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n one hand, Tonystam OÜ (hereinafter Tonystam), European Limited Liability Company incorporated in Estonia, with registration number 14404824 and registered office in Männimäe, Pudisoo küla Kuusalu vald Harjumaa 74626.
On the other hand, the contracting party (hereinafter the Client), natural or legal person who completes the contract form or performs a physical contract or by email, with the required data and with which Tonystam establishes a commercial activity through this contract . The client knows, understands and freely accepts, after learning about the characteristics of each service, this contract. The customer will be, in any case, the recipient of the service provided by Tonystam, either for its particular use or for its use by a third party assigned by the contracting party.
Positioning management in search engines and marketplaces. What is set out below are the specific contractual terms applicable to each SEO solution purchased from Tonystam.
2.1-Objective
Provide content and services about SEO Agency / Online Marketing and hosting. The term "Optimization" refers to the Client's site optimization techniques indicated by Tonystam whose purpose is to increase the volume of traffic received by a website, derived by search engines.
The term "Indexing" refers to each occurrence of one of the pages of the site that is the object of the promotion in the search engines mentioned in the offer, without any guarantee regarding its positioning. The term "Positioning" refers to the position in which the Client's site appears between the search results.
The term "Keyword" refers to phrases consisting of at least two words, for example "sun glasses".
2.2.-Target
The markets requested will be agreed with the client in a separate sheet.
2.3 - Description of the service
2.3.1.- Web Audit:
Consists of performing a single check of the Client's Web at the request of the latter. The check will be done on the following elements or contents of the Client's Web:
1. Server speed study
2. Web accessibility study for search engines
3. HTML code validation study
4. Validation study of style sheets
5. Website indexing
6. SEO optimization study
7. Assessment of impact in social networks
8. Multi-device compatibility study
9. Google score in terms of web speed
Once the service has been contracted and access to the Web has been guaranteed by the Client, Tonystam will proceed to perform said audit and communicate the result of the same to the Client. The performance of this audit is not necessary for the provision of the SEO service, but it is highly recommended.
2.4.- Detailed description of the service
The SEO service consists of optimizing the source code and the contents of Tonystam’s Client’s website whom requests this service, so that Google, Yahoo (or the search engine or search engine (or marketplace) in question in each specific case) position the Client page appropriately. In this way, the objective of the SEO service is for that website to improve its position with respect to its potential competitors, placing itself in the first positions or the first pages of results within those search engines, for certain terms and search keys provided by the Client and analyzed by Tonystam. Tonystam will communicate the result of its analysis to the Client if it detects that the terms or keys of the client are not suitable for the purpose pursued.
Unless otherwise expressly indicated, what follows next refers to the SEO service exclusively, since the Web Audit service is of a punctual nature. Tonystam will activate the service after receiving from the Customer, via e-mail, the confirmation of the order to purchase the service. Tonystam will inform the Client, also by e-mail, that the service has been activated and, consequently, the start of the Optimization activity.
Tonystam -or its managers or subcontractors- will provide the Customer Optimization activity by e-mail or by telephone, to the address or number that the Client indicates at the time of making the order to purchase the service.
The Client will be provided with an email and a contact telephone so that he can contact the SEO experts whenever he wants or needs to.
The Client authorizes Tonystam to perform tasks directly on the site, in particular making changes to the HTML code and the contents of the website if necessary for the tasks of Optimization of the site, exempting from this moment Tonystam of any responsibility in this regard . More specifically and without exhaustive character:
For the correct rendering of the SEO Service, once hired by the Client with Tonystam, the Client will provide Tonystam by means of the tools and computerized means made available for this purpose, the general data as well as general information on the Client's company, its products or services and the recipients thereof. And in general all the information that Tonystam considers relevant for the next step.
The Client will receive a list of words, for consideration as keywords for the search engines. The management and choice of words will be made with the advice of Tonystam, who will propose and, if necessary, decide according to the profile of the Client.
The keywords that will be used to promote the Client's website will be established by mutual agreement between the Client and Tonystam’s staff in charge of the fulfilment of the activities, without prejudice to the right of Tonystam to reject, according to its unappealable decision, certain key words (for example, isolated or generic words, or that do not relate to the business of the site).
Tonystam reserves the right to reject the Conditions of Contract of the Service if the Client does not accept Tonystam's modification proposals or the alternative criteria proposed by it, being therefore the Client's requirements of difficult or impossible compliance.
Tonystam will require, for the correct provision of the service, (1) access to the Client's Website; (2) reprogram the client's website, even with the help of the creator of the same, to get results in the search engines; (3) during the term of the SEO service contract, access the Client's website to perform actions that, in the opinion of Tonystam, obtain the desired results or approximate as much as possible to them; (4) include hyperlinks on, from or to the Client's website, with the same objective; (5) access to statistics if they are installed (Google Analytics) or creation and integration of new statistics to better track SEO work; (6) In general, adopt all technically necessary and possible measures for the provision of the Service,
The Client undertakes to provide Tonystam with the material or information necessary for the development of the activities subject to these Terms of Service Contract in the terms and in the manner indicated by Tonystam, and always within 15 days from the date of service contracting; also commits to send the keywords with which they want to optimize the site within 7 days after receiving the list of keywords proposed by Tonystam. If the order cannot be executed because the material or the information has not been delivered within the established deadlines, the Client must also pay the total amount agreed upon. Anyway, the fact that the Client communicates the information or delivers the material requested by Tonystam with delay will bring with it an equivalent delay in the terms agreed for the execution of Tonystam's activities.
The service is offered in four possible modalities, identified as SEO BASIC (for newly created web domains), PROFESSIONAL SEO (standard), ADVANCED SEO (Platinum or Premium) and SEO CUSTOMIZED (SEO configuration on request and previous specific budget), according to their detailed description on Tonystam’s website. Reference is also made to Stipulation 5 -result- of this Document for the description of the content of each service modality.
Once the service is implemented, Tonystam will send reports to the Customer, on a monthly basis, about the operation of the service.
The Client's collaboration is necessary for the correct provision of the service, both the Audit and the SEO. Tonystam is not responsible for the fact that the service cannot be provided as a consequence of the Client not collaborating in providing the necessary data for the provision of the service; in such case, Tonystam will have the right to terminate the contract in advance without the Client having the right to claim, for any reason. Except for the result guarantee mentioned in point 5 below, the Client will always be obliged to pay the sums owed even if, for any reason, the search engines fail in the positioning or indexing of the site.
The Service will be available 24 hours a day, seven days a week, except for any suspensions due to maintenance operations and except for other incidents contemplated in these Conditions.
The Parties know and accept that there may be causes that block the indexing / positioning procedure in the search engines, such as -only by way of example -that is not accepted, even for long periods, the insertion of URLs during the periodic restructuring tasks of the files. In this case, the pages that must be promoted will be introduced as soon as the engine activates the service again, notwithstanding that the corresponding amounts must be paid in the established terms.
In general, Tonystam will not be responsible for any interruptions of the Service, which is committed to restore in the shortest time possible, not due to wilful misconduct or negligence on the part of Tonystam. In particular and as indicated, Tonystam is not responsible for actions of or in the search engines that may slow down or disable the service. In general and in the broadest possible way, Tonystam is not responsible in case of malfunction of the service for causes beyond the reasonable control of Tonystam, such as, only by way of example: (i) cases of force majeure; (ii) events that depend on the action of third parties, such as, for example, the interruption or malfunction of the services of telecommunications operators or power lines; (iii) malfunction of the terminals or other communication systems used by the Client. In no case shall the sum to which the Client would be entitled as compensation or compensation for damages be greater than the total amount paid by the Client in the six months prior to the time the damage was verified.
Tonystam may, at any time, interrupt the Service for documented or obvious reasons of data security and / or privacy, or any other demonstrable and pertinent to the case -including the non-payment of the service-, notifying the Client of said reasons.
Tonystam cannot control the contents of the Client's site. In this regard, the Client declares and guarantees that he has the right to publish both the content of his advertising message, whether text or images, as well as the content of the site that is the object of the promotion, and that it does not violate the rules in any way which are established in current regulations, including with reference to incorrect business practices; in particular, it declares and guarantees that the site does not contain obscene, defamatory or violating rights of exclusivity of third parties, and that it does not promote discrimination of race, religion, age, sex, sexual orientation or any other type. Therefore, the Client is fully responsible for the content of the message and the content of the site and in this regard is committed to keeping Tonystam and all its agents, representatives, etc. unharmed of any responsibility that may arise from the aforementioned facts.
Tonystam reserves the right, according to its unappealable decision, not to promote any of the Client’s that it considers harmful to itself or to third parties.
In case of infringement by the Client of the obligations set forth herein, and as provided in the General Terms of Service, Tonystam reserves the right, depending on the severity of the violations committed by the Client, to terminate the agreement of conformity with European legislation and suspend the service.
5.1 This contract does not constitute the granting of any right of industrial or intellectual property, for which the Contracting Party will retain all its rights over the elements provided for the correct provision of the contracted services and Tonystam its rights over the layout, design and software applied to such effect. In any case, the parties guarantee that they hold ownership over the intellectual or industrial property elements of those that make use of this contract, or that they are authorized for their use for such purposes, remaining respectively unscathed with respect to possible third-party claims derived from its use.
5.2 In the case of a system or programmed web pages, the Contracting Party accepts that the intellectual property and the titular rights of the source code of said systems are the property of Tonystam, and that Contracting Party is paying a price only for the right to use said system, through the payment of the contracted maintenance plans.
5.3 It is the property of Contractor all textual information contained or graphic material displayed through the Internet browser system and that this allows to save on your computer, this does not include, in the case of web systems, the code programmed by Tonystam that is processed in the server computer.
5.4 At the end of the project, the Contractor will be given an optional backup copy of the completed project. It shall be the obligation of the Contracting Party to make the request for said backup copy.
In the modality or package of PROFESSIONAL service, Tonystam guarantees, as minimum objective of the promotion in the search engines, the appearance in the first page of the Google search engine at the year of validity of the Service and with the use of at least 1/4 of the chosen keywords.
In the modality or package of ADVANCED service Tonystam guarantees an increase of at least 15% in the first full year of service of visits to the Web of the Client.
In the modality or service package CUSTOMIZED, it will be as arranged or agreed in each specific case. The responsibility of Tonystam in case of not achieving at least the guaranteed results in the three previous service packages is limited in all cases to the return of the amounts paid by the Client to Tonystam.
There is no guarantee of results in the BASIC service package.
The Client is obliged to communicate any irregularity of the service attributable to Tonystam through the contact forms, email or by telephone within 48 hours. If the irregularity is not communicated in the forms and terms indicated, Tonystam is exonerated of all responsibility.
The data, information and content sent by the Client through the service are the exclusive property of the Client and remain as such. Therefore, the Customer is solely responsible for said data and the content thereof.
The present Conditions of Contract of the Service will have a duration of 1 (ONE) year and is not susceptible of tacit renewal, that is, it may be renewed only with the express consent of the Client, in the manner indicated on the Tonystam site and that It is summarized as follows: Either, manual renewal by the Client before the expiration of each contracted period, or automatic renewal for successive periods if the Client, when contracting the service for the first time, has paid by credit card and has expressly authorized this way of proceeding in its Control Panel, and as long as the Client does not change this form of renewal and payment in its Control Panel.
The rates for the provision of the optimization service are indicated in the offer published on the Tonystam site, according to the option that the Client chooses. Rates do not include VAT and other applicable taxes. Payments can be made by bank transfer or credit card. In the case of hiring for periods of less than one year, renewals will have to be done until reaching at least one full year. The price of the renewal, if applicable, will be the price of the list applied by Tonystam at the time of the request made by the Client and that appears at that moment in the Control Panel.
