conversions is performing on Client’s behalf in good faith, Client elects to delay the project for its own reasons by 30 days or longer, thus impacting Able Conversions’s production workload and requiring additional work by Able Conversions to reschedule its resourcing to accommodate Client’s change request, then Able Conversions shall have the option to invoice Client for any outstanding balance for work performed on an hourly basis. In such an event, Able Conversions shall not be expected nor obligated to resume performance of Client’s work regardless of any updated schedule requests made by Client until payment for such invoice(s) are made by Client and received by Able Conversions, and settled in full. Other than the timing of any new invoices issued on this basis, all other terms of the original Agreement shall apply and be binding upon both Able Conversions and the Client.

General Contract Provisions:

Client assumes responsibility for all content and agrees to hold Able Conversions, its employees, agents, officers, and directors harmless from any claims or actions arising from any violation of trademark protection by the Client. Able Conversions assumes responsibility for Services performed and warrants to Client that no Able Conversions Services shall infringe a patent, copyright or other proprietary right of any third party and agrees to hold Client, its employees, agents, officers, and directors harmless from any claims or actions arising from any violation of patent, copyright or other proprietary right by Able Conversions. In no event shall either Party be liable to the other for exemplary, incidental, indirect, special or consequential damages of any kind, including without limitation loss of profit, savings or revenues, or the claims of third parties including end users, whether or not any Party has been advised of the possibility of such loss, however caused and on any theory of liability, arising out of this agreement or the relationship of the Parties.

If any part of this Agreement is held by a court of competent jurisdiction to be invalid, then;

a) Where the offending provision can be read down so as to give it a valid and enforceable operation of a partial nature it must be read down to the extent necessary to achieve that result; and

b) In any case the offending provision must be severed from this Agreement the remainder of this Agreement shall continue in full force and effect unless such reading down or severance affects the basic nature of this Agreement.

If you have any questions or concerns about our terms of service please contact us. Now let’s create something great together!