Recruiter & Client Agreement Overview

This Recruiter & Client Agreement Overview defines the relationship, expectations, and obligations between OM Digital LLC ("we", "our", "the Company") and any client engaging our services ("you", "the Client"). Although OM Digital LLC is not a traditional recruiting agency, this document functions as a standardized engagement overview for projects involving consulting, development, design, digital transformation, outsourcing, or collaboration with contractors, specialists, or external service providers sourced or managed by OM Digital LLC.

This Overview is intended to supplement, not replace, the Terms of Service. In any conflict, the Terms of Service govern unless explicitly stated otherwise in a signed agreement.

1. Purpose of This Agreement Overview

This document:

• Clarifies the working relationship between OM Digital LLC and the Client
• Outlines expectations for both parties
• Ensures transparency in communication, deliverables, and responsibilities
• Defines the circumstances under which third-party specialists or subcontractors may be involved
• Provides a consistent framework for service engagements of any scale

This Overview applies to all services unless a custom contract is signed.

2. Scope of Engagement

OM Digital LLC may provide the Client with one or more of the following:

• Digital consulting
• Custom development and software engineering
• Web applications and cloud architecture
• Design and branding support
• SEO and content strategy
• Monitoring and maintenance subscriptions
• Project management and specialist sourcing
• Technical implementation and optimization

The exact scope will be defined in a proposal, invoice, statement of work (SOW), or written communication.

3. Use of Contractors and Specialists

OM Digital LLC may collaborate with external contractors, designers, developers, or consultants ("Specialists") depending on project needs.

4. Client Responsibilities

Clients must:

• Provide accurate project requirements
• Supply necessary access credentials and materials
• Respond to communications and requests in a timely manner
• Clarify preferences and feedback during review cycles
• Ensure ownership or licensing rights for all submitted content
• Avoid assigning tasks outside the agreed project scope

Failure to provide needed materials may delay timelines or result in project limitations.

5. OM Digital LLC Responsibilities

We will:

• Manage the entire project workflow
• Assign qualified professionals to applicable tasks
• Oversee quality control, testing, and final approval
• Communicate progress updates
• Ensure confidentiality and secure handling of all client data
• Deliver work in accordance with the agreed scope

We do not guarantee outcomes outside our direct control (e.g., third-party platform changes, algorithm shifts, hosting issues).

6. Deliverables and Acceptance

Each project or task will include:

• Description of deliverables
• Estimated timelines
• Revision rules or limits
• Delivery format
• Dependencies and assumptions

A deliverable is considered accepted when:

• The Client confirms acceptance in writing
• The revision window closes
• The Client begins using the deliverable in production
• The Client requests further work built on top of the deliverable

After acceptance, further changes fall outside the revision criteria and may require additional fees.

7. Payment Terms

Payments follow the Payment & Billing Policy. Key principles:

• Upfront or milestone payments before work begins
• Subscriptions billed on recurring cycles
• Non-refundable completed work
• Additional costs for expanded scope or requested changes
• Suspension of work if payments are delayed or unsuccessful

8. Confidentiality

OM Digital LLC maintains strict confidentiality regarding all client information, including:

• Business strategies
• Source code and proprietary logic
• Client data or analytics
• Credentials and access keys
• Internal documentation

All Specialists working with OM Digital LLC are bound by confidentiality agreements.

Clients must similarly protect all confidential information shared by OM Digital LLC.

9. Intellectual Property

IP terms follow the Copyright & IP Notice:

• Clients receive licensing rights to final paid deliverables
• OM Digital LLC retains ownership of internal tools, frameworks, processes, and pre-existing components
• Third-party licensing terms must be respected
• If full IP transfer is required, a separate written agreement is necessary.

10. Communication and Reporting

We communicate through:

• Email
• Project management tools
• Scheduled calls (when needed)
• Progress summaries
• Technical reports (for monitoring subscriptions)

Clients are expected to review updates in a timely manner.

Lack of response may impact timelines or approval cycles.

11. Substitute Personnel

If a Specialist becomes unavailable:

• We may reassign the task internally
• We may onboard an alternative specialist
• Timelines may adjust depending on availability

Clients cannot request direct hiring or engagement of OM Digital LLC Specialists without written permission.

12. Conflict Resolution

If misunderstandings arise, we encourage direct communication first.

Unresolved disputes follow the Terms of Service:

• Governed by Wyoming law
• Handled in courts located in Sheridan County, Wyoming unless otherwise required

13. Termination of Engagement

Either party may terminate an engagement when:

• Contractual obligations are fulfilled
• A written request is submitted
• Terms of Service are violated
• Fraud, abuse, or misconduct occurs
• Payments fail or remain delinquent

Termination does not void the Client's obligation to pay for work already completed or in progress.

14. Restrictions and Prohibited Conduct

Clients may not:

• Interfere with OM Digital LLC's internal workflow
• Request work unrelated to agreed scope
• Attempt to bypass OM Digital LLC to hire its Specialists
• Provide misleading or fraudulent information
• Use deliverables for unlawful activities
• Grant unauthorized third-party access to protected systems

Violations may result in termination and legal follow-up.

15. Updates to This Agreement Overview

OM Digital LLC may update this document to reflect:

• Operational changes
• New service models
• Compliance updates
• Best practice improvements

The Effective Date indicates the latest version.

16. Contact Information

For questions or clarifications regarding this Agreement Overview, contact: