Engagement: Client, by its execution hereof, engages Champion Promotions as an independent consultant to perform the services selected by the client, outlined in the description of each service. These Terms and Conditions, together with the terms and provisions contained on the contract sent for signature, are hereinafter referred to collectively as the “Agreement.”

Term: This Agreement shall become effective on the date of the first payment and shall continue for 6 months. We do require a 30 Day Notice of Cancellation of Services. This Agreement may be terminated immediately by  if (i) Client fails to pay any fees as and when due hereunder, or (ii) Client ceases to cooperate with Champion Promotions or otherwise makes it difficult for Champion Promotions to perform the services contracted hereunder, or (iii) Champion Promotions discovers that Client is utilizing its website for any purpose that violates federal, provincial or local law.

Fees and Payments: During the Term, Client agrees to pay in full when due the monthly fees for the service selected by Client on the reverse side of this Agreement. The first monthly fee shall be due upon acceptance of this Agreement by Champion Promotions. All subsequent monthly fees under this Agreement will be charged the same calendar day of each successive month. Client acknowledges and agrees that any fee not paid within ten (30) days (1 Month) after its due date, all services with Champion Promotions shall be terminated immediately. Once paid, all fees shall be nonrefundable. Champion Promotions reserves the right, at any time and from time to time, to increase the monthly and other fees charged by Champion Promotions for the services provided hereunder upon forty-five (45) days’ prior notice to Client. 

General Changes: Unless otherwise provided in the Proposal, client is allowed three design changes to the initial design. Client shall pay additional charges for changes in excess of the three design requests or after sign off of design, at Champion Promotions’ standard hourly rate of $100.00 per hour. Such charges shall be in addition to all other amounts payable for the services purchased. If Client requests or instructs Changes that amount to a revision in or near excess of 50 percent ( 50%) of the time required to produce the Deliverables, and/or the value or scope of the Services, Champion Promotions shall be entitled to submit a new and separate Proposal to Client for written approval. Work shall not begin on the revised services until a fully signed revised Proposal and, if required, any additional retainer fees are received by Champion Promotions.

Timing: Champion Promotions will prioritize performance of the Services as may be necessary or as identified in the Proposal, and will undertake commercially reasonable efforts to perform the Services within the time(s) identified in the Proposal. Client agrees to review Deliverables within the time identified for such reviews and to promptly either, (i) approve the Deliverables in writing or (ii) provide written comments and/or corrections sufficient to identify the Client’s concerns, objections or corrections to Champion Promotions. Champion Promotions shall be entitled to request written clarification of any concern, objection or correction. Client acknowledges and agrees that Champion Promotions’ ability to meet any and all schedules is entirely dependent upon Client’s prompt performance of its obligations to provide materials and written approvals and/or instructions pursuant to the Proposal and that any delays in Client’s performance or Changes in the Services or Deliverables requested by Client may delay delivery of the Deliverables. Any such delay caused by Client shall not constitute a breach of any term, condition or Champion Promotions’ obligations under this Agreement.

Client Authorization: Client authorizes Champion Promotions to (i) access without limitation Client’s website to analyze its content and structure; (ii) to alter Client’s website as necessary or desirable in Champion Promotions’ sole and absolute discretion for purposes of search engine optimization, and for any other purpose agreed to by Client and Champion Promotions; (iii) upload such pages and content to the Client’s website as Champion Promotions deems appropriate in its sole and absolute discretion for purposes of search engine optimization; (iv) make use of all of Client’s logos, trademarks, copyrights, website images and similar items to create informational pages and for other uses deemed necessary by Champion Promotions to provide the services subscribed for hereunder; and (v) communicate with third parties as Champion Promotions deems necessary in its sole discretion to perform Champion Promotions’ services hereunder, including but not limited to Client’s web designer. 

Pay Per Click Services: Client consents to Champion Promotions using reasonable efforts needed in order to improve campaign based on fluctuating market and competitor trends. Cost Per Lead will fluctuate due to monthly trends and can not be guaranteed by any member of the Champion Promotions team. Client will be allowed access to View campaign strategy, keywords, ads and landing pages through a monitored screen-sharing session with a member of the Champion Promotions team, but they will not be given access to view campaign on their own in order to avoid potential strategy sharing with Champion Promotions agency competitors. Client understands that all PPC Campaigns are the intellectual property of Champion Promotions and Clients will not be given access in order to view the strategy put into place before or after termination. Client consents that they will be responsible for all payments and expenses to any Advertising Channels used and will take responsibility for all balances upon termination. Client understands that all Ad accounts, marketing materials and graphics used on Advertising Channels are property of Champion Promotions even upon termination of services.

Email Marketing Services: If a client has agreed to an Email Marketing Package, client consents to providing an updated Customer Email List to our team on a monthly basis in order to ensure that their monthly specials are being sent to their most recent customers. If client does not provide team with a Monthly Special prior to the deadline, their monthly email will be sent to the most updated list our team has.

Social Media Marketing: If a client has agreed to a Social Media Package, client consents to providing our team with updated account logins in order for our team to post effectively and in a timely manner. Client consents to understanding that a Social Media Package with us does not guarantee in-bound leads as Social Media is used as a brand awareness tool. Should lead generation be the goal, a Social Media Ads package may make more sense. Inquire about this if necessary.

Hosting & eMail Management: Client understands that Champion Promotions will host their website on our server (if a new website is created) but not their email. If a client has agreed to have a website built on our server, they agree to pay hosting fees monthly. If they desire to cancel the hosting, the client understands that the website will be taken down. If a client requires a solution to manage and maintain email accounts ([email protected]) then they can set that up with their IT provider or Champion Promotions will recommend a provider to configure their email account(s) for them at an additional fee paid to that provider directly.

Client Acknowledgments: Client makes the following acknowledgments: (i) that Champion Promotions cannot control or exert influence over the policies or operations of any search engine companies or any other third parties regarding the content of the sites that are accepted by the search engine companies or other third parties; (ii) that Champion Promotions will not be responsible for any changes or alterations to Client’s website made by Client or any third parties that negatively impacts the rankings or visibility of Client’s website; (iii) that because the results of the services to be provided by Champion Promotions hereunder depend upon a number of factors outside of Champion Promotions’ control, Champion Promotions cannot guarantee the results of its services to Client; (iv) that because the utilization of certain keywords and key phrases are very competitive, and because search engines are constantly changing search engine ranking algorithms, Champion Promotions cannot guarantee that Client’s website will achieve the highest search result position in any search engine or consistent search result positions in the top rankings; (v) that certain search engine companies may affect the rankings of new and/or unproven companies (for example, “sandboxing”); (vi) that search engines will, from time to time, drop listings without specific causes; and (vii) that while Champion Promotions shall use commercially reasonable diligence to promptly submit and/or effect a change in rankings of Client’s website, some search engines may take several months or longer to list and/or effect a change in rankings.

Client Representations and Warranties;

Indemnity: Client represents and warrants to Champion Promotions the following: (i) that Client owns the URL listed on the reverse side of this Agreement; and (ii) that Client owns or has the absolute and unrestricted right to use and to grant to Champion Promotions the right to use all graphics, photos, designs, intellectual property and artwork, and any element or elements thereof, that Client furnishes to Champion Promotions. Client indemnifies and holds harmless Champion Promotions and Champion Promotions’ owners, officers, directors and employees from and against any and all liabilities, costs and expenses (including but not limited to reasonable attorneys’ fees and costs incurred at trial, appeal or other legal proceeding) arising out of or with respect to any breach by Client of any of the foregoing representations and warranties, or the breach of any representations and warranties contained elsewhere in this Agreement, and/or the failure by Client to comply with any covenant of Client contained in this Agreement. If Client is a company, the individual signing this Agreement represents and warrants that the execution of this Agreement has been authorized by all necessary action of the Client, and that the undersigned has full authority to sign on behalf of and bind the Client hereunder. 

Governing Law: This Agreement shall be governed by and under the laws of the Province of Nova Scotia  without regard to conflict of laws principles. 

Miscellaneous:  This Agreement may not be assigned by Client without the prior written consent of Champion Promotions which may be withheld or denied by Champion Promotions in its sole and absolute discretion. The terms and conditions of this Agreement shall insure to the benefit of and be binding upon the successors and permitted assigns of the parties hereto. The prevailing party in any suit, action or proceeding (including, but not limited to, an arbitration proceeding) arising out of or in connection with this Agreement, shall be entitled to an award of reasonable attorneys’ fees, costs and disbursements incurred by it in connection therewith. Any failure by Champion Promotions to insist upon strict compliance with any of the terms, covenants or conditions of this Agreement shall not be deemed a waiver of such term, covenant or condition, nor shall any waiver or relinquishment of any right or power hereunder at any one or more times be deemed a waiver or relinquishment of such right or power at any other time or times. All previous communications about the subject matter of this agreement, either oral or written, are hereby abrogated and withdrawn, and this agreement constitutes the entire agreement between Client and Champion Promotions with regard to the subject matter hereof. No terms, conditions, understandings, or agreements purporting to modify or vary the terms of this document shall be binding unless hereafter made in writing and signed by both Client and Champion Promotions. There are no third party beneficiaries of or to this Agreement or any of the provisions hereunder. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which shall constitute one and the same instrument. Any signature to this Agreement that is transmitted by fax or email transmission shall be considered an original signature for all purposes. It is the intent of the parties hereto that all provisions of this Agreement shall be enforced to the fullest extent possible. Accordingly, if any arbitrator determines that the scope and/or operation of any provision of this Agreement are too broad to be enforced as written, the parties hereto intend that the arbitrator should reform such provision to the minimum extent necessary to render such provision enforceable. If, however, any provision of this Agreement is held to be illegal, invalid, or unenforceable under present or future law, and not subject to reformation, then such provision shall be fully severable, and this Agreement shall be construed and enforced as if such provision was never a part of this Agreement. The rule of construction that an ambiguity in a contract will be construed against the drafter is hereby waived by both parties hereto.

Force Majeure: Champion Promotions shall not be liable for, nor considered to be in breach under this Agreement due to, delay or failure to perform under this Agreement as a consequence of any conditions that are beyond Champion Promotions’ reasonable control after exercising commercially reasonable efforts. 

By purchasing a service, Client acknowledges and affirms that Client has read and fully understands the Terms and Conditions of Service which make up the Agreement included above.