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1. Introduction and Acceptance of Terms
This section sets the stage. It should clearly state that by using your services, the client agrees to be bound by these terms. Who the agreement is between: Clearly identify your business ("GMB Rank Up," "we," "us," etc.) and the client ("you," "your," "Client"). Purpose of the agreement: A brief statement that these terms govern the relationship between you and the client regarding the services you provide. Consent: A statement that continued use of your website or services constitutes acceptance of these terms.
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2. Description of Services
This is where you clearly define what "GMB Rank Up" does. Precision here is key to avoiding scope creep and managing client expectations. Reinstatement Services: Outline the process you will follow. Be clear that you are providing a service to assist with reinstatement, not a guarantee of a successful outcome, as the final decision rests with Google. You are a consultant, not an adjudicator. New Profile Creation: Detail the steps you will take, such as setting up the profile, optimizing it, and guiding the client through the verification process. Ongoing Management/Optimization: If you offer this, explain what it includes (e.g., responding to reviews, posting updates, monitoring for issues).
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3. Client Responsibilities and Obligations
This section protects you by outlining what the client must do to ensure the project's success. Provision of Information: The client must provide accurate and complete business information, licenses, and any other documentation required for GMB verification or reinstatement. Account Access: The client must grant you necessary access to their Google account and GMB profile. Compliance with Google's Policies: The client agrees to abide by all of Google's Business Profile guidelines. This is a critical clause that places the responsibility on the client to have a legitimate business. You should state that you will not assist with any profile that violates these policies. Timely Responses: The client must respond to your requests for information or approvals in a timely manner.
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4. Payment Terms
This is crucial for your financial health. Pricing: State the cost of your services. You can reference a separate page or a custom quote/proposal. Payment Schedule: Specify when payments are due (e.g., a deposit upfront, the remainder upon completion, or monthly for ongoing services). Late Fees: Detail the consequences of late or non-payment, such as late fees or suspension of services. Refund Policy: Be very clear about your refund policy. Is the initial payment non-refundable? Are there any circumstances under which a refund will be granted?
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5. Limitation of Liability and Disclaimers
This is one of the most important legal protections for your business. No Guarantees: Explicitly state that you do not guarantee specific outcomes, such as a successful reinstatement or a specific ranking on Google. The success of a GMB profile is subject to many factors outside your control, including Google's algorithms and policies. Indemnification: The client agrees to protect and hold you harmless from any claims, damages, or legal actions that arise from their use of your services or their GMB profile. Disclaimer of Warranties: State that your services are provided "as is" without any warranties, express or implied. Limitation of Damages: Cap your liability at a specific amount, such as the total fees paid by the client for the services in question. This is a common and important practice in service-based contracts.
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6. Intellectual Property
Ownership of Materials: State that any content, strategies, or materials you create for the client are owned by the client once they have paid in full. Your Ownership: State that your website, branding, and other intellectual property remain your property.
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7. Termination of Service
Your Right to Terminate: Detail the reasons you can terminate the agreement (e.g., non-payment, client's violation of Google policies, client's abusive behavior). Client's Right to Terminate: Explain how a client can terminate the agreement and what, if any, penalties or fees apply.
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8. Confidentiality
Confidentiality: State that you will not share any confidential business information with third parties without the client's consent, except as required by law. The client should also agree not to share your proprietary strategies or methods.
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9. Governing Law and Dispute Resolution
Governing Law: This clause is essential for a business operating across states. You should choose a specific state's laws to govern the contract (e.g., "This Agreement shall be governed by the laws of the State of [Your State], without regard to its conflict of laws principles."). Dispute Resolution: This clause dictates how legal disputes will be handled. You can require disputes to be resolved through binding arbitration, which is often faster and less expensive than traditional litigation. You should also specify the location for this arbitration.
