RankPay Terms of Service
This Terms of Service is a contract agreement that governs “you” or “your” (customers, affiliates, resellers, and contracted partners, contracted workers and service partners) and us (RankPay LLC) and the use of the RankPay, LLC Web Site “RankPay” located at https://www.rankpay.com, including any services and features available on or through the Web Site such as:
The Website is made available by RankPay, LLC, and our Terms of Service is so important that we cannot provide our services to you unless you agree to them. We may change the Terms of Service from time to time, at any time, by posting such changes on the Site. PLEASE READ THESE CUSTOMER TERMS CAREFULLY, BY USING THE SITE, YOU ACCEPT AND AGREE TO THESE TERMS OF SERVICE AS APPLIED TO YOUR USE OF THE RANKPAY WEBSITE AND ALL RANKPAY SERVICES. If you do not agree to these Terms of Service, you may not access or otherwise use the website or services.
1. SEO Services
“RankPay’s Performance-Based SEO Services Program” begins upon the submission of desired keywords from a prospective Customer. Upon completion of RankPay’s Keyword Submission Process the Customer will receive “RankPay’s Introductory Welcome E-mail’ that displays that a RankPay Account has been created, and provides the customer with next steps in the “Account Set-up and Implementation Process” including an On-Page Optimization overview, and provides the Customer with contact information for RankPay Support via Phone, E-mail and/or Online Chat. “RankPay’s Introductory Welcome E-mail” also shares the destination pages for RankPay’s Blog, FAQ section, and process for submitting a Support Ticket through the Customer Dashboard.
The “Keyword Activation” date represents the date which each keyword and the associated destination page on the customer’s website has been approved by RankPay, and the Customer. Accordingly, “RankPay’s Performance-Based SEO Services Program” will begin on the date of approval from both RankPay and the Customer. This “Keyword Activation” date marks the beginning of the program, and remains in effect for (6) months, with the sole exception of the promotional period of 10/01/20 through 10/31/20 — all new accounts approved and activated during that promotional time period will be allowed to deactivate keywords and/or cancel the program at any point in time as part of “RankPay’s Performance-Based SEO Services Program”. If customer cancels keyword, applicable monthly pro-rated charges will be applied based on the date of keyword deactivation, although there will not be any deactivation charges for those accounts approved and activated from 10/01/20 through 10/31/20. All accounts approved and activated into “RankPay’s Performance-Based SEO Services Program” outside of the time period will be subject to the standard deactivation and closure terms noted in Section 2 below. All keyword deactivation(s) and/or account closure must be formally documented and provided to RankPay in writing directly from the account owner that originated the account, and submitted directly through RankPay’s Customer Dashboard Ticketing System at https://www.rankpay.com/login, and received by RankPay at email@example.com.
Additionally, RankPay is running a Special Promotion from 10/01/20 through 10/31/20 which will allow for any approved and activated new customer sign-up during that time period to receive a Free (1) Month of Performance-based SEO Services. Therefore, the customer will not be billed for one full month, and is also allowed to cancel at any point in time with only pro-rated charges becoming applicable, based on the date of keyword deactivation, subsequent to the Free Month Trial per the Special Promotion.
Ranking reports are updated a minimum of (4) times per month within the Customer Dashboard which all Active RankPay Customers have a login/password to their specific programs. As an Active RankPay Customer, the Customer Dashboard is available at any time. Within RankPay’s Customer Dashboard, the Customer also has full access to their Account Information, All Active Keywords, All Pending Keywords, All Deactivated Keywords, a Keyword Watchlist to monitor non-active keywords, and a SEO Services Activity Description Report for their Active Keywords participating in “RankPay’s Performance-Based SEO Services Program.”
2. SEO Services Pricing and Invoicing Terms
Pricing for each keyword is determined at the time of “Keyword Approval”, and pricing is therefore locked for the duration of “RankPay’s Performance-Based SEO Services Program”, and will not change at any time during the initial (6) month period. Customer invoicing is performed monthly by RankPay. The invoicing charges are based exclusively on ranking performance, and tied directly to the agreed-upon pricing during “Keyword Approval”. Customer invoicing takes place on the 1st day of each new month, and the keyword rankings on Google + Bing/Yahoo! determine the customer monthly charges.
Example: Keyword ‘x’ has an agreed-upon price of $129 if the customer’s listing reaches Ranking #1-3 on Google. Keyword ‘x’ also has an agreed-upon price of $63 if the customer’s listing reaches Positions #7-10 on Bing/Yahoo!. If the customer’s listing is ranked #1 on Google and ranked #8 on Yahoo/Bing on the ‘Invoicing Day’ when the Monthly Rankings are run and completed, then the customer would be charged a total of $192 on the Customers Monthly Invoice. This example includes $129 for the increased ranking on Google, and $63 for the increased ranking on Bing/Yahoo.
Customer invoicing is based solely on progress of a keyword ranking into the Top 30 non-paid rankings on Google + Bing/Yahoo! search results pages, unless a custom invoicing program is created and approved by both the Customer and RankPay. Therefore, customers are never billed if their ranking has decreased from its original position at the time of “Keyword Activation”, or if the listing has not improved within the Top 30 non-paid rankings on either Google and/or Bing/Yahoo!. Customer invoicing is completed via the Customer Credit Card on file for the account, which the Customer provides and the Customer and RankPay approve. Customer’s credit card on file is automatically charged once per month based upon the rankings within the search engines on the ‘Invoicing Day’, which is the first day of each new month. No charges for “RankPays Performance-Based SEO Services Program” will be applied if the customer’s keyword ranking does not improve from its original position, or improves without earning rankings in the Top 30 non-paid rankings on Google and/or Bing/Yahoo!. If a customer deactivates a keyword before completing the (6) months of “RankPay’s Performance-Based SEO Services Program”, the customer’s credit card will be charged a “Deactivation Fee” of $200 for each “Active” Keyword that is transitioned to “Deactivated” status.
When a keyword has completed the (6) months of “RankPay’s Performance-Based SEO Services Program” – the keyword will automatically continue with the program. However, the customer has the ability to the following (3) program considerations at their sole discretion:
- Upon completion of (6) months with “RankPay’s Performance-Based SEO Services Program”, the customer can choose to deactivate any and/or all keywords at any time without any Deactivation Fee. If the customer chooses to deactivate keywords and cancel service, a pro-rated monthly service fee for that month will be charged based on the keyword ranking on the date of deactivation, and the Customer Account will be formally closed.
- Customer can choose to transition to “RankPay’s SEO Services Maintenance Program” if the keyword ranking reaches the top 10 positions on Google. If the customer chooses to transition to “RankPay’s SEO Services Maintenance Program” after the 6-Month Program is completed, the keyword pricing will then be reduced by 50% of the monthly program price, as long as the keyword remains in Active Status.
- Customer can elect to have their Account remain open, allowing “RankPay’s Performance-Based SEO Services Program” to continue for any and/or all existing Active keywords, and cancel at any time. If customer cancels keyword after (6) month program, applicable monthly pro-rated charges will be applied based on the date of keyword deactivation, although there will not be any deactivation charges. All keyword deactivation(s) and/or account closure must be formally documented and provided to RankPay in writing directly from the account owner that originated the account, and submitted directly through RankPay’s Customer Dashboard Ticketing System at https://www.rankpay.com/login, and received by RankPay at firstname.lastname@example.org. RankPay will respond to the request and confirm in writing the keyword deactivation and/or the account closure. RankPay, at its sole discretion may elect to offer a custom program to customer’s based upon on its Search Accelerator Program, “Search Accelerator”: https://www.rankpay.com/search-accelerator.
The purpose of “Search Accelerator” is to provide select customers “SEO Services” and “Managed Services” based on a custom program and custom pricing. “Search Accelerator Solutions” are on month-to month contracts, and can be cancelled at any point in time with written notice.
If customer cancels “Search Accelerator”, an applicable monthly pro-rated charges will be applied based on the date of cancellation, although there will not be any additional cancellation fees.
All “Search Accelerator” closures and/or account closures must be formally documented and provided to RankPay in writing directly from the account owner that originated the account, and submitted directly through RankPay’s Customer Dashboard Ticketing System at https://www.rankpay.com/login, and received by RankPay at email@example.com. RankPay will respond to the request and confirm in writing the “Search Accelerator” closure and/or the account closure.
3. Managed Services, which includes: Social Marketing, Blog Management, Website Maintenance, Content Optimization, Website Design, Local Citations & PPC Advertising
“Managed Services” governs any of RankPay’s Programs including: “Social Marketing”, “Blog Management”, “Website Maintenance”, “Local Citations”, “Content Optimization”, “Website Design” and/or “”PPC Advertising”. RankPay customers sign-up for “Managed Services” though the following page URLs and/or through RankPay’s White Label Partner Implementations or Resellers:
Social Marketing: https://www.rankpay.com/social-marketing
Blog Management: https://www.rankpay.com/blog-management
Website Maintenance: https://www.rankpay.com/website-maintenance
Content Optimization: https://www.rankpay.com/content-optimization
Website Design: https://www.rankpay.com/website-design
Local Citations: https://www.rankpay.com/local-citations
PPC Advertising: https://www.rankpay.com/ppc-management
Additionally, existing customers of “RankPay’s Performance-Based SEO Services Program” can sign-up for “Managed Services” by selecting their desired program “Starter”, “Pro” or “Enterprise” via their secure access to the RankPay Customer Dashboard, located here: https://www.rankpay.com/login
All “Managed Services” are on month-to month contracts, and can be cancelled at any point in time with written notice. If customer cancels the “Managed Service”, an applicable monthly pro-rated charges will be applied based on the date of cancellation, although there will not be any additional cancellation fees. All “Managed Service” closures and/or account closures must be formally documented and provided to RankPay in writing directly from the account owner that originated the account, and submitted directly through RankPay’s Customer Dashboard Ticketing System at https://www.rankpay.com/login, and received by RankPay at firstname.lastname@example.org. RankPay will respond to the request and confirm in writing the “Managed Services” closure and/or the account closure.
For “Website Maintenance”, RankPay provides the following Service Level Agreement (“SLA”) for Business Customers demonstrating:
1. 1 99.90% Uptime. The Service will serve Customer Content 99.90% of the time outside of Customer Planned Downtime. Customer Planned Downtime is from 2am-4am US CS(D)T. Additional Customer Planned Downtime may be excluded from the 99.90% Uptime measurement.
1.2 Penalties. If the Service fails to meet the above service level, the Customer will receive a credit equal to the result of the Service Credit calculation in Section 6 of this SLA.
2.1 Capitalized terms used in this SLA and not otherwise defined have the meanings ascribed to them in RankPay’s Terms of Service.
2.2 “Claim” means a claim submitted by Customer to RankPay pursuant to this SLA that a Service Level has not been met and that a Service Credit may be due to Customer.
2.3 “Customer” refers to the organization that has purchased and explicitly enabled “Website Maintenance” from RankPay’s “Managed Services”
2.4 “Customer Content” means any files, software, scripts, multimedia images, graphics, audio, video, text, data or other objects originating or transmitted from any web site owned or operated by customer and routed to, passed through and/or stored on or within the company’s website.
2.5 “Customer Planned Downtime” is downtime specified by RankPay that is to be excluded from any calculation of an Outage Period. This would apply to any time when the Customer has requested Service access suspended from their environment or from 2am-4am US CS(D)T.
2.6 “Customer Support” means the services by which RankPay may provide assistance to Customer to resolve issues with the Service.
2.7 “Force Majeure” refers to any downtime minutes that are the result of events or conditions beyond RankPay’s reasonable control. Such events might include but are not limited to any acts of common enemy (including, but in no way limited to DDoS attacks), the elements, earthquakes, floods, fires, epidemics, and inability to secure products or services from other persons or entities.
2.8 “Incident” means any set of circumstances resulting in a failure to meet a Service Level.
2.9 “Outage Period” is equal to the number of downtime minutes resulting from an Unscheduled Service Outage.
2.10 “Scheduled Availability” is the total number of minutes in the month minus any Customer Planned Downtime, and downtime caused by Force Majeure.
2.11 “Service” means, collectively, the information, tools, features and functionality offered by RankPay or through any software or other websites that RankPay utilizes to perform its obligations to the Customer.
2.12 “Service Credit” is the percentage of the monthly service fees for the Service that is credited to Customer for a validated Claim.
2.13 “Service Level” means standards Company chooses to adhere to and by which it measures the level of service it provides as specifically set forth below.
2.14 “Unscheduled Service Outage” are those interruptions to the Service that have not been previously communicated to the Customer and that result in the Customer’s application being unavailable to its customers or users. Unscheduled Service Outages exclude downtime minutes resulting from Customer Planned Downtime or downtime cause by Force Majeure.
3. RankPay’s “Website Maintenance” Service provides this SLA subject to the following terms.
3.1 In order to be eligible to submit a Claim with respect to any Incident, the Customer must first have notified RankPay Customer Support of the Incident, using the procedures set forth by RankPay, within (1) business day following the Incident.
3.2 To submit a Claim, Customer must contact RankPay Customer Support and provide notice of its intention to submit a Claim. Customer must provide to Customer Support all reasonable details regarding the Claim, including but not limited to, detailed descriptions of the Incident(s), the duration of the Incident, network traceroutes, the URL(s) affected and any attempts made by Customer to resolve the Incident.
3.3 In order for RankPay to consider a Claim, Customer must submit the Claim, including sufficient evidence to support the Claim, by no more than 3 business day after the end of the calendar month following the billing month in which the Incident which is the subject of the Claim occurs.
3.5 RankPay will use all information reasonably available to it to validate Claims and make a good faith judgment on whether the SLA and Service Levels apply to the Claim.
4. SLA Exclusions.
4.1 This SLA and any applicable Service Levels do not apply to any performance or availability issues:
(a) Due to factors outside Company’s reasonable control;
(b) That resulted from Customer’s or third party hardware or software;
(c) That resulted from actions or inactions of Customer or third parties;
(d) Caused by Customer’s use of the Service after Company advised Customer to modify its use of the Service, if Customer did not modify its use as advised;
(e) During beta and trial Service (as determined by Company); Or
(f) Attributable to the acts or omissions of Customer or Customer’s employees, agents, contractors, or vendors, or anyone gaining access to Company’s Service by means of Customer’s Authorized Users’ accounts or equipment.
5. Service Credits.
5.1 The amount and method of calculation of Service Credits is described below in Section 6.
5.2 Service Credits are Customer’s sole and exclusive remedy for any violation of this SLA.
5.3 The total amount of Service Credits awarded in any twelve (12) month period shall not, under any circumstance, exceed one (1) month of a Customer’s cumulative total monthly service fees.
5.4 Service Credits for this SLA will only be calculated against monthly recurring fees associated with the Service.
6. Service Credit Calculation.
6.1 For any and each Outage Period during a monthly billing period, RankPay will provide as a Service Credit an amount calculated as follows: for downtimes below 99.90% uptime in the calendar month, the Service Credit will be $1.00 per 10 minutes down, or the total monthly charge, whichever is less.
7. PPC Advertising
7.1 These Terms & Conditions (herein referred to as “PPC”) apply to the following Services Ordered: “PPC Advertising” and/or “PPC Management”.
The Customer selecting these services is engaging the Company for Paid Advertising Campaign Management.
(a) Success Measurement: Company measures Campaign Services success by one or a combination of the following metrics: clicks, traffic, budget management, leads, cost per lead; number of actions taken and time spent; impressions. Success metrics are reported by Company to Customer via monthly performance reports upon Customer request based on channel reporting (Google, Bing, Facebook, Twitter, etc).
(b) Term and Termination: Unless otherwise agreed upon, all programs are provided on a month-to-month basis with no term and may be terminated by either party by providing 30 days written notice to the other party. If customer cancels “PPC Advertising”, an applicable monthly pro-rated charges will be applied based on the date of cancellation, although there will not be any additional cancellation fees.
(c) Auto-Renewal: Campaign Services auto-renew each month, and programs can be canceled at any time. Customer will be responsible for a final charge equal to the agreed upon total monthly charge on the next (and last) billing day. If Customer prepaid for the PPD Advertising Program, Customer will be entitled to utilize any remaining balance of funds paid on the final billing day.
(d) Program Setup Period: Campaign Services require a setup period (The setup period may vary, however, usually the setup period is completed within 7-10 business days)
(e) Company’s Discretion: RankPay will appropriate funds and resources at Company’s full discretion, and Customer hereby agrees that it does not have the authority to assert Control over Company’s decisions as it relates to spending decisions, although does control the monthly investment allocation pre-determined prior to the 1st day of each new month.
(f) Release: Customer releases Company from any and all liabilities that may arise from the management or execution of a paid ad campaign or the creation or use of art, content, or other materials provided or created by Company or Customer. Customer recognizes that all monthly ad budgets must be pre-determined, pre-approved, and pre-paid. Customer recognizes that certain ad platforms may not allow for exact budget allowances, and must accommodate up to 10% deviation from desired spend. Customer recognizes that PPC Advertising Programs are not an exact science. Errors and omissions are understood by Customer to happen from time-to-time and Customer agrees to release Company from financial responsibility for losses of revenues, profits, products, services, relationships, or other business assets or deliverables.
4. Proprietary Rights
RankPay owns, solely and exclusively, all rights, title and interest in and to the Site, all the content (including, for example, audio, photographs, illustrations, graphics, other visuals, video, copy, software, etc.), code, data and materials on the website, and the look and feel, design, compilation and organization thereof, including, but not limited to, any copyrights, trademark rights, patent rights, database rights, moral rights and other intellectual property and proprietary rights therein; with the exception, in some cases, of submitted materials, as defined below in Section 8. Your use of the Site does not grant you ownership of any content, code, data or materials that you may access on the Site.
All information you submit to RankPay is held as confidential and is not shared with anyone other than those who will help complete the job you contract us for. All content we provide is considered a “work for hire”, unless otherwise specified in an agreement between you and RankPay. Nonpayment of the agreed on price results in the copyrights belonging to RankPay. RankPay cannot be held responsible for similar content appearing anywhere nor can we be responsible for someone else misusing your content. It is your responsibility to police the content and protect your copyrights. You are responsible for any content you upload to your website. All of your content must be appropriately marked with licensing (or other permission status such as fair use) and reasonable attribution information, if not owned by you. If, as a consequence of a court judgment or allegation of patent infringement or for any other reason (not limited to patent issues), conditions are imposed on you (whether by court order, agreement or otherwise) that contradict the conditions of the posting of content or images to your site, they do not excuse you from the conditions of that action. RankPay does not take any ownership of your content when you post it on our sites.
Resellers of “RankPay’s Performance-Based SEO Services Program”, including affiliates and white label implementations, blog management and social marketing services are contractually bound as if they are the clients, and RankPay is the provider. Any terms of service or contracts between resellers and clients remain between them and RankPay shall not be held liable for what any reseller of “RankPay’s Performance-Based SEO Services Program”, including affiliates and white label implementations, blog management and social marketing services does with content or any other promises they make to their customers. All resellers of “RankPay’s Performance-Based SEO Services Program” and/or “Managed Services”, including affiliates and white label implementations, blog management and social marketing services, including writers, bloggers, or other people who freelance or work for RankPay agree to the following:
- Clients of RankPay cannot be used as your personal references. Your work is done for RankPay and not for the client. Any use of any RankPay Client’s Name for your personal gain, reference, or any other use may lead to legal action against you by the client or by RankPay.
- In some cases you may receive information about clients of RankPay. This information, by default, is to be considered confidential. You may not use or share this information with anyone outside of RankPay.
- No one who contracts to write content or do other work for RankPay may contact any client of RankPay without express permission of RankPay for any reason. By accepting work through RankPay, you agree to this no-compete clause even if you decide to stop accepting work from RankPay. You are allowed to accept work from any source while you accept work from RankPay and of course after you stop accepting work from RankPay, however any action on your part to contact clients of RankPay directly for the purpose of providing content to them will be cause for legal action.
- RankPay reserves the right to refuse any content or work that workers provide to us or to us for RankPay customers. RankPay is not obligated to notify you that we did not accept the content or the work you provided. Due to the unreliability of email, it is your responsibility to request confirmation that RankPay received any content or work you send to us. If you have no such confirmation, you may not be paid for that content since we may have not received it.
- If you accept work from RankPay, you agree to write content that can be passed on to the client as a finished product. If we have to rewrite or otherwise edit the content before it can be sent to the client, then the payment you receive for that content may be altered or you may not be paid at all, depending on the quality of the content you provided.
- All resellers of “RankPay’s Performance-Based SEO Services Program” or “Managed Services”, including affiliates and white label implementations, including writers, bloggers, or other contracted workers who freelance or work for RankPay may not reuse any content you provide to us in any way. All content creation including “website copy”, “blog posts”, “social posts”, “images” and context used for meta information such as onpage optimization: “Meta Titles”, “Meta Descriptions”, “H1 Tags”, “H2 Tags”, “Alt Img Tags” for RankPay and RankPay customers must be completely original and unique. You may not copy, modify, sublicense, or distribute any form of trademark or copyrighted materials, content or images. All forms of content must exclusively be through original, proprietary methods or through licensing of content that you represent, warrant, and agree that no content posted or otherwise shared by you on or through any of the services (“Your Content”), violates or infringes upon the rights of any third party, including copyright, trademark, privacy, publicity, or other personal or proprietary rights, breaches or conflicts with any obligation, such as a confidentiality obligation, or contains libelous, defamatory, or otherwise unlawful material. RankPay does not take any ownership of your content when you post it on our sites. If content is posted on the customer website, the customer immediately and exclusively owns that content and/or image, and by its posting, the customer fully agrees that it can be used. If you do not own the content or image, then you should not post it unless it is in the public domain. You are responsible for any content or image that you upload to your website. All of your content must be appropriately marked with licensing (or other permission status such as fair use) and with reasonable attribution information, if not owned by you. If, as a consequence of a court judgment or allegation of patent infringement or for any other reason (not limited to patent issues), conditions are imposed on you (whether by court order, agreement or otherwise) that contradict the conditions of the posting of content or images to your site, they do not excuse you from the conditions of that action. It is not the purpose of this section to induce you to infringe any patents or other property right claims or to contest validity of any such claims; this section has the sole purpose of protecting the integrity that your content, images and attribution on your site is the sole responsibility of the customer website site owner. To the extent authorized by law, you agree to indemnify and hold harmless RANKPAY OR ITS AGENTS OR ANY OF ITS AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, TRUSTEES, AFFILIATES, RESELLERS, PARTNERS or CONTENT SERVICE PROVIDERS (COLLECTIVELY, THE PROTECTED ENTITIES) from and against any and all claims, losses, expenses, damages, and costs, including ALL attorneys fees, resulting directly or indirectly from or arising out of (a) your violation of the Terms, (b) your use of any of the Services, and/or (c) all content, images and information that “You” make available on your website.
- Disputes about the payment for any content you provide to RankPay must be brought to our attention within 30 days or any due amounts are void. All disputes will be settled according to California State Law or by agreement in arbitration by the arbitrator of our choice.
5. Limited License
You may access and view the content on the Site on your computer or other Internet-compatible device including mobile phones and tablets, and make single copies or prints of the content on the Site for your personal, internal use only. The Site and the Site’s services and any content and materials on the Site, are only for your personal, non-commercial use.
6. Prohibited Use
You may not commercially distribute, publish or exploit the Site, or any content, code, data or materials on the Site, unless you have received the express written prior permission of RankPay or the applicable rights holder. Other than as set forth in Section 4. of this Terms of Services Agreement, you may not download, display, copy, reproduce, distribute, modify, perform, transfer, create derivative works from, sell or otherwise exploit any content, code, data or materials on the Site. If you make other use of the Site, you may violate cop