1. Introduction

recoverypathmarketing.com is in the business of providing high quality SEO services and in order to be best in class in our industry.  This Terms of Use for recoverypathmarketing.com is an agreement (the “Agreement”) between recoverypathmarketing.com (together with its affiliated companies and brands worldwide, collectively, “Recovery Path Digital Marketing”, “we” or “us”) and you (a “Visitor” or “User” or “you”) as a user of the website and the related services on the Recovery Path Digital Marketing platform. 

Before you visit our website or use our Recovery Path Digital Marketing platform,  you agree to read this Agreement and agree to be bound by the Agreement and our related Recovery Path Digital Marketing Privacy Policy.

We may update this Agreement or the Recovery Path Digital Marketing Privacy Policy.  If we make any “material” (in our sole good faith discretion) change to this Agreement and we will notify you.  PLEASE BE AWARE THAT ANY DISPUTES WITH THIS AGREEMENT ARE SUBJECT TO ARBITRATION.  If you disagree with any terms of this Agreement, then you should immediately cease visiting recoverypathmarketing.com and stop using the related services on the Recovery Path Digital Marketing platform.

SEO Definitions. Terms defined below have their assigned meanings and each of the following terms has the meaning assigned to it.

  1. Visitor and User Information

Our Recovery Path Digital Marketing Privacy Policy specifies the two types of information collected from Visitors and Users: 1) Non-personal Information and 2) Personal Information.   Non-personal Information includes, but is not limited to, your IP address, zip code, browsing history, search history, interactions with our Recovery Path Digital Marketing platform.  Such information does not allow Recovery Path Digital Marketing to identify the Visitor or User.  Personal Information is individually identifiable information, including, but not limited to, name, email, telephone number, website, business information, billing details, address, keyword targets, conversion traffic and published content.  In general, Recovery Path Digital Marketing collects the information when you visit recoverypathmarketing.com and are asked to provide certain information so that we may contact you and ascertain what related services you desire.  Please visit our Recovery Path Digital Marketing Privacy Policy for more details related to our collection and use of your information. 

By visiting our website and entering company information, you represent and warrant that you are authorized by your company to enter into this Agreement, incur the financial obligations and use the services of Recovery Path Digital Marketing on behalf of your company.

  1. License

Your use of Recovery Path Digital Marketing platform is a non-exclusive, royalty-free, worldwide license for trademarks, trade names, and copyrighted material for service purposes granted by us to you after you have registered and paid, as required, to use the Recovery Path Digital Marketing related services.  If you breach any agreement including the policies set forth in this Agreement, Recovery Path Digital Marketing may revoke this license or restrict access by you to Recovery Path Digital Marketing platform and related services.  Moreover, as a licensee in using Recovery Path Digital Marketing services, no ownership rights are transferred to you as a User.  If Recovery Path Digital Marketing fails to revoke your license or restrict access, such failure on our part does not constitute a waiver of your conduct. 

  1. Services

recoverypathmarketing.com is in the business of providing high quality SEO services to increase organic traffic to your website through our proprietary software, original content, website development and best in class SEO consulting.  We use our reasonable efforts as measured in our industry, but we can not guarantee results as numerous factors may effect our services that are beyond our control.  You understand that your revenue and search engine traffic may not increase and you accept our services “as is”.  In establishing a commercial relationship with us, you understand there are certain risks and factors beyond our control such as:

The Master Service Agreement (MSA) establishes the statement of works (SoWs) as the governing documents for specific services. All services expectations are governed by the SoWs. By using our Recovery Path Digital Marketing platform, you release us from any liability related to our services as you understand the risks and external factors that our beyond our control.

  1. User Conditions

By becoming a commercial User, you agree to provide Recovery Path Digital Marketing with access to all information necessary to provide its services, including, but not limited to, your website’s architecture, software codes, data, documents, keyword search terms, content, art and any other information that Recovery Path Digital Marketing would commercially reasonably need to provide its best-in class services.  Any failure or lack of access to such information may prevent Recovery Path Digital Marketing from delivering its commercial obligations to you, and therefore, you shall not request any refund from Recovery Path Digital Marketing as a result of your failure or inaction.

  1. Recovery Path Digital Marketing Platform

Recovery Path Digital Marketing’s platform, proprietary source code, software, UI/UX, dashboard and other related services on its platform are the sole property of Recovery Path Digital Marketing. By using Recovery Path Digital Marketing platform you agree to the following:

If you undertake any of the actions above, Recovery Path Digital Marketing will immediately give you notice and may take any and all actions to remedy any damage, including, but not limited to, terminating our commercial relationship with you and preventing you from having access to our Recovery Path Digital Marketing platform.

  1. User Content

In order for us to provide certain services to you, you may be required to provide us with certain information, images, references, data or any other information that is useful for us to provide best-in class service to you (“User Content”).  Please note that if we believe any User Content may be harmful to Recovery Path Digital Marketing platform, we reserve the right to either remove, edit or modify such User Content.  In addition, we can not guarantee the safety or security of any User Content that you transmit to us to use on Recovery Path Digital Marketing platform beyond what is customary for our industry.

Moreover, you represent and warrant that you have ownership and permission over the User Content and such transmission to Recovery Path Digital Marketing will not violate the rights of any third party.  In transmitting such User Content, you grant Recovery Path Digital Marketing , its partners, affiliates, representatives, employees and assigns a non-exclusive, limited, fully-paid, royalty-free, revocable, world-wide, universal, transferable, assignable license to display, distribute, store, broadcast, transmit, reproduce, modify, prepare derivative works, or use and reuse all or part of your User Content to provide our services to you.   Finally, you grant Recovery Path Digital Marketing a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into the Recovery Path Digital Marketing platform any suggestion, enhancement request, recommendation, correction or other feedback provided by you relating to the operation of the Recovery Path Digital Marketing platform.

  1. Privacy Policy

We continually maintain and update our privacy policy and value your privacy concerns.  The Recovery Path Digital Marketing Privacy Policy is incorporated into this Agreement and it governs your privacy concerns in relation to our services to you.

  1. System Interruptions

Recovery Path Digital Marketing uses third party contractors to host and maintain our platform.  Therefore, we cannot control nor predict if there any disruptions to our platform as a result of such third party contractors not fulfilling their obligations or any “acts of god” that prevent our platform from being available to you.  Recovery Path Digital Marketing continually strives to make sure any downtime is limited and does not materially affect our best-in class services to you.

  1. Platform Changes

Recovery Path Digital Marketing operates in a rapidly changing industry, and therefore,  we reserve the right, at any time and for any reason, legal or otherwise, to make any changes we deem necessary to improve our platform and related services.

  1. Payments

Recovery Path Digital Marketing requires agreement to the use of ACH, Credit Card, or Wire Transfer for payment before commercial engagement.  First payment must be made within 7 days of execution of initial agreement. 

Some methods of payment depend upon third party payment processors and such payment processors’ terms and conditions, including any fees, taxes and other administrative third party payment costs.   When applicable, you must agree to our third party payment processors terms and conditions and give accurate, complete and current information for processing payments.   If you fail to pay or agree to such third party payment conditions, we reserve the right to suspend or terminate our services without any liability to us.

Payment shall be made in accordance with the master service agreement and any delayed payments will be subject to the penalties agreed in the MSA. In the event that the Client fails to make payment of any amount due under this agreement within 7 days of the stated payment due date, the Client shall be liable to pay a late payment fee. The late payment fee shall be calculated at a rate of 1.5% per month of the total amount due and late.

  1. Taxes

Local and federal tax rules and regulations are constantly changing.  In the future if Recovery Path Digital Marketing requests any taxes to be paid by you as a result of providing our Recovery Path Digital Marketing platform to you, then you agree to pay such taxes.

  1. Automatic Payments

Before commercial engagement, for some Users we request to have a credit card on file to be charged for recurring services that are on an automatic payment plan (“Automatic Payment”).  You authorize Recovery Path Digital Marketing to charge such Automatic Payment to be paid for our services.  In addition, for some Users have campaign achievements and monthly renewals for service.   You authorize Recovery Path Digital Marketing to charge for such payments after the campaign achievements or monthly renewal for service is due.  If at anytime you wish to cancel our services, you may do so by notifying your Recovery Path Digital Marketing representative.  Upon cancellation, you may have immediate restriction from accessing certain of our services or the Recovery Path Digital Marketing platform.  Moreover, Recovery Path Digital Marketing shall have no liability for any User Content to be deleted, removed, modified and transferred.

  1. Pricing

Recovery Path Digital Marketing has provided our pricing on our website.  We reserve the right to change such pricing in order to stay competitive in our industry and continue to offer best-in class services.

  1. Refunds

All services are final as Recovery Path Digital Marketing has considerable upfront costs in delivering our best-in class services.  If you are ever dissatisfied with our services, you should speak to your designated Recovery Path Digital Marketing representative and Recovery Path Digital Marketing management shall try to work on achieving a solution in the best interests of everyone.  Please note that some campaigns involve upfront costs for Google ad spends. PPC and content creation.  In such cases, all payments are final and no refunds can be made. 

  1. Campaigns/Estimates

Recovery Path Digital Marketing works with a wide variety of Users in various industries.  Recovery Path Digital Marketing sometimes provides multi-month and year campaigns that contain objectives and other deliverables within certain timeframes.  These campaigns are based on our good faith estimates of when Recovery Path Digital Marketing believes it can achieve the campaign’s objective.  If Recovery Path Digital Marketing does not achieve the objectives immediately within certain timeframes, Recovery Path Digital Marketing reserves the right to modify the campaign or objectives to satisfy the User.  You acknowledge that these campaign timelines are non-binding in nature and the underlying service or contractor agreement shall govern the User and Recovery Path Digital Marketing contractual relationship.

  1. Intellectual Property

Recovery Path Digital Marketing and its affiliated entities’, marks, designs, graphics, dashboard, copyrights, trademarks, logos, websites, software, source code and all other intellectual property created now and in the future, are protected by intellectual property rights under state, federal and international laws and regulations.  You agree not to use, copy or distribute any intellectual property of Recovery Path Digital Marketing without our express written consent.

  1. Idea Submission

As a technology company, Recovery Path Digital Marketing and its affiliated entities and its employees do not accept or consider unsolicited ideas, including but not limited to ideas relating to methods, processes, technologies, domain rankings, or products related to our industry.  To avoid any confusion, please do not submit any unsolicited ideas, content, artwork, suggestions or other works (“Submissions”) in any form, now known or hereafter created to Recovery Path Digital Marketing.  If you make any Submissions despite our clear notice to you to NOT send us your ideas, then you agree to the following: (1) such Submissions shall become the property of Recovery Path Digital Marketing , without any remuneration to you; (2) Recovery Path Digital Marketing may use the Submissions in any way its see fit, in its sole discretion; and (3) Recovery Path Digital Marketing has no obligation to keep any of the Submissions confidential.

  1. Disclaimer

RECOVERY PATH DIGITAL MARKETING PLATFORM AND RELATED SERVICES ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS AND RECOVERY PATH DIGITAL MARKETING, ITS AFFILIATED ENTITIES, EMPLOYEES, MANAGERS, OFFICERS, ASSIGNS OR AGENTS HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. RECOVERY PATH DIGITAL MARKETING SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.  RECOVERY PATH DIGITAL MARKETING MAKES NO WARRANTY OF ANY KIND THAT THE PLATFORM, SOFTWARE, RELATED SERVICES AND DOCUMENTATION, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET YOUR OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE PLATFORM, RELATED SERVICES OR THE SERVER THAT MAKES THE PLATFORM AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS.

  1. Limitation of Liability

IN NO EVENT WILL RECOVERY PATH DIGITAL MARKETING, ITS AFFILIATED ENTITIES, EMPLOYEES, MANAGERS, OFFICERS, ASSIGNS OR AGENTS BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES RELATED TO THE PLATFORM OR OUR SERVICES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS RELATED TO THE PLATFORM OR OUR SERVICES ; (c) LOSS OF GOODWILL OR REPUTATION RELATED TO THE PLATFORM OR OUR SERVICES; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY RELATED OT THE PLATFORM OR OUR SERVICES; (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER RECOVERY PATH DIGITAL MARKETING WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE; (f) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR PLATFORM VIA A THIRD PARTY; OR (g) ANY ACTION RELATED TO THIRD PARTY COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.  SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.  DESPITE THE FOREGOING, IN THOSE STATES THAT DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, IN NO EVENT WILL RECOVERY PATH DIGITAL MARKETING’S AGGREGATE LIABILITY EXCEED THE TOTAL AMOUNTS PAID TO RECOVERY PATH DIGITAL MARKETING OVER THE LAST THREE (3) MONTHS TO USE OUR PLATFORM AND RELATED SERVICES.

  1. Indemnity

You agree to defend, indemnify and hold harmless Recovery Path Digital Marketing, its affiliated entities, its officers, directors, managers, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to reasonable attorney’s fees) arising from:

This indemnification provision survives this Agreement and your use of Recovery Path Digital Marketing platform and related services.  You agree that to defend us over any claims brought as a result of the foregoing and we reserve the right to choose our counsel to defend at your costs, including any fees, court costs, investigations and other related disbursements.  In the event that we choose to settle any claim related to the foregoing, you agree that such settlement is at our discretion and at your costs.

  1. Copyrights

We are a technology company and therefore we take any allegations of copyright with extreme concern.  Should you believe that any copyright infringement has taken place, then please contact us by doing the following:

You must sign this notice and submit it to: [email protected].

  1. Counter-Notice Procedures

Should you receive a notice from Recovery Path Digital Marketing stating that your content has been subject to a DMCA takedown, you may respond by filing a counter-notice pursuant to the DMCA.  Your counter-notice must follow the procedures set forth below:

Please be aware that we may not take any action regarding your counter-notice unless your notification strictly complies with the foregoing requirements.    Please send this counter-notice in accordance with the takedown notice instructions above.

  1. Governing Law

This Agreement shall be governed by the laws in force in the state of New York.  The offer and acceptance of this contract is deemed to have occurred in the state of New York. All notices must be made in writing.

  1. Arbitration

Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, shall be determined by arbitration in New York, New York, before one arbitrator selected by the American Arbitration Association.  In the event that the parties cannot reach an agreement on an arbitrator, the arbitrator shall be selected by the arbitrator selection procedures established by the American Arbitration Association.  The arbitration shall be held, and the award shall be rendered, in the English language.  The arbitration shall be administered in accordance with the American Arbitration Association’s Commercial Arbitration Rules in effect as of the date you first entered into a contractual relationship with us.  Judgment on the award may be entered in any court having jurisdiction.  Each party shall bear its own costs and split the arbitration fees.  If a party shall fail to pay its share of the arbitration costs, then the party advancing costs for arbitration may charge interest at the highest rate permissible by law on such non-payment amount and receive reimbursement for reasonable legal fees and collection costs.  Each party acknowledges and agrees that such non-payment provision is reasonable and necessary.  Notwithstanding the foregoing, no party shall be responsible for another party’s legal expenses incurred in relation to any arbitration.

  1. Class Action Waiver

You and Recovery Path Digital Marketing agree that any proceedings to resolve or litigate any dispute whether through arbitration or a court of law shall be solely conducted on an individual basis and you agree not seek to have any dispute heard as a class action, representative action, collective action, or private attorney general action.

  1. Severability; No Third Party

If any one or more of the provisions of this Agreement should be ruled wholly or partly invalid or unenforceable by a court or other governmental body of competent jurisdiction, then the validity and enforceability of all provisions of this Agreement not ruled to be invalid or unenforceable shall be unaffected.  This Agreement shall not confer upon any third party rights or remedies hereunder, other than the parties hereto, under any legal theory

  1. Non-Waiver

Any non-enforcement of any particular provision or provisions of this Agreement or the any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.

29 Assignment and Survival

You may not assign any rights under this Agreement to any third party without our express written consent.  All portions of this Agreement that would reasonably be believed to survive termination shall survive and remain in full force upon termination, including but not limited to the Limitation of Liabilities, Disclaimer, Indemnification, and Arbitration sections.

  1. Termination

Our commercial engagement standard recurring monthly contracts and  longer-term engagements.  Please be aware that it is a standard requirement for a 30 day written notice for termination. For longer-term engagements, please refer to our master service agreement for termination provisions. 

Please be aware that upon termination of your account, access to portions of our Recovery Path Digital Marketing platform and our related services may be become immediately disabled.   Recovery Path Digital Marketing reserves the right to terminate its commercial agreement with you if: (1) you have violated any applicable laws while using our Recovery Path Digital Marketing platform; (2) if you have violated this Agreement; or (3) if we believe that any of your actions may legally harm Recovery Path Digital Marketing, our business, our reputation or our business interests, at our sole decision or discretion.

  1. Entire Agreement

This Agreement and our Recovery Path Digital Marketing Privacy Policy is the final, complete, and exclusive statement of the parties’ agreement on the matters contained in this Agreement and the Recovery Path Digital Marketing Privacy Policy.  It supersedes all previous negotiations and agreements of the parties.  The parties shall not amend this Agreement, except by an agreement in writing, signed by both parties.

  1. Amendments

We are a technology company and the rules and regulations constantly change in our industry.  Therefore, we may amend this Agreement at any time and in the near future.  If we do, we may notify you and post the most recent update to this Agreement.  If you do not agree with any amendment, then you must cease immediately to use our Recovery Path Digital Marketing platform or any of our related services.

  1. Relationship of the Parties.

Notwithstanding any provision hereof, for all purposes of this Agreement, each party shall be and act as an independent contractor and not a partner, joint venture, or agent of the other and shall not bind nor attempt to bind the other to any contract.

  1. Support

Where you have any questions, issues, or if you are having trouble accessing or using the Recovery Path Digital Marketing platform, please contact your Recovery Path Digital Marketing associate immediately.

  1. California Users

Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about Recovery Path Digital Marketing must be sent to your Recovery Path Digital Marketing associate immediately.

Lastly, California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

  1. Confirming Cookies

By using our website, you confirm that you understand and accept our use of cookies. Cookies help us improve user experience, analyze site traffic, and serve relevant content. You can manage your cookie preferences through your browser settings at any time. For more details