Family Smart e-Tips Church Services Agreement
Revised 2-1-05

I. Responsibilities of (SF) Smart Families, Inc.

1. SF will customize the masthead area and right column links of each “Family Smart E-Tips” newsletter as mutually agreed upon with the CC.
   
   
2. SF will provide a proof of each e-newsletter for approval by the designated Client representative(s) prior to sending that “Family Smart E-Tips” newsletter.
   
   
3. SF will provide to the CC a custom, password protected administration web site for administration of ithe CC’s e-mail address list, and announcements and Web links embedded in each newsletter.
   
   
4. SF will provide an Web graphics and an HTML file suitable for use on the Client’s web site to collect Family Smart e-Tips subscribers.
   
   
5. SF will adhere to its Editorial Policy, Privacy Policy and Statement of Faith in fulfilling this agreement.
   
   
6. As appropriate, SF will work with the CC to define the “Territory” to be protected for the Client under this Agreement. A description of the “Territory” to be attached herewith.
   
   
7. SF will work with the CC, according to a mutually agreed upon strategy, to solicit e-mail addresses which meet the CC’s distribution, public relations and outreach objectives.
   
   
8. SF will prudently manage the granting of licenses to Family Smart e-Tips clients so as to prevent, as much as possible, overlap between distribution territories and audiences of each CC.
   
   

II. Responsibilities of the Client Church

1. The CC warrants to Smart Families, Inc. that it will adhere to Smart Families, Inc. “NO SPAM” policies. Each and every e-mail address entered into the CC’s subscriber data base will be an appropriately authorized “opt-in” addition.
   
   
2. The CC will meet all mutually agreed deadlines for providing artwork, unique editorial guidance and database entries.
   
   
3. The CC will make monthly payment for services via the following ACH or credit card debit information. (Payment problems must be resolved before a newsletter is broadcast. Accounts overdue more than 60 days will trigger automatic termination of this Agreement.
   
   

The Smart Families Privacy Policy is the controlling privacy policy in this relationship. In addition, both SF and the CC agree to abide by U.S. Government’s “CAN-SPAM Act of 2003” (Senate bill 877) and California S.B. 186 (2003). Both documents available at http://spamlaws.com)


Trademarks, Copyrights and any other proprietary rights associated with the editorial content names and graphics associated with each Family Smart E-Tips newsletter and links therein to Smart Families, Inc. web sites and resources remain the exclusive property of Smart Families, Inc. and may not be used by the CC for any other purpose without prior written permission from Smart Families, Inc.


SF Promotion. Smart Families, Inc. may, from time-to-time at its own discretion, provide information about other SF products and services via links in the newsletter.


Ownership of E-mail address lists. The CC retains exclusive ownership and control of all e-mail addresses of its members and the subscribers they add to the CC’s list, as well as any outside e-mail addresses it acquires without the assistance of SF or the use of SF campaign materials. SF retains the ownership of e-mail addresses obtained from any outside source or acquired through mutual solicitation efforts with the Client.


Assignment. The CC may not assign this Agreement to any other party without the specific written consent of SF.


Mutual Agreement. This Agreement may be terminated by the mutual written agreement of the parties.


Hold Harmless. The CC agrees to name Smart Families as an additional insured on it’s liability insurance policy and to indemnify, hold harmless and defend SF against any legal action as may be taken by a Family Smart E-Tips newsletter subscriber on the CC’s list, as a result of any information contained in the newsletter or through its related links.


Notices and other communications under this Agreement shall be in writing and sent to each party at its address or fax number set forth above or, in the event of a change in any address or fax number, then to such other address or fax number as to which notice of the change is given. Notices to SF will be sent to the attention of Paul Lewis for Smart Families, Inc., or to such other person as to whom notice is given. Notices to CC will be sent to the attention of the person who authorized this Agreement, or to such other person as the Client may designate. Notice shall be deemed given on receipt.


Entire Agreement. This Agreement contains the entire understanding of the parties with respect to the subject matter hereof and supersedes all prior oral or written agreements of the parties with respect to such subject matter.


Governing Law & Arbitration. This Agreement shall be governed by and construed and enforced in accordance with the law of The State of California. Venue for any dispute shall be in the county of Riverside. If a dispute arises between the parties, the parties shall first make a good faith effort to resolve the matter between them. If the matter cannot be promptly resolved between the parties, the parties shall submit the dispute to a mutually selected mediator, which mediation shall occur within 30 days of either party notifying the other of an election of mediation. Any legal action commenced to enforce this agreement shall be decided by binding arbitration in The State of California, the County of Riverside, under the rules of the American Arbitration Association. The Parties agree that no judgment, order, finding or the like of a jurisdiction outside of the State of California shall be binding on any juridical body within California.