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MARKETING CONSULTING AGREEMENT

This Marketing Consulting Agreement (the "Agreement") is made effective as of the date of the first billing (invoice), by and between you the business owner, and Velv Marketing ("Velv"), of 6363 S Pecos Rd, Suite 202, Las Vegas, NV 89120. Once you have registered on our site you agree to the following.

Velv has a background in marketing and is willing to provide services to you based on this background.

you desire to have services provided by Velv.

Therefore, the parties agree as follows:


1. DESCRIPTION OF SERVICES. Beginning on the date of the first billing (invoice), Velv will provide the following services (collectively, the "Services"): Based on the package you selected at checkout, upgrades, and add-ons.


2. PERFORMANCE OF SERVICES.

Velv shall implement plans and strategies that help the business owner sell its products or services.

Velv shall conduct research to know the consumer behavior and what motivates consumers' purchase of a product. Velv shall use that research to design approaches specific to the business owner's needs.

Velv shall interact with the sales and product teams to determine the marketing strategy.

Velv shall expand the brand in a positive manner

The manner in which the Services are to be performed and the specific hours to be worked by Velv shall be determined by Velv. The business owner will rely on Velv to work as many hours as may be reasonably necessary to fulfill Velv's obligations under this Agreement.


3. PAYMENT.

The business owner will pay a fee to Velv for the Services based on the package you select per month. This fee shall be payable upon the first running campaign and then every month on that said same day must be payable no later than the 3 days after the invoice date following the period during which the services were performed.


4. NEW PROJECT APPROVAL.

Velv and the business owner recognize that Velv's Services will include working on various projects for the business owner. Velv shall obtain the approval of the business owner prior to the commencement of a new project.


5. TERM/TERMINATION.

This Agreement may be terminated after 30 days from the start date of the month.


6. RELATIONSHIP OF PARTIES.

It is understood by the parties that Velv is an independent contractor with respect to the business owner and not an employee of the business owner. The business owner will not provide fringe benefits, including health insurance benefits, paid vacation, or any other employee benefit, for the benefit of Velv.


7. REQUIREMENTS.

Velv is required to perform the listed scope of work to the best of its capabilities but is not responsible for the quality of work that is done for projects or tasks outside of the scope of work:

- We will always assist in what we can outside the scope of work as time allows, an extra fee might be applicable.

- We will also let the business owner know when it is not possible to do such work outside the scope of work and if an extra cost or fee is associated with such a project or task.


8. EMPLOYEES.

Velv's employees, if any, who perform services for the business owner under this Agreement shall also be bound by the provisions of this Agreement. At the request of the business owner, Velv shall provide adequate evidence that such persons are Velv's employees.


9. INJURIES.

Velv acknowledges Velv's obligation to obtain appropriate insurance coverage for the benefit of Velv (and Velv's employees, if any). Velv waives any rights to recovery from the business owner for any injuries that Velv (and/or Velv's employees) may sustain while performing services under this Agreement and that is a result of the negligence of Velv or Velv's employees.


10. INDEMNIFICATION.

Velv agrees to indemnify and hold harmless the business owner from all claims, losses, expenses, and fees including attorney fees, costs, and judgments that may be asserted against the business owner that result from the acts or omissions of Velv, Velv's employees, if any, and Velv's agents.


11. ASSIGNMENT.

Velv's obligations under this Agreement may not be assigned or transferred to any other person, firm, or corporation without the prior written consent of the business owner.


12. INTELLECTUAL PROPERTY.

The following provisions shall apply with respect to copyrightable works, ideas, discoveries, inventions, applications for patents, and patents (collectively, "Intellectual Property"):

Consultant's Intellectual Property. Velv does not personally hold any interest in any Intellectual Property.



13. CONFIDENTIALITY.

The business owner recognizes that Velv has and will have the following information:

costs

discounts

future plans

business affairs

process information

trade secrets

technical information

customer lists

product design information

and other proprietary information (collectively, "Information") which are valuable, special, and unique assets of the business owner and need to be protected from improper disclosure. In consideration for the disclosure of the Information, Velv agrees that Velv will not at any time or in any manner, either directly or indirectly, use any Information for Velv's own benefit, or divulge, disclose, or communicate in any manner any Information to any third party without the prior written consent of the business owner. Velv will protect the Information and treat it as strictly confidential. A violation of this paragraph shall be a material violation of this Agreement.

This Agreement is in compliance with the Defend Trade Secrets Act and provides civil or criminal immunity to any individual for the disclosure of trade secrets: (i) made in confidence to a federal, state, or local government official, or to an attorney when the disclosure is to report suspected violations of the law; or (ii) in a complaint or other document filed in a lawsuit if made under seal.


14. UNAUTHORIZED DISCLOSURE OF INFORMATION.

If it appears that Velv has disclosed (or has threatened to disclose) Information in violation of this Agreement, the business owner shall be entitled to an injunction to restrain Velv from disclosing, in whole or in part, such Information, or from providing any services to any party to whom such Information has been disclosed or may be disclosed. The business owner shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages.


15. CONFIDENTIALITY AFTER TERMINATION.

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


16. RETURN OF RECORDS.

Upon termination of this Agreement, Velv shall deliver all records, notes, data, memoranda, models, and equipment of any nature that are in Velv's possession or under Velv's control and that are the business owner's property or relate to the business owner's business.


17. NOTICE.

All notices required or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered in person or deposited in the United States mail, postage prepaid, addressed as follows:

IF for Velv:

Velv Marketing

6363 S. Pecos Rd.

Suite 202, Las Vegas, NV, 89120

Such address may be changed from time to time by either party by providing written notice to the other in the manner set forth above.


18. ENTIRE AGREEMENT.

This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.


19. AMENDMENT.

This Agreement may be modified or amended if the amendment is made in writing and is signed by both parties.


20. SEVERABILITY.

If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.


21. WAIVER OF CONTRACTUAL RIGHT.

The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.


22. APPLICABLE LAW.

This Agreement shall be governed by the laws of the State of Nevada.


23. ARBITRATION.

Any controversies or disputes arising out of or relating to this Agreement shall be resolved by binding arbitration in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association. The parties shall select a mutually acceptable arbitrator knowledgeable about issues relating to the subject matter of this Agreement. In the event the parties are unable to agree to such a selection, each party will select an arbitrator and the two arbitrators, in turn, shall select a third arbitrator, all three of whom shall preside jointly over the matter. The arbitration shall take place at a location that is reasonably centrally located between the parties or otherwise mutually agreed upon by the parties. All documents, materials, and information in the possession of each party that are in any way relevant to the dispute shall be made available to the other party for review and copying no later than 30 days after the notice of arbitration is served. The arbitrator(s) shall not have the authority to modify any provision of this Agreement or to award punitive damages. The arbitrator(s) shall have the power to issue mandatory orders and restraint orders in connection with the arbitration. The decision rendered by the arbitrator(s) shall be final and binding on the parties, and judgment may be entered in conformity with the decision in any court having jurisdiction. The agreement to arbitration shall be specifically enforceable under the prevailing arbitration law. During the continuance of any arbitration proceeding, the parties shall continue to perform their respective obligations under this Agreement.


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