The Agreement

This Marketing Services Agreement (the "Agreement") is entered into between Louisville Web Lab ("Consultant") and [Practice legal name] ("Practice"), effective [Effective date].

The Practice engages the Consultant for one engagement, defined in either Schedule A (The Empty Chair Offer) or Schedule B (The Dormant Chair Recovery). The selected Schedule is part of this Agreement. If this Agreement and a Schedule conflict, the Schedule governs.

Schedule A: a fixed fee of $7,500 for a 90-day term, due before the build begins. Schedule B: a fixed fee of $5,997 for a 60-day term, due before the audit begins.

The fee is fixed. It does not change during the term, and it does not scale with results in either direction.

Advertising spend is paid by the Practice directly to the advertising platforms. It never passes through the Consultant and is never marked up. The Practice commits to a minimum of $300 per day for the full term. Media spend is not a fee to the Consultant and is never refundable by the Consultant.

Schedule A: the Consultant guarantees fifteen Paying Patients within the 90-day term. If fifteen is not reached, the Consultant refunds the full $7,500 fee and continues working at no fee until the Practice has fifteen. Both, not one or the other.

Schedule B: the Consultant guarantees a specific dollar figure of scheduled production, set from the Practice's own data at the audit and written here before payment: $[Guaranteed scheduled production]. If that figure is not reached within the 60-day term, the Consultant refunds the full $5,997 fee.

Counts are reconciled weekly on a shared scorecard. Refunds are capped at the fees actually paid to the Consultant. The guarantee is void if the Practice is sold, acquired, or joins a group during the term.

A Paying Patient is someone who is new to the Practice or has not been seen in more than eighteen months; who came through the engine and is tracked and attributed to it; who attended a consultation and accepted treatment on a service named in this Agreement: [Named services]; and who has made a payment or signed a financing agreement. A lead, a booked appointment, or a consultation alone does not count.

The Practice agrees to:

• Hold the committed media spend for the full term (Schedule A)
• Return contacts generated during business hours within one business day
• Keep the agreed number of schedule slots open each week for the target service
• Provide the Consultant access to the practice management system, ad accounts, and Google Business Profile

If an obligation slips, the Consultant notifies the Practice in writing, and the Practice has ten business days to correct it before the guarantee is affected.

For the duration of the engagement, the Consultant serves one practice per specialty per territory. The Practice's territory is: [Territory].

The term is fixed: 90 days under Schedule A, 60 days under Schedule B. Either party may end the Agreement early with written notice; the guarantee obligations survive to the end of the original term as long as the Practice obligations in Section 5 were met. Continuation after the term is a separate written agreement.

The Consultant does not place protected health information into advertising platforms. Where the engagement requires handling protected health information, the parties will execute a Business Associate Agreement. Marketing systems are configured so that ad platforms receive no patient lists or patient identifiers.

On full payment, the Practice owns the deliverables built for it: the funnel, the creative, and the configured systems. The Consultant retains the underlying methods, templates, and know-how used to build them.

The Consultant's total liability under this Agreement is capped at the fees actually paid by the Practice. Neither party is liable for indirect or consequential damages.

This Agreement is governed by the laws of the Commonwealth of Kentucky, without regard to conflict-of-law principles.