PPC – Google Ads Management Terms
This contract is entered into between 421 Online Pty Ltd (hereinafter referred to as 421 Online and the “Client” or “Credit Card Holder”
1. 421 Online will provide the Client with Pay Per Click Advertising Services (hereinafter referred to as “PPC”) as described in this Agreement. 421 Online will target specific keywords and/or phrases to direct traffic to the Client’s website. By entering into this agreement, you give us permission to access your Google Ads account for the purposes of managing and optimizing your online business. This contract is limited to one website.
2. The Client understands that there are 3 costs involved in undertaking this Google PPC search ad service.
- Setup Fee paid to 421 Online in the amount confirmed in the proposal.
- Weekly or monthly Agency management fees paid to 421 Online in advance on a weekly or monthly basis in the amount confirmed in the proposal.
- Monthly search engine advertising spent which will be charged by Google Inc, directly and by automatically debiting your supplied credit card based on a weekly, monthly or target based budget agreed by the Client in writing.
The PPC services will begin when the first payment is received via direct debit from the Client for the setup fee. All prices listed are in South African Rand (ZAR)
3. Refund Policy – 25% of the set-up fee will be refunded if the Client requests in writing for the campaign be to terminated within 7 days of the signing of this agreement. Note that refunds are not applicable for Agency management fees. Refund on Monthly search engine advertising budget are based on Google’s own Ads PPC refund policy.
4. 421 Online’s PPC services are intended to serve two main purposes:
a. to provide the Client with increased exposure in the paid advertising area of search engines like Google, and
b. to drive targeted online traffic to the website. 421 Online’s PPC Services will include (but not limited to):
- Researching keywords and phrases to select appropriate, relevant search terms.
- Writing of advert copy.
- Analysis and recommendations on optimal targeting including interests and demographics.
- Review and refinement of the campaign on an ongoing basis to improve click through rate and optimize the PPC investment.
- Create traffic and ranking reports for the Client’s website and any associated pages showing PPC results in Google.
5. For the purposes of receiving professional PPC services, the Client agrees to provide the following:
- Administrative/backend access to the website for analysis of content and structure.
- Permission to make changes for the purpose of optimisation, and to communicate directly with any third parties, e.g., your web designer, if necessary.
- Unlimited access to existing website traffic statistics for analysis and tracking purposes.
- An email address for the purposes of retaining contact and reporting results.
- Authorization to use client pictures, logos, trademarks, web site images, pamphlets, content, etc., for any use as deemed necessary by 421 Online for PPC advertising purposes.
6. 421 Online endeavours to set up your PPC campaign as quickly as possible, however in some instances the campaign can take 7-10 days. The timeframes we prescribe are reliant upon your full cooperation for the supply of final materials and information. The Client will be required to review and approve certain aspects of the campaign setup in order to progress the campaign to subsequent phases. 421 Online takes no responsibility for Client’s inaction or by not approving ad copy, ad design, keywords or budgets for their PPC campaign.
7. Approval of PPC Campaign works – On completion of the initial setup of the Client’s PPC campaign, the Client will be notified in writing and will have the opportunity to review the PPC campaign details. The Client can notify 421 Online in writing of any unsatisfactory information within 7 days of the notification. Any information not deemed to be unsatisfactory within the 7 days review period will be deemed to be approved.
8. If the Client wishes to suspend or cancel 421 Online’s PPC Services at any time please confirm in writing. Upon cancelation all agreed fees outstanding to 421 Online are to be paid in full within 5 working days of cancellation. If the Client chooses to cancel their PPC agreement with 421 Online, the Google Ads Pay Per Click fees are not automatically stopped. 421 Online holds no liability for any charges that Google Ads charges after the cancellation of your PPC service. If the Client wishes to stop the pay per click advertising with Google Ads at the same time that the Client cancels their contract with 421 Online, they should notify us in writing. 421 Online can stop the PPC campaign on the Client’s behalf or the Client may choose to directly access their Google Ads Account to organize cancellation.
9. Client agrees to the following with respect to PPC services:
- The Client’s ongoing use of the services is binding acceptance of these terms and any changes hereto.
- The 421 Online PPC Services are provided under a Month to Month agreement unless otherwise agreed in the campaign proposal. Should the client choose to cancel the Agreement during the contract term, the remainder of the Weekly Agency management fees agreed are payable in full.
- The use of the 421 Online PPC service is at the Client’s own risk.
- 421 Online is not Google or Google Ads. 421 Online is a separate entity from Google.
- The Client acknowledges that 421 Online makes no guarantee that PPC will provide any increase in sales, business activity, profits or any other type of improvement to the Client’s business.
- To the fullest extent admissible by law, 421 Online will not be held liable to the Client for any damages, including without limitation any direct, indirect, special, punitive, incidental, or consequential damage (including but not limited to damages for loss of business profits, business interruption, loss of information, loss of profits or goodwill or loss of use of facilities or equipment), or any other damages arising from the negligence of 421 Online or otherwise.
- Where liability cannot be legally excluded, the liability of 421 Online is limited to the cost or re-supplying the service again.
- The Client agrees to indemnify 421 Online for any third party claim for damages arising out of or in any way connected with the supply of services by 421 Online to the Client, including without limitation any direct, indirect, special, punitive, incidental, or consequential damage (including but not limited to damages for loss of business profits, business interruption, loss of information, loss of profits or goodwill or loss of use of facilities or equipment), or any other damages arising from the negligence of 421 Online or otherwise.
- The Client agrees to indemnify and hold harmless 421 Online, its affiliates, subsidiaries, agents, officers and other partners and its respective employees from and against all damages, liabilities, actions, causes of action, claims, suits, losses, demands, costs and expenses (including without limitation reasonable legal fees, disbursements and court costs) arising from or in connection with the Client’s information, the Client’s use of 421 Online’s PPC services.
- All fees, services, documents, recommendations, and reports are confidential.
- 421 Online reserves the right to subcontract any services that are agreed to perform your PPC services.
- The Client agrees that the Customer’s personal data may be used and retained by 421 Online for the purposes of –
- Delivery of Goods and Services.
- Marketing of Goods and Services.
- Processing of payment instructions.
- 421 Online has no control over the policies of search engines with respect to the type of sites and/or content that they accept now or in the future. The Client’s website may be excluded from any directory or search engine at any time at the sole discretion of the search engine or directory.
10. The Client agrees to pay for any additional services which are not included as part of this PPC Service Agreement including but not limited to website changes, landing pages, 3rd party software, stock images, fonts or other unrelated expenses. The Client can be charged an additional fee for constructing agreed content based on the current hourly rate or as otherwise quoted.
11. 421 Online reserves the right to refuse or terminate service. 421 Online has the right to be free from acts or threatening behaviour, abusive or offensive language. Such communication will not be tolerated. No refund will be provided in case of abusive communications.
12. The Client agrees for 421 Online to include a small note and or logo in the footer of the client website for the purposes of acknowledging that 421 Online is undertaking digital marketing works for the Client.
13. The Client guarantees any elements of text, graphics, photos, designs, trademarks, or other artwork provided to 421 Online for inclusion in the ads or on the website above are owned by the Client, or that the Client has received permission from the rightful owner(s) to use each of the elements, and will hold harmless, protect, and defend 421 Online and its subcontractors from any liability or suit arising from the use of such elements.
14. Dispute Resolution: Any dispute will be subject to the laws of the Republic of South Africa
This Agreement constitutes the entire understanding of the parties. Any modifications thereto must be in writing and agreed by both parties.