I’m a liar. I’m sorry. I wrote an article on the 6 Questions Every Dentist Should Ask Their Digital Agency and I just learned that there is another; a seventh, really, really, (really!) important question to ask:
Is this the entire agreement, including ALL Terms and Conditions?
Here’s why. It has become common practice for companies to have you sign an agreement that binds you to terms and conditions, not on the agreement where you can see it, but on their website.
It looks like this:
Dr. Duped Dental
Website, SEO, Social Media
$2,000 set up fee, $999/mo.
**** **** **** 9966
This Services Agreement (“Agreement”) is made as of 8/1/2022 (“Effective Date”) by and between Dewey Cheatem and Howe Dental Marketing Agency (“Agency)” at 4426 Swindle Ave., Beach City, CA and (“Customer”) Dr. Duped Dental at 2222 Main St., Little Town, TX.
The Agreement (which includes the Terms and Conditions at https://deweycheatemandhowedagency.com/contract-exhibits-a/ as Exhibit A) sets forth the terms under which “Agency” will, and “Customer” will receive, the identified above “Service”. The Agreement is effective and binding upon both parties as of the Effective Date.
This seems simple enough, right?
- Services Included
- Price to be Paid
- Length of Agreement Noted
All tied in a bow at the end stating ‘between whom the contact exists’, ‘when it starts’, ‘what will be delivered’, ‘how much it costs’. It all checks out.
1) The link leads to the ACTUAL terms, and
2) Unlike the paper document Dr. Duped signed that does not change, the online terms – the actual terms – can be changed by the agency at any time without your consent.
A doctor contacted me recently who had signed up with an agency using this tactic. She sent me the one-page agreement and was incredulous that the agency was trying to tie her up for another year. I clicked the link and had to deliver the bad news: she’s stuck with them for another year due to the auto-renewal found (you guessed it) in the online terms. She was duped.
When I printed their online terms, it was five pages – 39 clauses! Most are innocuous, but Holy Moly, notice these:
Duration. The Agreement becomes binding and governs the Parties on the Effective Date, continues in full force and effect and will automatically renew in accordance with in Paragraph 6 of the Terms and Conditions, unless the Agreement is terminated sooner pursuant to Paragraph 4 or Paragraph 7 of the Terms and Conditions.
I read contracts all the time, but that paragraph gave me a twitch.
Automatic Renewal of the Agreement. This Agreement shall automatically renew twelve months (12) after the Agreement’s Effective Date and will automatically renew every twelve months (12) thereafter…
Termination. This Agreement will automatically renew in accordance with Paragraph 6, unless at least 30 calendar days before the expiration of any term, Customer gives written notice to Agency.
Translation: You must a) keep track of the Effective Date and b) say,
“Hey, Siri. Set a reminder for 10 months and 30 days from now – 29 days if a leap year – to look at my Agency’s agreement to ensure that at midnight I’m not committed to another 12 months of service”.
Agency will integrate its content pages, including text and images, upon Customer’s request (hereinafter referred to as “Customer Content”). Agency is the sole owner of the content pages and Customer’s use of the content pages is governed by this Agreement and its Terms and Conditions.
Nope. It’s your practice, your content. As long as you’ve kept your financial commitment to the Agency, the content should be yours.
Just weird. It would be like giving a patient a bill that reads, “We will not see any patient named Jose Cuervo”. Um, ok.
Customer agrees to receive marketing, advertising, and promotional communications from Agency and (another random LLC) via the phone number and email provided on the completed contract. Methods may include phone calls, text messages, emails, and direct mail pieces.
Similar to a patient’s bill reading, “You agree to get phone calls from my nephew about his BitCoin investment strategy”.
To Sum it Up
As people say when I rattle on too much, “Land the plane, Ernie”. So as we approach the runway, make sure your seatbelts are fastened when you deal with an unscrupulous agency, and insist on all the terms in writing, not a link to nebulous terms that can change without your consent or notification.
You may now safely move about the cabin.