This agreement is entered into between Excalibur Marketing Agency (hereinafter referred to as “Excalibur”, “we”, “us”, “our”) and Yourself hereinafter referred to as “Client”, “you” “your”).
- REPRESENTATIONS AND WARRANTIES
Excalibur agrees to provide the client with Search Engine Optimisation (hereinafter referred to as “SEO”) as described in our website and other related services. We are authorised by the Client to use the keywords and/or phrases identified to develop and improve the natural ranking of the Client’s website(s), in the search engines
Key SEO terms are used in client documentation and reports and to remain transparent and as jargon-free, as possible we have defined below some of the key terms. This is not an exclusive list and we cannot be held responsible for the accuracy or completeness of the terms relating to SEO described below:
For the purposes of our agreement:
“Client’s Competitor” – An individual or a company which is in the same sector and niche as the client and is targeting the same/identical keywords in same/nearby geographic location(s).
“Confidential Information”- includes but is not limited to, all fees, services, documents, recommendations, reports, e-mails, postal mail, courier or phone/skype consultation for the purpose of reporting, recommending or educating the client.
“Keyword” – Search term(s) used to retrieve information through search engines.
“Keyword stuffing” – An unethical SEO technique. Keyword stuffing occurs when a web page is loaded with keywords.
“Keyword cannibalization” – Several web pages targeting the same keyword(s)
“Link Acquisition” –Content or feature within a website that encourages viewers to place links to it from other websites.
“Link Building” –SEO technique which is used to receive backlinks (or votes) for a website.
“SEO” –Search engine optimisation (SEO) – the process of improving the volume or quality of traffic to a web site from search engines via “natural” or unpaid (“organic” or “algorithmic”).
“Search Engines” – It is a computer program which is used to retrieve documents from a computer network. Three popular search engines are Google, Yahoo and Bing.
“Social Media Optimisation” – Methods used to generate publicity through social media channels.
“URL”- It is the address of the web page.
“URL Canonicalization” – Picking the best URL when there are several choices, and it usually refers to home pages.
“User Engagement”- How much a visitor has been positively influenced by the website and is engaged to it
“Website Usability”- How easy it is for visitors to use your website.
“Website Accessibility”- How accessible is your web pages to your visitors and search engines.
Excalibur is committed to providing the following:
Website On-Page Audit – Providing (but is not exclusively limited to):
- Review of issues linked to website usability, accessibility and credibility, user engagement, security and legal issues and suggested remedial works.
- Recommendations for remedial works to correct negative SEO issues (not limited to, but including keyword stuffing, duplicate content, URL canonicalization)
- Recommendations for content development.
Off-Page Report – Providing (but not exclusively limited to):
- Review and results of existing website rankings for the specified keywords in the search engine results.
- Comparison of ranking positions with a relevant business competitor.
- Recommendations for link building and development.
Website Optimisation – After producing an On-Page Audit we may recommend certain remedial works to take place in order to improve the efficiency of your website. These works can be carried out by us or your web designer depending on the nature of the relationship with us.
On-page optimisation– We may recommend changes including meta descriptions, title tags, content and other on-page factors of the client’s website. These are all intending to improve the relevance, trust and usability of the website and will be linked to the client’s relevant keywords. The overall aim is to increase the ranking results for the specified keywords.
Link Building – We write engaging content based on the clients specified keywords and submit to a variety of websites to increase the visibility of the client’s website in the search engine results.
Blog Post articles– We may write content for on-page blogs to enhance the search engine rankings for the client’s website.
Social Media Optimisation– We may provide advice on social media optimisation and how you can integrate social activities within your website as well as providing training and management of your social media channels.
SEO Reporting – SEO campaigns are reported to clients on a monthly basis highlighting the progress either positively or negatively on the search engine rankings.
- PAYMENT TERMS
Invoices are issued monthly and must be cleared within 30 days and no longer than the given invoice date. All SEO campaigns are for a minimum of 120 days unless outlined in a separate offer. Cancellations of SEO campaigns must be received in writing or email with a minimum of 30 days’ notice or payment of a final invoice.
The Client agrees to pay the monthly fee for SEO and other services with all amounts paid in British Pounds GBP £ unless otherwise agreed with Excalibur. Non-payment due to sudden change, lack of money or other reason that breaches this agreement will result in an invoice being issued for the works already completed plus a 10% surcharge of the remaining month’s total amount.
- ASSIGNMENT OF SPECIFIC RIGHTS
The Client agrees to provide the following to Excalibur for the purposes of our working relationship. Failure to do so may result in website penalties, downtime, loss of ranking position and further costs to the Client for which Excalibur accepts no liability.:
- Authority to communicate with any third party deemed necessary in relation to your website such as web developers, designers and hosting companies.
- Authorisation to use Client logo for the basis of report and content creation. Confirmation that any graphics, logos, photos, trademarks and content is owned by the Client or that written permission has been received from the legal owner to use these elements. The Client confirms they will protect, defend and indemnify Excalibur and any of its subcontractors from any liability or legal action resulting in the use of these elements.
- Give FTP and admin login access to Excalibur as required for remedial works to be undertaken on Clients website optimisation.
- To produce website content where necessary to enhance web pages. Excalibur can produce this content for the client if required at an additional cost.
- To inform Excalibur as soon as is reasonably possible of any changes to a website domain name or transferring to a secured site (https).
- Not to change any Blog posts, On-Page content that has been created by Excalibur without the prior consent of Excalibur.
- To reply to any queries Excalibur may have in relation to on-page and link building in a reasonable time period.
- To inform Excalibur with 30 days’ notice should the Client wish to increase or reduce their SEO link building amount.
- NON-DISCLOSURE AGREEMENT
For the duration of the contract period and subsequent time after the Client agrees to keep in confidence any Excalibur confidential information that they have been granted access to and will not disclose any of this information without prior written consent from Excalibur. The Client agrees not to partake in the attack or criticism of Excalibur or any of its employees publicly (this includes but is not confined to, social media channels, blogs, public forums etc). Clients also agree to not seek SEO advice from community groups or online forums which could create a bad name to Excalibur or any of its employees. Client agrees to pay reasonable damages to Excalibur and any of its employees should a breach of this non-disclosure agreement occur.
Client acknowledges the following in relation to services from Excalibur:
- All fees are non-refundable.
- Excalibur has no control over search engines in relation to their policies and ranking algorithms with respect to the type of sites and/or content that they accept now or in the future. Client’s web site may be excluded from any search engine or directory at any time at the sole discretion of the search engine or directory.
- As a result of some keyword and phrases being competitive and ongoing changes in search engine ranking algorithms, and other competitive factors, Excalibur does not guarantee any position for any keyword, phrase, or search term.
- Excalibur assumes no liability for ranking, traffic, indexing issues related to penalties. Consequently, the client understands that expectations for rankings should be realistic.
- Any content created by Excalibur for the purposes of link building is the sole ownership of Excalibur. Upon cancellation or end of the contract, Excalibur retains the rights to these works, to edit and use where required.
- Excalibur accepts no liability for loss of ranking position should Client decide to cancel or end their contract with us.
- END OF OR CANCELLATION OF CONTRACT
The contract may be ended by either party if the desired results are achieved or timescale has been completed. Excalibur reserves the right to end the contract due to breach of its terms and conditions. The contract can also be ended by mutual agreement of the parties involved in the contract. The contract may also end as a result of Excalibur being unable to fulfil their functions as a result of man-made issues (riots, acts of terrorism, war etc) or natural disasters (like a flood, hurricane, earthquake, etc). Contracts can be cancelled with 30 days’ notice in writing or email after the initial 120 days, or another agreed timescale.
- GOVERNING LAW AND JURISDICTION
Governing law means which country’s rule of interpretation and legal remedies applies in case of any dispute arising out of the contract. Jurisdiction means the place where your dispute will be heard. This Agreement (Contract) shall be governed by the laws of Britain and the British court in respect of any dispute or difference between the client and Excalibur arising out of this Agreement (Contract). Any dispute or difference can also be resolved outside the court by appointing an independent third party (also known as arbitrator) on mutual agreement of the client and Excalibur. However, in this case, arbitrator’s decision is final and cannot be disputed or appealed in the court of law.
This contract is all-inclusive however if there is a verbal or written agreement that exists between the two parties stated in this agreement, they will be reviewed separately. By paying your invoice for the works undertaken you agree that you fully understand this contract, you are legally competent and authorized to enter into the contract and you agree to this contract on your ‘own free will’ without any undue influence, misrepresentation of facts or by mistake. You also represent and warrant to Excalibur that you have no interest or obligation which is inconsistent with or in conflict with this agreement or which would prevent, limit, or impair Excalibur’s performance of any part of this agreement. You agree to notify Excalibur immediately if any such interest or obligation arises.