This Terms of Service Agreement (“Agreement”) is entered into by and between Social Orces, a division of Orces (“Agency”), and the undersigned client (“Client”). By signing this Agreement, the Client agrees to the terms and conditions outlined below.
1.1 The Agency agrees to provide social media management services, including but not limited to posting, profile management, engagement, and content strategy as outlined in the Client’s chosen service package.
1.2 Services may vary based on the plan selected. Custom services may be offered under a separate written agreement.
2.1 The Client agrees to provide accurate and timely information, branding assets (e.g., logos, photos, business details), and any required approvals.
2.2 The Client is responsible for ensuring that all content provided to the Agency does not infringe on the rights of third parties or violate applicable laws.
3.1 This Agreement begins on the date signed and continues month-to-month unless otherwise specified.
3.2 Either party may terminate this Agreement with 14 days’ written notice.
3.3 The Agency reserves the right to suspend or terminate services immediately if the Client fails to make payments, engages in unlawful activity, or breaches this Agreement.
4.1 Payment is due in advance of services, based on the selected package.
4.2 All payments are non-refundable, except where services were not rendered due to Agency fault.
4.3 Late payments may result in suspension of services until the balance is paid.
5.1 The Agency grants the Client a non-exclusive, royalty-free license to use all deliverables created for the Client under this Agreement.
5.2 The Agency retains ownership of creative concepts, templates, and strategies developed for internal use.
5.3 Client-provided materials remain the property of the Client.
6.1 Both parties agree to maintain confidentiality of all proprietary information shared during the course of this Agreement.
6.2 Confidentiality obligations survive the termination of this Agreement.
7.1 The Agency makes no guarantees regarding specific outcomes such as sales, revenue, or customer acquisition, as results depend on factors outside the Agency’s control.
7.2 The Agency agrees to perform services in a professional and commercially reasonable manner.
8.1 The Agency shall not be liable for indirect, incidental, or consequential damages, including lost profits, arising out of or related to services provided.
8.2 The Agency’s total liability under this Agreement shall not exceed the total amount paid by the Client in the past three (3) months.
9.1 The Client agrees to indemnify and hold harmless the Agency from any claims, damages, or expenses arising from Client-provided content, data, or instructions.
10.1 This Agreement shall be governed by and construed in accordance with the laws of the State of [Insert State].
10.2 Any disputes shall first be attempted to be resolved through mediation before escalating to arbitration or litigation.
11.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions or understandings.
11.2 Any amendments must be made in writing and signed by both parties.
Client Signature: ________________________ Date: ________
Agency Representative: ___________________ Date: ________