This Services Agreement (the “Agreement”) is made effective as of the date of acceptance by and between The Influenceater, a digital marketing agency specializing in social media marketing for local restaurants and bars, with its principal place of business in New York, New York (the “Agency”), and the undersigned Client (the “Client”).

Agency Appointment
The Client hereby appoints the Agency to manage and execute social media marketing services tailored specifically for the Client’s establishment.

Agency Services
The Agency shall provide the services which may include, but are not limited to:

• Setting up social media platforms, Facebook, Instagram, TikTok, X, Youtube, etc 
• Create content and manage engagement 
• Create, Manage, and Monitor social media advertisements
• Managing all social media communication directly related to campaigns or posts created by the Agency.

Commencement and Duration
This Agreement shall commence upon the Client’s acceptance of these terms and their initial payment and shall remain in effect for three (3) months, which is non-cancellable. Following the initial term, the Agreement shall continue on a month-to-month basis and may be terminated by either Party upon thirty (30) days’ written notice.

Confidentiality
The Agency shall maintain absolute confidentiality with respect to any confidential information received from the Client. The Agency shall not disclose any such information without obtaining Client’s specific prior consent, otherwise than in compliance with statutory requirements.

Governing Laws
This Agreement shall become valid when executed and accepted by both parties. This Agreement shall be construed in accordance with the laws of the State of New York, without an application of the principles of conflicts of laws. Anything in this Agreement to the contrary notwithstanding, the Parties’ shall conduct the Parties’ business in a lawful manner and faithfully comply with applicable laws or regulations of the state, city or other political subdivision in which the Parties is located.

Agency Fees and Remuneration
The Client agrees to pay the Agency a monthly fee as outlined in the selected service package. This fee will be automatically be charged to the Client’s designated payment method on the same day as their monthly initial payment.

Taxes
The Agency shall be responsible for all taxes arising from compensation and other amounts paid under this Agreement, and shall be responsible for all payroll taxes and fringe benefits of the Agency’s employees. Neither federal, nor state, nor local income tax, nor payroll tax of any kind, shall be withheld or paid by the Client on behalf of the Agency or it’s employees.

Payment Terms
The Client agrees to the monthly fee structure and acknowledges that payments are due on the same day each month for that month’s services. Additional services requested by the Client will be invoiced separately and become payable within 7 days from the date of all such invoices.

Indemnity
The Client shall indemnify and keep the Agency indemnified against all losses, expenses or damages that may be suffered by the Client due to any default or breach of terms by the Agency under this Agreement. The Agency shall indemnify and keep the Client indemnified against all losses, expenses, or damages that may be suffered by the Agency due to any default or breach of terms by the Client under this Agreement.

Non-Solicitation
Both the Client and the Agency hereby covenant that during the term of this Agreement and for a period of one year following its termination or expiration, it shall not, without the previous written consent of the other Party, employ or contract the services of any person whom the Party employed at any time during a period of a month to month preceding the date on which the offer for employment is made to the Party.

Force Majeure
Other than with respect to either Party’s payment obligations hereunder, in the case of any failure or delay of either Party in the performance of its obligations hereunder due to riot, insurrection, fire, flood, storm, explosion, pandemics, acts of God, government action, earthquake, shortage of materials, or any other event that is unforeseeable, unavoidable, and beyond the reasonable control of such Party, such Party shall not bear any liability for any reason.

Evaluation
The Client and the Agency shall evaluate the progress under this Agreement every other month and make necessary adjustments.

Modification in Terms
Any changes in the terms and conditions contained herein shall have effect only prospectively and shall be valid only if recorded in writing and signed by the authorized officials of the Client and the Agency.

Waiver
The failure of either Party at any time to enforce any provision of this Agreement shall in no way affect its right thereafter to require complete performance by the other Party. Further, waiver of any breach of any provision shall not be held to be a waiver for any subsequent breaches. Any waiver shall be valid only if recorded in writing and signed by the authorized officials of the Client and the Agency.

Termination 
After the initial non-cancellable three-month term, either party may terminate this Agreement by 30 days written notice to the other Party without assigning any reason whatsoever. The obligations of the parties shall continue during the notice period.

Arbitration 
It is hereby agreed that any controversy or claim arising out of or relating to this Agreement, the Agency fees, or the Agency representation of the Client shall be settled by arbitration administered in New York, NY, pursuant to a single arbitrator arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

Notices
Any or all notice to be given by the parties hereto to each other under this Agreement shall be in writing and shall be transmitted (a) by email, at the email addresses provided during initial account registration.

Disclaimer of Guarantees
The Agency makes no guarantees regarding an increase in the Client’s business, customer base, or revenue as a result of the services provided.

Acceptance
By submitting the initial payment and subscription to the Influenceater, the Client hereby accepts the Agreement above and confirms they have read and understand the Terms and Conditions of Service provided by the Agency, and agree to abide by them.