Client and Agency

Welcome to Empowered Income, LLC (DBA Empowered Social Media), a social media management and digital marketing service provider. The following Terms of Service (the “Terms”) govern your use of our products and services (collectively, the “Services”). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use our Services. These Terms of Service outline the conditions and relationship between Empowered Income, LLC (DBA Empowered Social Media) (“Agency”) and its customers (“Client” or “Clients”).

Summary

Below is a summary of the Terms of Service; it is only meant to highlight portions of the Terms of Service that the Agency deems notable. Client acknowledges that Client has read the entire Terms of Service.

• Agency reserves the right to refuse service to any party at any time.
• Payment is upfront. Client grants permission to Agency to charge Client’s credit card on a monthly basis.
• Client acknowledges that the business hours of the Agency are 9:00am to 5:00pm Eastern Time.
• Client acknowledges that the best way to communicate with Agency is via email. Client acknowledges that Agency may require multiple days to respond to Client’s inquiries.
• Client acknowledges that the package/plan for which they are paying includes the features listed under each package/plan on Agency’s website. The packages/plans are subject to change at any time. Client acknowledges that there is a no-refund policy.
• Client acknowledges that each social media management package includes only one round of social media content revisions.
• Client acknowledges that Agency does not guarantee a certain number of leads or sales as a result of Agency’s service. Agency’s service is not designed to generate leads or sales for Client.
• Client acknowledges that Agency reserves the right to use all materials created for the Client as a part of Agency’s service for advertising, marketing, and promotional purposes.
• There is a content approval process in place for all visual, textual, and general digital content that is produced by Agency before it is published on behalf of Client. However, Client agrees that Agency is not responsible for any negative outcomes associated with the publishing of social media graphics, captions, blog content, email content, or other general digital marketing content on behalf of the Client.
• Each monthly service plan offered by Agency includes one round of revisions. Client agrees to provide feedback and revision requests, if any, in a timely manner. Agency reserves the right to require feedback and revision requests by a certain date or time. Client acknowledges that if Client does not provide feedback and revision requests by the time specified by the Agency in writing, then Agency is not obligated to revise, edit, or alter the content originally provided to Client.
• Client acknowledges and agrees that Agency reserves the right to use similar, but not exact, templates, graphics, copywriting for multiple Clients.
• While there is a content approval process, Agency reserves the right to publish, post, and/or publicly release materials on behalf of Client in any way, shape, or form. Client grants agency the right to publish, post, and/or publicly release materials on behalf of Client without Client’s direct permission and/or approval.
• Client agrees that Client’s use of the graphics provided by Agency must be only for the Client’s use. Client agrees not to redistribute or resell the graphics and/or content provided by Cadenza Social. Client agrees with all of the terms in the content license agreements of the graphic design software services that Agency utilizes, including Adobe Illustrator, Canva, and all other graphic design software services used by Agency.
• If Client provides Agency with any digital content (photos, images, videos, logos, graphics, fonts, etc.) to utilize in the creation of social media posts, Agency will assume Client has the rights to that content for commercial and non-commercial usage. Agency is not responsible for verifying that content provided by Client has been licensed for commercial and/or non-commercial usage by Client. Client is solely responsible for getting permission from the owners of any digital content that is provided to Agency.

Manner of Compensation

Client agrees to pay for services at the start of each month. Client acknowledges that Agency will not provide service until payment has been received on a monthly basis. The monthly fees for our monthly subscription plans are listed on the Agency’s website, and are subject to change at any time. The monthly fees for custom packages, that do not fall under those listed on our website, are subject to change at any time. Client acknowledges that Agency is not obligated to provide services for the prices listed on Agency’s website. Client acknowledges that Agency reserves the right to not provide services to customers.

Client grants permission to Agency to charge Client’s credit card on a monthly basis. Client acknowledges that Client can cancel service at any time. If Client cancels service, Agency will provide service for the remainder of the month for which the Client has paid. Client acknowledges that there is a no-refund policy. In other words, Agency will not grant refunds for partial months of service. The Services are offered on a month-to-month subscription basis. Your subscription will automatically renew on a monthly basis until terminated by you or by Empowered Social Media. You may terminate your subscription at any time by providing written notice to Two Step Social, or by canceling the subscription yourself on the Client Portal, which can be accessed on our website.

Account Access

Client agrees to grant Agency access to Client’s social media accounts and profiles. Client agrees to give Agency administrator-level access to all accounts. In order to use the Services, Client must create an account in the Client Portal. You are responsible for maintaining the confidentiality of your account information, including your username and password, and for all activity that occurs under your account. You agree to immediately notify Empowered Social Media of any unauthorized use of your account.

Use of the Services

You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to use the Services:

• To violate any laws or regulations.
• To engage in any activities that may harm Empowered Social Media or its reputation.
• To engage in any unauthorized advertising or marketing activities.
• To engage in any activities that infringe or misappropriate the intellectual property rights of others.
• To engage in any activities that are harmful to the security or performance of the Services or the infrastructure of Empowered Social Media or its partners.

Disputes

These Terms of Service and any claim or dispute arising out of or related to these Terms of Service or the transactions contemplated hereby, whether in contract, tort or otherwise, shall be governed by and construed in accordance with the laws of the State of North Carolina, without giving effect to its conflicts of law principles. Any claims, legal actions, or proceedings arising out of or relating these Terms of Service (whether for breach of contract, tortious conduct or otherwise) shall be brought in either the Court of Mecklenburg County, North Carolina or the United States District Court for the Western District of North Carolina, and the parties to these Terms of Service hereby accept and irrevocably submit to personal jurisdiction in North Carolina. These Terms of Service shall be binding upon and insure to the benefit of both parties hereto, their successors and assigns, including, without limitation, any corporation or person which may acquire all or substantially all the assets and business of either party or into which either party may be consolidated or merged. If any provision of this jurisdiction is proved to be invalid, void or unenforceable, the remainder of the provisions shall remain in full force and in no way, be affected, impaired, or invalidated. The waiver by Agency of a breach or failure to enforce any of the terms and conditions of these Terms of Service at any time shall not in any way affect, limit, or waive Agency’s right thereafter to enforce and compel strict compliance with every term and condition of these Terms of Service. In addition to any other damages that either party may be entitled to at law or in equity, should either party breach these Terms of Service, the prevailing party shall be entitled to recover its reasonable attorney’s fees, costs, and expenses incurred in enforcing the terms of these Terms of Service. In no event shall either party be liable to the other for punitive, special or consequential damages even if the other party shall be informed of the possibility that consequential damages may result from any fault or breach.

Agency Employees

For a period of three (3) years, Client agrees not to hire, directly or indirectly, any employee of the Agency or use employee as an independent contractor, unless otherwise mutually agreed by the parties.

Cooperation

Client is to cooperate with Agency, as needed, during their relationship. Said cooperation shall include, but not be limited to, timely providing reasonably required information as Agency may request.

Client Unresponsiveness

If the Client is unresponsive, then Agency will make multiple attempts to reach Client by email, phone, and text. Agency reserves the right to keep the subscription active for an unlimited period of time, regardless of if Client communicates with Agency. If Agency is unable to get in contact with Client, then Agency reserves the right to voluntarily suspend the month-to-month subscription after three months of no communication.

Content Distribution

Client agrees to assume full responsibility for the truth and accuracy of information furnished to Client by Agency and for the content Client has reviewed and approved. The parties covenant and agree to indemnify and save each other harmless from any and all claims, liability, loss, damage or expense, including reasonable attorneys’ fees, arising out of the negligent performance of their respective obligations under these Terms of Service or by anyone for whom they are in law responsible. The parties hereto agree that they shall co-operate with each other in the defense of any such action, including providing each other with prompt notice of any such action and the provision of all material documentation. The parties further agree that they have a right to retain their own counsel to conduct a full defense of any such action.

If Client provides Agency with any digital content (photos, images, videos, logos, graphics, fonts, etc.) to utilize in the creation of social media posts, Agency will assume Client has the rights to that content for commercial and non-commercial usage. Agency is not responsible for verifying that content provided by Client has been licensed for commercial and/or non-commercial usage by Client. Client is solely responsible for getting permission from the owners of any digital content that is provided to Agency.

Agency Marketing

Agency reserves the right to reference Client and materials produced for Client in its marketing and promotional materials. Agency reserves the right to use materials created for the Client by the Agency in marketing and promotional materials without the permission of the Client.

Agency Liability

Notwithstanding any contrary provisions in these Terms of Service or as may be provided for under applicable law, in no event shall Agency (or its affiliates, and their respective employees, stockholders, officers, directors, representatives, or licensors) be liable to Client, either in contract or in tort or indemnity or otherwise, and Client hereby releases and discharges agency with respect to any consequential, incidental, indirect, special, exemplary or punitive damages (including without limitation loss of future revenue, lost profits, and diminution of value) which may arise out of or in connection with these Terms of Service, even if Agency has been advised of the possibility of such damages in advance or such damages could have been reasonably foreseen by Agency. In addition to the foregoing limitations, in no event whatsoever shall Agency’s aggregate liability under these Terms of Service, exceed the amount actually paid by Client to Agency during the last six (6) month period prior to the cause of loss or damage. No claim arising regarding or relating to products, services, or these Terms of Service may be brought against agency or any agency indemnitee more than one (1) year after it accrues, which the parties agree shall control over and short then applicable statutes of limitation. The terms and conditions of this paragraph shall survive any expiration or termination of these Terms of Service.

Oral Representations

These Terms of Service represent the final and entire agreement of the parties and no prior representations or oral agreements or promises were made or relied upon by either party other than those which are expressly set forth herein. Any changes or amendments to these Terms of Service must be in writing and signed by both parties.