TERMS OF SERVICE AGREEMENT

PLEASE READ THE FOLLOWING TERMS OF SERVICE AGREEMENT CAREFULLY. BY ACCESSING OR USING OUR WEBSITE AND SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS ("TOS"). IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS, PLEASE DO NOT USE OUR SITE OR SERVICES. THIS AGREEMENT IS EFFECTIVE AS OF 09/20/2024.

ACCEPTANCE OF TERMS

This Terms of Service Agreement (the "TOS") is a legally binding agreement between you (the “Client” or “User”) and Sol Imagery LLC, located at 2108 N St #7409, Sacramento, California 95816, and governs your use of the website and services provided by Sol Imagery LLC (“Sol Imagery,” “we,” “us,” or “our”), including the website www.solimagery.com (the “Site”) and the marketing services offered (collectively, the “Services”).

WORK AND PAYMENT

1.1 Project: Sol Imagery will provide the agreed-upon marketing services for a monthly or single project fee. These services may include content marketing, website development & maintenance, and other services as defined in the contract. Additional services outside the scope will incur additional costs.

1.2 Schedule: This contract goes into effect on the agreed start date. It can be ended by either party at any time as outlined in Section 5 (Term and Termination).

1.3 Payment: The Client agrees to pay Sol Imagery a monthly rate as outlined in the agreement. Additional fees will be charged for extra services. Payments are due on the date specified in the contract, with late payments incurring a fee.

1.4 Invoices: Sol Imagery will invoice the Client monthly. Payments are due on time, and late payments will incur a 3% late payment fee.

DESCRIPTION OF SERVICES

Sol Imagery provides digital marketing services, including branding, social media strategy, content marketing, website design, and maintenance services. All users and clients interacting with Sol Imagery through the Site or other platforms are considered users of the services offered.

OWNERSHIP AND LICENSES

2.1 Ownership of Work Product: All work product created under this agreement, including designs, content, code, and other deliverables, shall be owned by the Client once full payment is made. The Client may use the work product as they see fit.

2.2 Use of Work Product: Sol Imagery retains the right to use completed work product in its portfolio, marketing materials, or other media to showcase its work. This license is granted to Sol Imagery for the sole purpose of promotion and may not be revoked by the Client.

2.3 Background IP: Sol Imagery may use pre-existing intellectual property (such as fonts, tools, or licensed content) during the course of the project. This background IP remains the property of Sol Imagery or its licensors, but the Client is granted a license to use this IP in conjunction with the work product.

2.4 Use of Client Logos: Sol Imagery reserves the right to use the Client’s logo for promotional and marketing purposes. The Client grants a non-exclusive, royalty-free license to Sol Imagery for the use of its logo during the contract term and thereafter for portfolio purposes.

REVISIONS

Sol Imagery includes up to two rounds of revisions per deliverable in the scope of the project. Additional revisions or major changes outside the original scope of work may incur extra costs, which will be discussed and agreed upon before further work proceeds.

PRIVACY POLICY

Your personal data is protected under our Privacy Policy. By using Sol Imagery’s services, you consent to the collection and use of your information as described in our Privacy Policy.

NON-SOLICITATION

During the term of this contract, and for a period of 12 months following its termination, Sol Imagery agrees not to solicit or hire employees or service providers of the Client.

REPRESENTATIONS

4.1 Authority to Sign: Both Sol Imagery and the Client represent that they have the legal authority to enter into this agreement.

4.2 Ownership of Work Product: Sol Imagery represents that it has the right to provide the work product and that no third party will claim ownership over the work product provided to the Client.

4.3 Compliance with Laws: Sol Imagery agrees to comply with all applicable laws in providing its services.

TERM AND TERMINATION

This contract will remain in effect until the completion of the project or until either party chooses to terminate it. Termination requires 30 days’ notice from either party. All payments for work completed up to the termination date must be paid by the Client.

INDEPENDENT CONTRACTOR

Sol Imagery is an independent contractor and not an employee of the Client. Sol Imagery will use its own tools and equipment to complete the work and will not receive any benefits, such as insurance or vacation time, from the Client. Sol Imagery is responsible for its own taxes and insurance.

CONFIDENTIAL INFORMATION

Both Sol Imagery and the Client agree to maintain the confidentiality of sensitive information shared during the course of the project. Confidential information may only be used to perform the services outlined in this agreement.

LIMITATION OF LIABILITY

Neither party will be held liable for indirect, incidental, or unforeseen damages arising from the performance of this contract.

INDEMNIFICATION

The Client agrees to indemnify Sol Imagery against third-party claims arising from the Client’s use of the work product. Similarly, Sol Imagery agrees to indemnify the Client for third-party claims resulting from a breach of this contract.

MODIFICATIONS

Sol Imagery reserves the right to modify the terms of this agreement as needed, with any changes being communicated to the Client. The Client agrees that continued use of the services after such modifications constitute acceptance of the updated terms.

NOTICES

Any notice required under this contract must be provided in writing, either via email, personal delivery, or certified mail.

GOVERNING LAW

This contract will be governed by the laws of the state of California, without regard to conflict of law principles.

ENTIRE AGREEMENT

This agreement constitutes the entire agreement between Sol Imagery and the Client and supersedes all prior agreements, both written and oral. Any modifications to this agreement must be made in writing and signed by both parties.

VIOLATIONS AND REPORTING

Any violations of this TOS should be reported to Sol Imagery LLC. Contact information can be found on the Sol Imagery website.