1. Introduction

These Terms & Conditions (“Terms”) govern the provision of digital marketing consultancy services (“Services”) by [Your Business Name] (“Consultant”, “we”, “us”) to the client (“Client”, “you”). By engaging our Services, you agree to be bound by these Terms.

2. Services

2.1 The Consultant agrees to provide the Services as set out in the proposal, statement of work, or agreement signed by both parties.

2.2 Any additional services requested by the Client outside the agreed scope may be subject to additional fees.

2.3 The Consultant will exercise reasonable skill and care in delivering the Services but does not guarantee specific outcomes (including but not limited to sales growth, search engine rankings, or lead conversion).

3. Client Obligations

3.1 The Client agrees to provide timely access to all information, materials, and resources required to deliver the Services.

3.2 The Client warrants that all materials provided (logos, copy, images, etc.) do not infringe any third-party rights and are lawful for use.

3.3 The Client is responsible for obtaining all necessary consents and approvals for marketing activities, including compliance with the UK General Data Protection Regulation (UK GDPR), the Data Protection Act 2018, and the Privacy and Electronic Communications Regulations (PECR).

4. Fees & Payment

4.1 Fees for Services are as outlined in the proposal, statement of work, or invoice.

4.2 Payment terms are [e.g., 50% deposit upfront and balance upon completion / monthly in advance], unless otherwise agreed in writing.

4.3 All amounts are exclusive of VAT (if applicable), which will be charged at the prevailing rate.

4.4 Late payments may incur interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998, at a rate of 8% above the Bank of England base rate, plus statutory fixed charges.

4.5 The Consultant reserves the right to suspend or terminate Services until overdue payments are settled.

5. Confidentiality

5.1 Both parties agree to keep confidential any non-public business, technical, or financial information received during the engagement.

5.2 This obligation shall survive termination of the agreement.

6. Intellectual Property

6.1 All intellectual property created by the Consultant during the engagement (e.g., strategies, designs, reports, content) remains the property of the Consultant until full payment is received.

6.2 Upon full payment, the Client is granted a non-exclusive, non-transferable licence to use the deliverables for their internal business purposes.

6.3 The Consultant reserves the right to showcase non-confidential work as part of their portfolio unless otherwise agreed in writing.

7. Limitation of Liability

7.1 Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation.

7.2 The Consultant will not be liable for any indirect, incidental, or consequential damages (including loss of profits, business, goodwill, or data).

7.3 The Consultant’s total liability under these Terms shall not exceed the total fees paid by the Client for the Services giving rise to the claim.

8. Termination

8.1 Either party may terminate the agreement with 30 days’ written notice.

8.2 The Consultant may terminate immediately if the Client breaches these Terms or fails to pay fees when due.

8.3 On termination, all outstanding fees (including for Services already provided but not yet invoiced) become immediately payable.

9. Data Protection

9.1 Both parties agree to comply with the UK GDPR, the Data Protection Act 2018, and all other applicable data protection legislation.

9.2 The Client remains the data controller for any personal data processed as part of the Services, and the Consultant acts as a data processor (where applicable).

9.3 A separate Data Processing Agreement may be required if the Services involve handling personal data on behalf of the Client.

10. Governing Law & Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.

11. Amendments

We may update these Terms from time to time. Any material changes will be communicated to you in writing.

12. Entire Agreement

These Terms, together with any proposal, statement of work, or agreement entered into, constitute the entire agreement between the parties and supersede all prior discussions, representations, or understandings.