Re: Agreement sent [ATTORNEY CLIENT COMMUNICATON]

From
Nina Kani <nkani@thekey.com>
To
Timothy Thomas <tt@thekey.com>
CC
Melissa Reyes <melissa.reyes@thekey.com>
Date
Wed, 5 Nov 2025 14:00:52 -0800
Folder
INBOX
--000000000000254c330642e0176f Content-Type: text/plain; charset="UTF-8" Content-Transfer-Encoding: quoted-printable Hi Tim - is this supposed to be a short-term pilot to see if we want to continue? There are missing and/or problematic terms in this contract. Some of the issues are: --No agency performance commitments. No commitments regarding what the Agency will achieve. No deliverables regarding leads, conversions, or ROI. --The contract specifies the $4,500 management fee but gives no minimum or maximum ad spend expectation. The report only promises "spend, impressions, clicks, and conversions." --Reporting is minimal. It doesn't include qualitative analysis, optimization actions taken, performance analysis, or strategic recommendations for the next month. --The Agency claims exclusive ownership of the Google Ads accounts, campaigns, strategies, and optimizations. This is a major red flag. We can't live with this. --We have agreed "not to copy, replicate, or apply Agency=E2=80=99s proprie= tary strategies to any other account, whether directly managed or through another agency." If we retain the account, this clause essentially prevents us from running the campaign we paid for or hiring a new agency to manage it. --There is no termination for cause. --The maximum liability is capped at 60 days of management fees ($9,000). This is very low protection. We will need to revisit these terms in order to be able to work with Saba. Please advise of the strategy on this going forward. All vendor agreements need to go through legal review. Please send the documents in advance for feedback and approvals before execution. Doing so will avoid complications and challenges down the road. Thank you for your attention. Nina On Wed, Nov 5, 2025 at 11:06=E2=80=AFAM Timothy Thomas wrot= e: > Hi Nina, > > Here is the Saba agreement. They designed the landing pages. > > Tim > > ---------- Forwarded message --------- > From: Timothy Thomas > Date: Wed, Sep 3, 2025 at 3:15=E2=80=AFPM > Subject: Re: Agreement sent > To: Melissa Reyes > > > Yes, the change was made and I executed the agreement. See attached. > > On Wed, Sep 3, 2025 at 3:12=E2=80=AFPM Melissa Reyes > wrote: > >> Any update on making this amendment to the agreement before I proceed? >> >> >> On Fri, Aug 29, 2025 at 11:54=E2=80=AFAM Timothy Thomas = wrote: >> >>> I will have him remove the price change as of Dec1 as it will be purely >>> a performance based negotiation. >>> >>> On Fri, Aug 29, 2025 at 2:34=E2=80=AFPM Timothy Thomas = wrote: >>> >>>> Correct >>>> >>>> On Fri, Aug 29, 2025 at 2:20=E2=80=AFPM Melissa Reyes >>>> wrote: >>>> >>>>> $4500 per month for all locations? >>>>> >>>>> On Fri, Aug 29, 2025 at 8:54=E2=80=AFAM Timothy Thomas wrote: >>>>> >>>>>> Hi Melissa, >>>>>> >>>>>> Saba Agreement attached. >>>>>> >>>>>> I=E2=80=99m comfortable with the terms. Let me know if I=E2=80=99m c= lear to sign. >>>>>> >>>>>> Thank you. >>>>>> >>>>>> ---------- Forwarded message --------- >>>>>> From: Hafiz