1. Proof of Service:

7 Sided Cube will provide an initial consultation and monthly reports that document the Client’s website rankings among major search engines. These reports and the SEO Package description will be the sole measure of 7 Sided Cube performance and proof of service. 7 Sided Cube believes in giving their clients top-notch service and will supply all passwords, email accounts, and links to client for future SEO work. The parties agree that no other action by 7 Sided Cube is required for conclusive proof of 7 Sided Cube service and performance under this contract.

  1. Trademark disclosure:

The Client acknowledges that 7 Sided Cube’s sole obligation is to provide the services described in this Agreement, consisting of recurring search engine optimization efforts for the Client’s Web site. 7 Sided Cube will optimize Client’s web pages for key phrases approved by Client. 7 Sided Cube does not perform a trademark search on phrases approved or previously used by the Client. The Client may only use Client-owned trademark or product names and generic industry terms relevant to Client web site. Some common terms have been trademarked in the past and search engines may disallow use of such terms. Client is hereby advised that the result of such trademark infringement is the sole and exclusive responsibility of Client.

  1. Separate Changes:

The search engines and directories perform changes outside of 7 Sided Cube or Client’s control and results will vary from month-to-month. 7 Sided Cube is a search engine optimization and placement system consisting of redundant processes and techniques considered to be the Intellectual Property of 7 Sided Cube. 7 Sided Cube is not responsible if search engines do or do not pick up and register hyperlinks into a database. Any text picked up by an engine or directory is at the discretion of the engine or directory. No third-party, 7 Sided Cube included, can stop a search engine or directory from truncating or re-arranging text in a hyperlink.

  1. Pre-Payment Terms, Cancellations:

Client agrees to pre-pay 7 Sided Cube the fees as described as follows:

  1. Electronic Pre-Payment.

At the time Client makes the initial payment, Client will use online payment located on secure servers with QuickBooks Payments. All credit card information is kept securely by QuickBooks and 7 Sided Cube assumes no liability for credit card security because we do not handle the information. Such payment must clear prior to any obligation on the part of 7 Sided Cube to start the optimization work, keyword research and generation and website infrastructure analysis. 7 Sided Cube will give a full refund of payment if the client chooses to cancel before services are rendered. No refunds will be given if any services are rendered before client e-mail notification of cancellation.

  1. Subsequent Monthly Pre-Payments.

The Client agrees to pre-pay the monthly fee for ongoing optimization maintenance and marketing services. These monthly fees cover a set fee agreed by the Client and 7 Sided Cube prior to start of the SEO project. At the end of the contract, client will be sent a link to renew the monthly fees online with Quickbooks.com and continue the SEO process. SEO work will start after receipt of client payments.

  1. Indemnification:

To protect 7 Sided Cube from any client attempting to use a competitor’s name or trademark, Client assumes responsibility for all key phrases and agrees to hold 7 Sided Cube, its employees, agents, officers, and directors harmless from any claims or actions arising from any violation of trademark protection by the Client. IN NO EVENT IS EITHER PARTY LIABLE TO THE OTHER FOR EXEMPLARY, INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION LOSS OF PROFIT, SAVINGS OR REVENUES, OR THE CLAIMS OF THIRD PARTIES INCLUDING END USERS, WHETHER OR NOT THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, ARISING OUT OF THIS AGREEMENT OR THE RELATIONSHIP OF CLIENT AND 7 SIDED CUBE.

  1. Liability Limitation:

Neither 7 Sided Cube nor Client is liable for delays in delivery and/or non-delivery in the event of an act of God, action by any governmental or quasi-governmental entity, Internet failure, equipment failure, power outage, fire, earthquake, flood, insurrection, riot, explosion, embargo, strike (whether legal or illegal), labor or material shortage, transportation interruption of any kind, work slow-down, or any condition beyond such parties control affecting production or delivery in any manner.

  1. Binding Arbitration of all Disputes:

This agreement is governed, controlled, interpreted and defined by and under the laws of the United States and the State of GA, without regard to the conflicts of laws provisions thereof. Any and all disagreements between the parties not covered by this document hereto shall be resolved by binding arbitration before the GA court system.

  1. Entire Agreement:

This Agreement, including all exhibits, constitutes the entire agreement between the parties with respect to the subject matter to this Agreement, and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.

  1. Transmission of Acceptance, New Terms, etc.

Any waiver, amendment or other modification of any provision of this Agreement will be effective only if in writing and signed by Client and 7 Sided Cube. This agreement may be transmitted by facsimile, or through the internet by transmission invoked by the Client or 7 Sided Cube. The parties may close the Agreement, by exchanging fax signatures or by the exchange of digital signatures pursuant to applicable Digital Signature Acts.

  1. Intellectual Property Rights.

Client acknowledges and agrees that 7 Sided Cube services constitute confidential and proprietary information of 7 Sided Cube and its licensors and embodies trade secrets and intellectual property of 7 Sided Cube and its licensors protected under United States copyright and other laws and international treaty provisions. Client further acknowledges that all right, title, and interest in and to all parts of 7 Sided Cube, including, without limitation, associated intellectual property rights, are and shall remain with 7 Sided Cube and its licensors. Client shall not, and shall cause its employees and agents not to, disclose or transfer any portion of 7 Sided Cube’s services to any third party. Client further agrees not to translate, decompile, reverse engineer, disassemble, modify, reproduce, rent, lease, lend, sublicense, distribute, remarket or otherwise dispose of any portion of 7 Sided Cube’s intellectual properties. Client hereby acknowledges that, if 7 Sided Cube at any time or from time to time performs any customizations or modifications to 7 Sided Cube SEO’s Services, all rights and interests to such customizations or modifications shall be the sole property of 7 Sided Cube.

  1. Export Control

Client agrees not to export or re-export any portion of 7 Sided Cube’s services outside of the United States in violation of any law, statute, regulation or court holding applicable thereto. Client further agrees to comply with all United States laws, rules, regulations and court case holdings relating to the export, re-export or transshipment of 7 Sided Cube’s services.

  1. Force Majeure

Either party shall be excused from any delay or failure in performance hereunder caused by reason of any occurrence or contingency beyond its reasonable control, including but not limited to, acts of God, earthquake, labor disputes and strikes, riots, war, and governmental requirements. The obligations and rights of the party so excused shall be extended on a day-to-day basis for the period of time equal to that of the underlying cause of the delay.

  1. Rules & Regulations

7 Sided Cube may at any time issue rules and regulations which, 30-days after notice thereof to Client shall be fully enforceable.

  1. Amendments to Agreement

7 Sided Cube may at any time amend these Terms and Conditions, the terms of any other agreement between 7 Sided Cube and Client or any procedures followed by 7 Sided Cube and such amendments shall be fully enforceable 30-days after notice thereof to Client.

  1. Exclusion of Warranties

7 Sided Cube PROVIDES ITS SERVICES HEREUNDER ON AN “AS IS” BASIS AND WITHOUT ANY WARRANTY OF ANY KIND, whether express or implied, including, but without limitation, any implied warranty of merchantability, or fitness for a particular purpose. While 7 Sided Cube makes reasonable efforts to maintain 7 Sided Cube services, many factors are not within 7 Sided Cube’s control. Therefore, 7 Sided Cube does not warrant, and is not responsible for any loss of data, delays, non-delivery or mis-delivery of information, lack of access, slows response time, or service interruptions or errors. Loss, delay or non-delivery of data can be due to but not limited to viruses or other third parties. Client’s data is defined as any data held by 7 Sided Cube and includes account information, web hosting data, email and domain name services. This disclaimer and waiver shall apply equally to any and all third-party providers. 7 Sided Cube provides no warranty to Client regarding the accuracy of usage statistics, which 7 Sided Cube may provide in its discretion. Further, no advice or information given by a 7 Sided Cube representative shall create a warranty or serve as an amendment to this agreement.

  1. Pricing

7 Sided Cube has the right to change prices, or add or delete product features of any existing product or service. The right to change products or services extends to any software supporting a product or service. 7 Sided Cube reserves the right to change prices or material features at any time upon the completion of the contract term. 7 Sided Cube reserves the right to institute new fees or new material features at any time after completion of the contract term. 7 Sided Cube has the right to discontinue products or services. Except for certain products and services specifically identified as being offered by 7 Sided Cube, 7 Sided Cube does not control any materials, information, products, or services on the Internet. The Internet contains unedited materials, some of which are sexually explicit or may be offensive to you. 7 Sided Cube has no control over and accepts no responsibility for such materials. You assume full responsibility and risk for use of the services and the Internet and are solely responsible for evaluating the accuracy, completeness, and usefulness of all services, products, and other information, and the quality and merchantability of all merchandise provided through the service or the Internet.

  1. Limitation of Liability & Damages

IN NO EVENT SHALL 7 SIDED CUBE OR ITS EMPLOYEES, AFFILIATES, AGENTS, THIRD-PARTY SERVICE PROVIDERS, MERCHANTS, LICENSORS OR THE LIKE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA OR USE, BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT OR STRICT LIABILITY OR OTHER LEGAL THEORY, EVEN IF 7 SIDED CUBE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event will the liability of  7 SIDED CUBE or its licensors or service providers for any damages, losses and causes of actions, whether in contract or tort (including negligence or otherwise) or under any other legal theory, exceed the actual dollar amount paid by you for the 7 SIDED CUBE service or third party service, product or products which gave rise to such damages, losses and causes of actions, during the previous one (1) month period prior to the date the damage or loss occurred or the cause of action arose. ISSUES MAY INCLUDE, BUT NOT LIMITED TO ISSUES OUT OF THE DIRECT CONTROL OF 7 SIDED CUBE SUCH AS ANY SEARCH ENGINE ALGORITHM CHANGES, ANY SEARCH ENGINE RANKING CHANGES AND COMPETITOR ACTIVITIES, REGARDLESS OF WHETHER OR NOT 7 SIDED CUBE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH OCCURRENCES.

  1. Advice

7 Sided Cube is neither a lawyer nor a law firm and is not associated with any law firm and does not have a lawyer in its employ. 7 Sided Cube thus cannot and will not provide legal advice. It is the sole responsibility of Client to ensure that any copy provided by 7 Sided Cube for Client’s website is in conformance with all rules, regulations and laws applicable to Client, Client’s Professional License (if any) and industry. Thus, it is Client’s responsibility to clear all website content with the lawyer of Client’s choice prior to giving 7 Sided Cube the authority to publish such content on the internet, or otherwise.

  1. Indemnification

Client shall indemnify and hold 7 Sided Cube harmless against all third-party claims, demands, suits, actions, judgments, losses, costs, damages (direct, indirect and consequential), attorney’s fees and expenses that 7 Sided Cube may sustain or incur by reason of any breach or alleged breach of any term or condition of this Agreement for any act or omission of Client or its Clients which are in any way related to the services rendered to Client by 7 Sided Cube.

  1. Guarantees or Promises

7 Sided Cube cannot and does not provide Client any guarantee or promise that its efforts will result in any particular results. It is not possible to promise results in search engine optimization. Nevertheless, 7 Sided Cube does promise to use its best efforts to produce the maximum result possible given the nature of the Client’s business, the level of competition inherent in such business, the requirements of the various search engines and general economic conditions over which, after all, 7 Sided Cube has no control. 7 Sided Cube’s main goal as an SEO company is to help companies succeed online with an ethical and individualized approach to SEO for each client. There is no other, or further, guarantee, warranty or promise made. This service agreement is binding after Client sends the contact and sign up information and any pre-payments to 7 Sided Cube.

  1. Severability Clause

Should any part of this Agreement be rendered or declared invalid by a court of competent jurisdiction of the State of Georgia, such invalidation of such part or portion of this Agreement should not invalidate the remaining portions thereof, and they shall remain in full force and effect.

It is further agreed that if part of the Agreement is determined invalid, either party may open negotiations solely with respect to a substitute for such Article, Section, or portion, within two (2) weeks after a ruling has been made.

  1. Assignment

This Agreement may not be assigned or transferred by the Advertiser.

  1. Certification

By signing below, I certify that I am the owner or authorized representative of the Advertiser, and I hereby grant on behalf of the Advertiser its express permission and consent to receive advertising offers and other information via direct mail, telephone, email, and facsimile transmission from the 7 Sided Cube LLC or any other business operated by the Company. I agree that such information may be transmitted to the mailing and email address(es), telephone number(s) and facsimile number(s) listed on this agreement or to any other contact addresses and numbers used by the Advertiser. I further represent that the Advertiser is the owner or lessor of the facsimile