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Service Agreement

This Service Agreement ("Agreement") is between NJ Sales and Services LLC, doing business as OG Solutions, EIN 85-1877840, a Texas limited liability company ("Service Provider"), and the business named in the quote ("Client"). It applies to every quote, project and retainer we provide.

How this Agreement is accepted

Client accepts this Agreement, together with the specific quote, when an authorized person approves the quote online by typing their name, signs it, or confirms it in writing (including by email). Online approval is an electronic signature under the Texas Uniform Electronic Transactions Act (Tex. Bus. & Com. Code ch. 322). The version in force on the approval date applies.

1. Services

Service Provider will perform the services, deliverables and timeline described in the approved quote (the "Services"). Work outside that scope requires a written change order approved by both parties and may carry additional fees.

2. Term

This Agreement starts on the quote approval date and continues until the Services are completed, unless terminated under Section 9. Monthly retainers renew month to month until either party gives 30 days' written notice of non-renewal.

3. Fees and payment

4. Client responsibilities

Delays caused by Client may extend the timeline without additional cost to Service Provider.

5. Third-party tools and accounts

The Services may use third-party platforms (for example Square, Google, n8n, Make, Zapier, OpenAI or Anthropic). Subscription and usage fees for those platforms are Client's responsibility unless the quote says otherwise. Service Provider is not responsible for outages, pricing or policy changes of third-party platforms.

6. Intellectual property

Upon payment in full, Client owns the custom deliverables created specifically for Client ("Work Product"). Service Provider keeps ownership of its pre-existing tools, templates, code libraries and methods, and grants Client a non-exclusive, perpetual license to use them as part of the Work Product. Service Provider may list Client's business name and project type in its portfolio unless Client objects in writing.

7. Confidentiality

Both parties will keep confidential any non-public business information received during the engagement and will not disclose it without consent, except as required by law. This obligation lasts two (2) years after the Agreement ends. Credentials shared with Service Provider are used only to perform the Services.

8. Limitation of liability

To the maximum extent permitted by law, Service Provider's total liability under this Agreement will not exceed the fees Client paid in the three (3) months before the claim. Neither party is liable for indirect, incidental or consequential damages, including lost profits. Service Provider does not guarantee specific business outcomes, search rankings, advertising results or revenue.

9. Termination

Either party may terminate with 14 days' written notice. Client pays for all work completed through the termination date. Deposits are non-refundable once work has started. Completed Work Product is delivered upon final payment.

10. Disputes

The parties will first try to resolve any dispute informally within 30 days of written notice. Unresolved disputes will be settled by binding arbitration in the State of Texas under the rules of the American Arbitration Association. The prevailing party may recover reasonable attorney's fees and costs.

11. Governing law

This Agreement is governed by the laws of the State of Texas, without regard to conflict-of-law rules.

12. Entire agreement

This Agreement and the approved quote are the entire agreement between the parties for the Services and replace prior discussions. If they conflict, the quote controls for price, scope and schedule; this Agreement controls for everything else. Changes must be in writing and accepted by both parties.

Contact

NJ Sales and Services LLC (OG Solutions)
Texas, United States
contact@ogsolutionsagency.com