For retainers, either party may terminate upon sixty days written notice. In the event that Customer elects to terminate prior to the expiration of the retainer period, Customer shall be liable to Marcom Content by Ashley, LLC for the total cost of Services completed through the date of termination, and for the pro rate amount of the monthly retainer fees at the time of termination.
Customer agrees that Marcom Content by Ashley, LLC retains all applicable intellectual property rights in any and all concepts and/or proposals that were communicated to Customer and subsequently unaccepted, unused or rejected.
Customer agrees that Customer is prohibited from creating and/or using a third party to create derivative works based upon any and all concepts and/or proposals that were accepted, used, unaccepted, unused or rejected by Customer.
After work has been reviewed and approved, it is considered final. In no event shall Marcom Content by Ashley, LLC be liable to Customer or to any third party for consequential, incidental or special damages, or for lost profits, resulting from or in any manner related to the Services, whether such damages be claimed under contract, tort or any other legal theory.
Customer shall defend, indemnify and hold Marcom Content by Ashley, LLC and its representatives, employees and assigns, harmless, from and against any and all claims, demands, actions, causes of action, suits, administrative or other proceedings, debts, covenants, controversies, agreements, promises, damages, losses, liabilities, judgments, executions, costs and expenses whatsoever, at law or in equity, both known and unknown, foreseeable and unforeseeable, liquidated or unliquidated, insured or uninsured, including Marcom Content by Ashley, LLC's reasonable attorney fees (collectively “Claims”), arising from or in connection with Marcom Content by Ashley, LLC's provision of services.
These terms and conditions represent the full and complete understanding of the parties. All notices shall be in writing to Marcom Content by Ashley, LLC's address. Further, each party working with Marcom Content by Ashley, LLC represents and warrants that he/she is duly authorized to execute the same on behalf of the party indicated therein. All payments are nonrefundable, and contracts automatically renew in the absence of formal discussion. It's noteworthy that unused retainer hours may be rolled over to subsequent months if feasible; otherwise, we will not be rolling over unused hours due to bandwidth constraints, unless there has been a written discussion with the client.