Terms of Use
By using this website you are agreeing to comply with and be bound by the following terms and conditions of use, which together with our privacy policy govern the relationship of Craig Hart Consulting, LLC dba Smart Simple Marketing with you in relation to this website.
The term “Smart Simple Marketing” or “us” or “we” refers to the owner of the website whose registered office is 2340 Powell Street, Suite 223, Emeryville, CA 94608. The term “you” refers to the user or viewer of our website.
The use of this website is subject to the following terms of use:
The content of the pages of this website is for your general information and use only. It is subject to change without notice.
Neither we nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements.
This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance and graphics. Reproduction is prohibited other than in accordance with the copyright notice, which forms part of these terms and conditions.
All trademarks reproduced in this website, which are not the property of, or licensed to the operator, are acknowledged on the website.
Unauthorized use of this website may give to a claim for damages and/or be a criminal offence.
From time to time this website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s).
You may not create a link to this website from another website or document without Smart Simple Marketing’s prior written consent.
Your use of this website and any dispute arising out of such use of the website is subject all applicable laws, statutes, and regulations.
Services Rendered
Use of Confidential Information – The Client and Smart Simple Marketing acknowledge and agree that all Confidential Information is, and shall continue to be, the sole and exclusive property of Disclosing Party (or Disclosing Party’s clients, as applicable), whether or not prepared, disclosed, or entrusted, in whole, or in part, to Receiving Party by Disclosing Party. Both Parties will, and will cause any of their subcontractor(s) to: (a) hold all Confidential Information in strict trust and confidence; (b) refrain from using or permitting others to use Confidential Information in any manner or for any purpose not expressly permitted or required by this Agreement; and (c) refrain from disclosing or permitting others to disclose any Confidential Information to any third party without obtaining express prior written consent of the Disclosing Party.
Fees – Subject to the terms and conditions of this Agreement, Client will pay Smart Simple Marketing the fees as specified in the scope of work requested. In the event of the Client’s non-payment, Smart Simple Marketing may suspend the performance of the Services until such time as all outstanding amounts are paid in full. Unless otherwise stated, all fees are nonrefundable.
Credit Card Payments – Client agrees to waive their right to process chargebacks with their credit/debit card company or cancel their credit/debit card until all payments have been processed to cover the entire Program Investment and any associated fees/interest.
Work Product – All Materials developed or prepared by Smart Simple Marketing or its employees or Subcontractors for Client hereunder that are subject to copyright, trademark, patent, or similar protection shall become the property of Client and deemed “Work Product” provided that (i) the Materials are produced exclusively for Client by Smart Simple Marketing as part of this Agreement; (ii) the Materials are in final form (i.e., ready to be disseminated to the public) by Smart Simple Marketing for Client within three (3) months of being proposed by Smart Simple Marketing; and (iii) Client has paid to Smart Simple Marketing all fees and costs associated with creating and, where applicable, producing the Materials. Notwithstanding the foregoing, any Materials developed or prepared by Smart Simple Marketing or its employees or Subcontractors for Client that are not deemed Work Product shall become the property of Smart Simple Marketing and deemed Pre-Existing Materials.
Pre-Existing Materials – Smart Simple Marketing retains exclusive interest in and ownership of all Pre-Existing Materials. For purposes of this Agreement, “Pre-Existing Materials” means any and all Materials, intellectual property, inventions, works of authorship, notes, records, drawings, data, formulas, know-how, calculations, compilations, programs, drawings, products, technology, equipment configurations, designs, improvements, developments, discoveries, and trade secrets, whether or not patentable or registrable under copyright or similar laws and any knowledge or information relating thereto (collectively, “Intellectual Property”), created, developed or authored by or for Smart Simple Marketing prior to, or outside the scope of, the Services or that have general applicability to Smart Simple Marketing’s business, and all modifications, improvements, and enhancements thereto and derivative works thereof.
Third-Party Licenses – Notwithstanding the provisions of Section 5(a) above, it is understood that Smart Simple Marketing may license materials from third parties for inclusion in Work Product. In such circumstances, ownership of such licensed materials remains with the licensor, and Client agrees that it remains bound by the terms of such licenses and that it does not obtain proprietary rights in such third-party materials beyond the terms and conditions contained in the pertinent license. Smart Simple Marketing will keep the Client informed of any such limitations.
Client Indemnity – Client shall indemnify, defend, and hold harmless Smart Simple Marketing, its parents, subsidiaries, and affiliated companies, and its and their respective employees, officers, directors, shareholders, and agents (each an “Smart Simple Marketing Indemnitee”) from and against any and all loss incurred by an Smart Simple Marketing Indemnitee based upon or arising out of any third-party claim, allegation, demand, suit, or proceeding (each, a “Claim”) made or brought against any Smart Simple Marketing Indemnitee with respect to any advertising, branding, research or other products or services which Smart Simple Marketing prepared or performed for Client hereunder to the extent that such Claim relates, in whole or substantial part, to: (i) the inaccuracy of any information supplied by Client or its agents to Smart Simple Marketing including, without limitation, information concerning Client’s products and services, the products or services of Client’s competitors or Client’s product or service category; (ii) the use of any marketing, branding, research, advertising, packaging, trademark, software, hardware or other materials, or components thereof, furnished by Client or its agents to Smart Simple Marketing to be included in any Materials; (iii) the use of any materials or data provided or created by Smart Simple Marketing and changed by Client or its agents or used in a manner different from that agreed by the Parties; (iv) risks or restrictions known by Client where Client nonetheless elected to proceed; (v) death, personal injury, or product liability (including health and safety) claims or actions arising from the use of Client’s products and services; (vi) the unauthorized or improper use of Materials or the Services by Client, Client’s designees, licensees, distributors, franchisees or Client Affiliates; (vii) claims brought by Client’s employees for employment discrimination, other employment or labor disputes, breach of contract, personal injury or other civil law matters, or claims brought by those parties with whom Client has a contractual or supplier relationship; (viii) allegations of patent, trademark or trade dress infringement or any other violation of a patent, trademark or trade dress right; (ix) any material breach of the terms of this Agreement by, or any act of omission of, Client or its agents or employees relating to media commitments made by Smart Simple Marketing pursuant to Client’s approval as provided for herein; and (x) the negligence, gross negligence, bad faith, or intentional or willful misconduct of Client or its employees, agents or Client Affiliates.
Termination – Either Party may terminate services upon thirty (30) days prior written notice to the other party. In addition, Smart Simple Marketing may terminate any Statement of Work/Scope of work upon notice to Client if Smart Simple Marketing reasonably believes Client is engaging in any business or conduct that may be illegal, fraudulent, or tortious.
Governing Law; Venue – This Agreement shall be governed in all respects by the laws of the State of California, without regard to any provisions thereof relating to conflicts of laws among different jurisdictions. The Parties irrevocably consent to the personal jurisdiction of the state and federal courts located in the County of Alameda, California for any suit or action arising from or related to this Agreement and waives any right either Party may have to object to the venue of such courts. The Parties further agree that these courts will have exclusive jurisdiction over any such suit or action initiated by either Party against the other Party. The Parties also irrevocably waive any right either Party may have to a jury trial.
Non-Disparagement – As a material inducement for each Party to enter into this Agreement: (i) Client agrees not to engage in any form of conduct or make any statements or representations that disparage, portray in a negative light, or otherwise impair the reputation, goodwill or commercial interests of Smart Simple Marketing; and (ii) Smart Simple Marketing agrees not to engage in any form of conduct or make any statements or representations that disparage, portray in a negative light, or otherwise impair the reputation of Client. Notwithstanding the foregoing, nothing herein shall prevent either Party from making a statement or taking any act required by law.
Disclaimer
The information contained in this website is for general information purposes only. The information is provided by Smart Simple Marketing and while we endeavor to keep the information up-to-date and correct, we make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the website or the information, products, services, or related graphics contained on the website for any purpose. Any reliance you place on such information is therefore strictly at your own risk.
In no event will we be liable for any loss or damage including without limitation, indirect or consequential loss or damage, or any loss or damage whatsoever arising from loss of data or profits arising out of or in connection with the use of this website.
Through this website you are able to link to other websites which are not under the control of Smart Simple Marketing. We have no control over the nature, content and availability of those sites. The inclusion of any links does not necessarily imply a recommendation or endorse the views expressed within them.
Every effort is made to keep the website up and running smoothly. However, Smart Simple Marketing takes no responsibility for and will not be liable for the website being temporarily unavailable due to technical issues beyond our control.
Copyright Notice
This website and its content is copyright of Smart Simple Marketing. All rights reserved.
Any redistribution or reproduction of part or all of the contents in any form is prohibited other than the following. You may print or download to a local hard disk extracts for your personal and non-commercial use only. You may copy the content to individual third parties for their personal use, but only if you acknowledge the website as the source of the material.
You may not, except with our express written permission, distribute or commercially exploit the content, nor may you transmit it or store it in any other website or other form of electronic retrieval system.
