Local Listing Agreement

This Managed Local Listing Agreement (the “Agreement”) is made as of the date of purchase by and between TIBERIUS INTERACTIVE INC, a New York Corporation (the “Company”), and the registered user (the “Client”) (collectively referred to as the “Parties”).

WHEREAS, the Company and Client wish to express in this written Agreement their understandings regarding the scope of the Services that the Company will provide and the rights and obligations of the Client.

WHEREAS, the Client seeks to engage the Company as an independent contractor to provide the Managed Local Listing Services described herein, and the Company seeks to provide such Services according to the terms and conditions of this Agreement.

NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, the receipt and adequacy of which is hereby acknowledged, the Parties agree as follows:

  1. TERM

    This Agreement will become effective on the date of purchase and continue for a period of 12 months. After the initial 12-month period, this Agreement will automatically renew for successive 3-month periods unless cancelled in writing by the Company or the Client.

  2. SCOPE OF SERVICES

    The Company’s duties will include Managed Local Listing Services, including the creation and management of Client’s business listings on platforms such as Google, Bing, Yelp, Foursquare, TripAdvisor, Citysearch, YP, eLocal, Whois, Locu Places, Merchant Circle, Judy’s Book, MojoPages, Cortana, Swarm, YaSabe, and other third-party platforms. All content for these listings will be provided by the Client.

  3. COMPENSATION

    Costs associated with this service are based on the package selected by the Client. Payments will be processed electronically using a secure platform (STRIPE). No credit or bank information is saved or remembered by Tiberius Interactive, Inc. or the tibint.com website. Prices are subject to change at any time, and any changes in pricing will be communicated to the Client in advance. Fees are due prior to the performance of the Services.

    The Client shall pay the applicable Monthly Fees and any additional fees specified in this Agreement. Monthly Fees and recurring fees are due and payable in advance for each calendar month following the contract date. If the Client pre-pays Monthly Fees and/or recurring fees, such prepayments are due upon signing this Agreement.

  4. COPYRIGHT POLICY

    The Company respects intellectual property rights and will not knowingly post content that infringes on such rights. The Client acknowledges that all material provided to the Company, including business names, logos, and content, is exclusively owned by the Client, and the Company has the right to use and publish such content. The Company reserves the right to remove any content that it deems in violation of this policy.

  5. INDEPENDENT CONTRACTOR STATUS

    The Company will render all Services as an independent contractor. This Agreement does not create an employer/employee relationship, and the Company will not receive employee benefits from the Client. The Client is not responsible for taxes or withholdings related to the Company’s net income.

  6. COMPANY’S OBLIGATIONS TO THE CLIENT

    The Company will provide Services in a professional manner and promptly notify the Client of any schedule changes. The Company agrees to give at least fifteen (15) days’ notice to the Client in the event of early termination of this Agreement.

  7. CLIENT REPRESENTATIONS

    The Client represents that they are not bound by any agreement prohibiting them from entering into this Agreement, will not disclose proprietary information, and has obtained necessary permissions for all provided materials.

  8. CONFIDENTIAL INFORMATION

    The Company agrees to maintain the confidentiality of the Client’s business and personal information and will use it solely for the benefit of the Client.

  9. AT-WILL ENGAGEMENT

    The Company’s engagement is “At-Will,” meaning the Company may terminate this Agreement at any time, with or without cause, following the notice requirements specified herein. The Client may not terminate this Agreement within the first 12 months of the initial term. After the initial 12 months, the Client may terminate the Agreement with or without cause upon fifteen (15) days’ prior written notice. If the Client terminates the Agreement early after the first 12 months, a fee equivalent to three (3) months of the service cost will apply.

  10. INDEMNIFICATION

    The Client agrees to indemnify and hold harmless the Company and its representatives against any claims, liabilities, or damages arising out of this Agreement.

  11. INTELLECTUAL PROPERTY

    All work product provided during the engagement shall become the sole property of the Client, and to the extent possible, will be considered a “work made for hire.” If not deemed a work made for hire, the Company agrees to assign all rights to the Client upon full payment.

  12. ENTIRE AGREEMENT

    This Agreement constitutes the entire agreement and supersedes any prior communications or agreements. If there is a separate contract that references this Agreement, only specific sections explicitly written in that separate contract may supersede this Agreement.

  13. MODIFICATION

    The Company may update this Agreement from time to time. Clients will be presented with an updated version and may choose to accept the new terms or end the engagement.

  14. EARLY TERMINATION

    The Agreement may be terminated by the Company at any time with or without cause, with fifteen (15) days’ prior written notice. The Client may not terminate this Agreement within the first 12 months of the initial term. After the first 12 months, the Client may terminate the Agreement with or without cause upon fifteen (15) days’ prior written notice. If the Client terminates the Agreement early after the first 12 months, a fee equivalent to three (3) months of the service cost will apply.

  15. LIMITATION OF LIABILITY

    The Company’s liability is limited to the total amount of fees due under this Agreement. The Company is not liable for any indirect, incidental, special, or consequential damages.

  16. SEVERABILITY

    If any provision is found to be unenforceable, the remaining provisions will remain in effect.

  17. FURTHER ASSURANCES

    The Parties agree to execute any additional documents or actions necessary to effectuate this Agreement.

  18. GOVERNING LAW

    This Agreement will be governed by the laws of the State of New York. Any disputes shall be subject to exclusive jurisdiction in New York.

  19. ACCEPTANCE OF AGREEMENT

    By proceeding with the purchase associated with this Agreement, the Client agrees to and consents to its terms and conditions. If the Client does not agree, they should not proceed with the purchase or use the services.