SERVICES ORDER FORM & TERMS OF SERVICE
By submitting payment for the services described below, the client (“Client”) agrees to be bound by this Services Order Form and the accompanying Terms of Service (together, the “Agreement”). The Agreement is effective upon receipt of the initial payment and continues on a month-to-month basis unless terminated as described herein. Payment constitutes acknowledgment that the Client has read, understood, and accepted the terms of this Agreement.
1. SERVICE SUMMARY
Service Provider:
WERSHUFFLE, INC. (“Service Provider”)
Email: [info@wershuffle.com]
Client:
[No entry required]
Service Description:
Service Provider shall provide digital marketing and creative services tailored to music professionals and brands. These may include, but are not limited to: campaign strategy, PPC management, audience growth, content creation, ad buying, analytics, and platform integrations (“Services”).
Fee Structure:
Fees are billed monthly and vary depending on the package selected by the Client at checkout or onboarding. The current available pricing tiers are published online or otherwise communicated directly to the Client.
☐ Monthly Subscription Fee: $________ (based on package selected)
☐ Additional Services (if applicable): $________ (billed separately upon approval)
Term:
This Agreement continues on a rolling month-to-month basis, starting from the date of the first payment. Either party may terminate the Agreement with 30 days’ notice.
2. SERVICE PROVIDER RESPONSIBILITIES
2.1 The Service Provider agrees to provide the Services in a professional, timely, and industry-standard manner.
2.2 The Service Provider may assign employees, contractors, or subcontractors to fulfill portions of the Services at its discretion.
2.3 While the Service Provider will make reasonable efforts to meet Client goals, it does not guarantee specific outcomes, results, or metrics.
2.4 Services are provided “as is.” The Service Provider disclaims all implied warranties, including fitness for a particular purpose, to the extent permitted by law.
3. CLIENT RESPONSIBILITIES
3.1 The Client shall promptly provide any information, assets, approvals, or access necessary for the Service Provider to carry out the Services.
3.2 The Client warrants that any materials it provides do not infringe third-party rights and are authorized for commercial use.
3.3 The Client is responsible for timely payment and cooperation. Delays in communication or asset delivery shall not excuse payment obligations.
3.4 The Client agrees to comply with all applicable laws relating to the use of the Services.
4. FEES, PAYMENTS & EXPENSES
4.1 The Service Fee is based on the Client’s chosen package and is billed monthly in advance. The Client agrees to remit payment upon receipt of invoice.
4.2 Additional services outside the selected package (e.g., custom campaigns, strategy sessions) may be offered at additional cost with prior approval.
4.3 Fees do not include taxes. Client is responsible for applicable VAT, sales, or similar taxes.
4.4 Disputed charges must be reported in writing within 10 days of invoice. Undisputed balances remain due as invoiced.
5. INTELLECTUAL PROPERTY & USAGE RIGHTS
5.1 The Client retains full ownership of all intellectual property it provides.
5.2 Any deliverables created under this Agreement shall be deemed “work for hire” where permitted by law. Otherwise, Service Provider assigns all rights to the Client upon full payment.
5.3 The Service Provider may retain and reuse anonymized performance data or analytics generated through the Services for internal or research purposes.
5.4 The Client grants the Service Provider limited permission to use its name, logo, or campaign results for portfolio or promotional use unless requested otherwise in writing.
6. CONFIDENTIALITY
6.1 Each party agrees to protect the other’s confidential information disclosed during the term of this Agreement.
6.2 Confidential information does not include information that is public, rightfully obtained from third parties, or developed independently.
6.3 Upon termination, each party agrees to return or destroy any confidential materials belonging to the other.
7. LIMITATION OF LIABILITY
7.1 Neither party shall be liable for indirect, incidental, or consequential damages, including loss of income, arising out of this Agreement.
7.2 The Service Provider’s total liability under this Agreement shall not exceed the total fees paid by the Client in the 12 months preceding the claim.
8. TERM AND TERMINATION
8.1 This Agreement is effective on a month-to-month basis beginning with the Client’s initial payment.
8.2 Either party may terminate this Agreement by providing thirty (30) days’ written notice.
8.3 Upon termination, Client remains responsible for any fees due up to the effective termination date. No refunds will be issued for partial months unless agreed otherwise.
9. RELATIONSHIP OF PARTIES
9.1 Nothing in this Agreement creates a joint venture, partnership, or employer-employee relationship.
9.2 The Service Provider is an independent contractor and is responsible for its own staff, taxes, and insurance.
10. MISCELLANEOUS
10.1 Governing Law: This Agreement shall be governed by the laws of the State of Delaware, USA.
10.2 Dispute Resolution: Parties will attempt in good faith to resolve any disputes informally. If unresolved, disputes may be settled through arbitration in Delaware.
10.3 Entire Agreement: This document represents the full agreement and supersedes all prior understandings.
10.4 Modifications: Any changes must be in writing and signed by both parties.
10.5 Notices: Notices may be sent by email to the addresses used for communication between the parties.
10.6 Force Majeure: Neither party is liable for delays or non-performance due to events beyond their reasonable control.
10.7 No Waiver: A failure to enforce any provision shall not be deemed a waiver of future rights.
10.8 Severability: If any provision is held unenforceable, the remainder of the Agreement shall remain in full force.
IN WITNESS WHEREOF, the Client agrees to the above terms by submitting payment for the selected service package. No physical signature is required.