Marketing SEO Strategy

MARKETING SEO STRATEGY

Parties and Contact Information

This Marketing SEO Strategy (the "Strategy") is entered into between the Brand/Client and the Agency/Provider identified below as of the Effective Date.

Effective Date and Term

Effective Date:    Term:    Renewal:

Campaign Overview

Primary Channels (select all that apply):

Organic Search (SEO)
Local SEO / Listings
Technical SEO & Site Audit
Content Marketing / On-page Content
Link Acquisition / Outreach
Social Signals / Social Content

Scope of Services & Deliverables

The Agency shall perform the services described below in a professional manner consistent with industry standards. Specific deliverables, formats and deadlines are set forth in the Deliverables section.

Standard service components (select applicable and provide specifics):

Keyword research and prioritization
On-page optimization (title tags, meta, schema)
Technical site audit and remediation recommendations
Content creation and optimization
Link acquisition and outreach
Monthly performance reporting and analytics

Deliverables, Deadlines & Acceptance

The Agency will deliver the items listed below according to agreed deadlines. Client shall accept or provide written requests for revision within 10 business days of delivery, after which deliverables will be deemed accepted.

Additional deliverables and timelines shall be documented in writing and signed by both parties as Change Orders pursuant to this Strategy.

Compensation, Expenses & Payment Terms

Client agrees to pay the Agency the fees described below in consideration for the Services. All fees are exclusive of applicable taxes unless otherwise stated.

Payment Schedule: Client shall pay invoices within days of invoice receipt. Late payments shall incur interest at per month or the maximum permitted by law.

Reporting, Metrics & KPIs

Agency will provide reports and performance metrics as described below. Reports will include methodology, source data and actions taken. Key performance indicators (KPIs) agreed for the Campaign include:

Reporting Frequency:    Delivery Method:

License, IP Ownership and Use Rights

Subject to Client's timely payment of all fees, the Agency hereby grants Client a non-exclusive, worldwide, royalty-free license to use the final deliverables for Client's business purposes for the duration set forth below. Notwithstanding the foregoing, Agency retains ownership of Agency's pre-existing methodologies, templates and tools.

Assignment of Work Product to Client: Assign full ownership to Client    License to Client: Grant perpetual license to Client

FTC Disclosure Compliance

When content constitutes endorsements or sponsored placement, Client and Agency will comply with applicable advertising and endorsement disclosure regulations, including clear and conspicuous disclosure of material connections. The parties agree to cooperate to ensure required disclosures are present in content and placements.

Agency represents that it will notify Client of any paid placements or material connections subject to disclosure and will include disclosure language as required. Client acknowledges responsibility for final approvals of disclosure language where required.

Exclusivity

Client exclusivity: Agency will not provide similar SEO services to direct competitors defined as

Exclusivity Period (months):

Confidentiality

Each party shall treat as confidential all non-public information disclosed by the other party and shall not disclose such information except to those employees, contractors or advisors who have a need to know and who are bound by confidentiality obligations at least as protective as those set forth herein. Confidential information does not include information that is or becomes publicly available without breach by the recipient, that was developed independently, or that is required to be disclosed by law.

Termination; Kill Fee

Either party may terminate this Strategy upon days' written notice. If Client terminates without cause prior to the expiration of the Term, Client agrees to pay a kill fee equal to , in addition to fees for services performed and reimbursable expenses incurred through the termination date.

Warranties; Liability; Indemnification

Each party represents and warrants that it has authority to enter into this Strategy. Agency warrants that it will perform services in a professional manner consistent with industry standards but does not warrant specific search engine rankings or results. EXCEPT FOR WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS STRATEGY SHALL NOT EXCEED THE AMOUNTS PAID BY CLIENT TO AGENCY IN THE SIX MONTHS PRECEDING THE CLAIM.

Client shall indemnify and hold harmless Agency from claims arising from Client-provided content, inaccurate instructions, or Client's failure to comply with applicable laws. Agency shall indemnify Client for claims arising from Agency's gross negligence in performing the Services.

Force Majeure; Notices; Amendments

Neither party shall be liable for delays or failure to perform due to causes beyond reasonable control (including but not limited to acts of God, strikes, governmental action, or outages). Notices shall be sent to the contact information set forth above and shall be effective upon receipt. Amendments must be in writing and signed by authorized representatives of both parties.

Governing Law and Dispute Resolution

This Strategy shall be governed by the laws of the state of without regard to conflicts of law principles. The parties agree to negotiate in good faith to resolve disputes; unresolved disputes shall be resolved by binding arbitration in accordance with mutually agreed rules.

Miscellaneous

Relationship of Parties: The parties are independent contractors and nothing in this Strategy creates an employer-employee, partnership or joint venture relationship. Severability: If any provision is held invalid, the remaining provisions remain in effect.

Change Orders: Any changes to scope, schedule or fees must be documented in a written Change Order signed by authorized representatives of both parties.

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