This DIGITAL MARKETING SERVICES AGREEMENT is entered into by and between Julie Mills doing business as Organic Growth Lab (hereafter “Consultant”) and your business (hereafter “the Company”) effective on the date payment is received.


WHEREAS, the Consultant provides article writing services to companies, and Company desires to avail itself of said services, on the terms and conditions set forth herein;

NOW, THEREFORE, in consideration of the foregoing, the parties hereto agree as follows:


  1. Consulting Relationship.  During the term of this Agreement, the Consultant will provide digital marketing services to the Company as described on the sales page from which the Company made a purchase. The Consultant represents that she has the qualifications, experience, and ability to properly perform the Services. The Consultant shall use her best efforts to perform the Services such that the results are satisfactory to the Company.
  1. Fees.  As consideration for the Services to be provided by the Consultant and other obligations, the Company shall pay to the Consultant the amounts specified on the sales page at the beginning of the project in one installment.
  1. Expenses.  The Consultant shall not be authorized to incur on behalf of the Company any expenses and will be responsible for all expenses incurred while performing the Services.
  1. Term and Termination.  The Consultant shall provide the Services to the Company for a period commencing upon payment received and terminating when the Consultant delivers the product described on the sales page. 

Upon receipt of payment, this contract shall not be terminated unless the Consultant fails to deliver the purchased service within the timeframe indicated on the sales page. 

  1. Independent Contractor.  The Consultant’s relationship with the Company will be that of an independent contractor and not that of an employee.
  1. Method of Provision of Services.  The Consultant shall be solely responsible for determining the method, details and means of performing the Services.  The Consultant may, at Consultant’s own expense, employ or engage the services of such employees, subcontractors, partners or agents, as the Consultant deems necessary to perform the Services (collectively, the “Assistants”).  The Assistants are not and shall not be employees of the Company, and Consultant shall be wholly responsible for the professional performance of the Services by the Assistants such that the results are satisfactory to the Company.  The Consultant shall expressly advise the Assistants of the terms of this Agreement, and shall require each Assistant to execute and deliver to the Company an acknowledgement of and agreement to Sections 9 and 10. 
  1. No Authority to Bind Company.  Consultant acknowledges and agrees that Consultant and its Assistants have no authority to enter into contracts that bind the Company or create obligations on the part of the Company without the prior written authorization of the Company.
  1. No Benefits.  Consultant acknowledges and agrees that Consultant and its Assistants shall not be eligible for any Company employee benefits and, to the extent Consultant otherwise would be eligible for any Company employee benefits but for the express terms of this Agreement, Consultant (on behalf of itself and its employees) hereby expressly declines to participate in such Company employee benefits.
  1. Withholding; Indemnification.  Consultant shall have full responsibility for applicable withholding taxes for all compensation paid to Consultant or its Assistants under this Agreement, and for compliance with all applicable labor and employment requirements with respect to Consultant’s self-employment, sole proprietorship or other form of business organization, and with respect to the Assistants, including state worker’s compensation insurance coverage requirements and any U.S. immigration visa requirements. Consultant agrees to indemnify, defend and hold the Company harmless from any liability for, or assessment of, any claims or penalties with respect to such withholding taxes, labor or employment requirements, including any liability for, or assessment of, withholding taxes imposed on the Company by the relevant taxing authorities with respect to any compensation paid to Consultant or its Assistants.
  1. Supervision of Services. All of the services to be performed by Consultant, including but not limited to the Services, will be as agreed between Consultant and the Company’s designated representative.  
  1. Invention Assignment.  Any and all inventions, discoveries, developments and innovations conceived by the Consultant prior to and during the term of this Agreement and utilized by her in rendering duties to the Company are the sole property of the Consultant and may not be used, sold, or otherwise distributed without explicit permission from the Consultant.
  1. Confidentiality.  The Consultant acknowledges that during the engagement she may have access to or become acquainted with various trade secrets, inventions, innovations, processes, information, records and specifications owned or licensed by the Company and/or used by the Company in connection with the operation of its business including, without limitation, the Company’s business and product processes, methods, customer lists, accounts and procedures.  The Consultant agrees that she will not disclose any of the aforesaid, directly or indirectly, or use any of them in any manner, either during the term of this Agreement or at any time thereafter, except as required in the course of this engagement with the Company.  All files, records, documents, blueprints, specifications, information, letters, notes, media lists, original artwork/creative, notebooks, and similar items relating to the business of the Company, whether prepared by the Consultant or otherwise coming into his possession, shall remain the exclusive property of the Company. 
  1. Conflicts with this Agreement.  Consultant represents and warrants that neither Consultant nor any of the Assistants is under any pre-existing obligation in conflict or in any way inconsistent with the provisions of this Agreement. Consultant represents and warrants that Consultant has not granted and will not grant any rights or licenses to any intellectual property or technology that would conflict with Consultant’s obligations under this Agreement. 
  1. Merger. This Agreement shall not be terminated by the merger or consolidation of the Company into or with any other entity.
  1. Governing Law; Jurisdiction.  The validity, interpretation, construction and performance of this Agreement, and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the laws of the State of Pennsylvania, without giving effect to principles of conflicts of law. Any litigation arising out of or under this Agreement shall be brought exclusively in the appropriate state or federal court of competent jurisdiction located in Montgomery County, Pennsylvania and the parties hereto expressly consent to personal jurisdiction and venue with regard to such courts.
  1. Notices. All notices, consents, waivers or other communications required to be given under the provisions of this lease shall be in writing and can be served by email, personally or forwarded by certified mail, return receipt requested, upon or addressed to the parties at the addresses set forth in the Recitals or to such other address as may be contained in a notice from either party to the other given pursuant to this paragraph. Notice by certified mail shall be deemed to be given when received, or when receipt is refused.
  1. Construction.  This Agreement is the result of negotiations between and has been reviewed by each of the parties hereto and their respective counsel, if any; accordingly, this Agreement shall be deemed to be the product of all of the parties hereto, and no ambiguity shall be construed in favor of or against any one of the parties hereto. 
  1. Severability.  If one or more provisions of this Agreement are held to be unenforceable under applicable law, the parties agree to renegotiate such provision in good faith.  In the event that the parties cannot reach a mutually agreeable and enforceable replacement for such provision, then (i) such provision shall be excluded from this Agreement, (ii) the balance of the Agreement shall be interpreted as if such provision were so excluded and (iii) the balance of the Agreement shall be enforceable in accordance with its terms. 
  1. Amendments and Waivers.  No modification of or amendment to this Agreement, nor any waiver of any rights hereunder, shall be effective unless in writing signed by the parties to this Agreement.  No delay or failure to require performance of any provision of this Agreement shall constitute a waiver of that provision as to that or any other instance.
  1. Successors and Assigns.  Except as otherwise provided in this Agreement, this Agreement, and the rights and obligations of the parties hereunder, will be binding upon and inure to the benefit of their respective successors, assigns, heirs, executors, administrators and legal representatives.  The Company may assign any of its rights and obligations under this Agreement.  No other party to this Agreement may assign, whether voluntarily or by operation of law, any of its rights and obligations under this Agreement, except with the prior written consent of the Company. 
  1. Attorney’s Fees.  In the event that any legal proceeding is brought to interpret or enforce any right or obligation under this Agreement, the parties each agree to waive their right to a jury trial. In addition, the Consultant shall recover reasonable court costs and attorney fees due to any breach of this contract on the part of the Company.
  1. Counterparts. This Agreement may be executed in any number of counterparts, each of which may be executed by only one party, which shall be enforceable against the parties actually executing such counterparts, and all of which together shall constitute one instrument.
  1. Entire Agreement. This instrument contains the entire and only agreement between the parties, and no oral statements or representations or prior written matter not contained in this instrument shall have any force and effect. This Lease shall not be modified in any way except in writing executed by both parties.
  2. Returned Payment Penalty, Refund Policy, and Chargeback Policy. Full payment is due prior to the start of this agreement. If the Company’s payment is returned or rejected, the Consultant reserve the right to collect penalties in the amount of $500 for her time and effort in collecting payment. 

While the Consultant will deliver quality work based on her expertise, no refunds will be given for any reason under this agreement. 

The Company agrees not to initiate a chargeback for payment rendered. Chargeback initiation shall render the Company’s ownership of delivered services null and void and the Consultant will pursue legal remedies to recover ownership of said services.

  1. Ownership of Services Delivered. Consultant agrees that once delivered, content derived from provided services becomes the property of the Company.

IN WITNESS WHEREOF, the parties hereto, have set their hands to this Placement Services Agreement effective as of the Effective Date.