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Introduction
This Agreement contains the complete terms and conditions that apply to an individual's or corporation's or partnership's or other entity's Request for Services from FreeLanceSubmit.com and FreeLanceSubmit.com's rendering of those requested Services. As used in this Agreement, "we", "us", or "our" means Charles J. Bonner doing business as FreeLanceSubmit.com or any of our affiliate companies or contractors, as the case may be, and "you" means the individual, corporation, partnership, or other entity requesting Services. "FreeLanceSubmit.com Site" means the site that has its primary home page identified by the URL www.freelancesubmit.com, and "site" means a World Wide Web site.
You acknowledge and agree that we may cause any of our obligations under this Agreement to be fulfilled by any of our affiliates, subcontractors, or hired service providers on our behalf. Information regarding the services you requested, which may include your intellectual property and your private information, may be communicated to such affiliates, subcontractors, or hired service providers in the course of fulfilling our obligations on our behalf. You acknowledge and agree that we may communicate your information to these affiliates, subcontractors, or hired service providers as necessary. Our affiliates, subcontractors, and hired service providers are obliged by agreements with us to use such information only as necessary in fulfilling these obligations on our behalf, and that they will not use your information for any other purposes and that they will not retain your information after completing these obligations for us.
1. Requesting Services
To begin the process, you will submit a complete Request for Services via the FreeLanceSubmit.com Site. We will evaluate your Request in good faith and will notify you of its acceptance or rejection. We may reject your Request for any reason including, but not limited to, our determination that the subject matter of your Request is in violation of our policies, or the unavailability of our resources to render the Services requested in a timely manner. Such determination or determination of other reasons for rejection are in our sole discretion.
When we accept your Request for Services, we will send you an Invoice for Services showing the actual fees for all Services you have requested. Your acceptance and payment of the Invoice for Services initiates the Project and this Agreement become fully effective at that point.
By requesting Services from us you agree that in the event that we accept your Request for Services and that you accept our Invoice for Services you will abide by all the terms of this Agreement and that you will fulfill all obligations to which you consent under this Agreement.
Obligations to which you consent include acceptance of e-mail communications from us, as described in this Agreement, and timely response to those e-mail communications as required and as described in this Agreement.
If we reject your Request for Services, you are welcome to submit another Request for Services at any time.
Requesting Services and entering into this Agreement is limited to parties that lawfully can enter into and form contracts under applicable law. For example, minors are not allowed to request our Services.
2. Definitions
The following terms used in this Agreement shall have the meanings indicated here:
- Author: The person designated by our Client as the author of all articles in a given Project. FreeLanceSubmit.com, its employees or subcontractors are not considered the Author of these works for hire.
- Business Days/Business Hours: All "Business Days" and "Business Hours" will be considered in conformance with the Eastern Time Zone, with appropriate adjustments for Daylight Saving Time in the United States, and with U.S. federal holidays, and with a normal work-day of 9:00 AM to 5:00 PM. A "Business Day" will be considered to be the passing of eight Business Hours in any one or two consecutive workdays. Examples:
- An event occurring at 4:00 PM Eastern Daylight Saving Time (EDT) on Monday, 3/24/2008 with a required response time of "four business hours" must be responded to by 12:00 PM EDT on Tuesday, 3/25/2008.
- An e-mail sent anywhere in the world at 8:00 PM EST on Friday, 2/15/2008 with a required response time of "one business day" must be responded to by 5:00 PM EST on Tuesday, 2/19/2008. Since the e-mail was sent outside of Business Hours, the e-mail may be regarded as having been received at the opening of the next Business Day. Since Monday, 2/18/2008 was a U.S. federal holiday, the next Business Day begins at 9:00 EST on Tuesday.
- Prospective Client: An individual or corporation or partnership or other entity having requested Services, but whose Request for Services has not yet been accepted by us or who has not yet paid the Invoice for Services.
- Client: An individual or corporation or partnership or other entity having requested Services, and whose Request for Services has been accepted by us and has paid the Invoice for Services.
- Project: A set of one or more Services to be rendered for one of our Clients. All articles, if any, in a Project will be on the same topic category and will all have the same Author.
- Request for Services: A message sent by you to us using a page on the FreeLanceSubmit.com Site designed for the purpose, describing a Project that you are asking us to work on. It tells the general topic category of the Project and the number of articles to be produced in that Project, if any. It provides a detailed list and an estimated price of all Services requested in the Project.
- Web Site/Web Page: For the purposes of this Agreement, terms such as "Your Web site," "Your Web page," and similar terms may include your blog if you do not have an actual Web site in the conventional sense.
- Project Materials: A message with one or more attached files sent by us to you via e-mail containing the deliverable materials of the Project.
- Project Delay: If we require additional information from you or approval of intermediate Project Materials from you, as specified in the definition of Services in Section 4, and you do not respond within the time allotted, a delay may be introduced into the completion of later steps in the Project. This delay, caused by reassignment of resources, may be greater than the length of your delay in responding.
- Rework: Modification to an article necessary to make it acceptable to the Article Directories on which we attempt to publish it. Any article we submit for publication on Article Directories and which is rejected by one or more of the predetermined Article Directories will be subject to Rework. Rework of this nature increases the time required to complete the Project.
- Revise/Revision: Modification to an article which we have delivered to you in intermediate form prior to its publication and which you, in your discretion, have determined to be unacceptable. Revision of this nature increases the time required to complete the Project.
- Completed Project Work: Individual elements of the Project which have been produced and delivered in their complete and final state. When all Services in the Project have been Completed, the entire Project is Completed. Deliverable elements and the definition of Completeness are defined in Section 4, which describes each available Service.
- Abandoned Project: A Project which can not be completed in a timely manner due to failure of the Client to provide the required information or approvals to enable us to continue working on the Project. As stipulated in Section 6, abandonment of a Project may result in forfeiture of all fees paid.
3. Your Obligations
Your obligations under this Agreement consist of (a) providing us the information, clarification and/or approvals of Intermediate Deliverables to enable us to commence and/or to continue working on your Project, and (b) responding to our requests for information, clarification and/or approvals of Intermediate Deliverables in a timely manner.
You acknowledge and agree that you are required to respond promptly to our requests for information and to our requests for approval of Intermediate Deliverables. You further acknowledge that your prolonged failure to respond to our requests for information or requests for approval of Intermediate Deliverables may result in your Project being deemed an Abandoned Project as defined in Section 6.
In the event that you should delay in providing us the requested information, clarification, and/or approvals of Intermediate Deliverables beyond the response time stipulated in this Section, we may alter the schedule of your Project by adding to the affected tasks an amount of time equal to the time that you delayed plus one half of the time that you delayed, up to a maximum of the time you delayed plus three Business Days.
The following example illustrates this time penalty: If we have delivered an Article in Intermediate Form and require your approval (within one Business Day) before submitting it to the Article Directories for publication, and you do not respond with your approval until two business days after we sent you the Article, we are not obligated to begin submitting the Article to the Article Directories until one and a half Business Days after the time that we received your approval. That is, your delay of one day beyond the stipulated response time authorizes us to delay as much as an additional half day beyond our otherwise stipulated project time of one day for this phase of a Project.
For each phase of any Project at which we might reasonably request from you information, clarification and/or approvals of Intermediate Deliverables, you are required to respond with the requested information, clarification and/or approval within the time given in the following list:
- Request for access to password-protected Web site upon our acceptance of a Project: Within one business day.
- Request for any clarification or correction to information in your Request for Services upon our acceptance of a Project: Within two business days.
- Request for approval of a Topic in a Project which includes both Topic Research and Article "Ghost Writing" services upon our having delivered to you at least three Topics since the inception of the Project or at least three Topics since your last approval of a Topic: Within four business hours.
- Request for approval of an Article in preliminary form in a Project which includes both Article "Ghost Writing" and Article Publishing services: Within one business day.
Our corresponding obligations to deliver Project Materials in a timely manner are given in the paragraph of Section 4 which describes each Service and its associated Project Materials.
4. Available Services
4. A. General
This Section defines the Services which are offered by us, some or all of which may be included in the Project as defined in your Request for Services.
Each Service defined in this Section includes one or two lists of information that you must provide to us at various times as we work on the Project. You acknowledge and agree that you will provide this information as part of your obligation under this Agreement.
Each Service defined in this Section includes a list of Intermediate Deliverables which we will send to you in the course of our work on the Project. Some Services are divisible into several Intermediate Deliverables and in such cases we will send you several Intermediate Deliverables in the course of our work on that Service. You acknowledge and agree that by requesting our Services you are requesting that we send you these communications and that you will accept them.
Each Service defined in this Section includes a list of Final Deliverables which we will send to you upon completion of that Service. Some Services are divisible into several Final Deliverables and in such cases we will send you several Final Deliverables in the course of our work on that Service. You acknowledge and agree that by requesting our Services you are requesting that we send you these communications and that you will accept them. You further acknowledge that your acceptance of all Final Deliverables for your Project constitutes completion of that Project.
Each Service defined in this Section includes at least two fees, an Initial Payment and a Post-Satisfaction Payment. The Initial Payment price for all Services in the Project must be paid as soon as we accept the Project and before we will begin work on the Project. The Post-Satisfaction Payment for all Services in the Project will be requested two months after we have delivered the last Final Deliverable of the Project. You are invited and urged to render this Post-Satisfaction Payment as a statement of your satisfaction with our Services and as a good faith fulfillment of your agreement with us, but we will decline to pursue these payments beyond the first request. All payments to us, whether Initial Payments or Post-Satisfaction Payments, will be rendered as described in Section 7.
Each Service defined in this Section includes a Delivery Schedule. We generally anticipate that Project Work will be completed and delivered in less time than is indicated in this Delivery Schedule, but circumstances beyond our control may sometimes require us to use all of the allotted time for completion and delivery of the Project Work. In some cases, circumstances beyond our control will cause us to exceed the allotted time, and we will keep you informed in such cases. Some of the anticipated circumstances that may delay any Project include, without exclusion:
- Unavailability of Internet and/or telephone communications for extended periods in our area, in the areas where our contractors may be located, in the areas where our servers may be located, in areas where servers required for our work on the Project may be located, or generally in several or all of these areas.
- Unavailability of electric power or other infrastructure services in our area or in other geographical areas that may impact our work on the Project.
- Other unavailability of servers required for our work on the Project.
- Unanticipated unavailability due to illness, death, bereavement, or other causes, of human resources previously assigned to the Project.
- Failure of the Article Directories on which we intend to publish Articles to process our posted Articles for publishing or to send us a notice of rejection in a timely manner.
- Failure of the Client to respond in a timely manner as defined in Section 3 above to our requests for additional information or to our requests for approval of Intermediate Deliverables.
Certain Services defined in this section will be rendered only in conjunction with other Services within the same Project. In all such cases, these Services will be rendered in their entirety, which means that (a) you must provide us with all of the information required for each of the Services in the Project even though your primary interest may be in only one of the Services; and (b) we will deliver to you all Intermediate Deliverables and all Final Deliverables for each of the Services in the Project even though your primary interest may be in only one of the Services. In some cases, e.g. the Article Publishing Service performed in conjunction with the Article "Ghost Writing" Service, the performance of one Service will delay the delivery of Final Deliverables associated with another Service.
4. B. Commonly Required Information
We require certain kinds of information from you regardless of the specific Services you are requesting in your Project. These kinds of information common to all Projects, and the use we will make of this information, are defined here.
- Contact E-mail Address: On the Request Form, you must provide us with an e-mail address to be used in the necessary communications in support of the Project. This e-mail address will not be disclosed outside of FreeLanceSubmit.com, even to our outside contractors. We will use this e-mail address to request any clarification or amplifying information we need in the process of work on your Project. All Intermediate Deliverables and Final Deliverables will be sent to this e-mail address.
- Contact Name: On the Request Form, you must provide us with a name to be used as our point of contact for communications in support of the Project. This name will not be disclosed outside of FreeLanceSubmit.com, even to our outside contractors. We will use this name to personalize any communications we send you in the process of work on your Project. Note that if this name happens to be the same as the "Author Name" required in Article "Ghost Writing" Services and Article Publishing Services, we will disclose that name by including it in the articles and/or by assigning it as the Author Name on the Article Directory. However, the Contact Name and the Author Name are not necessarily the same name, and are treated as separate information items.
- Target Market: On the Request Form, you must provide us with a description in a few sentences identifying the market and market segment you wish to reach in your Article Marketing projects, and the type and nature of goods and/or services you are offering for sale on your Web site or blog, whether directly or via affiliate programs. We will use this information to guide and inform our work on the Project, and we will disclose this information to our outside contractors who may be engaged to produce the deliverable Project Materials of your Project.
- Address of your Web Site or Blog: On the Request Form, you must provide us with the URL of the main page of your Web site or blog, if it exists. This may be omitted if you are requesting Keyword Research Services only, and if your Web site or blog does not exist. We will use this address to access your Web site or blog in order to enhance our understanding of your target market and the tone of your marketing message. We will use this information to guide and inform our work on the Project, and we will disclose this information to our outside contractors who may be engaged to produce the deliverable Project Materials of your Project.
- Access to your Web Site or Blog: If access to your Web site or blog is restricted and controlled by a login ID of any kind, you must provide us with an account as soon as possible after we accept your Request for Services. If there are any fees for obtaining such access, or if credit card information must be provided by a visitor in order to obtain such access, you must provide us with an access account free of any such encumbrances. We will use this information to access your Web site or blog in order to enhance our understanding of your target market and the tone of your marketing message. We will use this information to guide and inform our work on the Project, and we will disclose this information to our outside contractors who may be engaged to produce the deliverable Project Materials of your Project. Upon completion of all Services you requested or other termination of this Agreement, we will discontinue use of this access information, and we will remind you that you may close this access account.
4. C. Keyword Research Service
- Initial Information Required
- No information required beyond that described in Paragraph 4. B, Commonly Required Information.
- Web site address and Web site access not required if the Web site or blog does not exist yet, but this information is highly desirable if the Web site or blog exists.
- Subsequent Information Required
- No information required beyond that described in Paragraph 4. B, Commonly Required Information.
- Intermediate Deliverables
- Final Deliverables
- Keyword Research Report, consisting of a table of keywords identified and analyzed in our research, and a text file explaining and amplifying the information in the table. Table is delivered in comma-separated values (CSV) format.
- Fees
- Initial Payment shall be $50.00, which must be paid upon our acceptance of the Project and before we begin any work on the Project.
- Post-Satisfaction Payment shall be $17.00. We will request this payment approximately two months after the delivery of the last Final Deliverable in the Project.
- Delivery Schedule
- Keyword Research Report will be delivered within two business days after we receive the Initial Payment. If any circumstances arise which will delay the delivery of the Report, we will notify you immediately and provide an updated delivery estimate.
- Associated Services
- Keyword Research Service may be performed as the only service within a Project, or in conjunction with other Services. Other Services in the Project will have no effect on the Delivery Schedule or Fees associated with the Keyword Research Service, except that the Post-Satisfaction Payment will be requested two months after delivery of the last Final Deliverable in the whole Project, which will be more than two months after the delivery of the Final Deliverables for Keyword Research Service.
4. D. Topic Research Service
- Initial Information Required
- All information described in Paragraph 4. B, Commonly Required Information.
- Number of Topics to be identified. On the Request Form, you must tell us the number of Topics you want us to identify in our Research. Each Project that includes Topic Research Service must identify no fewer than three Topics, and no more than 15.
- Subsequent Information Required
- No information required beyond that described in Paragraph 4. B, Commonly Required Information.
- Intermediate Deliverables
- Topics will be delivered to the Client individually as they are identified. Each Topic will be a text file containing a "Title," which will be the working title of the article that may be developed, a "Keyword List," which will be the list of keywords that are identified as desirable to use in the article that may be developed, and a "Summary," which will be a short paragraph summarizing the article that may be developed.
- Final Deliverables
- When the number of Topics requested in the Request for Services has been delivered to the Client, the last Topic so delivered shall be the Final Deliverable for the Topic Research Services portion of the Project.
- Fees
- Initial Payment shall be determined on a scale depending on the total number of Topics requested in the Project. For Projects that include three to six Topics, the Initial Payment shall be $35.00 per Topic. For Projects that include seven to 15 Topics, the Initial Payment shall be $31.00 per Topic. The entire Initial Payment must be paid upon our acceptance of the Project and before we begin any work on the Project.
- Post-Satisfaction Payment shall be determined on a scale depending on the total number of Topics requested in the Project. For Projects that include three to six Topics, the Post-Satisfaction Payment shall be $12.00 per Topic. For Projects that include seven to 15 Topics, the Post-Satisfaction Payment shall be $11.00 per Topic. We will request this payment approximately two months after the delivery of the last Final Deliverable in the Project.
- Delivery Schedule
- Intermediate Deliverables. The first Topic identified in the Topic Research Service will be delivered to the Client within five business days after we receive the Initial Payment. Subsequent Topics will follow at a rate of at least two per business day until all have been delivered. If any circumstances arise which will delay the delivery of one or more Topics, we will notify you immediately and provide an updated delivery estimate.
- Final Deliverables. Depending on the number of Topics to be identified in the Project, the last Topic will be delivered within six to 12 business days. If any circumstances arise which will delay the delivery of one or more Topics, we will notify you immediately and provide an updated delivery estimate.
- Associated Services
- Topic Research Service always requires Keyword Research Service in the same Project. Our work on Topic Research Service does not begin until we have completed the associated Keyword Research Service, and the time delay thus imparted to the Topic Research Service is included in the Delivery Schedule stated above.
- Topic Research Service may be performed in conjunction with Article "Ghost Writing" Services in a Project where we both identify the Topics and write the articles. In such a project, the number of Articles to be written is always at most two thirds the number of Topics to be identified. IN SUCH A PROJECT, THE CLIENT MUST RESPOND PROMPTLY TO THE DELIVERY OF TOPICS IN ORDER TO IDENTIFY THOSE TOPICS WHICH WILL BE DEVELOPED INTO ARTICLES. WE CAN NOT BEGIN THE ARTICLE "GHOST WRITING" SERVICES UNTIL AT LEAST ONE TOPIC HAS BEEN APPROVED BY THE CLIENT, AND WE CAN NOT CONTINUE THE ARTICLE "GHOST WRITING" SERVICES IF OUR DELIVERY OF FINISHED ARTICLES HAS OUTSTRIPPED THE CLIENT'S APPROVAL OF ADDITIONAL TOPICS. In such a Project, the contents of the Topic, i.e. the Title, the Keywords, and the Summary, as initially delivered to the Client may be altered slightly in the process of developing the Articles associated with those Topics. Such alterations will be in our discretion as we see fit in making the Article as effective and coherent as may be. If we make such alterations, they will be included among the deliverables of the Article "Ghost Writing" portion of the Project, and will not affect the delivery or completeness of the Topic Research Services portion of the Project.
- Other Services in the Project will have no effect on the Delivery Schedule, other than the delay imparted by the Keyword Research Service as stated above, or Fees associated with the Topic Research Service, except that the Post-Satisfaction Payment will be requested two months after delivery of the last Final Deliverable in the whole Project, which may be more than two months after the delivery of the Final Deliverables for Topic Research Service.
4. E. Article "Ghost Writing" Service
- Initial Information Required
- All information described in Paragraph 4. B, Commonly Required Information.
- Number of Articles to be produced. On the Request Form, you must tell us the number of Articles you want us to produce for you. Each Project that includes Article "Ghost Writing" Service must specify no more than ten Articles.
- Topic or Working Title. On the Request Form, you must provide a Topic or a Working Title and a brief description of what the Article should be about for each Article you are requesting. THIS IS NOT REQUIRED IF THE PROJECT ALSO INCLUDES TOPIC RESEARCH SERVICES.
- Web Page or File containing sources. This is optional, but recommended. If you have a Web page for which you own the right to copy the content and whose content might be suitable as the source material of one or more Articles that you are requesting, enter the URL of that Web page, or enter the words, "I have other source material," on the Request Form.
- Author Name. On the Request Form, you must tell us the name of the person who will be identified within the Articles as the Author. This must be the name of a person and not a company or "doing business as" name. All Articles to be produced in a given Project must have the same Author.
- Address (URL) of the "Target Page." On the Request Form, you must tell us the Web address which you want the Articles to invite people to visit. This may be the URL of a blog that you control. All Articles to be produced in a given Project must have the same "Target Page."
- Address (URL) of the "Contact Page." On the Request Form, you must tell us the Web address of a page where people can post a message or find your contact information. This may be the URL of a blog which you control. It is strongly recommended that this be a Web page and not a "MailTo" URL. All Articles to be produced in a given Project must have the same "Contact Page."
- Subsequent Information Required
- If we request amplifying or clarifying information about the Topic of any Article you have requested, you must respond to those requests promptly. Delay in your response may cause disproportionate delay in the overall Project.
- If you have indicated on the Request Form that you have source materials in electronic form other than a publicly accessible Web page, we will request those materials as soon as we have accepted your Project, and you must respond promptly by sending us a copy in a form suitable for reading by commonly available computer software.
- If you have not indicated that you have suitable source materials but in the course of our research we discover that there is suitable source material on your Web site, we may choose to use that source material. In such a case, we will send you an e-mail indicating that this is our choice, and you are not required to respond. HOWEVER, IF THIS CHOICE IS INAPPROPRIATE OR UNACCEPTABLE TO YOU FOR ANY REASON, SUCH AS THAT YOU DO NOT OWN THE COPYRIGHTS TO THAT MATERIAL, YOU MUST INFORM US IMMEDIATELY VIA E-MAIL THAT WE MAY NOT USE SUCH SOURCE MATERIALS.
- Intermediate Deliverables
- Articles will be delivered to the Client individually as they are written. Each Article will be a text file in a format conducive to manual posting on an Article Directory.
- If the Article "Ghost Writing" Services are being performed in conjunction with Article Publishing Services, the Article as delivered after having been written but before having been published shall be considered an "Intermediate Deliverable." After the Article is published, it will be delivered again in its final form. This final form will be in the same text file format conducive to manual posting on an Article Directory, but there may be minor changes in content in cases where the Article Directory publisher(s) rejected the Article and we made subsequent modifications.
- Final Deliverables
- When the number of Articles requested in the Request for Services has been delivered to the Client, the last Article so delivered shall be the Final Deliverable for the Article "Ghost Writing" Services portion of the Project.
- If the Article "Ghost Writing" Services are being performed in conjunction with Article Publishing Services, each Article in the Project must be delivered to the Client in its final form, after having been accepted by all Article Directories, in order for the Project to be considered Complete.
- Fees
- For Articles that we write entirely from the results of our own research, Initial Payment shall be determined on a scale depending on the total number of Articles requested in the Project. For Projects that include one to three Articles, the Initial Payment shall be $30.00 per Article. For Projects that include four to six Articles, the Initial Payment shall be $28.00 per Article. For Projects that include seven to ten Articles, the Initial Payment shall be $25.00 per Article. The entire Initial Payment must be paid upon our acceptance of the Project and before we begin any work on the Project.
- For Articles that we write using source materials in electronic form, including Web pages, provided by the Client, Initial Payment shall be determined on a scale depending on the total number of Articles requested in the Project. This scale is based on the same scale as for Articles produced entirely from the results of our own research, but reduced by the amount of $12.00 per article as follows. For such Projects that include one to three Articles, the Initial Payment shall be $18.00 per Article. For such Projects that include four to six Articles, the Initial Payment shall be $16.00 per Article. For such Projects that include seven to ten Articles, the Initial Payment shall be $13.00 per Article. This discount will be applied to each article, so that a Project that includes some Articles that we produce from the Client's source materials and some Articles that we produce from the results of our own research will have an Initial Payment calculated from a mix of rates from both scales, and the basis of these calculations will be stated explicitly on the invoice that we will provide upon our acceptance of the Project. The entire Initial Payment must be paid upon our acceptance of the Project and before we begin any work on the Project.
- POST-COMMENCEMENT DISCOUNTS. If we initially accept a Project on the basis of the assumption that we will produce the Articles entirely from the results of our own research, and subsequently determine that the Client has suitable source materials on the Client's Web site and we therefore produce some or all of the Articles using source materials that the Client already owns, the Client will be eligible for a refund in the amount of $12.00 for each Article so produced. Upon identifying such a situation we will immediately notify the Client of the amount of this refund, and request instructions as to how the Client would like to receive the refund, as described in Section 7. Such refund calculations, requests for instructions, and the time required for the Client to respond to this request, will have no impact on the schedule of the development and delivery of Project Work.
- Post-Satisfaction Payment shall be determined on a scale depending on the total number of Articles requested in the Project. For Projects that include one to three Articles, the Post-Satisfaction Payment shall be $10.00 per Article. For Projects that include four to six Articles, the Post-Satisfaction Payment shall be $8.00 per Article. For Projects that include seven to ten Articles, the Post-Satisfaction Payment shall be $7.00 per Article. We will request this payment approximately two months after the delivery of the last Final Deliverable in the Project.
- Delivery Schedule
- If the Project does not include Topic Research Services, the first Article will be delivered to the Client in its pre-publication form within four business days after we have delivered the Keyword Research Report. Additional Articles, if any, will follow at a rate of at least one per Business Day thereafter until all Articles have been delivered in their pre-publication form. If any circumstances arise which will delay the delivery of one or more Articles, we will notify you immediately and provide an updated delivery estimate.
- If the Project includes Topic Research Services, the first Article will be delivered to the Client in its pre-publication form within three business days after the Client sends us a selection from among the Topics we have delivered to the Client indicating which Topic(s) the Client wants us to develop into Articles. Additional Articles, if any, will follow at a rate of at least one per Business Day thereafter PROVIDED THAT THE CLIENT IS PROVIDING US WITH A STEADY STREAM OF APPROVED TOPICS. If we deliver Articles at a rate faster than the Client is responding to the results of our Topic Research, we may encounter a situation where we are waiting for the Client to indicate which Topics we should develop into Articles. If such delay extends beyond two Business Days, additional Articles may be delayed a further three Business Days as we reallocate our resources to accommodate the delay. IT IS IMPORTANT THAT THE CLIENT RESPOND PROMPTLY TO THE RESULTS OF OUR TOPIC RESEARCH SERVICES IN SUCH PROJECTS.
- Final Deliverables for Projects that do not include Article Publishing Services: The delivery of the last Article in its pre-publication form shall constitute final delivery of the Project and the Project shall be considered Complete.
- Final Deliverables for Projects that include Article Publishing Services: In such a Project, no Article shall be considered Complete until it has been accepted for publication on all Article Directories to which it has been submitted. In such a Project, the Client must indicate approval of the Article in its pre-publication form before we can submit it for Publication. IT IS IMPORTANT THAT THE CLIENT RESPOND PROMPTLY TO THE ARTICLE IN ITS PRE-PUBLICATION FORM SO THAT WE CAN PROCEED WITH PUBLISHING IT. We will send an additional copy of each Article, whether it has been changed or not, after each Article has been published. The Article "Ghost Writing" Services of the Project shall be considered Complete when the last Article has been delivered to the Client in its final, published form.
- Associated Services
- Article "Ghost Writing" Service always requires Keyword Research Service in the same Project. Our work on Article "Ghost Writing" Service does not begin until we have completed the associated Keyword Research Service, and the time delay thus imparted to the Article "Ghost Writing" Service is included in the Delivery Schedule stated above.
- Article "Ghost Writing" Services may be performed in conjunction with Topic Research Service in a Project where we both identify the Topics and write the articles. In such a project, the number of Articles to be written is always at most two thirds the number of Topics to be identified. IN SUCH A PROJECT, THE CLIENT MUST RESPOND PROMPTLY TO THE DELIVERY OF TOPICS IN ORDER TO IDENTIFY THOSE TOPICS WHICH WILL BE DEVELOPED INTO ARTICLES. WE CAN NOT BEGIN THE ARTICLE "GHOST WRITING" SERVICES UNTIL AT LEAST ONE TOPIC HAS BEEN APPROVED BY THE CLIENT, AND WE CAN NOT CONTINUE THE ARTICLE "GHOST WRITING" SERVICES IF OUR DELIVERY OF FINISHED ARTICLES HAS OUTSTRIPPED THE CLIENT'S APPROVAL OF ADDITIONAL TOPICS.
- Article "Ghost Writing" Services may be performed in conjunction with Article Publishing Service in a Project where we both write the Articles and publish them on Article Directories. In such a project, the Client must respond to the delivery of the Article in its pre-publication form before we submit it for publication. The Article "Ghost Writing" Service is not considered Complete until the Articles are delivered to the Client in their final form.
- Other Services in the Project will have no effect on the Delivery Schedule, other than the delays imparted by the Keyword Research Service and the Topic Research Service as stated above, or Fees associated with the Article "Ghost Writing" Service, except that the Post-Satisfaction Payment will be requested two months after delivery of the last Final Deliverable in the whole Project, which may be more than two months after the delivery of the Final Deliverables for Article "Ghost Writing" Service.
4. F. Article Publishing Service
- Initial Information Required
- All information described in Paragraph 4. B, Commonly Required Information.
- General Category. On the Request Form, select or enter the General Category under which the Articles should be published.
- Author's Biographical Information. On the Request Form, enter a few sentences about the Author that serve to support the Author's status as an expert in the field to which the Articles apply. This should not include any contact information or other sensitive information, but it should be identifiable and relevant. We will post this information on the Author's Biography page on all Article Directories to which we submit your Articles for Publication.
- Subsequent Information Required
- Author's picture in digital form. This is not required, but it is strongly recommended. We will request that you send us a suitable picture as an e-mail attachment as soon as we accept your Project. We will use this picture in creating an Author's Biography page on all Article Directories to which we submit your Articles for publication. This picture will be associated with your Biography page and will be publicly accessible.
- Intermediate Deliverables
- If we have modified the Author's picture in any way other than scaling it to size, such as cropping it or modifying its digital encoding format, in order to make it acceptable for the Article Directories, we will send it to the Client as an e-mail attachment before we post it on the Article Directories. The Client must respond in a timely manner to indicate the approval of the modifications to the picture. We will not post it on the Article Directories until the Client has given us approval. It is anticipated that the required turn-around time for approval of such modifications to the Author's picture will be negligible compared to the time required for the actual Project Work, but it is possible that inordinate delay on the Client's part could delay the Article Publication Service. If no modifications were required, we will not return the Author's picture to the Client.
- We will send a Submission Notification to the Client each time we submit an Article to an Article Directory for publication. Submission Notification shall consist of an e-mail containing the URL of the main page of the Article Directory, and the title of the Article that was submitted for publication. There will be at least three or four such e-mails for each Article in the Project, as each Article will be submitted to either three or four Article Directories. Note that if any Article is rejected by any Article Directory, we will submit the same Article to the same Article Directory, after making required modifications, and we will send an additional Submission Notification to the Client each time we resubmit a modified Article.
- If we receive a notice of rejection of any Article from any Article Directory, we will forward a copy of that notice to the Client. There will usually be no such notices of rejection in any Project. In any case these notices of rejection are for the information of the Client only and require no action or response from the Client.
- Publication information of each Article will be delivered to the Client individually as they are published. Publication information shall consist of an e-mail containing the URL of the Article as published on each Article Directory on which it is published. There will be three or four such e-mails for each Article in the Project, as each Article will be published on either three or four Article Directories.
- Each Article will be delivered to the Client in its final form after it has been published on the last of the three or four Article Directories to which it was submitted. There will be one such e-mail for each Article in the Project.
- Final Deliverables
- When the number of Articles requested in the Request for Services has been published and the Publication information and the Article in its final form have been delivered to the Client, the last Article so delivered shall be the Final Deliverable for the Article Publication Services portion of the Project, and the entire Project shall be considered Complete.
- Fees
- For Articles that we publish on Article Directories on which we have never published Articles before, Initial Payment shall be $50.00 for the first Article in the Project, and $15.00 for each additional Article in the Project. The entire Initial Payment must be paid upon our acceptance of the Project and before we begin any work on the Project.
- For Articles that we publish on Article Directories on which we already have an account, Initial Payment shall be $35.00 for the first Article in the Project, and $15.00 for each additional Article in the Project. This discount will be applied only if ALL OF THE ARTICLE DIRECTORIES on which the Articles are to be published are Article Directories on which we already have an account. This discount will be reflected on the invoice that we will provide upon our acceptance of the Project. The entire Initial Payment must be paid upon our acceptance of the Project and before we begin any work on the Project.
- Post-Satisfaction Payment shall be $15.00 for the first Article in the Project, and $5.00 for each additional Article in the Project. We will request this payment approximately two months after the delivery of the last Final Deliverable in the Project.
- Delivery Schedule
- The Author's picture, as modified, will be delivered to the Client within two Business Days after we have received the original. It is anticipated that the delivery schedule of other parts of the Project will render the return time and approval time of the Author's picture irrelevant to the overall schedule of the Project, but the Client must be aware that we will require this approval.
- Submission Notifications will be delivered to the Client immediately as the Articles are submitted for publication. This will normally occur within one Business Day after the Client sends us approval of the Article in its pre-publication form. In some cases, the Article Directories restrict the number of Articles that a given Author may submit within a given day or within a given week. If your Project involves Articles to be published on an Article Directory with such restrictions and if your Project involves a sufficient number of Articles that this restriction is likely to delay the publication of the Articles, we will inform you in advance. In such cases, we will submit the Articles for publication as rapidly as the Article Directory's policies permit. In any case, we will send the Submission Notification to the Client immediately as each Article is submitted for publication.
- Publication Information will be delivered to the Client in the same Business Day in which we receive it from the Article Directory. We have no control over how long it may take the Article Directory to approve the Article for publication, but most Article Directories state that they will process Articles within three to five Business Days after they are submitted. This is not a binding commitment by the Article Directory publisher, and we make no commitment nor warranty that your Articles will be published on any particular schedule.
- If any Article is rejected for publication by any Article Directory, we will immediately forward a copy of the rejection notice to the Client. We will rework the article to correct the deficiencies identified by the Article Directory and resubmit it to the Article Directory within two business days. This will begin the wait time for approval by the Article Directory, over which we have no control and regarding which we make no commitment or warranty.
- Articles in their final form will be delivered to the Client immediately as we deliver the last of the three or four Publication Information e-mails for that Article.
- When the last Article in the Project has been accepted for publication on the last of the three or four Article Directories to which it was submitted and we have delivered the last of the Publication Information and the last Article in its final form to the Client, the Project will be considered complete.
- Associated Services
- Article Publication Service always requires Article "Ghost Writing" Service in the same Project. Our work on Article Publication Service does not begin until we have completed the associated Article "Ghost Writing" Service for at least one Article and the Client has responded to indicate approval of the Article in its pre-publication form The time delays thus imparted to the Article Publication Service is included in the Delivery Schedule stated above. When Article Publication Services are complete and the last of the Final Deliverables for Article Publication Services are delivered to the Client, the Project is considered Complete. The Post-Satisfaction Payment will be requested two months after the deliver of the Final Deliverables for the Article Publication Services.
5. Intellectual Property Rights
WORKS FOR HIRE. You acknowledge and agree that all works produced by us for you under this Agreement are "works for hire" and part of a collective work (namely the collective body of articles on the Article Directories on which they are published, whether by us or by you) and as such you will have exclusive responsibility for the copyright of these works. You will hold FreeLanceSubmit.com and its affiliates and contractors blameless and free of all obligation or liability in any action regarding enforcement of or challenge to your copyright of these works.
The person designated in the Request for Services as the Author of the Articles in the Project shall be considered the author for all intents and purposes, and shall retain all copyrights in all works produced by us for you under this Agreement.
NONDISCLOSURE AND PROPER USE: All information you convey to us in the process of establishing and fulfilling this Agreement shall be regarded as your private information and/or intellectual property. We shall not disclose such information to any party other than to our contractors who may be engaged to fulfill some of our obligations under this Agreement, and all such contractors shall be bound under this same Agreement as acting on our behalf. We shall use your private information and/or intellectual property only as necessary and as stated in this Agreement for the purposes of rendering the Services you have requested. We shall communicate with you via e-mail only as necessary to exercise and fulfill our obligations under this agreement including to request additional information as we may require in order to render the services you have requested, and to deliver the Intermediate and Final Deliverable materials in fulfillment of this Agreement. We shall not use your e-mail address or other contact information for purposes of soliciting additional business or offering additional services, whether business or services directly related to FreeLanceSubmit.com, or business or services related to other operations which we may be involved in. We shall not use your intellectual property, including without exclusion ideas for domain names or Web businesses which may be suggested by the information you provide to us except as necessary in rendering and delivering the services you have requested.
6. Abandonment of a Project
As described in Section 3 above, you must respond in a timely manner to our requests for information and to our requests for approval of Intermediate Deliverables in order to keep the Project Work progressing, and we may add additional time to the estimated delivery of subsequent Project Work if you delay in responding to us.
In addition, if you fail to respond to any necessary communication related to the rendering and delivery of Services which you have requested under this agreement, and your failure to respond prevents us from fulfilling our obligations under this Agreement, and this failure to respond continues for a period of more than ten Business Days, we may declare your Project to have been Abandoned. If your Project is Abandoned, this Agreement shall be terminated, and you shall not be entitled to further delivery of Project Materials, nor shall you be entitled to refund of any payments made before the point at which the Project was Abandoned.
7. Payments and Refunds
All payments for Services under this Agreement shall be made through a PayPal account which we maintain for this purpose. Upon acceptance of your Request for Services, we will cause an Invoice for Services to be sent to the e-mail address you provided in your Request for Services. This Invoice for Services will provide a detailed listing of the Services to be rendered and the Initial Payment fees, with all applicable discounts applied, for those services. You can pay this invoice on PayPal's secure servers in accordance with PayPal's policies and procedures. It is not necessary for you to have or to create a PayPal account in order to pay this Invoice, but you may pay the Invoice in accordance with PayPal's policies, via PayPal account, credit/debit card, or via direct bank transfer.
This Invoice for Services must be paid before we will begin any Project Work.
Two months after the completion of your Project, we will cause a Request for Payment to be sent to the e-mail address you provided in your Request for Services. This Request for Payment will provide a detailed listing of the Services rendered and the Post-Satisfaction Payment amount for those services. You can pay this invoice on PayPal's secure servers in accordance with PayPal's policies and procedures. It is not necessary for you to have or to create a PayPal account in order to pay this Invoice, but you may pay the Invoice in accordance with PayPal's policies, via PayPal account, credit/debit card, or via direct bank transfer.
You may pay this Request for Payment as a declaration of your satisfaction with the services we have rendered and with the results of the services we have rendered.
If you are entitled to a Refund, as may happen if we determine after you have paid the Invoice for Services that we can render some or all of the Services at a discounted rate, we will notify you of your entitlement to a Refund and the amount of that Refund, and request your decision as to how that Refund should be made. You may request that we issue the Refund immediately against our PayPal account, in which case the refund will be issued in accordance with PayPal's policies which usually involve returning the funds in the same manner as which they were paid (i.e. as a credit to your PayPal account, as a refund credit on your credit/debit card, or as a direct transfer to your bank account), or you may request that we hold the refund as a credit against future Requests for Services which you may issue to us on our Web site.
8. Pricing Policies and Price Estimation
We may change our policies regarding prices and discounts that may apply to the Services we offer by posting a revised version of this Agreement on our Web site. Prices and discounts for Services we offer which are effective at the time you post your Request for Services on our Web site shall remain in effect for the duration of your Project. If we have posted a new Agreement after you have posted your Request for Services, the new prices shall not apply to the Project which was initiated by your Request for Services. It is your responsibility to check this Agreement each time you post a Request for Services in case the prices and other provisions of this Agreement may have changed since the last time your requested our services.
Our Request for Services Form uses computer code to calculate an estimated price for the entire package of Services you are requesting. Prices indicated on the Request for Services Form are to be considered estimates only, and the actual price will be reflected in the Invoice for Services. The Request for Services Form can not calculate discounts based on the availability of source information from which we may produce Articles, nor can it calculate discounts based on our existing accounts on Article Directories to which we may submit your Articles for publication.
If for any reason the computer code in the Request for Services Form produces an incorrect price, we shall not be bound to honor that price. The price reflected in the Invoice for Services shall be binding on us, except that we may later choose to apply as discount as described in Section 4 paragraph E in the subparagraph that begins "POST-COMMENCEMENT DISCOUNTS."
9. Term of the Agreement
Section 5, relating to the nondisclosure and refraining from use of your intellectual property and private information, are effective and binding upon us upon your posting any Request for Services on the FreeLanceSubmit.com Site.
The term of all other Sections of this Agreement will begin upon our acceptance of your Request for Services and your payment of the Invoice for Services and will end when terminated by either party or when all requested Services are rendered completely.
Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. Upon the termination of this Agreement for any reason, we will immediately return to you any Project Materials in our possession and all other materials provided by you or on your behalf to us pursuant hereto or in connection with the Services.
10. Modification
We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a change notice or a new agreement on the FreeLanceSubmit.com Site. Modifications may include, for example, changes in the scope of services offered, changes in the time allotted for performance of services, and changes in the fees charged for services. All such modifications will be effective for any Projects accepted after such modifications are posted on the FreeLanceSubmit.com Site, and will not affect Projects already accepted before the modification was posted. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO DECLINE TO REQUEST FURTHER SERVICES. YOUR REQUEST FOR SERVICES FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON THE FREELANCESUBMIT.COM SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.
11. Relationship of Parties
You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Section.
12. Limitation of Liability
We will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement will not exceed the total fees paid or payable to us under this Agreement.
13. Disclaimers
We make no express or implied warranties or representations with respect to any products or services sold through the FreeLanceSubmit.com Site (including, without limitation, warranties of fitness, merchantability, noninfringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of the FreeLanceSubmit.com Site will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.
It is your responsibility to ensure that Articles and similar Project Work we produce in rendering the Services you request contain adequate disclaimers and caveats regarding the use of the information they contain. Any liability for any express or implied warranties or representation with respect to the use of said information shall be yours, and you shall hold FreeLanceSubmit.com blameless and free of all obligation or liability in any action regarding a reader's use of said information.
14. Independent Investigation
By submitting a request for services via the FreeLanceSubmit.com Site, you acknowledge that you have read this Agreement and agree to all its terms and conditions. You understand that we may at any time (directly or indirectly) enter into agreements with other parties on terms that may differ from those contained in this Agreement. You have independently evaluated the desirability of requesting services under the terms of this Agreement and are not relying on any representation, guarantee, or statement other than as set forth in this Agreement.
15. Arbitration
Any dispute relating in any way to this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement or your relationship with us or any of our affiliates shall be submitted to confidential arbitration in Nashua, New Hampshire, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court in the state of New Hampshire (and you consent to non-exclusive jurisdiction and venue in such courts) or any other court of competent jurisdiction. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
16. Miscellaneous
This Agreement will be governed by the laws of the United States and the state of New Hampshire, without reference to rules governing choice of laws. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this
Agreement.
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