Terms and Conditions

Last updated: January 1, 2018


Please read these Terms and Conditions (“Terms”, “Terms and Conditions”) carefully before using the miamimarketer.com website (the “Service”) operated by MiamiMarketer.com, LLC (“us”, “we”, or “our” “consultant:).


Your access to and use of the Service is conditioned upon your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who wish to access, use or hire us to providing any Service.


By submitting payment, or using the Service you agree to be bound by these Terms.


Purchases


If you wish to purchase any product or service made available through the Service (“Purchase”), you may be asked to supply certain information relevant to your Purchase including, without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information.


You represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that (ii) the information you supply to us is true, correct and complete.


The service may employ the use of third party services for the purpose of facilitating payment and the completion of Purchases. By submitting your information, you grant us the right to provide the information to these third parties subject to our Privacy Policy.


We reserve the right to refuse or cancel your order at any time for reasons including but not limited to: product or service availability, errors in the description or price of the product or service, error in your order or other reasons.


We reserve the right to refuse or cancel your order if fraud or an unauthorized or illegal transaction is suspected.


Late Payments


Accounts which are not paid within 15 days will incur a late administration fee of $20 + applicable 3rd party fees. Accounts which remain outstanding for 30 days after the date of invoice will incur an additional late payment fee equivalent to 5% of the project costs for each week payment is outstanding.


An account or project shall be considered in default if it remains unpaid for 30 days from the date of invoice or “the client” has stated expressly that they do not intend to pay unless prior arrangements have been made. “Consultant” shall at it’s sole discretion suspend any and all services provided to the client by “Consultant” or it’s subsidiaries (including but not limited to hosting, websites designed files, concepts, artwork, 3rd party software and email) and employ debt collection measures until the total outstanding balance has been fully paid. This includes any and all unpaid accounts due for services ordered, including, but not limited to design, hosting, domain registration, search engine submission, maintenance, sub-contractors, printers, photographers and libraries plus bank interest calculated daily for each day payment is overdue.


Suspension of such services does not relieve the client of it’s obligation to pay the due amount. Files on external servers, such as hosted e-commerce solutions will be removed and held until payment is made or for 30 days until the client has paid for their invoices in full.


“The Client” whose account is in default agree to pay “Consultant” reasonable legal expenses and third party collection agency fees in the enforcement of these Terms and Conditions.


“Consultant” retains all copyright for work performed until full project costs have been paid. “Miami Marketer” reserves the right to reuse or resell work undertaken in the case of payment default.


“Consultant” accepts no liability or responsibility for loss of income or damage to the client for work removed from third party servers, as a result of non-payment and “The Client” will not take legal action for any situation arising from invoice disputes or removal of the disputed work in such cases.


Availability, Errors and Inaccuracies


We are constantly updating product and service offerings on the Service. We may experience delays in updating information on the Service and in our advertising on other web sites. The information found on the Service may contain errors or inaccuracies and may not be complete or current. Products or services may be mispriced, described inaccurately, or unavailable on the Service and we cannot guarantee the accuracy or completeness of any information found on the Service.


We therefore reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.


Contests, Sweepstakes and Promotions


Any contests, sweepstakes or other promotions (collectively, “Promotions”) made available through the Service may be governed by rules that are separate from these Terms & Conditions. If you participate in any Promotions, please review the applicable rules as well as our Privacy Policy. If the rules for a Promotion conflict with these Terms and Conditions, the Promotion rules will apply.


Subscriptions


Some parts of the Service are billed on a subscription basis (“Subscription(s)”). You will be billed in advance on a recurring and periodic basis (“Billing Cycle”). Billing cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a Subscription.


At the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions unless you cancel it or MiamiMarketer.com, LLC cancels it. You may cancel your Subscription renewal either through your online account management page or by contacting MiamiMarketer.com, LLC customer support team.


A valid payment method, including credit card or PayPal, is required to process the payment for your Subscription. You shall provide MiamiMarketer.com, LLC with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information. By submitting such payment information, you automatically authorize MiamiMarketer.com, LLC to charge all Subscription fees incurred through your account to any such payment instruments.


Should automatic billing fail to occur for any reason, MiamiMarketer.com, LLC will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.


Fee Changes


MiamiMarketer.com, LLC, in its sole discretion and at any time, may modify the Subscription fees for the Subscriptions. Any Subscription fee change will become effective at the end of the then-current Billing Cycle.


MiamiMarketer.com, LLC will provide you with a reasonable prior notice of any change in Subscription fees to give you an opportunity to terminate your Subscription before such change becomes effective.


Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.


Refunds


Certain refund requests for Subscriptions may be considered by MiamiMarketer.com, LLC on a case-by-case basis and granted in sole discretion of MiamiMarketer.com, LLC.


Accounts


When you create an account with us, you guarantee that you are above the age of 18, and that the information you provide us is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your account on the Service.


You are responsible for maintaining the confidentiality of your account and password, including but not limited to the restriction of access to your computer and/or account. You agree to accept responsibility for any and all activities or actions that occur under your account and/or password, whether your password is with our Service or a third-party service. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.


We reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders in our sole discretion.


Intellectual Property


The Service and its original content, features and functionality are and will remain the exclusive property of MiamiMarketer.com, LLC and its licensors. The Service is protected by copyright, trademark, and other laws of both the United States and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of MiamiMarketer.com, LLC.


Links To Other Web Sites


Our Service may contain links to third party web sites or services that are not owned or controlled by MiamiMarketer.com, LLC


MiamiMarketer.com, LLC has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third party web sites or services. We do not warrant the offerings of any of these entities/individuals or their websites.


You acknowledge and agree that MiamiMarketer.com, LLC shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third party web sites or services.


We strongly advise you to read the terms and conditions and privacy policies of any third party web sites or services that you visit.


Termination


We may terminate or suspend your account and bar access to the Service immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms.


If you wish to terminate your account, you may simply discontinue using the Service.


All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.


Indemnification


You agree to defend, indemnify and hold harmless MiamiMarketer.com, LLC and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of a) your use and access of the Service, by you or any person using your account and password, or b) a breach of these Terms.


Limitation Of Liability


In no event shall MiamiMarketer.com, LLC, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.


Disclaimer


Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.


MiamiMarketer.com, LLC its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.


Exclusions


Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.


Mediation:


The Parties acknowledge that reaching an amicable resolution when there is a dispute is in their mutual benefit. To that end, the Parties agree to use their best efforts to resolve all differences of opinion and to settle all disputes through cooperation and consultation. Upon notification of any dispute, alleged breach, interpretation, challenge or disagreement (collectively “Dispute”) whatsoever arising out of this Agreement (or any other agreement to the extent incorporated herein by reference) that the Parties are unable to settle within sixty (60) days, as set forth directly above, an attempt to resolve such dispute shall made by initial recourse to pre-suit mediation before the institution of any legal action.


Damages.


This Agreement contains sections above that strictly stipulate the terms and prohibitions placed upon Non-Solicitation, Non-Competition, Confidential Information and Violations of this Agreement. In the event that any Party violates the terms of those sections or is in Violation of this Agreement the violating Party(ies) shall be liable to the other Party(ies) for the monetary value of any loss, lost profits, expense (legal or otherwise) or damage, express or implied, sustained by the other as a result thereof, and punitive damages if warranted. If either party employs attorneys to enforce any rights arising out of or relating to this Agreement, the prevailing party shall be entitled to recover reasonable attorneys’ fees and costs.


Waiver, Modification or Amendment:


This Agreement may be modified or amended by the consultant without requiring approval from the client.


Applicable Law and Venue: This Agreement shall be construed and controlled by the laws of the State of Florida without regard to any of it principles of conflicts of laws. Venue for any proceedings to enforce this Agreement shall be in the state or federal court situated in Miami-Dade County, Florida, and each party hereby consents to the exclusive personal jurisdiction of such courts.


Governing Law


These Terms shall be governed and construed in accordance with the laws of Florida, United States, without regard to its conflict of law provisions.


Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have had between us regarding the Service.


Consulting & Implementation Services:


Description of Services: Starting with the date of payment submissions, if client purchases an implementation related service, Consultant agrees to provide agreed consulting and implementation services (collectively, the “Services”) to the Client including, but not limited to: marketing strategy development and implementation, marketing turnkey automation systems.


Term: The term (the “Initial Term”) of this Agreement shall commence on the date of Agreement and shall be based on client’s program selection and when final payment has been submitted. Any extension of the Initial Term shall require approval by the parties.


Duties and Responsibilities:


The Services will be delivered according to functional specifications and related information as provided from time to time by the parties. Consultant acknowledges that it has been contracted for the Services and that they shall report all findings and makes all recommendations directly to the primary contact appointed by the Company.


The Company shall appoint a primary contact to be available on a daily basis in order to expedite the feedback, development, and implementation process. The Services, if applicable, including all software, projects, reports, versions and solutions in either source code or object code form, in a manner as requested by the Company, shall be delivered to the Company at the earlier of: (a) on a weekly basis, (b) the completion of a project or a task within a project, or (c) the termination of this Agreement. Every effort will be made to accurately represent Company’s products, services and its potential. The Consultant does not offer a guarantee on earnings of any revenue, customers, and/or conversions using the techniques and services offered.


Consequential Loses:


The consultant shall not be liable for any loss or damage which the Company may suffer which is in any way attributable to any delay in performance or completion of this Agreement, regardless of how that delay arises.


Without prejudice, the Consultant shall have no liability for any losses or damages which may be suffered by the Company whether the same are suffered directly or indirectly or are immediate or consequential which fall into the following categories:


Any indirect or consequential loss arising under or in relation to the Agreement even though the consultant was aware of the circumstances in which such loss could arise;

b) Loss of profits; loss of anticipated savings; loss of business opportunity or goodwill;

c) Loss of data; Loss of search engine rankings; Loss of website traffic;

d) Loss of followers; Loss of access to social media profiles

Independent Contractor:


Consultant is acting as an independent Contractor with respect to the Services provided to the Company. Consultant while performing Services for the Company will not be considered an employee or agent of the Company. The Company will not be responsible for Consultant’s acts or the Consultant’s personnel while performing Services under this Agreement. Nothing contained in this Agreement shall be construed to imply an employer-employee, joint venture, business, partnership or principal-agent relationship between the parties and neither party by virtue of this Agreement shall have any right, power or authority to act or create any obligation, express or implied, on behalf of the other party. Neither party is by virtue of this Agreement, authorized to act as an agent or other representative of the other and neither party shall hold itself out as being so authorized except as otherwise set forth herein. Consultant will receive an annual Form 1099 Misc. as a non-employee independent contractor.


Development:


All work by Consultant shall be performed in a timely, professional and workmanlike manner. Time frames or estimates that Consultant gives are contingent upon the Company’s full cooperation which includes complete and final content fulfillment for the work pages and deliverables. During development, feedback is required from company in order to progress to subsequent phases. Feedback is to be delivered to Consultant through a primary contact appointed by the Company that will be available on a daily basis in order to expedite the feedback process. Consultant shall execute and deliver any document or instrument reasonably requested by the Company to perfect the Company’s ownership in the Intellectual Property developed by the Consultant as part of the Consultant’s services performed hereunder.


The Company shall have the right to reasonably observe and monitor all aspects of the performance by Consultant of its obligations hereunder and Consultant shall use reasonable efforts to facilitate such observation and monitoring. Confidential Information, functions and operations of Consultant not directly related to its obligations hereunder shall not be subject to observation and monitoring.


Consultant has the right to limit the number of revision proposals of the Services to a reasonable amount and may charge for additional services if the Company desires to make any change to the originally agreed specifications. The Consultant’s development phase is flexible and allows certain variations to the original specification. However, any material deviation from the specification will be charged at the rate of $500.00 per hour for example if Company wants to create an entirely new campaign or launch.


On completion of the work, the Company will be notified and given the opportunity to review the work. The Company must notify Consultant in writing of any unsatisfactory points within seven (7) calendar days of such notification. Any of the work which has not been reported in writing to the consultant as unsatisfactory within the seven (7) day review period will be deemed to have been approved. Once approved, or deemed approved, work cannot subsequently be rejected, and the Agreement will be deemed to have been completed and any remaining balance for the project price will become due.


If the Company rejects any of the Consultant’s work within the seven (7) day review period, or not approve subsequent work performed by the Consultant to remedy any points recorded as being unsatisfactory, and the Consultant, acting reasonably, considers that the Company has been unreasonable in any rejection of the work, the Consultant may elect to treat this Agreement as terminated and take measures to recover payment for the completed work.


Delivery Date and Delays:


Consultant agrees to deliver project within the deadline agreed starting from the date the client has provided all necessary assets required to complete the project. If client fails to provide all required assets, consultant will deliver the project within a reasonable deadline that takes into consideration any delays caused by client.


Late Payments


Accounts which are not paid within 15 days will incur a late administration fee of $20 + applicable 3rd party fees. Accounts which remain outstanding for 30 days after the date of invoice will incur an additional late payment fee equivalent to 5% of the project costs for each week payment is outstanding.


An account or project shall be considered in default if it remains unpaid for 30 days from the date of invoice or “the client” has stated expressly that they do not intend to pay unless prior arrangements have been made. “Consultant” shall at it’s sole discretion suspend any and all services provided to the client by “Consultant” or it’s subsidiaries (including but not limited to hosting, websites designed files, concepts, artwork, 3rd party software and email) and employ debt collection measures until the total outstanding balance has been fully paid. This includes any and all unpaid accounts due for services ordered, including, but not limited to design, hosting, domain registration, search engine submission, maintenance, sub-contractors, printers, photographers and libraries plus bank interest calculated daily for each day payment is overdue.


Suspension of such services does not relieve the client of it’s obligation to pay the due amount. Files on external servers, such as hosted e-commerce solutions will be removed and held until payment is made or for 30 days until the client has paid for their invoices in full.


“The Client” whose account is in default agree to pay “Consultant” reasonable legal expenses and third party collection agency fees in the enforcement of these Terms and Conditions.


“Consultant” retains all copyright for work performed until full project costs have been paid. “Consultant” reserves the right to reuse or resell work undertaken in the case of payment default.


“Consultant” accepts no liability or responsibility for loss of income or damage to the client for work removed from third party servers, as a result of non-payment and “The Client” will not take legal action for any situation arising from invoice disputes or removal of the disputed work in such cases.


Termination of this Agreement:


Either party may terminate this Agreement with prior written notification to the other party of seven (7) business days subject to any outstanding payments due to Consultant.


Services will be marked as an abandoned project when the following conditions are met:


After fourteen (14) calendar days has passed with the company not reasonably providing the following, but not limited to, documents, guidance, credentials, approvals, assets, videos, audio, content, or images needed to complete project within the guideline.

After twenty-one (21) days has passed from the Company’s last message to the Consultant and the task is not marked as complete.

If the Company has not responded in seven (7) calendar days to the Consultant’s message, Consultant will attempt to email the Company. If the Company does not respond within seven (7) calendar days, the Consultant will mark the task as Abandoned.

If Services are marked Abandoned by Consultant, this is indicating the Company has stopped responding and communicating with the Consultant, regardless of the task being completed in full by the Consultant. Any outstanding invoice shall be paid immediately by the Company.

In the event that the Company wishes to continue a working relationship, a reinstatement fee of $1,000 will be applied to restart the project. Partial credit from any previously paid project may be considered by the Consultant on a case-by-case basis.

Changes


We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 15 calendar days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.


By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Service.


Contact Us


If you have any questions about these Terms, please contact us.

We’re the marketing automation agency that lifts the tech gorilla off your back so you can focus on the stuff you’re really good at.


2000 Ponce de Leon Blvd #600

Coral Gables, FL 33134


Phone: (305) 876-6606

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