Terms and Conditions

Pioneer has a standard set of terms and conditions for our contracts and agreements laid out below. Specific terms can only be modified with written approval from both parties before the contract is executed.

Duration of Agreement

Client agrees to the following duration of the agreement unless otherwise specified in the attached and executed proposal:

• Pioneer Social, Pioneer Studio, Newsletters, Podcasts, and Marketing Services Agreements: 12 months minimum initial commitment, month to month thereafter with 60 days prior written notice to cancel.
• Magazines – publication and content: 12-month minimum initial commitment, month to month thereafter with 90 days prior written notice to cancel.
• All other services and projects: 30 days prior written notice required to cancel. Time and materials incurred up through date of termination will be billed for projects terminated prior to completion.

Termination

This agreement may also be terminated by written notice of either party if the other party breaches any material obligation under this contract and fails to remedy said breach within 30 days following receipt of the notice. In the unlikely event of termination for cause, Client agrees to compensate Pioneer upon invoice for all work completed until that point.

Responsibilities of Client   

To facilitate Pioneer’s efforts to provide these services, Client agrees to:

• Provide Pioneer in a timely manner with the contact information, logos and other material needed to execute the programs.
• Make payments as outlined in the Project Pricing section of this agreement on time every billing cycle.
• Coordinate with and honor the agreed-upon schedules.
• Review project proofs in a timely manner, providing feedback on changes necessary to move the project toward launch.
• Grant access to social media channels, website and applicable third-party applications, when necessary to fulfill contracted services.

Project Pricing

Unless otherwise specified in the attached and executed proposal:

• Deposit due: 0% of agreed-upon fee, due at time of agreement signing.
• Balance: 100% due upon invoice for one-time fees and 100% due upon invoice for monthly and quarterly fees.
• Unless otherwise noted, total does not include applicable taxes, shipping charges, travel costs, ad placement or printing costs.
• Additional rush fees may apply for Client deliverables received by Pioneer after the established due date.

• Marketing campaigns (Micro, Standard, Major) will be billed in one of two manners:
  • Individual campaigns must be completed within six months of signing and will be billed 50% up front and 50% after final delivery or at the six-month deadline, whichever comes first.
  • Multi-campaign agreements (more than one campaign of similar and/or varying size totaling at least $500/month) would be billed in equal 12-month installments.
• Pioneer Votes
  • Deposit due: 75% deposit will be billed after the agreement is signed by both parties with the remaining balance due upon invoice at completion of the election.
  • Online Voting Portal will have a separate quote and agreement to be prepared after consultation with the Powerful Web Team.
  • Replacements/additional ballots are available upon request and will incur an additional charge per ballot.
  • USPS first-class postage will be billed at cost.
• Pioneer Pulse Surveys
  • Deposit due: 50% deposit will be billed after the agreement is signed by both parties with the remaining balance due upon completion of the survey project.

Work for Hire; Ownership and Usage Rights

The services provided under this agreement are work for hire. Upon making full payment, the Client will take sole ownership of the final designs and any related intellectual property produced under this agreement, and will have exclusive and unlimited usage and reproduction rights for these deliverables. Client agrees not to share proprietary work such as design files or templates with third parties without the consent of Pioneer. Pioneer reserves the right to reproduce any and all designs created in print and electronic media for Pioneer promotional purposes.

Errors

Client has responsibility to proofread and review all work produced during the project. As a result, Client is fully responsible for any errors in spelling, typography, illustrative layout, photography, attribution, or other errors discovered after printing or reproduction or for any work performed by third parties selected by Client.

Proofing

For projects outside of ongoing marketing services contracts, changes requested by Client beyond the third proof will incur additional fees.

Photo Editing

Pioneer will conduct normal cropping, toning and color correction edits to any photos that may be used in this project. Additional image manipulation will be billed at $175/hour with prior notice to Client. Pioneer cannot guarantee the results of image manipulation, depending on Client requests.

Browsers and Email Clients

Under this agreement, Pioneer is not responsible for the performance of your digital content as it pertains to internet connectivity, computer operating systems, email clients, web browsers, server uptime or bandwidth availability. Pioneer will use industry-standard best practices in order to ensure your content is available to the widest possible appropriate or intended audience.

Non-solicitation

If, during the term of this contract and for twelve months following its termination, Client hires directly or otherwise solicits the departure of a Pioneer staff member engaged in the fulfilling of these contracted services, Client agrees to pay Pioneer 50% of the staff Member(s)’ annual Pioneer salary as a placement fee.

Indemnification   

Pioneer and Client agree not to design, develop or provide to one another any items that infringe on the intellectual property rights of any other person or entity. Pioneer and Client agree that the supplying Party shall defend, indemnify and hold harmless the receiving Party, its officers, directors, members and employees from and against any and all claims, demands, losses, damages, liabilities, judgments, costs and expenses, obligations and attorney or other professional fees and expenses arising out of or relating to any such alleged or actual infringement.

Limited Liability   

Pioneer will not be liable to Client for any damages, real or perceived, as they may relate to the performance of these materials or their effectiveness in marketing your company, increasing sales or promoting customer engagement. Except for claims arising out of gross negligence or willful misconduct, the total liability of Pioneer under this agreement shall not exceed the aggregate fees paid or owed by Client for the services described herein.

Jurisdiction  

This agreement is governed in accordance with the laws of the state of Oregon.

Force Majeure  

No party shall have any liability to the other hereunder by reason of any delay or failure to perform any obligation or covenant if the delay or failure to perform is occasioned by force majeure, meaning any act of God, storm, fire, casualty, unanticipated work stoppage, strike, lockout, labor dispute, civic disturbance, riot, war, national emergency, act of government, act of public enemy or other cause of similar or dissimilar nature beyond its control.

Pioneer has a standard set of terms and conditions for our contracts and agreements laid out below. Specific terms can only be modified with written approval from both parties before the contract is executed.

Duration of Agreement

Client agrees to the following duration of the agreement unless otherwise specified in the attached and executed proposal:

• Pioneer Social, Pioneer Studio, Newsletters, Podcasts, and Marketing Services Agreements: 12 months minimum initial commitment, month to month thereafter with 60 days prior written notice to cancel.
• Magazines – publication and content: 12-month minimum initial commitment, month to month thereafter with 90 days prior written notice to cancel.
• All other services and projects: 30 days prior written notice required to cancel. Time and materials incurred up through date of termination will be billed for projects terminated prior to completion.

Termination

This agreement may also be terminated by written notice of either party if the other party breaches any material obligation under this contract and fails to remedy said breach within 30 days following receipt of the notice. In the unlikely event of termination for cause, Client agrees to compensate Pioneer upon invoice for all work completed until that point.

Responsibilities of Client   

To facilitate Pioneer’s efforts to provide these services, Client agrees to:

• Provide Pioneer in a timely manner with the contact information, logos and other material needed to execute the programs.
• Make payments as outlined in the Project Pricing section of this agreement on time every billing cycle.
• Coordinate with and honor the agreed-upon schedules.
• Review project proofs in a timely manner, providing feedback on changes necessary to move the project toward launch.
• Grant access to social media channels, website and applicable third-party applications, when necessary to fulfill contracted services.

Project Pricing

Unless otherwise specified in the attached and executed proposal:

• Deposit due: 0% of agreed-upon fee, due at time of agreement signing.
• Balance: 100% due upon invoice for one-time fees and 100% due upon invoice for monthly and quarterly fees.
• Unless otherwise noted, total does not include applicable taxes, shipping charges, travel costs, ad placement or printing costs.
• Additional rush fees may apply for Client deliverables received by Pioneer after the established due date.

• Marketing campaigns (Micro, Standard, Major) will be billed in one of two manners:
  • Individual campaigns must be completed within six months of signing and will be billed 50% up front and 50% after final delivery or at the six-month deadline, whichever comes first.
  • Multi-campaign agreements (more than one campaign of similar and/or varying size totaling at least $500/month) would be billed in equal 12-month installments.
• Pioneer Votes
  • Deposit due: 75% deposit will be billed after the agreement is signed by both parties with the remaining balance due upon invoice at completion of the election.
  • Online Voting Portal will have a separate quote and agreement to be prepared after consultation with the Powerful Web Team.
  • Replacements/additional ballots are available upon request and will incur an additional charge per ballot.
  • USPS first-class postage will be billed at cost.

Work for Hire; Ownership and Usage Rights

The services provided under this agreement are work for hire. Upon making full payment, the Client will take sole ownership of the final designs and any related intellectual property produced under this agreement, and will have exclusive and unlimited usage and reproduction rights for these deliverables. Client agrees not to share proprietary work such as design files or templates with third parties without the consent of Pioneer. Pioneer reserves the right to reproduce any and all designs created in print and electronic media for Pioneer promotional purposes.

Errors

Client has responsibility to proofread and review all work produced during the project. As a result, Client is fully responsible for any errors in spelling, typography, illustrative layout, photography, attribution, or other errors discovered after printing or reproduction or for any work performed by third parties selected by Client.

Proofing

For projects outside of ongoing marketing services contracts, changes requested by Client beyond the third proof will incur additional fees.

Photo Editing

Pioneer will conduct normal cropping, toning and color correction edits to any photos that may be used in this project. Additional image manipulation will be billed at $175/hour with prior notice to Client. Pioneer cannot guarantee the results of image manipulation, depending on Client requests.

Browsers and Email Clients

Under this agreement, Pioneer is not responsible for the performance of your digital content as it pertains to internet connectivity, computer operating systems, email clients, web browsers, server uptime or bandwidth availability. Pioneer will use industry-standard best practices in order to ensure your content is available to the widest possible appropriate or intended audience.

Non-solicitation

If, during the term of this contract and for twelve months following its termination, Client hires directly or otherwise solicits the departure of a Pioneer staff member engaged in the fulfilling of these contracted services, Client agrees to pay Pioneer 50% of the staff Member(s)’ annual Pioneer salary as a placement fee.

Indemnification   

Pioneer and Client agree not to design, develop or provide to one another any items that infringe on the intellectual property rights of any other person or entity. Pioneer and Client agree that the supplying Party shall defend, indemnify and hold harmless the receiving Party, its officers, directors, members and employees from and against any and all claims, demands, losses, damages, liabilities, judgments, costs and expenses, obligations and attorney or other professional fees and expenses arising out of or relating to any such alleged or actual infringement.

Limited Liability   

Pioneer will not be liable to Client for any damages, real or perceived, as they may relate to the performance of these materials or their effectiveness in marketing your company, increasing sales or promoting customer engagement. Except for claims arising out of gross negligence or willful misconduct, the total liability of Pioneer under this agreement shall not exceed the aggregate fees paid or owed by Client for the services described herein.

Jurisdiction  

This agreement is governed in accordance with the laws of the state of Oregon.

Force Majeure  

No party shall have any liability to the other hereunder by reason of any delay or failure to perform any obligation or covenant if the delay or failure to perform is occasioned by force majeure, meaning any act of God, storm, fire, casualty, unanticipated work stoppage, strike, lockout, labor dispute, civic disturbance, riot, war, national emergency, act of government, act of public enemy or other cause of similar or dissimilar nature beyond its control.