THIS SERVICE AGREEMENT, HEREINAFTER REFERRED TO AS THE “AGREEMENT”, IS ENTERED INTO BY AND BETWEEN:
My Business Connect Pty Ltd, hereinafter referred to as ‘MBC’; -and-
The person/entity executing this Agreement, hereinafter referred to as the ‘Customer’.
Collectively, MBC and Customer are referred to as ‘Parties’.
The Parties agree to the following recitals:
Whereas, MBC is in full legal capacity as a company specialising in the field of Google My Business SaaS (‘Services’);
Whereas, MBC affirms that it has the required experience and ability to provide the
Customer with the Services;
Whereas, MBC agrees to be so engaged and to provide the Customer the Services, subject to the terms and conditions contained herein;
Whereas, the parties desire to express in writing their mutual understanding and agreements with respect to this engagement; and, now, therefore, in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the parties hereto, intending to be legally bound, do hereby agree as follows:
I. GENERAL ACQUIESCENCE.
The Customer hereby concurs, agrees and acquiesces to the provisions of this Service Agreement.
II. SCOPE OF WORK.
The following is the agreed scope of work and may be subject to change by agreement between the Parties.
MBC is recruited to provide the Customer with access to a Google My Business SaaS tool on a monthly basis. The tool includes multi-location management of:
• Google My Business Posts.
• Google Reviews
• Google My Business Photos and meta-tag locations.
• Reporting monthly on performance.
III. CLIENT RESPONSIBILITIES
The Customer agrees to provide the Agency with access to their Google My Business account immediately upon commencement and will provide the Agency with all relevant data/information as requested by the Agency in a timely manner.
IV. SERVICE FEES
Customer agrees to a monthly recurring fee that is equal to the first payment (‘Service Fee’) for the Services subject to termination clause VI, being 30 days written notice for termination.
The fee will be charged on the anniversary day of the commencement date each month.
The Commencement Date is the day of acceptance of the Agreement.
All prices quoted are in Australian Dollars (AUD).
V. FAILURE TO MAKE PAYMENT
If the Customer fails to make a payment of the Service Fee within 3 days of the due date referred to in clause IV, the Parties agree that the Agency shall be entitled to:
(a) charge an interest rate at the rate of 2% per annum above the Australian Reserve
Bank interest rate at the time calculated daily on all overdue amounts including late
payment charges and other amounts other than price on all monies due but unpaid,
such interest charge to be calculated from the date due for payment and the Customer
agrees that such interest charges are not a penalty but are a true measure of the
damages incurred by the Agency. Payments received from the Customer will be credited
first against any interest charge and all such fees shall be payable on demand;
(b) the Customer agrees that the Agency may recover all costs, expenses and charges
incurred including but not limited to any action by the Agency to recover Service Fees due from the Customer including but not limited to any mercantile agent costs and legal costs and disbursements; and
(c) the Customer agrees that the Agency may cease any further performance of Services to the Customer and terminate any Agreement in relation to Services that has not been
performed or delivered or otherwise have not been fulfilled or completed.
VI. TERMINATION OF AGREEMENT
The Customer may terminate this Agreement with 30 days’ notice in writing via email to , otherwise the Agreement will continue to be in place and the Service Fee will continue to be charged monthly.
The Customer agrees that the credit/debit card details provided will be utilised by the Agency to charge the Service Fee via direct debit on a monthly recurring basis on the anniversary day of the commencement date, subject to the Termination of Agreement Clause VI. The Service Fee being equal to the first months charge (Australian Dollars).
Both Parties mutually agree that certain confidential information may be exchanged during the course of this engagement. To ensure the protection of such information and in consideration of the Agreement to exchange said information, the parties agree not to disclose the following:
technical materials, models and relevant technical articles, technical reports owned by the Parties;
sales materials, including but not limited to all quality management methods, pricing methods, sales methods and customers' materials;
all the intellectual property rights (including those exclusively owned by either Party, whether owned now or developed in the future); and, any other information that either party claims as confidential.
Non-Transferability:The rights and obligations under this Agreement are personal to the Customer. The Customer may not assign or transfer any rights or obligations under this Agreement.
Indemnification:The Customer will, at their own expense, defend, indemnify, and hold the Agency, its agents, and employees harmless from any and all claims, actions, liabilities, injuries, damages, losses, grants, costs, and expenses, including attorney fees, arising out of or in connection with any of the Services provided in this Agreement.
Integration:This Agreement, along with any additional terms or policies incorporated herein by reference, represents the entire Agreement between the Parties concerning the Services.