Terms and Conditions

In consideration of payment from the “Client”, the parties hereby agree or reaffirm their relationship to the Terms and Conditions below with Outbound Consulting known as the “Consultant”.

1. Retention of Services.             The Client hereby retains the Consultant to execute and perform LinkedIn outreach promoting the Client’s product or service to potential customers on behalf of the Client. The Consultant will target potential customers for the Client and pass over “Leads”.  (the “Services”). 

2.  Performance of Services.       The Consultant agrees to a) develop a custom pitch, b) create a contact list within the limits of LinkedIn's search criteria that is based on the Client's criteria, c) contact prospects by LinkedIn communication, d) Provide an optimization audit to the client's LinkedIn profile e) pass over positive responses.

2.1 The Consultant's responsibility is to warm up a LinkedIn funnel using an approved script that is distributed across a target market at scale. Once a prospect responds, it is then the responsibility of the Client to take the necessary actions such as, but not limited to a) answering requests for more information, b) scheduling a phone call, or c) scheduling an in-person meeting.

2.2 Client will independently purchase a LinkedIn Sales Navigator account so Consultant can quickly build large and highly customized lead lists.

3.  Term and Termination.

3.1 Term (Pilot Period). The term of this Agreement shall commence on the date of the initial kickoff call (the “Commencement Date”) and shall remain in effect for a minimum of four (4) months thereafter (the “Pilot Period”). The kickoff call shall represent the official start date for all purposes under this Agreement.

3.2 Continuation After Pilot Period. To avoid automatic transition into a month-to-month agreement, Client must provide written notice of cancellation at least thirty (30) days prior to the end of the Pilot Period. If no such notice is provided, the Agreement will automatically convert to a month-to-month arrangement, subject to the termination terms in Section 3.3.

3.3 Termination During Month-to-Month Period. Once the Agreement is on a month-to-month basis, either party may terminate it by providing at least thirty (30) days’ written notice prior to the next billing date. Billing will continue through the end of the final billing period. No prorated refunds will be issued for partial months.

4.  Retainer/Payment.    The Client will pay a retainer to the Consultant for the Services known as the “Retainer”. This amount shall be payable in advance of the “Kickoff call” by ACH or Credit Card.  This Retainer is non-refundable. The official start date of the contract is known as the “Kickoff call”.

5  Payment Terms.  Client will fill out the bank transfer authorization form with the Payment automatically withdrawn on a monthly basis outlined in "Monthly Payment for Services".       

5.1 Late Payment.  If payment is not received within 3 business days after the invoice is due, a payment fee of 2.5% will be accrued to balance per month.

6.  Monthly Retainer/Payment for Services.          This fee shall be payable on a recurring thirty (30) day schedule with the first charge occurring on the date of the “Kickoff call”.  This initial charge will cover the first thirty (30) days of outreach and will repeat every 30 days.  The Client agrees to allow the Consultant to keep the payment information of the Client on file until termination of this Agreement.  The Client agrees to allow the Consultant to bill the Client once per month until termination.  Upon completion of payment, the Consultant will present the Client with a receipt of payment and Services rendered (the “Receipt”).    If it is necessary for the Consultant to retain counsel to collect overdue payments due to this agreement, Client will be responsible for all attorney's fees and costs incurred therein. The first month's payment will be due the sooner of the kickoff call date or 14 days following the deposit.

6.1 Deposit.  Client will pay a one-time non refundable $200 deposit to launch the campaign. Payment is required to schedule a Kickoff Call.

7.  Relationship of Parties.  It is hereby understood by the parties that the Consultant is an independent contractor with respect to the Client, and not an employee of the Client. Client acknowledges and agrees that Consultant has made no guarantees in quality or quantity of meetings resulting from the "Services". Consultant uses best industry standards to obtain these goals and actual results are always determined by Client's market reaction. Nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship between the parties.  

8.  Confidentiality.  The Client recognizes that the Consultant has and will have the following information: business affairs; financial information; personal information; future plans; and other proprietary information (collectively, "Information") which are valuable, special and unique assets of the Client and need to be protected from improper disclosure. In consideration for the disclosure of the Information, the Consultant agrees that the Consultant will not at any time or in any manner, either directly or indirectly, use any Information for the Consultant's own benefit, or divulge, disclose, or communicate in any manner any Information to any third party without the prior consent of the Client. The Consultant will protect the Information and treat it as strictly confidential. A violation of this paragraph shall be a material violation of this Agreement.

9.  Confidentiality After Termination.     The confidentiality provisions of this Agreement shall remain in full force and effect after the termination of this Agreement. 

10. Lead Definition. Any prospect that fits the Clients stated criteria bound by the parameters of available LinkedIn search terms and who shows a positive reaction to the outreach campaign. Positive reaction is defined as but not limited to a) asking for more information about the Client's products or services or b) requesting a meeting in person or over the phone.

11. Guarantee Definition. The Client will close new business as a result of working with the Consultant during the pilot period. In the case that the Consultant fails to meet this guarantee, the Consultant will adjust the monthly billing charge to $1,250 without any substitutions to the level of service until the Client closes new business. It is the Client's responsibility to keep a transparent pipeline and continue to share in open communication with the Consultant.

12.  Governing Law.          This Agreement shall be governed in all respects by the laws of the United States of America and by the laws of the State of Connecticut, as such laws are applied to agreements entered into and to be performed entirely within Connecticut between Connecticut residents.  Each of the parties irrevocably consents to the exclusive personal jurisdiction of the federal and state courts located in Connecticut, as applicable, for any matter arising out of or relating to this Agreement, except that in actions seeking to enforce any order or any judgment of such federal or state courts located in Connecticut, such personal jurisdiction shall be nonexclusive.  Upon the final determination by mediator or court of competent jurisdiction, parties are bound by the terms and decision and at no point shall the Client involve the ACH or credit card company for which it made payments to Consultant. 

13.  Waiver; Amendment; Modification.          No term or provision hereof will be considered waived by the Client, and no breach excused by the Client, unless such waiver or consent is in writing signed by the Client. The waiver by the Client of, or consent by the Client to, a breach of any provision of this Agreement by Consultant, shall not operate or be construed as a waiver of, consent to, or excuse of any other or subsequent breach by the Consultant. This Agreement may be amended or modified only by written agreement of the parties, which shall be signed by both parties or an authorized representative.

14.  Limitation of Liability. Consultant disclaims liability, whether based in contract, torn, negligence, strict liability or otherwise for damages of any kind (including without limitation loss of profits, use of interest, direct, indirect, incidental, consequential, special, punitive or exemplary damages) in any way arising from Outbound Digital's services.

15.  Non-disparagement.  Both the Client and Consultant agree that it will not distribute, cause a distribution of, or make any oral or written statement, through any media, which directly or by implication tarnishes, creates a negative impression of, or puts the corresponding Party, its reputation and goodwill in a bad light, or disparages the either party in any other way, including but not limited to: (a) the working conditions or employment practices; (b) either party as a service provider, provider of software or website services, managed services, marketing, or content production; or (c) either party’s directors, officers and personnel. It will not be a violation of this section for either party to make truthful statements, under oath, as required by law or formal legal process. The parties agree that if either party breaches the provisions of this section, because either party would be irreparably injured, damages could be difficult to ascertain and damages may not be sufficient to remedy either party’s injury; therefore, notwithstanding anything to the contrary in this Agreement, either party may seek, in addition to all money damages to which it may be entitled, an injunction or other equitable relief from the breaching party.

16.  Breach. The parties acknowledge that if either party materially breaches or threatens to breach this Agreement by commencing a suit or action or complaint in contravention of the release and waiver of claims or breaches any provision of this Agreement, the non-breaching party shall be entitled to all other remedies allowed in law or equity.  

17.  Modification. The Consultant reserves the right to change the terms of these Terms and Conditions at any time. We may provide you with notice of material changes to the Privacy Policy as appropriate under the circumstances. Unless otherwise indicated, any changes to the terms and conditions will be in effect immediately and dated upon change.

18. Entire Agreement.  This Agreement constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or contemporaneous oral or written agreements concerning such subject matter.  The terms of this Agreement will govern all services undertaken by the Consultant for the Client. Your payment to the Consultant for services represents that you, the Client, have read, understood and agreed to these Terms & Conditions in its entirety and risks associated with LinkedIn outreach as found in www.outbound.consulting/linkedin-disclaimers