Terms of service

Terms of Service

This Master Services Agreement (the “Agreement”) shall govern the provision of marketing services (“Work”) by Leads2Listing, LLC dba Elevated Real Estate Marketing (“Agency”) to Client. Additional terms, such as the services and deliverables to be provided hereunder, the schedule for the delivery thereof and the amount of fees and costs payable therefore are set forth on the attached Schedule of Work (the “Scope of Work” or “SOW”) which is available under product description on product page. In the event of any conflict between the terms of any SOW and the terms of this Agreement, the terms of the Agreement shall control. This Agreement and/or a Change Order to the SOW (“Change Order”) may, from time to time, be amended only in writing signed by both parties.

Services Rendered:

Agency will create and deliver a lead generation campaign strategy and ad designs for review by Client in accordance with the Scope of Work herein. After the strategy and designs have been approved by Client, in writing, Agency will implement the campaign. Client will have the opportunity to review work and provide feedback by means of private Slack channel, set up by Agency for Agency-Client communication. Agency does not guarantee that Work will be 100% error free. Neither party will be liable to the other party, or third-party, for damages, including lost opportunities, lost profits, lost savings, or other incidental, consequential or special damages, even if such has been advised by the other part of such damages.

Mutual Cooperation

Agency agrees to use its best efforts to fulfill and exceed the Client’s expectations. Client agrees to aid Agency in performing its work by making available requested information pertaining to its business, advertising, and websites in a timely manner and by cooperating with Agency in expediting the Work.

Project Changes

Any services outside the outlined in the Scope of Work or changes to previously approved work requested by the Client, shall be subject to a Change Order to the Scope of Work or be an additional Scope of Work, signed by both parties. Each such Change Order or additional Scope of Work is subject to additional charges and fees.

Fees and Expenses

Fees and Expenses for the Work are set forth on website sales pages. Client will be notified and must approve in writing in advance any additional expenses that exceed those set forth on those pages. At Agency’s discretion, Client shall either pay such fees directly to the third-party vendor or reimburse Agency therefore upon presentation of applicable invoices. Agency shall maintain records of expenses. Where applicable, Agency will invoice Client for all fees and expenses related to the acquisition of talent or talent services in advance and will only secure talent services upon receipt of all such fees and expenses from Client.

Ad Spend

10% of Ad Spend is charged one month in arear to Elevated REM for all products. The direct cost of Ad Spend is not included in the fee charged by Agency and is the sole financial responsibility of Client to pay directly to applicable social media platform or any other advertising platform used as outlined in the Scope of Work.

Third-Party Costs

Any third-party costs such as, but not limited to, integrated technologies, software, services, CRM, IDX, websites, etc. are not included in the Agency fee, are the sole financial responsibility of the Client, and are to be paid for by Client directly to the provider.

Late Fees or Default in Payment

All rights of the Client herein are conditioned on Agency’s receipt of full and timely payment. If payment is more than 10 days past due, Agency may without notice suspend performance of services, withhold delivery of materials and interrupt online access to the campaign until payment in full of all amounts due. Agency shall not be liable for any damages, losses or liabilities that may arise out of Agency’s suspension of performance, withholding of materials or interruption of online access due to Client’s non-payment. Late payments shall accrue interest at the rate of 3% per month after the 10-day grace period. The Agency shall be entitled to all of its costs of collection of amounts outstanding hereunder, including without limitation, the fees of its attorneys. If Client fails to make payment of any amount due under this Agreement within 10 days of the date it is due, Agency, in addition to any other rights it has hereunder, may terminate this Agreement upon an additional 10 days written notice, provided that Client has not cured such payment breach during such 10 day period, and Client agrees that the entire remaining balance due under this Agreement shall accelerate and become immediately due and payment together with all costs incurred by Agency to collect amounts due, including collection agency fees and reasonable attorney fees.

Approval of Work

Work will not commence until this Agreement, the signed Scope of Work, and the initial Fee deposit has been received. Within five business days following receipt of any deliverables, the Client will provide Agency by email with either (a) written approval and acceptance of such deliverable (which will not be unreasonably withheld), or (b) a written list of reasonable modification guidelines that will bring the deliverables into compliance with the Scope of Work. Each deliverable hereunder will be deemed accepted by the Client if, within five business days of its delivery to the Client, the Agency does not receive the foregoing written notice.

Rights, Ownership, and Usage

Subject to Agency’s receiving full payment under this Agreement, Agency grants to Client, during the Term of this Agreement, a worldwide, fully-paid, perpetual, transferable and sublicensable (through multiple tiers) right and without representation or warranty, a license to use, reproduce, distribute and display the Work specifically created by Agency for the Client pursuant to this Agreement, except that: (a) With Client's prior written consent, Agency may use and distribute such work as part of its portfolio for promotional purposes; (b) Agency shall own and retain all rights to any and all knowledge, strategies, techniques, concepts, ideas, designs, proposals and other work and materials (“Concepts”) which arise out of, or in connection with, the services provided by Agency hereunder. (c) Agency shall own and retain all rights to any of Agency's technology, technical documentation, inventions, algorithms, software, architecture, logic, navigation, 3d modeling files, animation files and other source files for front-end deliverables, computer programs, source codes, game engines or other backend and background elements, files and features incorporated into or utilized by the Work (collectively, “Background Technology”).Unless the parties agree otherwise in a written and signed Statement of Work, Agency shall retain ownership of any and all Background Technology, including any and all associated intellectual property rights. Subject to the payment of the Fees stated in the Investment Schedule, Agency hereby grants to Client during the Term of this Agreement, a nonexclusive, royalty-free, irrevocable, fully-paid, transferable, sublicensable (through multiple tiers), worldwide license to use, reproduce, distribute, display and perform Agency’s Background Technology, in compiled machine-readable object code form only, to the extent incorporated into deliverables provided hereunder strictly for the purposes and in the territories set out in the applicable Statement of Work. Use of Background Technology for any other project, on any other website or in any other medium shall be subject to additional fees and licenses which may be granted or withheld by Agency in its sole discretion.

Representations and Warranties

Each party represents and warrants that: (i) it has all right, power and authority to execute this Agreement and perform its obligations hereunder, (ii) its performance will not conflict with any obligations it has to any third party and (iii) its performance will comply with all applicable laws and regulations (including, to the extent applicable, the U.S.-EU Privacy Shield, U.S.–Swiss Privacy Shield Principles, the General Data Protection Regulation in the European Union) and all third-party rights. In addition, Agency warrants that Agency’s products and services will (i) be provided in a good workmanlike manner in accordance with prevailing industry standards, and (ii) operate in substantial conformity with any applicable documentation.

Term and Termination and Extension

The Term of this Agreement begins on the date of product purchase and Client makes its initial deposit and shall continue on a month-to month basis after the Launch Date described in the Scope of Work (“Initial Term). Either party may terminate this Agreement for any reason upon giving 30 days’ prior written notice to the other. Termination of this Agreement must be sent via email to Billing@elevatedrem.com. At Agency’s election, Client’s decision to delay of Work under this Agreement for a cumulative period of more than 30 days without Agency’s fault, breach, or consent shall be considered an early termination of this Agreement by Client within the meaning of the immediately preceding sentence. If Client desires to terminate this Agreement due to Agency’s fault or breach, Client shall give Agency written notice detailing the nature of Agency’s fault and possible remedies, whereupon Agency shall, to the extent capable of cure, have a reasonable period of time (but in no event less than 10 business days) to cure such fault. Termination by Client without providing the foregoing notice and cure period shall be considered “termination without Agency’s fault” as described above. Upon termination of this Agreement, the Background Technology license granted to Client hereunder shall terminate and Agency may discontinue online access to the Background Technology and the Work without liability to Client for any damages caused thereby.

Payment Method

Client shall maintain a valid credit card on file with Agency for the purpose of the monthly billing Agency fees. Payments are automatically collected every 30 days after the initial Getting Started Fee. If Client’s payment fails, for any reason, Client will be notified within 1 business day. By accepting this Agreement, Client agrees to allow Agency to automatically collect the monthly Agency Fee.

Governing Law; Jurisdiction; Assignment

This Agreement shall be interpreted and construed in accordance with the laws of the State of New Mexico, without regard to any conflict of laws principles. Each party hereby irrevocably consents to the exclusive jurisdiction of the State and Federal courts sitting in Bernalillo County, New Mexico for the purpose of hearing and deciding any and all disputes, claims and controversies arising out of and relating to this Agreement. The prevailing party in any such action or proceeding shall be awarded all of the costs and fees incurred by it reasonably related thereto, including the reasonable fees of its attorneys. Except in connection with a change of control or sale of all or substantially all of the assets or business of a party, neither party may assign this Agreement (or its rights or obligations hereunder) without the prior written consent of the other party (which consent shall not be unreasonably withheld, conditioned or delayed).

Notices

Any and all notices required or permitted hereunder shall be in writing and may be hand delivered by a recognized courier service, sent either electronically with a confirmation of receipt or by certified mail, return receipt requested, to the address of the party for which intended, set forth below its signature hereto and, in the case of the Agency, to: Leads2Listing, LLC. 910 Fruit Ave NW, Albuquerque, NM 87102. Attn: Travis Thom; Email: Billing@elevatedrem.com. Either party may change its address for Notices by written notice to the other.

Responsibilities

Where required, Agency shall obtain releases, licenses, permits, or other authorization required to use copyrighted materials such as photographs, art work, or any other property rights belonging to third parties for use in performing the Work. Client represents and warrants that all elements of text, images, photographs, or other artwork Client provides to Agency are either owned by Client or that Client has permission to use them.

Confidentiality

Agency and Client acknowledge its responsibility, both during and for a period of three years after the Term of this Agreement, to use all reasonable efforts to preserve the confidentiality of any proprietary or confidential information disclosed by either party from the other.

Purpose:

The purpose of this Scope of Work is the design, construction, and implementation of approved Social Media and Online/Web Ad Campaign and Strategy (“Project”).

Full Funnel Service

Elevated Real Estate Marketing is a full-service Advertising Agency. We offer a wide variety of services for businesses ensuring access to unmatched knowledge, strategies, and conversion marketing using the power of online sales funnels. We provide coaching, mini-campaign builds, full-scale campaigns, & consulting. Our team has over 20+ years of combined experience in the digital marketing arena and we are certified Marketing Partners of Google and Facebook.