These Terms and Conditions (“Terms”) set forth the terms and
conditions that apply to the AGREEMENT (“Agreement”,
“Engagement”, or “Scope”) that the CLIENT (“you” or “your”) has
entered into with the PROVIDER (“REEL Integrations”, “we”, “our” or
“us”).
By accepting the Agreement, either by signing and returning our
agreement document, by making the first payment or indicating
your acceptance in writing via email, you agree to the terms of this
agreement. These terms will govern all services provided. If you are
entering into this agreement on behalf of a company or other legal
entity, you represent that you have the authority to bind such an
entity to these terms and conditions, in which case the terms “you”
or “your” shall refer to such entity. If you do not have such
authority, or if you do not agree with these terms and conditions,
you must not accept this agreement and may not use our services.
By accepting this Agreement, you agree to be bound by the terms
and conditions of this Agreement as it may be amended from time
to time in the future.
AGREEMENT TERMS AND CONDITIONS
1. Changes and updates to These Terms and Conditions:
These Terms and Conditions may be updated at any time,
without notification to you, and you should review this
Agreement from time to time by accessing the Reel
Integration Terms and conditions document linked at:
A la Carte Terms and Conditions Your continued use of
our Services shall be deemed irrevocable acceptance of any
such revisions. Before you continue, you should print or
save a local copy of this Agreement for your records.
2. Undefined and Un-scoped Work: Where any work is not
defined, or specifically scoped in detail, the Provider will
discuss with the Client the specific “out of scope” tasks in
an effort to keep the Project on schedule. If these tasks are
beyond the mutually agreed upon scope, the timeline and
associated additional costs would be expanded to
encompass this additional work. The Provider will make
reasonable efforts to keep the Client within the mutually
agreed scope, but it is the Client’s responsibility to keep
requests within the mutually agreed scope. The Provider
reserves the right to charge for any additional work
requested by the Client outside of the mutually agreed
scope without Client approval.
3. Access: In order to receive our services and to mitigate
unknown factors that could cause changes, or delays to the
schedule, it is essential that the Client provide Us safe and
timely access to required information, site content, where
appropriate servers, tools (including licenses) and anything
else needed to perform the services.
4. Change Management: The Client’s feedback, as well as
requested approvals, are required within forty-eight (48)
hours during the business week to the Provider in order to
meet project timeline objectives unless otherwise specified
as part of the Agreement. Delays beyond this timeframe or
changes to prior approvals may delay all following
deliverables, including the project completion date, and will
add to the original project cost. The project timeline
determined in the project Agreement is the maximum
amount of time included in the project. Any delays or
pauses by the Client will not entitle the Client to additional
time under the project Agreement. If there is an extended
delay, a freeze may be placed on the project and a monthly
“freeze fee” assessed. Once the project timeline expires,
there is no obligation for the Provider to continue work
without additional fees.
5. Confidential Information: Each party agrees not to
disclose the other’s confidential information, which is: (a)
any discount, or price that We offer You, (b) the contract
terms between the Client and Us, (c) information given in
writing and marked “Confidential” and (d) information
given over the phone, or in person and confirmed in writing
as “Confidential”.
6. Third Party Fees: The Provider is not responsible for site
hosting, or any other Third Party fees, or costs associated
with the work to be performed. Any required third party
services, or tools that have costs associated will be
identified by the Provider and must be approved by the
Client prior to use. The Provider will make suggestions on
hosting and other services, if requested.
7. Acceptance and Use: Unless specifically stated in writing,
the Client will be considered to have accepted our services,
including anything that We provide to You as part of the
services when they are provided. The services are for Your
and Your businesses’ benefit only and You cannot sell or
transfer them, or grant access to any other person without
Our permission in writing.
8. Implied Consent: If at any time, regardless of the status
of an agreement being in place, a request or requirement is
made by the Client or any representative or affiliate of the
Client’s team for the Provider to begin work, complete
work, or continue providing services this will be considered
an approval of any related scope, agreement, or requests
even if there is no other approval via written or signature
and all costs and fees will be due accordingly. This includes
services being provided beyond the end date of a contract,
in which case the contract will be renewed at the default 12
month term unless explicitly cancelled 60 days prior to the
end date by the Client in writing or by the Provider. If there
is no relating agreement or scope, the work will be billed at
the standard hourly rate of the Provider.
9. Invoices and Payment: The Provider will invoice the
Client in advance for work planned. Invoices are due upon
receipt and will be billed by the Provider to the Client’s
credit card or ACH details on file. Work on the Project will
begin when the first payment is received. All payments
must be received on time. Delays in payment receipt or
chargebacks will result in work being placed on hold or
discontinued and will be subject to the incurrence of
additional fees including but not limited to late fees on the
amount owed, not to exceed ten (10) % per month. The
Provider reserves the right to take down or remove any live
work that has outstanding invoices of more than 30 days.
The Client is solely responsible for any losses in revenue or
other costs associated with these actions.
10. Intellectual Property: We agree that You own any of
Your pre-existing intellectual property (as well as
modifications, or improvements) that You supply to Us for
the services. The Client agrees that We, the Provider own
our pre-existing intellectual property (as well as
modifications, or improvements), such as Provider tools,
code, frameworks, technologies and all designs created in
relation to the specific product being developed, which We
will supply for the delineated services, as well as any new
intellectual property created in conjunction with this
Agreement, but offers the Client a limited license to use the
code for those specific services rendered herein. Client
authorizes Provider to display a small weblink credit line at
the bottom of this project website, as well as grant the
Provider the ability to reference the Project on our website
and potentially in publishable, written articles.
11. Warranty: We warrant that we will perform the services
in a good and competent way. However, there are many
factors outside of our control, including the Client
themselves. Therefore, the Provider makes no guarantees
as to the results of any services rendered, including but not
limited to: the completion of work, the launching of
projects, or the success of any marketing activity.
Regarding specific faults, the Client must make any claim in
writing for a fault in our services within the timeframe of
the Agreement for the specific related services.
12. Limitation of Liability: Our aggregate liability to each
other for all claims arising out of, or relating to this
Agreement, whether for breach or in tort, is limited to and
will not exceed 10% of the price charged for the services
detailed under the scope (to include modifications) of this
Agreement. Furthermore, the Provider assumes no liability
for any issues, losses, or litigation due to: data breaches,
data losses, lost revenue due to any event, compliance,
licensing, accessibility, privacy, or anything related to the
services rendered. The Client is solely responsible for all
security, security protocols, verification of work, copyright
and trademark compliance, verification of originality and
accuracy, intellectual property review, employing any
outside counsel for review of any work, and compliance
with data collection, accessibility, licensing, user privacy, or
any other such laws. The Client agrees to hold harmless
and indemnify the Provider from any issues, liabilities,
litigation, or any other financial or business losses that may
result from any work, services, or products provided to the
Client by the Provider.
13. Term of Agreement: This Agreement can be utilized for
additional services. The terms and conditions contained in
this Agreement, will survive the expiration or termination
or any services.
14. Termination: The Client can terminate this Agreement
only if the Provider fails to cure a material breach of this
Agreement within thirty (30) days of written notice of such
a breach, hereby defined as “Cause”. This agreement
cannot be terminated for any other circumstances outside
of the aforementioned Cause. In all other cases the Client
is responsible to fulfill the full payment obligations of the
Agreement regardless of circumstances. Should the Client
terminate this Agreement under Cause, the Client will be
responsible for all costs incurred through the date of
termination and any referenced costs that are outstanding
will be paid to the Provider within thirty (30) days of the
final invoice date. Regardless of circumstance, there are no
refunds on any fees paid. Obligations and restrictions,
which by their nature should remain in effect, including but
not limited to: Sections Six (6), Confidential Information
and Eleven (11), Intellectual Property, will remain in effect
after this Agreement ends.
15. Governing Law and Disputes: This Agreement will be
governed by Tennessee State laws, excluding its conflict of
laws rules. Any litigation arising out of, or relating to this
Agreement will be conducted in the state, or federal courts
located in Williamson County, Tennessee and the Client
agrees to the jurisdiction and venue of those courts.
16. Fixed Payment System, Deadline Clause, and Client
Responsibilities: The Client acknowledges and agrees to a
fixed payment system wherein adherence to project
deadlines is paramount. Should the agreed-upon deadline
not be met due to any fault on the part of the Client, the
Client shall be liable to pay the full amount stipulated in the
contract, regardless of project completion status. In the
event of a deadline overrun attributable to the Client, the
project will be relegated to the bottom of the Company's
queue, with the Client incurring a weekly charge of $250
for each week the project remains overdue, up to a
maximum of 20% of the total project price. This clause
shall not apply if the delay in project completion is
attributable to factors within the Company's control. The
Client further acknowledges their responsibilities, which
include but are not limited to lack of communication, failure
to provide necessary assets within a reasonable timeframe,
and delays in providing feedback required for project
progression.
17. Professional Conduct: The Company values professional
and respectful communication with its clients and expects the
same in return. The Company will not tolerate any disrespect,
the use of vulgar language, or rude behavior from the Client at
any time during the duration of the contract. The Company
seeks to build formative and collaborative relationships with its
clients and considers such conduct detrimental to this goal.
Therefore, if the Client presents any of these attributes, the
Company reserves the right to cancel the Client's service
immediately, with no prior notice, and without any liability on
the part of the company.
These Terms and Conditions (“Terms”) set forth the terms and
conditions that apply to the AGREEMENT (“Agreement”,
“Engagement”, or “Scope”) that the CLIENT (“you” or “your”) has
entered into with the PROVIDER (“REEL Integrations”, “we”, “our” or
“us”).
By accepting the Agreement, either by signing and returning our
agreement document, by making the first payment or indicating
your acceptance in writing via email, you agree to the terms of this
agreement. These terms will govern all services provided. If you are
entering into this agreement on behalf of a company or other legal
entity, you represent that you have the authority to bind such entity
to these terms and conditions, in which case the terms “you” or
“your” shall refer to such entity. If you do not have such authority,
or if you do not agree with these terms and conditions, you must
not accept this agreement and may not use our services.
By accepting this Agreement, you agree to be bound by the terms
and conditions of this Agreement as it may be amended from time
to time in the future.
AGREEMENT TERMS AND CONDITIONS
1. Changes and updates to These Terms and Conditions:
These Terms and Conditions may be updated at any time,
without notification to you, and you should review this
Agreement from time to time by accessing the Reel
Integration Terms and conditions document linked at:
Terms and Conditions Your continued use of our Services
shall be deemed irrevocable acceptance of any such
revisions. Before you continue, you should print or save a
local copy of this Agreement for your records.
2. Undefined and Un-scoped Work: Where any work is not
defined, or specifically scoped in detail, the Provider will
discuss with the Client the specific “out of scope” tasks in
an effort to keep the Project on schedule. If these tasks are
beyond the mutually agreed upon scope, the timeline and
associated additional costs would be expanded to
encompass this additional work. The Provider will make
reasonable efforts to keep the Client within the mutually
agreed scope, but it is the Client’s responsibility to keep
requests within the mutually agreed scope. The Provider
reserves the right to charge for any additional work
requested by the Client outside of the mutually agreed
scope without Client approval.
3. Access: In order to receive our services and to mitigate
unknown factors that could cause changes, or delays to the
schedule, it is essential that the Client provide Us safe and
timely access to required information, site content, where
appropriate servers, tools (including licenses) and anything
else needed to perform the services.
4. Project Communication Methodology: All written
project communications between the Client and the
Provider are to be logged in Slack software, or similar
Project communication tracking software. Any
communications outside of these systems may not be seen
or responded to.
5. Change Management: The Client’s feedback, as well as
requested approvals, are required within forty-eight (48)
hours during the business week to the Provider in order to
meet project timeline objectives unless otherwise specified
as part of the Agreement. Delays beyond this timeframe or
changes to prior approvals may delay all following
deliverables, including the project completion date, and will
add to the original project cost. The project timeline
determined in the project Agreement is the maximum
amount of time included in the project. Any delays or
pauses by the Client will not entitle the Client to additional
time under the project Agreement. If there is an extended
delay, a freeze may be placed on the project and a monthly
“freeze fee” assessed. Once the project timeline expires,
there is no obligation for the Provider to continue work
without additional fees.
6. Confidential Information: Each party agrees not to
disclose the other’s confidential information, which is: (a)
any discount, or price that We offer You, (b) the contract
terms between the Client and Us, (c) information given in
writing and marked “Confidential” and (d) information
given over the phone, or in person and confirmed in writing
as “Confidential”.
7. Third Party Fees: The Provider is not responsible for site
hosting, or any other Third Party fees, or costs associated
with the work to be performed. Any required third party
services, or tools that have costs associated will be
identified by the Provider and must be approved by the
Client prior to use. The Provider will make suggestions on
hosting and other services, if requested.
8. Acceptance and Use: Unless specifically stated in writing,
the Client will be considered to have accepted our services,
including anything that We provide to You as part of the
services when they are provided. The services are for Your
and Your businesses’ benefit only and You cannot sell or
transfer them, or grant access to any other person without
Our permission in writing.
9. Implied Consent: If at any time, regardless of the status
of an agreement being in place, a request or requirement is
made by the Client or any representative or affiliate of the
Client’s team for the Provider to begin work, complete
work, or continue providing services this will be considered
an approval of any related scope, agreement, or requests
even if there is no other approval via written or signature
and all costs and fees will be due accordingly. This includes
services being provided beyond the end date of a contract,
in which case the contract will be renewed at the default 12
month term unless explicitly canceled 60 days prior to the
end date by the Client in writing or by the Provider. If there
is no relating agreement or scope, the work will be billed at
the standard hourly rate of the Provider.
10. Invoices and Payment: The Provider will invoice the
Client in advance for work planned. Invoices are due upon
receipt and will be billed by the Provider to the Client’s
credit card or ACH details on file. Work on the Project will
begin when the first payment is received. All payments
must be received on time. Delays in payment receipt or
chargebacks will result in work being placed on hold or
discontinued and will be subject to the incurrence of
additional fees including but not limited to late fees on the
amount owed, not to exceed ten (10) % per month. The
Provider reserves the right to take down or remove any live
work that has outstanding invoices of more than 30 days.
The Client is solely responsible for any losses in revenue or
other costs associated with these actions.
11. Intellectual Property: We agree that You own any of
Your pre-existing intellectual property (as well as
modifications, or improvements) that You supply to Us for
the services. The Client agrees that We, the Provider own
our pre-existing intellectual property (as well as
modifications, or improvements), such as Provider tools,
code, frameworks, technologies and all designs created in
relation to the specific product being developed, which We
will supply for the delineated services, as well as any new
intellectual property created in conjunction with this
Agreement, but offers the Client a limited license to use the
code for those specific services rendered herein. Client
authorizes Provider to display a small weblink credit line at
the bottom of this project website, as well as grant the
Provider the ability to reference the Project on our website
and potentially in publishable, written articles.
12. Warranty: We warrant that we will perform the services
in a good and competent way. However, there are many
factors outside of our control, including the Client
themselves. Therefore, the Provider makes no guarantees
as to the results of any services rendered, including but not
limited to: the completion of work, the launching of
projects, or the success of any marketing activity.
Regarding specific faults, the Client must make any claim in
writing for a fault in our services within the timeframe of
the Agreement for the specific related services.
13. Limitation of Liability: Our aggregate liability to each
other for all claims arising out of, or relating to this
Agreement, whether for breach or in tort, is limited to and
will not exceed 10% of the price charged for the services
detailed under the scope (to include modifications) of this
Agreement. Furthermore, the Provider assumes no liability
for any issues, losses, or litigation due to: data breaches,
data losses, lost revenue due to any event, compliance,
licensing, accessibility, privacy, or anything related to the
services rendered. The Client is solely responsible for all
security, security protocols, verification of work, copyright
and trademark compliance, verification of originality and
accuracy, intellectual property review, employing any
outside counsel for review of any work, and compliance
with data collection, accessibility, licensing, user privacy, or
any other such laws. The Client agrees to hold harmless
and indemnify the Provider from any issues, liabilities,
litigation, or any other financial or business losses that may
result from any work, services, or products provided to the
Client by the Provider.
14. Term of Agreement: This Agreement can be utilized for
additional services. The terms and conditions contained in
this Agreement, will survive the expiration or termination
or any services.
15. Termination: The Client can terminate this Agreement
only if the Provider fails to cure a material breach of this
Agreement within thirty (30) days of written notice of such
a breach, hereby defined as “Cause”. This agreement
cannot be terminated for any other circumstances outside
of the aforementioned Cause. In all other cases the Client
is responsible to fulfill the full payment obligations of the
Agreement regardless of circumstances. Should the Client
terminate this Agreement under Cause, the Client will be
responsible for all costs incurred through the date of
termination and any referenced costs that are outstanding
will be paid to the Provider within thirty (30) days of the
final invoice date. Regardless of circumstance, there are no
refunds on any fees paid. Obligations and restrictions,
which by their nature should remain in effect, including but
not limited to: Sections Six (6), Confidential Information
and Eleven (11), Intellectual Property, will remain in effect
after this Agreement ends.
16. Renewal Opt-Out Period: Where applicable, recurring
services may have an opt-out period prior to auto-renewal.
Once the opt-out period has passed, the service will renew
at the specified term and the Client is responsible for the
full term of the renewal. No cancellations will be granted
outside of the opt-out period. If the Client chooses to
opt-out of the renewal within the allowed period, the Client
is still responsible for the remainder of the full agreed
contract term through the final (full) month, regardless of
when the opt-out notice was given. The final month of the
term will not be prorated by days.
17. Governing Law and Disputes: This Agreement will be
governed by Tennessee State laws, excluding its conflict of
laws rules. Any litigation arising out of, or relating to this
Agreement will be conducted in the state, or federal courts
located in Williamson County, Tennessee and the Client
agrees to the jurisdiction and venue of those courts.
18. Term of Services: By default, all recurring monthly
services auto-renew on a 12 month term, with a 60 day
opt-out period prior to the renewal date even if an end date
is specified in the contract as long as services are still being
rendered or unless otherwise noted in the Agreement
document.
19. Point of Contact: You agree that the Primary Point of
Contact (“POC”) established during the sales and scoping
discussions will continue to be the Provider’s POC for the
full extent of this and any future Agreement unless
otherwise specified by the Client and accepted by the
Provider in written form prior to the execution of this
Agreement. For the purpose of this Agreement, “POC” will
be defined as a single person not a group of people. If a
POC is not explicitly stated then the POC is whoever the
Provider determines to be the POC. The relationship
between the Provider and the POC is critical to the success
and efficiency of any work completed. Changing the POC
will have substantial financial and timeline repercussions to
both the Provider and the work being completed by the
Provider. Therefore, once established, the Client may not
change the POC for any reason, including but not limited
to: termination of that person by the Client, promotion,
resignation, or loss of that person for any other reason.
Any change in POC may be considered a breach in contract
at the sole discretion of the Provider in which case all fees
for the remainder of the contract term will be owed and no
refunds will be given. If an exception to change the POC is
granted by the Provider, that exception may be revoked at
any time in the future, at the sole discretion of Provider, in
which case the Agreement will be considered breached by
the Client as previously stated. If an exception is granted,
the Provider has the right to charge a “re-education” fee,
which will be the greater of: 2 months of service fees (if
applicable), 20% of the full project price, or $5,000. In this
circumstance, it will still be the sole responsibility of the
Client to make sure the new POC has all of the relevant
context and knowledge of the Agreement, Scope, and any
other critical relationship information, and that the POC
operates within the bounds of the Agreement. The
re-education fee does not remove the right of the Provider
to consider the contract breached, as mentioned above, at
any point in the future. If an exception is granted, all
agreements (written or verbal) with the original POC will be
the governing agreements, scopes, and details for the full
term of the Agreement unless otherwise allowed by the
Provider, and the new POC waives any right to change any
Agreements unless explicitly allowed by the Provider.
20. Fixed Payment System, Deadline Clause, and Client
Responsibilities: The Client acknowledges and agrees to a
fixed payment system wherein adherence to project
deadlines is paramount. Should the agreed-upon deadline
not be met due to any fault on the part of the Client, the
Client shall be liable to pay the full amount stipulated in the
contract, regardless of project completion status. In the
event of a deadline overrun attributable to the Client, the
project will be relegated to the bottom of the Company's
queue, with the Client incurring a weekly charge of $250
for each week the project remains overdue, up to a
maximum of 20% of the total project price. This clause
shall not apply if the delay in project completion is
attributable to factors within the Company's control. The
Client further acknowledges their responsibilities, which
include but are not limited to lack of communication, failure
to provide necessary assets within a reasonable timeframe,
and delays in providing feedback required for project
progression.
21. Professional Conduct: The Company values professional
and respectful communication with its clients and expects the
same in return. The Company will not tolerate any disrespect,
the use of vulgar language, or rude behavior from the Client at
any time during the duration of the contract. The Company
seeks to build formative and collaborative relationships with its
clients and considers such conduct detrimental to this goal.
Therefore, if the Client presents any of these attributes, the
Company reserves the right to cancel the Client's service
immediately, with no prior notice, and without any liability on
the part of the company.
22. Retainer Cancellation Policy: In the event that a retainer
client wishes to cancel their project before the agreed-upon
timeframe, they shall be subject to the following cancellation
policy: If the cancellation occurs with more than two months
remaining on the contract term, the Client will be charged a
fee equivalent to two full months of the retainer price. If the
time left on the contract is less than two months, the Client
will be charged a prorated amount based on the remaining
time left on the contract.

A la Carte Terms and Conditions

Retainer Terms and Conditions