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Terms
1. Engagement of Services. Client hereby engages and retains Contractor to provide
certain services, and Contractor agrees to render such services to Client, from time to
time as mutually agreed to by Client and Contractor (the “Services”) and that are
described in one or more statements of work (“SOWs”) which include specific
Deliverables, Descriptions, Timelines, and Fees.
2. Compensation. Client will pay Contractor the fees set forth in the SOW in
consideration for rendering the Services pursuant to this Agreement and such SOW. In
addition, Contractor reserves the right to pass through applicable processing fees when Client provides payment of invoices with a credit card. Client agrees to pay invoices upon receipt. Contractor will be reimbursed for expenses that relate to the Services and that are approved by Client in advance. Upon termination of this Agreement for any reason, Client will pay Contractor any unpaid fees for Services that have been completed prior to such termination. Client will pay Contractor in full prior to any work beginning.
3. Ownership of Work Product. Client is and will be the owner of all interests in the
product of all work performed under this Agreement (the “Work Product”). Contractor
hereby irrevocably sells, transfers and assigns to Client all right, title and interest that
Contractor has or will have in and to the Work Product, and Contractor acknowledges
that Client owns and will own all such existing and future right, title and interest in and to the Work Product. Notwithstanding the foregoing, Contractor shall be entitled to display Work Product in their portfolio, on their website, or for any other business marketing purposes.
4. Intellectual Property. Neither the Client nor Contractor shall acquire any right, title or interest in any intellectual property owned, licensed or controlled by the other party as of the Effective Date. To the extent that Contractor incorporates any of its pre-existing intellectual property into the Work Product, Contractor hereby grants to Client a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license to such pre-existing intellectual property.
5. Confidential Information. Contractor shall not disclose any of the Client’s
confidential information to anyone other than its affiliates, employees, contractors or
authorized representatives who have a need to know the information in connection with Contractor’s rendering of the Services. Contractor shall exercise the same degree of care to prevent disclosure of any Confidential Information as it takes to preserve and safeguard its own confidential information but, in any event, no less than a reasonable degree of care.
6. Independent Contractor Relationship. Contractor’s relationship with Client is that
of an independent contractor, and nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture or employment relationship. No part of Contractor’s compensation will be subject to withholding by Client for the payment of any social security, federal, state or any other employee payroll taxes. Client will regularly report amounts paid to Contractor by filing Form 1099-MISC with the Internal Revenue Service as required by law. CONTRACTOR IS ACTING AS AN INDEPENDENT CONTRACTOR TO CLIENT; CONTRACTOR IS NOT ENTITLED TO UNEMPLOYMENT INSURANCE BENEFITS, WORKERS’ COMPENSATION BENEFITS, PENSION, BONUS OR OTHER FRINGE BENEFITS FROM CLIENT. CONTRACTOR WILL PAY ALL NATIONAL, FEDERAL AND STATE INCOME TAX, SOCIAL SECURITY TAX AND OTHER AMOUNTS DUE UNDER APPLICABLE PAYROLL AND SIMILAR LAWS WITH RESPECT TO ALL AMOUNTS PAID IN CONNECTION WITH THIS AGREEMENT.
7. Term. The term of this Agreement will commence on the Effective Date and will
continue until terminated by either party as provided herein. The Services shall
commence as set forth in the SOW and will continue as provided therein or until
terminated pursuant to the terms of such SOW or this Agreement.
8. Termination. Either party may terminate this Agreement at any time by giving 30
days prior written notice to the other party. Either party may terminate this Agreement immediately upon a material violation of this Agreement by the other party.
9. Limitation of Liability. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR
DIRECT DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT OR ANY SOW IN EXCESS OF THE TOTAL FEES PAID TO
CONTRACTOR UNDER THE SOW GIVING RISE TO SUCH LIABILITY. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES (INCLUDING WITHOUT
LIMITATION LOST PROFITS OR REVENUE) EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10. Governing Law. This Agreement will be governed in all respects by the laws of US
as well as the laws of Delaware, excluding conflicts of law principles.
11. Severability. Should any provisions of this Agreement be held by a court of law to
be illegal, invalid or unenforceable, the legality, validity and enforceability of the
remaining provisions of this Agreement will not be affected or impaired thereby.
12. Waiver. The waiver by either party of a breach of any provision of this Agreement by the other party will not operate or be construed as a waiver of any other or subsequent breach by such party.
13. Assignment. Neither party shall assign or transfer this Agreement, or any rights or
portion thereof, to any related or unrelated third party without the other party’s consent.
14. Entire Agreement. This Agreement and all outstanding SOWs constitute the entire
agreement between the parties relating to this subject matter and supersede all prior or contemporaneous oral or written agreements concerning such subject matter. The
terms of this Agreement and all outstanding SOWs will govern all Services undertaken
by Contractor for Client. This Agreement and any SOW may only be changed by mutual agreement of authorized representatives of the parties in writing.
Independent Consultant
Independent Consultant: The parties understand and agree that CONTRACTOR shall
be considered an independent consultant, rather than a co-venture, agent, employee, or officer of CLIENT, and that CONTRACTOR shall not hold themselves out to the public as a co-venture, agent, employee, or officer of CLIENT. CONTRACTOR shall develop their business by whatever means and methods they regard as necessary and at their own discretion. CONTRACTOR shall be free to devote to their business such portion of their time, energy, effort and skills they see fit without interference from CLIENT except where otherwise referenced in this Contract. Solely CONTRACTOR shall determine CONTRACTOR work schedule, except whereas CLIENT requests limited accessibility during its operating hours. In conducting their business, CONTRACTOR:
1. Shall not be subjected to control or supervision by CLIENT
2. Shall work on an irregular basis,
3. Shall work at such times as they elect, and
4. Shall work at such locations as they elect.
CLIENT acknowledges and agrees that CONTRACTOR may engage, directly or
indirectly, in any business that CONTRACTOR may determine, and is not required to
devote all their energies and attention exclusively for the benefit of CLIENT. Since
CONTRACTOR shall fulfill their responsibilities independent of, and without supervisory control by CLIENT, CONTRACTOR shall not be subject to the provisions of any rules applicable to employees of CLIENT. The Consultant shall make no false or misleading representations with respect to CLIENT.
Client Duties
Duties of CLIENT: CLIENT may provide the following to CONTRACTOR in connection with CONTRACTOR performance of services hereunder: Printing of all material produced by CONTRACTOR in connection with the performance for their services to CLIENT hereunder. CLIENT must provide qualified, competent personnel to assist CONTRACTOR in connection with the performance of their services hereunder.
Accessibility and availability, as judged necessary by an authorized officer of CLIENT, to business and financial information to assist CONTRACTOR in connection with their performance of their services hereunder.
Contract Renewal and Payment Terms
All plans are renewable and cancellations for future payments must be made 30 days in
advance. There are no refunds for payments made and services performed.
Cancellation is not assumed unless requested by the CLIENT 30 days prior to the
payment renewal date.
CONTRACTOR shall submit to CLIENT, a detailed invoice for the deliverable, as
described in the Statement of Work by the 1st of the following month for renewable
contracts and recurring plans. CONTRACTOR shall not receive any remunerations from CLIENT, until such time as all invoices and/or discrepancies have been corrected, settled, and approved by CLIENT.
The contracted payment must be paid prior to engagement in consulting services.
Notices and Termination
Notices: Any notice required to be given to CLIENT pursuant to this Contract shall be in writing and addressed as listed below, and to Shella Zelenz, Chief Executive Officer, Zemii Media and Publishing Group, LLC, at 8 The Green, Suite B, Dover, DE 19901
United States and shall be delivered by certified U.S. mail, postage prepaid. Either party may, from time to time, change its address for receipt of notices hereunder by sending written notice (as specified herein or by email) to the other party specifying such new address.
Termination: Either party hereto may terminate this Contract and CONTRACTOR
performance hereunder by providing the other with at least 30 days prior written notice of termination.
Merger: This Agreement constitutes the final agreement between the parties relating to the Services contained in this Agreement. All earlier and contemporaneous negotiations and agreements between the parties on the matters contained in this Agreement are expressly merged into and superseded by this Agreement.
Amendment: The parties may amend this Agreement only by the parties’ written
consent via proper Notice.
Expiration: This contract expires one year from date of payment.
Cost, Fees and Payment
Cost. The total cost ("Total Cost") for all Services is due in full before services are
rendered. Client shall pay the Total Cost to Provider as follows:
This payment is a non-refundable retainer. At a minimum, Client agrees that the retainer fee fairly compensates Provider for committing to provide the Services.
Service prices
New Nonprofit Packages
Package 1 - $1,500
This package includes:
- Master Proposal
- 6 Grant Research Report
- 2 Hours of Consultation as needed
Package 2 - $1,750
This package includes:
- Master Proposal
- 6 Grant Research Report
- 1 Budget
- 2 Hours of Consultation as needed
Package 3 - $2,000
This package includes:
- Master Proposal
- 6 Grant Research Report
- 2 Budgets
- 2 Hours of Consultation as needed
Package 1 Complete - $2,700
This package includes:
- Master Proposal
- 30 Grant Research Report
- 2 Hours of Consultation as needed
Package 2 Complete - $2,950
This package includes:
- Master Proposal
- 30 Grant Research Report
- 1 Budget
- 2 Hours of Consultation as needed
Package 3 Complete - $3,200
This package includes:
- Master Proposal
- 30 Grant Research Report
- 2 Budgets
- 2 Hours of Consultation as needed
Mid-Level Packages
Package 1 - $1,500
This package includes:
- 1 Grant Submission (package is renewable upon request)
- Reports on Grant(s) Submitted
- Consultation as needed
Package 2 - $3,000
This package includes:
- 2 Grant Submission (package is renewable upon request)
- Reports on Grant(s) Submitted
- Consultation as needed
Package 3 - $4,500
This package includes:
- 3 Grant Submission (package is renewable upon request)
- Reports on Grant(s) Submitted
- Consultation as needed
Package 4 - $6,000
This package includes:
- 4 Grant Submission (package is renewable upon request)
- Reports on Grant(s) Submitted
- Consultation as needed
Package 5 - $7,500
This package includes:
- 5 Grant Submission (package is renewable upon request)
- Reports on Grant(s) Submitted
- Consultation as needed
Pro Subscription Packages
Package 1 - $1,500
This package includes:
- 1 Grant Submission per Month
- Reports on Grants Submitted
- Consultation as needed
Package 2 - $2,500
This package includes:
- 2 Grant Submissions per Month
- Reports on Grants Submitted
- Consultation as needed
Package 3 - $4,200
This package includes:
- 3 Grant Submissions per Month
- Reports on Grants Submitted
- Consultation as needed
Package 4 - $5,000
This package includes:
- 4 Grant Submissions per Month
- Reports on Grants Submitted
- Consultation as needed
Package 5 - $6,000
This package includes:
- 5 Grant Submissions per Month
- Reports on Grants Submitted
- Consultation as needed
Research Reports
6 Grant Research Report
Customized 6 grant research report that includes submission instructions, details (that are available) about the foundation, link to their most recent 990 filing, request recommendation, and deadline(s).
12 Grant Research Report
Customized 12 grant research report that includes submission instructions, details (that are available) about the foundation, link to their most recent 990 filing, request recommendation, and deadline(s).
24 Grant Research Report
Customized 24 grant research report that includes submission instructions, details (that are available) about the foundation, link to their most recent 990 filing, request recommendation, and deadline(s).
Package details are found on the proposal that was sent to the client. They can also be found on our Grant Prices and Services page.