We are pleased that you have selected RevGrow Services LLC (“RevGrow”, “we,” or “us”) to provide you with email and appointment setting services.
These terms and conditions along with the intellectual property agreements, and the scope of services, pricing, and timeframe represent our agreement relating to the services to be provided by us.
We appreciate the opportunity to serve you and believe this Agreement accurately reflects our mutual understanding of the terms upon which the Services will be provided.
This Professional Services Agreement (“PSA”) is entered into between RevGrow Services LLC (dba RevGrow), 3626 North Hall Street, Suite 610, Dallas, TX 75219 referred to in this Agreement as the Consultant, and you, the client.
Notice to the parties shall be given at the above addresses and shall be deemed delivered (i) when delivered, in the case of personal delivery, or (ii) three (3) business days following the date on which it is deposited in a regularly maintained receptacle for the deposit of United States mail, addressed and sent as aforesaid, in the case of mail.
1. SERVICES The Consultant shall perform the services set forth for the engagement in accordance with applicable laws, regulations and professional standards.
2. TEAM RELATIONSHIP The Consultant and the CLIENT agree to proceed with the performance of the services required for the engagement on a basis of mutual trust, good faith, and fair dealing, and shall take actions reasonably necessary to enable each other to perform this Agreement in a timely, efficient and economical manner. This Paragraph shall not be construed to create a fiduciary relationship between the Consultant and the CLIENT.
3. EXTENT OF AGREEMENT This PSA, together with the Intellectual Property Agreement and the Engagement Letter between the parties hereto dated of even date herewith, represents the entire and integrated agreement between the Consultant and the CLIENT and supersedes all prior negotiations, representations and agreements, either written or oral.
4. COMPENSATION As full compensation for the Services provided under this Agreement, CLIENT shall compensate the Consultant according to the information provided on the Payment Page.
*The contracted rate will be automatically increased Four Percent (4%) annually on the contract anniversary date. This rate increase is in place to assist us in maintaining the quality of our service delivery team through the process of reviewing and increasing the compensation level of all members of our team on an annual basis.
*Any service that is needed, outside the scope of work set out on the Payment Page, will be billed separately once both CLIENT and Consultant agree upon additional pricing/cost.
5. INFORMATION The CLIENT shall use its commercially reasonable efforts to provide the Consultant with necessary documents and other information as may reasonably requested within two business days of written request, so far as they reasonably relate to the performance of Consultant’s duties under the agreement. The CLIENT shall provide the Consultant with such commercially reasonable access to the CLIENT’s personnel, office and documentation as may be requested in writing by Consultant from time to time, so as to assist the Consultant in the performance of its duties hereunder.
6. REPRESENTATIVES Consultant’s Primary Representative is Mark McIntosh; CLIENT’s Primary Representative is established upon submission of the Services Payment Page. Each Representative shall have authority to bind its respective party to all decisions and actions required under this Agreement.
7. CLIENT RESPONSIBILITIES
CLIENT will be responsible for providing Data Sourcing Parameters, (audience definition, e.g.target buyer job title, industry, department, company revenue, employee size and geography).
CLIENT will be responsible for providing sales materials related to its product(s), service(s), unique value propositions(differentiators), objections and top performing content in order to facilitate copywriting.
CLIENT will be responsible for providing a list of web domains of its own contacts, consisting of CLIENTs, active opportunities as well as “do not contact” individuals and organizations. If a suppression list is not provided by the CLIENT, Consultant will not be liable for issues arising due to Consultant’s outreach programs.
At such time as Consultant determines it can no longer source contact data matching the Data Sourcing Parameters provided by CLIENT, CLIENT is responsible for providing new DataSourcing Parameters.
CLIENT agrees to review and respond to inbound prospect messages or questions as directed by Consultant.
8. DOMAINS AND EMAIL ACCOUNTS
CLIENT agrees that Consultant may, during the term of this agreement, in the performance of services outlined in this agreement:
i. Acquire additional web domains that closely resemble CLIENT’s brand
ii. Create additional email accounts under such additional web domains
iii. Use such additional domains and email accounts for outreach campaigns on CLIENT’s behalf
9. EMAIL COPY REVISIONS
CLIENT agrees that Consultant may use its own discretion in making modifications to email copy to achieve optimal performance without seeking prior approval from CLIENT, provided that such changes do not change the material aspects or intent of the message.
10. DATA
All prospecting data sourced/curated by Consultant on CLIENT’s behalf in the performance of this agreement will remain the exclusive property of Consultant and shall be referred to as “Consultant Licensed Data”. Upon expiration of the term of this agreement, CLIENT agrees to immediately cease use of and delete all Consultant Licensed Data associated with this agreement.
Any data provided by CLIENT to Consultant (referred to as “CLIENT-Sourced Prospecting Data”) for the purposes set forth in this agreement, shall remain the exclusive property of CLIENT and Consultant hereby agrees that it shall in no manner attempt to retain, reproduce, use, monetize or share CLIENT-Sourced Prospecting Data. Upon expiration of the term of this agreement, Consultant agrees to immediately cease use of all CLIENT-Sourced Prospecting Data.
11. LAUNCH TIMELINE It is understood by CLIENT that Consultant’s Program minimally requires a mandatory 2-3 week warm-up process, and therefore much of the first few weeks of service period will be used exclusively to prepare your email accounts and content for launch according to industry best practices. Any delays on the part of CLIENT in responding to Consultant’s requests may cause delays in the launch date – timeliness of responses is very important in order to keep the project launch on track.
12. TIME Time is of the essence for both parties. The Consultant shall provide all Services in conformance with this Agreement.
13. PAYMENTS Initial payment shall be due prior to commencement of services. Subsequent monthly payments shall be due by the first of the month for which services will be provided. Additional services over and above the inclusions specified shall be provided based on pricing mutually agreed upon in writing. If payment is not received within 48 hours from the due date, services will pause until payments are received in full. Payments may be made either through automatic credit card payment via the Services Payment Page or electronic funds transfer. Instructions for electronic funds transfer follow:
ACH Instructions:
Account name: RevGrow Services LLC
Financial institution: Chase
Address: 10410 Highland Manor Dr. Tampa, FL 33610
Routing no. 111000614
Account no. 836395751
14. TERMINATION BY EITHER PARTY Either party may terminate this Agreement at any time by providing a written 30 day notice; provided that, (i) Consultant shall be entitled to compensation for work performed up to and including the date of the termination, which will be 30 days after written notice is given, of this Agreement, and (ii) in the event of termination by Consultant prior to the end of a month for which payment has previously been made, the payment due for such month shall be prorated and any amount previously paid in excess of such prorated amount shall be promptly refunded.
15. MISCELLANEOUS This Agreement shall be governed as to validity, interpretation, construction, effect and in all other respects by the laws and decisions of the State of Texas (without regard to principles of conflicts of laws). In the event of commencement of any legal action regarding any term or condition of this engagement such action by agreement is to be subject to the jurisdiction of the courts of Dallas, State of Texas.
WHEREAS, RevGrow is or has been contracted to perform certain services on behalf of CLIENT for compensation, and CLIENT desires to protect its legitimate business interest and maintain ownership of all materials developed in exchange for said compensation.
NOW THEREFORE, in consideration of said relationship between CLIENT and RevGrow the compensation to be exchanged thereby, and contingent upon continuation of said employment, and of other valuable consideration, the adequacy and receipt of which are expressly acknowledged by each hereto, the parties agree as follows:
1. The relationship between the parties hereto shall be that of employer-independent consultant.
2. RevGrow Services LLC agrees to use RevGrow’s best efforts and diligence during and after the period of RevGrow’s relationship with CLIENT in order to protect the confidential, trade secret and/or proprietary nature of all confidential information, and RevGrow agrees not to, directly or indirectly in any manner, use or disclose any confidential information of, or any information relating to CLIENT or RevGrow’s work for Client, except as reasonably necessary to provide the contemplated services for the benefit of CLIENT during the course of performance of RevGrow’s duties for CLIENT. RevGrow, agrees to promptly deliver to CLIENT at any time upon CLIENT’s request, and upon termination of the relationship without request, without retaining any copies, any and all documents, spreadsheets, designs, artwork, graphics, products, samples, pricing information, client lists, reports, or records, or other materials or matters in RevGrow’s possession relating, directly or indirectly, to any confidential information.
3. Access and Use of LinkedIn Accounts: During the term of this agreement, Consultant will be granted access to and utilize the LinkedIn accounts of the CLIENT and/or certain employees of the CLIENT as duly authorized by the CLIENT. Such access and utilization shall be solely for the purposes of delivering the services outlined in this agreement, including but not limited to the management of LinkedIn groups, posting of status updates, messaging, and similar activities. All actions undertaken on these accounts in representation of the CLIENT, including messages, postings, and any form of public/private communications, must receive prior written approval from the CLIENT.
Authorization for Automation and Adherence to LinkedIn Protocols: The CLIENT grants the Consultant express permission to implement automation tools for the performance of specific tasks on the Client's LinkedIn account(s). This includes activities such as automated connection requests, postings, messaging, and engagement initiatives. The Consultant commits to employing these tools with the utmost care, strictly adhering to widely recognized best practices and operational protocols. This approach is designed to minimize potential penalties or negative impacts on the CLIENT’s LinkedIn account(s), ensuring that the utilization of such automation tools is both effective and responsible.
Acknowledgment of Platform Changes: The CLIENT and Consultant acknowledge that LinkedIn may periodically update its user agreement, terms and conditions, and its platform through upgrades, algorithmic changes, user interface modifications, or other means. The Consultant shall not be held responsible for any consequences stemming from such updates. This includes, without limitation, temporary loss of functionality, account restrictions, or any other unintended consequences that although rare may happen to the client’s LinkedIn account.
Release of Liability: The CLIENT hereby releases, waives, and discharges the Consultant from any and all liabilities, claims, demands, actions, and causes of action whatsoever arising out of or related to any loss, damage, or injury, including death, that may be sustained by the CLIENT, whether caused by the negligence of the Consultant, or otherwise, while the Consultant is accessing or utilizing the CLIENT’s LinkedIn accounts as stipulated in this Agreement.
4. Data Ownership. All documents, spreadsheets, designs, artwork, graphics, products, samples, pricing information, client lists, reports, and records of CLIENT are and shall remain the property of CLIENT and RevGrow shall not remove CLIENT’s documents, spreadsheets, designs, artwork, graphics, products, samples, pricing information, client lists, reports, and records from the premises of CLIENT, nor disclose the content of said documents, spreadsheets, designs, artwork, graphics, products, samples, pricing information, client lists, reports, and records to any person or entity, except as reasonably required in the course of performing there services to CLIENT contemplated hereunder.
5. Copyright. RevGrow will promptly disclose to CLIENT all inventions, improvements, designs, original works of authorship, computer software programs, databases, and trade secrets (collectively the “Intellectual Property”), whether or not patentable, copyrightable or protectable as trade secrets, that are made or conceived or first reduced to practice or created by RevGrow, either alone or with others, relative to my specific project during the period of RevGrow’s engagement with CLIENT. RevGrow acknowledges that all such Intellectual Property is the sole property of CLIENT, and that all such original works of authorship, to the extent copyrightable, are “works made for hire” as that term is defined in the United States Copyright Act.
6. RevGrow warrants that it is not bound by the terms of any other agreement, oral or written, which would preclude it from disclosing to CLIENT any idea, invention, discovery or other information pertaining or related to its responsibilities under this Agreement. RevGrow further agrees not to disclose to CLIENT or to seek to induce CLIENT to use any confidential information, material or trade secrets belonging to any other person or entity.
7. The Failure of CLIENT in any instance to insist upon a strict performance of the terms of this Agreement or to exercise any option herein, shall not be construed as a waiver or a relinquishment for the future of such term or option, but that the same shall continue in full force and effect.
8. Each reference in this Agreement to CLIENT shall be deemed to include its successors and assigns and any future subsidiary thereof, and any corporation with which CLIENT may in the future merge or consolidate.
9. If any provision of this Agreement is held invalid or unenforceable, the same shall not affect the validity of any other provision of this Agreement. Further, if any provision of this Agreement is held to be unreasonable as to time, scope or otherwise, it shall be construed to be enforceable to the fullest extent deemed reasonable under the circumstances.
10. All notices pertaining to this Agreement, or to the matters contained herein, shall be in writing and conveyed in the manner set forth in the PSA.
11. Any amendments or modifications hereto shall be in writing and signed by both parties.
12. This Agreement shall be construed under the laws of the State of Texas (without regard to principles of conflicts of laws), and shall be binding upon and enforceable against the successors, assigns, heirs and personal representatives of the parties. Any litigation to enforce the provisions of this Agreement shall be commenced only in federal courts for Dallas, Texas or the state courts of Texas. In the event of such litigation, the prevailing party shall be entitled to recover its reasonable attorney fees and expenses incurred in enforcing the provisions of this Agreement. This IPA, together with the Professional Services Agreement and the Engagement Letter between the parties hereto, dated herewith, represents the entire and integrated agreement between RevGrow and the Client and supersedes all prior negotiations, representations and agreements, either written or oral. This Agreement and each and every provision are for the exclusive benefit of the RevGrow and Client and not for the benefit of any third party except to the extent expressly provided in this Agreement.
The following are some common terms & frequently asked questions about our campaign. It is important that all parties understand their meanings:
Prospects: These are people who are members of LinkedIn that fit your prospect profile, and are not connected with you.
Cold Lead: A cold lead is defined on LinkedIn as a prospect who you are connected with and therefore have access to create and build strong relationships with, either through LinkedIn’s messaging platform, or through their email address provided by LinkedIn.
Warm Lead/Appointment Generated: These are people who fit your prospect profile, have connected with you, and who agree to a phone call with you. These are high-value leads, and must be treated as such, which means that quick reply and professionalism are of the utmost importance when handling these.
Database Build: The Database Build process involves your account manager identifying prospects on LinkedIn through the Advanced People Search, and sending out connection requests to 1000+ Targeted Prospects.
DNM Process: This is the process that the client is required to undertake to ensure that they have reviewed each prospect who we plan to message in our messaging campaigns. This will ensure that both the client, as well as the Account Manager, have reviewed these connections before sending them messages in the campaign.
Nurture Campaign/Messaging Campaign: This is the series of messages that we send to your cold leads to convert them into warm leads/appointments generated. These messages are crafted by your account manager, put together in a series that culminates in a call to action.
When do Warm Leads/Appointments come in? When everything is running on schedule, and there are no delays in client communication, there is a 1 month ramp up period for your campaign at which point phone call requests will go out and appointments with leads begin to come in. This period of time is essential to a successful campaign. The reason is that it takes time to build your database of new connections and nurture them through the messaging campaign to the point where it is appropriate to begin asking for the phone call and achieve the best results. We strive to get this work done quickly so that you can start having appointments with your leads as early as possible. In order to achieve this schedule, it is of the highest importance that communication and approvals are conducted in a timely manner by both RevGrow as well as our clients.
Your LinkedIn marketing campaign is our number one priority. Our Account Managers make every decision and recommendation with our client’s best interest in mind. We know every single facet of how LinkedIn operates and the best way to use it to your advantage.
We will handle running 90% of your campaign. The other 10% will come from you, the client, approving our work, sharing relevant information with your Account Manager, and making the phone calls when leads agree to a call. That 10% is incredibly important, and will make the difference between a successful and unsuccessful campaign.
At every point in this campaign, your Account Manager will serve as a guide, recommending best practices for approaching your connections; as an accountability partner, ensuring that you are capitalizing on the campaign; and as a coach, connecting you with the appropriate resources, like sales training, etc. that will help you make the most of your time spent with our campaign.
Purpose of the Agreement: This document formalizes our mutual intentions and sets clear expectations to maximize the value we deliver to each other throughout our collaboration on your campaign. It's crafted with a spirit of partnership and a shared commitment to achieving outstanding results.
Mutual Commitment: We acknowledge that successful campaigns are the result of diligent collaboration. Both parties agree to complete preparation and action items promptly and bring any issues or questions to our regular status calls.
Support and Scope: Timely support is part of our promise. Urgent needs are addressed via text on the same day, and emails are responded to within 24 hours. Any activities or meetings beyond the agreed scope are available for purchase upon request.
Meetings: Rescheduling or cancellations require a minimum of 3 days' notice,when possible. Without such notice, the missed meeting will be forgone, and the next engagement will be the subsequent scheduled status call.
Focused Engagement: Distractions are to be left outside our status calls to ensure productivity and focus on campaign-related discussions.
Open Communication: Both parties commit to open sharing, asking challenging questions, and fearless communication with the goal of collaborative success for the campaign and business.
Networking and Referrals: Our relationship encompasses a willingness for referrals, warm introductions, and recommendations, supporting mutual business growth.
Commitment to the Process: Acknowledging that not every week may yield immediate victories, we remain committed to the process, understanding that perseverance lays the groundwork for future success.
Long-Term Perspective: We recognize that building a sustainable pipeline and system for success is a gradual process. Our early efforts aim for rapid results, but our strategy is designed for long-term benefit.
Partnership in Challenges: Embracing the entrepreneurial journey, we commit to facing challenges together like business partners, always giving each other the benefit of the doubt and collaboratively addressing any issues that arise, with a united commitment to success.
This summary encapsulates our shared values and commitment to working together towards the common goal of making your campaign a resounding success. We enter this relationship with enthusiasm for the journey ahead and an unwavering dedication to achieving the best possible outcomes.