Terms of Service
(Updated: July 30th, 2022.)
- If there is a conflict between the terms of the Agreement, the terms shall govern according to the following order of precedence: 1) the Order, 2) these Terms of Service, and 3) any terms incorporated by reference by either of the above. The substantive terms contained in your purchase order, order confirmation, notice of receipt, vendor registration portal, or any other transactional document, form, or notice provided by you shall be void and without effect, even where your customary business practices require a showing of assent to such terms by us such as by signature or reference in an invoice.
- We may update these Terms of Service from time to time in our sole discretion; the current version may be found at (https://pullmanmarketing.com/tos) In the event of any material change, we will provide you with written notice. Your continued use of the Services following such updates constitutes your acceptance of the same. If you do not agree to the terms of any modification, you may terminate the Agreement in accordance with the Termination section below.
SCOPE OF WORK AND FEES
The parties to this agreement hereby agree to a contract for professional services whereby PULLMAN MARKETING will perform professional services on behalf of CLIENT.
The scope of work shall be as detailed in proposals and estimates and other written communications between the parties.
Estimates provided for projects with a value of $2000 or more shall be considered fixed price quotations for the scope of work detailed. 50% of project must be paid as a non-refundable deposit prior to start of project with the remaining amount to be paid in full at the launch of project.
Estimates provided for other projects and tasks shall be non-binding and billing shall reflect time worked on such projects and tasks. The billing rate applicable shall be a ‘blended rate’ of $70/hour for time spent working on behalf of client by PULLMAN MARKETING’s directors, employees and sub-contractors.
Such work may include: concepts and consultation; design and implementation; project management including meeting attendance; production management; programming; writing, training & documentation
In general Pullman Marketing shall invoice for work performed on a monthly basis. An alternative payment schedule may be detailed in estimates.
Regardless of such payment schedules, PULLMAN MARKETING reserves the right to issue progress invoices at any time to reflect work performed to that date. Progress invoices may be based on time worked or achievement of project milestones.
45 Days Late:
Cut Off Services
(May Not Be Able To Continue Operations In Servicing Account)
Late payments will be charged a:
-5% late penalty after 15 days.
-10% late penalty after 30 days.
After forty-five (45) days, we may not be able to continue operations in servicing your account.
AUTHORIZATIONS AND APPROVALS
As part of this agreement Pullman Marketing will produce electronic files for production as per instructions from CLIENT. While we will endeavor to avoid errors and bring to CLIENT’s attention any errors that we notice, CLIENT is responsible for approval of proofs, proof reading and errors.
All work delivered to CLIENT should be considered accepted unless the CLIENT notifies PULLMAN MARKETING to the contrary within 48 hours.
When required and authorized by CLIENT travel shall be billed to CLIENT at $0.58/mile for road travel and at-cost for air travel, Travel time will be billed at 50% of hourly rates. Per-diem shall be a maximum of $100. CLIENT shall provide hotel accommodation in the event of overnight stay being required.
PULLMAN MARKETING shall use due care in the performance of the obligations under this Agreement to ensure that no person is injured, no property is damaged or lost, and no rights are infringed.
CLIENT warrants that all content and other materials provided by CLIENT to PULLMAN MARKETING for use in fulfilling this agreement are provided legally and without infringement on third party intellectual property rights. CLIENT shall indemnify PULLMAN MARKETING against any claims resulting from such infringements.
Intellectual property (IP) in all work created by PULLMAN MARKETING and accepted by CLIENT is hereby assigned to CLIENT upon settlement of relevant accounts. Such IP remains the property of PULLMAN MARKETING until such time. PULLMAN MARKETING retains all IP in unused concepts and designs. PULLMAN MARKETING will provide electronic files for any and all work created for CLIENT upon request subject to their account being in good standing. PULLMAN MARKETING reserves the right to charge a de-archiving fee for the retrieval of electronic files from archives over 1 year old. It is understood by CLIENT that PULLMAN MARKETING is unable to assign intellectual property in items that PULLMAN MARKETING uses under license. Such items may include stock photography, illustrations, fonts and code libraries.
PULLMAN MARKETING retains its moral rights as author of all works created under this agreement and as such may use work created under this agreement for its own promotional purposes (e.g. in its portfolio).
The parties will treat as confidential and will not, without the prior written consent of the other party, publish, release or disclose or permit to be published, released or disclosed, either before or after the expiration or termination of this Agreement, any confidential information supplied to, obtained by, or which comes to the knowledge of either party as a result of this Agreement.
CLIENT may terminate this Agreement at any time by giving notice in writing to PULLMAN MARKETING as a 30 day notice to stop services. PULLMAN MARKETING may terminate this Agreement at any time by giving notice in writing to CLIENT. Upon termination of this Agreement, PULLMAN MARKETING shall cease to deliver any further services. CLIENT shall be under no obligation to PULLMAN MARKETING other than to pay PULLMAN MARKETING, upon receipt of an invoice, for work completed to the date of termination. PULLMAN MARKETING shall be under no obligation to CLIENT other than to provide electronic files after the settlement of relevant accounts. If CLIENT chooses to terminate the agreement early, CLIENT is still responsible for payment of any work completed by PULLMAN MARKETING. CLIENT should be aware that if a payment schedule has been agreed upon, the CLIENT is still responsible for full payment.
The CLIENT undertakes that is shall not directly or indirectly, for the Term and for twelve (12) months after the date of termination of this Agreement, solicit any PULLMAN MARKETING employee for the purposes of offering employment, unless expressly approved by PULLMAN MARKETING in writing.