Search Engine Optimization Agreement

 

This Search Engine Optimization Agreement (“Agreement”) sets forth the terms and conditions between You as a Subscriber (“Subscriber”) and 360 Crue (“360 Crue”) of Oceanside, CA 92058 in connection with Your subscription for Search Engine Optimization services.

This Agreement is incorporated into, made part of and is subject to 360 Crue’s Terms and Conditions of Use (“Terms of Use”), which You may access by clicking here. All terms defined in the Terms of Use shall have the same meaning when used in this Agreement as provided in the Terms of Use unless otherwise noted.

I.  General Terms

360 Crue offers consulting services (“Services”) to Subscribers who subscribe to Search Engine Optimization (“SEO”) and pay fees in connection therewith. SEO services are designed to assist the Subscriber’s efforts to increase the visibility of Subscriber’s website by boosting its rank and/or frequency of results returned by third party owned websites. In addition to agreeing to this Agreement and the Terms of Use, in order to subscribe to SEO, You must enter into and agree to be bound by the terms of Your Subscription Agreement and Invoice (“Subscription Agreement”) with 360 Crue. The general Subscription Agreement form can be accessed by clicking here. You will have an opportunity to discuss the specific or individual terms applicable to Your subscription for SEO when you arrange for Your Subscription with 360 Crue. Your Subscription Agreement will set forth the individual components and services that You select in Your subscription. 

II.   Payment for Services

As compensation for SEO Services provided by 360 Crue, You agree to pay fees to 360 Crue as set forth in Your Subscription Agreement. Subscription Fees are due and payable by You upon Your receipt of 360 Crue’s Subscription Agreement, unless alternative payment arrangements have been made. Further terms that may affect Your payment obligations are set forth in the Terms of Use and are incorporated as if fully set forth herein. The Terms of Use, in its entirely, can be accessed by clicking here.

III.  Duration

Unless otherwise stated in Your Subscription Agreement, Your monthly Subscription automatically renews every month for an indefinite term. Your Subscription Agreement with 360 Crue will commence on the day that You a) agree to the Subscription Agreement; or b) receive a copy of the Subscription Agreement; or c) pay the initial payment due for the Subscription, whichever is earliest. The Subscription ends after the currently paid term upon cancellation in writing to subscriptions@360crue.com.

You will be required to make all payments due during the duration of the Subscription regardless of whether You choose to use the Services available to You through Your Subscription. After cancellation of Your Subscription(s), You and 360 Crue may agree to renew the Subscription Agreement under the Terms of Use and fees then in effect.

IV.  Subscriber Content

In order to receive Services under Your Subscription, You may be required to provide certain Subscriber’s Content or other materials in which You may have proprietary or intellectual property interest. Any and all content supplied by You or created, edited or amended in connection with the Services in Your Agreement are subject to all licenses, warranties and uses set forth in the Terms of Use and its incorporated Privacy and Intellectual Property Policies, which are incorporated as if more fully set forth herein and may be accessed by clicking here. 

V.   Subscriber Obligations

As a Subscriber, it is essential that You communicate with 360 Crue and promptly provide all data, documents, content, art or other information needed by 360 Crue without which 360 Crue cannot provide Services under Your Subscription Agreement. Your failure to fulfill Your Subscriber’s Obligations is wholly out of 360 Crue ‘s control and may prevent the completion of Services in a timely fashion or within the Subscription’s duration. If Services are not completed within the Subscription’s duration due to Your delay or failure to fulfill Your Subscriber Obligations, 360 Crue may offer You an opportunity to extend or renew Your subscription at the fee then in effect at the time of Your renewal or extension or otherwise work with you, for an additional fee. However, under no circumstances will 360 Crue i) provide any unused Services within after the Subscription has expired and not been extended or renewed, or other fee arrangements made in advance; or (ii) refund any money for any of the expired services.

VI.  Confidentiality

You and 360 Crue agree that each shall maintain and not disclose any and all confidential or proprietary information that is received from the other as a result of or in connection with Your Subscription and/or Services provided in connection therewith. Neither You nor 360 Crue will, without the other’s prior written consent, disclose to any third party any information concerning the other’s proprietary or confidential information and material, including but not limited to the business or method of working of the other party, which may be revealed as a result of or in connection with Your Subscription and/or Services, except as required by law, to the extent that such information may become public knowledge, may be acquired or generated by either party independently from something other than by a breach of this clause or to obtain legal or tax advice.

This clause shall survive termination of the Subscription Agreement.

VII.  Warranties

By entering into this Subscription Agreement, You hereby acknowledge and agree that it is expressly subject to all warranties, promises and guarantees given and made by You, as a Subscriber to 360 Crue and 360 Crue to You as are set forth in the Terms of Use, which is incorporated herein by reference as if fully set forth herein. You may directly access the Terms of Use by clicking here.

VIII.   Disclaimers and Limitations of Warranties

360 Crue uses reasonable efforts to provide the Services that You have Subscribed to receive. However, SEO results depend on innumerable factors and market variables that are outside of 360 Crue ‘s control. As a result, although SEO is intended to assist you to meet Your goals, final results may vary.

SEO, including, but not limited to all related services, materials and website content, etc. Are provided “as is.” 360 Crue excludes and disclaims to the fullest extent permitted by applicable law any warranty, express or implied, including, without limitation, any implied warranties of merchantability, satisfactory quality or fitness for a general or particular purpose. 360 Crue is not liable for damages of any kind arising from the use of SEO, its content and/or the data or services provided in connection therewith, including, but not limited to, direct, indirect, incidental, punitive and consequential damages. SEO, its functions, or the materials and conduct available in connection therewith are not warranted to be uninterrupted or without error. The subscriber assumes the entire cost of all necessary servicing, repair or correction due to the user’s and/or subscriber’s use of SEO and its associated materials, including the 360 Crue website or related services. Except as otherwise required by applicable law, neither 360 Crue nor its officers, directors, employees, agents or contractors are liable for damages of any kind (including, without limitation, lost profits, direct, indirect, compensatory, consequential, exemplary, special, incidental, or punitive damages) arising out of subscriber’s use of, or inability to use, or the performance of SEO, its content and/or data or services provided in connection therewith, whether or not 360 Crue has been advised of the possibility of such damages.

IX.    Limitation of Liability

360 Crue does not guarantee results. In no event shall 360 Crue be liable for general, indirect, special, exemplary, consequential, incidental or punitive loss, damage or expense, including, but not limited to, lost profits, lost revenues, lost business opportunities without limitation as to whether such damages are considered to be direct, general or consequential damages. 360 Crue shall not be liable, (whether in contract, tort, negligence, strict liability in tort or by statute or otherwise) for any and all claims related to this agreement, the terms of use or other agreement, except to the extent of 360 Crue’s gross negligence or willful conduct. It is agreed that should any liability on the part of 360 Crue be proven, it will nevertheless be impractical and extremely difficult to anticipate or fix the amount of damages that were proximately caused by such liability. Therefore, it is agreed that in no event may the subscriber recover an amount in excess of the aggregate of fees paid to 360 Crue or $500 in the event that no fees were paid, in full and complete satisfaction of any and all claims. It is agreed that the foregoing limitation is not intended to be and is not a penalty.

X.     Amendment

360 Crue reserves the right to modify, update, add, delete, revise and change this Agreement as well as the Terms of Use at any time. Such changes are effective, and You agree to be bound by such changes, when You “click” the Accept button on the 360 Crue.com Website, or 30 days from the date the changes are posted to the Website, whichever occurs sooner.

XI.    Complete Agreement

This Agreement, as well as the Terms of Use, Subscription Agreement, and any documents expressly referenced or incorporated therein, together constitute the full agreement between You and 360 Crue as to the matters contained therein. Any term not specifically addressed in this Agreement shall be governed by the Terms of Use and incorporated documents. In the event of a conflict between this Agreement and the Terms of Use, the specific terms of this Agreement shall apply.

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