SEO Service Level Agreement

This SEO Service Level Agreement is designed for use by businesses providing search engine optimisation services to business clients. As a service level agreement, the relationship between the service provider and the client is based not only around the SEO services themselves, but also around a series of service level metrics – in this case website traffic increase thresholds – designed to ensure a particular level of performance by the service provider.

The data protection provisions in this document have been reviewed and updated for Brexit. References to data protection legislation have been updated with reference to the UK GDPR.

The structure of this template makes it particularly flexible and suitable for use with a broad range of SEO services ranging from simple on-page optimisation to combinations of copywriting, PPC campaign management, social media management and more. It is therefore up to users of this document to define the scope of the SEO services precisely and in depth in the provided schedule.

When defining the SEO services, great care should be taken to ensure that both the service provider and the client are fully aware of the services that are to be provided, and how they are to be provided. Both positive and negative obligations (e.g. the client may not wish the service provider to bid for certain keywords without authorisation) should be set out. As with all schedules attached to this document, the level of detail should be such that a complete outsider to the transaction should be able to fully understand the scope of the services to be provided, how, when, where, subject to what restrictions.

Related to the SEO services, provision is also made for the client to provide so-called “brand guidelines” in which they may specify how their business name, trade marks, image and other related aspects of their brand may be used by the service provider in the course of managing their SEO. Such guidelines may be particularly relevant when considering aspects of SEO such as PPC campaigns and social media management.

Service Levels in this agreement are intended to take the form of a series internet traffic increases to the client’s website in a series of time frames. Various options are available to deal with the eventuality of the service levels not being met, including the provision of cost-free services to make up for deficiencies and a right to immediately terminate the contract in the event of multiple failures. In the event that the cause of such failure can be attributed to the client (who may, for example, have failed to provide certain information or authorisation on time) the service provider is absolved of responsibility.

Payment for the SEO services is envisaged as being monthly in arrears. The precise structure (and amount) of fees is left for users to define in a schedule. The fee structure also takes into account any credits or cost-free services to which the client may be entitled as noted above.

Further key provisions in this template deal with important intellectual property issues, provide mutual indemnities, set out warranties, limit liability, and deal with the important issue of confidentiality.

Optional phrases and clauses are enclosed in square brackets. These should be read carefully, fully understood, and selected so as to be compatible with one another. Unused options should be removed from the document.

This SEO Service Level Agreement contains the following clauses:

1. Definitions and Interpretation
2. Term of Agreement
3. The SEO Services
4. Service Levels
5. Client’s Obligations
6. Fees and Payment
7. Intellectual Property Rights & Licensing
8. Indemnity
9. Warranties
10. Liability
11. Confidentiality
12. Force Majeure
13. Term and Termination
14. Effects of Termination
15. Data Protection
16. Data Processing
17. No Waiver
18. Further Assurance
19. Costs
20. Assignment and Sub-Contracting
21. Relationship of the Parties
22. Notices
23. Entire Agreement
24. Counterparts
25. Severance
26. Dispute Resolution
27. Law and Jurisdiction

and the following schedules:

1. The SEO Services
2. The Service Levels
3. The Deliverables
4. The Fees
5. The Client’s Brand Guidelines
6. Data Processing

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