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CONSCIOUS HEALTH CONNECTIONS, LLC — DIGITAL MARKETING SERVICES AGREEMENT

This Digital Marketing Services Agreement ("Agreement") is entered into as of the enrollment date by and between Conscious Health Connections, LLC, a Hawaii limited liability company ("CHC"), and the enrolling medical practice identified in the enrollment form ("Client").

1. SERVICES

CHC agrees to provide the following services ("Services") to Client, together referred to as the IgoeScan Website Program:

(a) The Website — initial build (first 30–60 days): a custom-designed website for Client's practice, built from Client's strategy brief; structured data (MedicalBusiness / Physician / LocalBusiness / FAQ / Service); AI crawler access configuration; an answer-oriented FAQ; Google Business Profile review and set-up; and a listings (NAP) consistency audit. Client retains ownership of its domain name at all times.

(b) The Reviews App: a web page branded for Client's practice, hosted by CHC, that (i) links patients to Client's Google review page and (ii) allows patients to record a short video testimonial with a built-in lighting, sound and framing check and a written patient consent. Videos submitted through the app are delivered to CHC, edited by CHC, and published on Client's website only after Client has approved each clip. Client is responsible for the accuracy of any statements it approves for publication.

(c) Ongoing — hosting, upkeep and the Quarterly Tune-Up: hosting, security, software updates and reasonable minor content edits; and, each calendar quarter, (i) a check-in with Client to collect new information for the site and (ii) a tune-up covering Google Business Profile, review recency, listing consistency, structured-data validation and search-engine indexing, with a written summary of findings and changes delivered to Client.

Not included: paid advertising, blog or article writing, social media management, photography or video production beyond editing patient videos submitted through the Reviews App. These may be added under a separate written agreement.

No guarantee of results. AI assistants and search engines determine their own results. CHC does not guarantee that Client's practice will appear in, be recommended by, or rank in any AI assistant, search engine or directory, and no such promise is made or implied.

2. FEES AND PAYMENT

Client agrees to pay CHC a monthly retainer of Four Hundred Ninety-Seven Dollars ($497.00 USD) per month, billed automatically via Stripe on the same calendar day each month. The first payment is due upon enrollment. Minimum term: ninety (90) days. Client commits to the first three (3) monthly payments, which are owed in full once this Agreement is signed and are not cancellable or refundable. Client authorizes CHC to charge the payment method on file for all recurring monthly fees until the subscription is canceled in accordance with Section 3. After the first ninety (90) days the arrangement is month to month, and the monthly fee covers hosting, the Reviews app, the quarterly tune-up, updates and edits, and access to Jeff Igoe.

3. TERM AND TERMINATION

This Agreement commences on the enrollment date and runs for a minimum term of ninety (90) days (three monthly payments). It cannot be cancelled during the first ninety (90) days. After the first ninety (90) days it continues on a month-to-month basis, and either party may terminate this Agreement for any reason by providing thirty (30) days written notice via email to jeff.igoe@chealthconnections.com. During the notice period, monthly billing continues as normal and the final monthly payment will be charged at the start of that 30-day period. Client may not cancel mid-cycle to avoid a billing date and no partial-month refunds will be issued.

On cancellation (after the 90-day minimum term has been paid in full): the website is Client's under Section 4. Within ten (10) business days of the effective cancellation date, CHC will deliver the complete website files to Client and will keep the site live for up to thirty (30) additional days so Client can move it to hosting of their choice. The Reviews app, the quarterly tune-up, hosting and CHC's ongoing services end on the effective cancellation date.

Stopping before the 90-day minimum is paid: the three minimum payments remain owed in full. If the minimum term is not paid in full, ownership of the website does not transfer and no files are delivered; Client's domain has always been Client's.

CHC retains the right to showcase completed work in its portfolio.

4. INTELLECTUAL PROPERTY & WEBSITE OWNERSHIP

The website is yours once the first 90 days are paid. Full ownership of the website — its design, code, copy, images supplied by Client and structured data — transfers to Client when the three payments of the 90-day minimum term have been made in full, at no additional cost and with no buyout. Nothing further is ever owed for the site itself. Client's domain has always been Client's.

What the monthly fee covers. After the 90-day minimum term the subscription is month to month and covers hosting, the Reviews app, the quarterly tune-up, updates and edits, and access to Jeff Igoe for consulting — the ongoing work that keeps the site current for AI search. If Client cancels, Client keeps the site (Section 3) and the ongoing services end.

CHC retains ownership of all proprietary tools, processes, frameworks and methodologies, including the IgoeScan platform, the Reviews app software and the tune-up process. These are licensed for Client's use during an active subscription only. Third-party assets (fonts, stock imagery, plugins) remain subject to their own licenses.

5. CONFIDENTIALITY

Each party agrees to maintain the confidentiality of the other party's proprietary information and not to disclose such information to third parties without prior written consent. This obligation survives termination of this Agreement.

6. RESULTS DISCLAIMER

Client acknowledges that digital marketing results, including search engine rankings, AI citation frequency, and patient volume, cannot be guaranteed. CHC will use commercially reasonable efforts to improve Client's AI readiness and search visibility. Past results for other clients do not guarantee similar outcomes for Client.

7. LIMITATION OF LIABILITY

In no event shall CHC's aggregate liability to Client exceed the total fees paid by Client in the three (3) months immediately preceding the event giving rise to the claim. CHC shall not be liable for any indirect, incidental, special, consequential, or punitive damages.

8. INDEMNIFICATION

Client agrees to indemnify and hold harmless CHC, its members, managers, employees, and agents from any claims, damages, or expenses arising from Client's breach of this Agreement, Client's medical practice operations, or any content provided by Client to CHC for inclusion in the deliverables.

9. GOVERNING LAW

This Agreement shall be governed by the laws of the State of Hawaii. Any disputes arising under this Agreement shall be resolved by binding arbitration in Maui County, Hawaii, under the rules of the American Arbitration Association.

10. ENTIRE AGREEMENT

This Agreement, together with the enrollment form, constitutes the entire agreement between the parties and supersedes all prior negotiations, representations, and agreements. This Agreement may be modified only by a written amendment signed by both parties.

11. ELECTRONIC SIGNATURE

Client agrees that an electronic signature is legally binding and equivalent to a handwritten signature for purposes of this Agreement, in accordance with the Electronic Signatures in Global and National Commerce Act (E-SIGN) and applicable state law.

Conscious Health Connections, LLC
Owner: Jeff Igoe
Lahaina, Hawaiʻi
jeff.igoe@chealthconnections.com