Search Engine Optimization
(SEO) Agreement
ocstoc Legal Agreements
This Search Engine Optimization (SEO) Agreement is intended to be used
by a web search engine optimization services provider, company or
individual to set forth the terms and conditions under which such services
will be provided to the clients.
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Attorney Drafted
SEARCH ENGINE OPTIMIZATION AGREEMENT
This Search Engine Optimization Agreement (hereinafter “Agreement”) is hereby entered into
between ______________________________ [Instruction: Insert the name of company
offering SEO services] (hereinafter referred to as the “Company”) and
______________________________ [Instruction: Insert the name of Client] (hereinafter
referred to as “Client”) on the ____ [Month] ____ [Date], 20____.
WHEREAS, Company agrees to provide Client with Search Engine Optimization and Reporting
Services hereinafter referred to as “SEO” as described in this Agreement.
WHEREAS, Company is authorized to use the specific keywords and/or phases set forth below
for development, improving the ranking of, and/or positioning the contents of the Client’s
URL(s), http://www.______________________.com [Instruction: Insert the name of the url]
in the search engines and/or directories that are most frequently used by the general public which
are defined below.
TERMS & CONDITIONS:
Client agrees to pay Company a fee as stated in “Proposal” or “Fee Schedule” attached as Exhibit A. Fee
must be received prior to the start of any services provided. SEO Services are intended to provide the
Client with preferential positioning in selected search engines and report results on an ongoing and
timely basis. SEO Services include:
1. Research keywords and phrases to select appropriate, relevant search terms. Number of keywords is
listed in the Proposal. Additional keyword purchases will require Addendum or separate contract.
2. Edit various html tags and page text as necessary prior to submission to selected search engines and
directories.
3. Create as required, additional web pages for the purpose of “catching” keyword/phrase searches.
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4. Hand-submit your pages to the engines and directories stated in this agreement.
5. Create positioning reports for main site and any associated pages showing rankings in the major
search engines and under which keywords.
For the purposes of providing these services, Client agrees to provide:
1. Give “Company” FTP access to the main site for uploading new pages, and making changes for the
purpose of optimization OR approval to go through third party;
2. Client authorizes “Company” use of all Client logos, trademarks, Web site images, etc., for use in
creating informational pages and any other uses as deemed necessary by “Company” for search
engine positioning and optimization;
3. If Client’s site is light in textual content, Client will provide additional relevant text content in
electronic format for the purpose of creating additional web pages. Client agrees to provide content,
for example 200 to 500-word “articles” about each of their keyword phrases.
Selected search engines include:
AOL
Alta Vista
About
Google
All The Web
Excite
Hot Bot
Look smart
MSN
Bing
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Lycos
Yahoo [web pages only]
Netscape
Please note that Top major SE and SE names may change without notice]
Client acknowledges the following with respect to services:
1. Company has no control over the policies of search engines with respect to the type of sites and/or
content that they accept now or in the future. Client site may be excluded from any directory at any
time at the sole discretion of the search engine or directory. “Company” will resubmit those pages
that have been dropped from the index.
2. Due to the competitiveness of some keywords/phrases, ongoing changes in search engine ranking
algorithms and other competitive factors, “Company” does not guarantee number 1 positions or
consistent top 10 positions for any particular keyword, phrase or search term. However, if
“Company” fails to achieve 3 top 30 positions in the major search engines, “Company” will start
over “SEO” services with no cost to Client.
3. Some search engines and directories may take as long as __________ months [Instruction: Insert
number of months required E.g., 2 to 4 months], and in some cases longer, after submission to list
your site.
4. Occasionally, search engines will stop accepting submissions for an indefinite period of time.
5. Occasionally, search engines will drop listings for no apparent or predictable reason. Often listing
will “reappear” without any additional submissions. Should the listing not reappear, “Company” will
re-submit the site based on the current policies of the search engine in question.
6. Some search directories offer expedited listing services for a fee. “Company” encourages Clients to
take advantage of these expedited services. Client is responsible for expedited service fees, example
Yahoo, unless otherwise noted in the package Client purchases.
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The “Company” is not responsible for changes made to the Web site by other parties that adversely
affect the search engine rankings of the Client’s Web site.
Additional Services not listed herein or in Proposal will be provided for ________ ($___) per
hour [Instruction: Insert the amount E.g., Fifty dollars only ($ 50) per hour E.g., Purchasing
keywords beyond the scope provided in the SEO proposal, or creating more doorway pages
than provided in original Proposal.]
Client guarantees any elements of text, graphics, photos, designs, trademarks, or other artwork provided
to Company for inclusion on the website above are owned by Client, or that Client has received
permission from the rightful owner(s) to use each of the elements, and will hold harmless, protect, and
defend Company and its subcontractors from any liability or suit arising from the use of such elements.
Company is not responsible for Client’s overwriting SEO work to Client’s site. IE/Client webmaster
making changes and uploading over work already provided. Client will be charged an additional fee for
re-constructing metatags etc based on the hourly rate of ________ ($___) per hour [Instruction: Insert
the amount E.g., Fifty dollars only ($ 50) per hour]
7. The Company hereby warrants that:
i. the information may only be obtained by using authorized methods;
ii. as the information is provided on the understanding that it will be used for research, such as the
investigation of techniques used to understand how to optimize Client’s website, it will not be
used to engage in "black hat" SEO, specially spamming of any kind whatsoever;
iii. it will not use forbidden techniques by the search engines including, but not limited to, invisible
text, invisible links, one-pixel links, doorway or gateway pages, background-colored keyword
stuffing, hidden links, web page re-directs and cloaking.
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IN WITNESS WHEREOF, the said Parties hereto have hereunto set their hands and seals as of the date
first here above written.
__________________________________ ____ [Month] ____ [Date], 20____
Client Signature
[Instruction: Insert the Client Signatory]
______________________________________________ ___ [Month] __ [Date], 20__
[Instruction: Insert authorized signatory for Company]
______________________________________________
Name and Designation
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EXHIBIT A
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Note: Carefully read and follow the Instructions and Comments contained in this document for
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