Terms & Conditions - Whitelabel Facebook Ads


The "Client" herein refers to the agency hiring Get Notissed Media to whitelabel Get Notissed Media's services. The "Agency" herein refers to Get Notissed Media.

You agree to provide us with access to accounts and any information requested for the services. You agree to be solely liable for all charges, fees and expenses accrued with respect to the accounts managed, which includes technology fees, agency fees, advertising and costs arising from actions taken by us on your behalf during the agreement.

Either party can terminate this agreement at any time and for any reason. Upon termination, we will pause your account and send a confirmation. At that point, both parties will cease all access to mutual campaigns and if requested, return any confidential account info. We both agree to not disclose any confidential information during the relationship or for a period of one (1) year after the relationship has been terminated, unless required by law. You agree that the strategies employed by Get Notissed Media are owned by Get Notissed Media and will not be used or copied for a period of one (1) year after the relationship has been terminated. This agreement constitutes the final, exclusive and complete agreement of the parties regarding the subject matter hereof and supersedes all agreements, communications and course of dealings between the parties.

 

AGENCY RELATIONSHIP:

Our relationship is that of independent contractors. We will act as your agency of record for the purposes of assessing and managing your advertising accounts and administer advertising spends on your behalf. Contract term is month-to-month until the subscription ends.

 

CONTENT:

You will own all rights and interests to content created for your campaigns which includes text, graphics, images, videos, audio recordings for publication in any medium whatsoever by a publisher, if it is published on your Facebook Page or Website. You agree to grant Get Notissed Media unlimited licensing of the content for promotional and advertising purposes. We both agree that any access to accounts, software, systems or intellectual property is to be shared only during the application term of this contract. It is the clients responsibility to manage comments and feedback on any and all posts and advertisements to ensure consistent positive ratings from the advertising platforms.

 

SERVICE WAIVER:

The Client hereby agrees that all materials furnished to Get Notissed Media are owned by the Client, or that the Client has permission from the rightful owner to use such materials, and will hold harmless, protect, and defend Get Notissed Media from any claim or suit which may arise from the use of such materials.

 

NON-DISCLOSURE:

Get Notissed Media understands that certain aspects of the Client's proprietary information derive economic value from not being generally known to others. Get Notissed Media agrees that Get Notissed Media, its officers, employees, agents and others acting on behalf of Get Notissed Media shall maintain the proprietary information in confidence and shall not disclose said proprietary information to anyone else, nor use said proprietary information for the benefit of Get Notissed Media, for their own benefit or for the benefit of others without the consent in writing of the Client. The provisions of this paragraph shall not apply to any disclosures made by the Client to Get Notissed Media: (a) which without violating any legal right of the Client were known to or used by Get Notissed Media prior to the earliest date of disclosure by the Client to Get Notissed Media, as evidenced by the prior written records of Get Notissed Media; or (b) which without violating any legal right of the Client and through no fault of Get Notissed Media are lawfully and in good faith disclosed to Get Notissed Media by a third party rightfully in possession of said information and who is not a licensee of the Client; or (c) which without violating any legal right of the Client and through no fault of Get Notissed Media, is or becomes available in the public domain.

The proprietary information shall only be disclosed to such officers, employees, agents or others acting on behalf of Get Notissed Media as is required for the proper evaluation thereof, and such parties shall be fully bound by the provisions hereof. Nothing in this Agreement shall be construed as expressly or implicitly granting to either party any right or license under any patent, trade secret, or know-how now or hereafter possessed by the other party.

 

FEES:

Any additional fees for services other than the agency subscription fee will be disclosed and stated in your monthly invoices. On the monthly anniversary of this subscription starting, we will automatically bill the credit card on file with the agreed upon monthly subscription fee. Any additional fees the Agency will send the Client an invoice with the performance driven commission from the previous month and any additional fees, as agree upon. If no changes are requested within 48 hours, your credit card on file will be automatically charged. All fees are being paid for work that is being done and advertising, thus there are no refunds available after 48hrs of making payment. Performance based fees are non-refundable. Client is responsible for all adspend for their account. If clients ad account is paused for more than 48hrs due to payment issues or payment issues arise more than 3 times per month, the payment of this contract will revert to a retainer payment.

 

PROMOTION:

We may include your name and logo on our website, social media and general marketing materials related to the services we provide. Any attempt to promote our relationship via press release must have written approval from the other party. We may use the service provided and results generated as a case study for marketing purposes or as a reference for prospective clients.

 

COMMUNICATION GUIDELINES:

Our preferred method of agency communication is Facebook Messenger or Plutio Messenger. This allows us to track every request and when it was completed. Secondary forms of communication such as Email, Phone, Zoom, however we will only be accountable for requests sent via Facebook Messenger or Plutio Messenger. Our business hours are M-F 10am-5pm, EST. Account managers are expected to respond to every request within 24 hours during business hours & within 24 hours next business day if sent after hours or during the weekend. Requests may take up to 72 hours to be correctly implemented, depending on the request.

 

LIMITATION OF LIABILITY:

You agree that you have the right to provide us with legal access to your accounts and advertise on your behalf. You agree to indemnify and hold us harmless from all third party claims, liabilities, damages and expenses arising from any unpaid expenses, any breach of representation, any content or services linked to you and/or any of your business activities not arising from our acts or omissions. Our company, investors or any member of our team will not be liable to you or any other entity for actions taken in good faith, unless fraud, gross negligence or willful misconduct is determined. We are not liable for any delay or failure in the performance of any of the services or for any loss due to any cause beyond our reasonable control. We make no guarantees with respect to placement of your content or the results of any advertising campaign. No oral or written information or advice given by our team will supersede this agreement. We will not be liable for any amount in connection with this agreement in excess of the amount paid to us during the six (6) month period prior to the date the action arose.

 

EMPLOYEES:

We both agree to not directly or indirectly, employ or solicit for employment any persons employed by either company during our relationship or for a period one (1) year after it ends. If violated, the offender will make a lump sum payment within 30 days for 30% of the employees current or expected annual salary, whichever is higher.

 

DISPUTES:

This agreement is governed by federal law and the laws of Ontario. Any dispute we cannot resolve will be decided by an independent arbitrator, whose decision is binding on us, but not to you. If you are not satisfied with the arbitrator’s decision, you may then go to court. Jurisdiction is Middlesex County, Ontario, Canada

 

CHARGES:

The name and address on credit card must match the name of the person authorizing charges. A secondary card may be used as a backup to ensure digital ads continue to run if an issue arises with the primary card. The cards will be used for any Get Notissed Media fees. The Card Security Code (or CVV2) is the 3 or 4 digital number on the back or front of your card. It is used for additional security when processing credit card transactions and is mandatory for credit card vendors.