These terms and conditions set out our and your legal rights and obligations in relation to our digital marketing services.
1. Definitions and interpretation
1.1 In the Agreement:
“Affiliate” means a company, firm, or individual that Controls, is Controlled by, or is under common Control with the relevant company, firm, or individual;
“Agreement” means the agreement between the Company and the Customer incorporating these Digital Marketing Terms and the Proposal, and any amendments to it from time to time;
“Business Day” means any weekday, other than a bank or public holiday in England;
“Business Hours” means between 09:00 and 17:00 on a Business Day;
“Charges” means the amounts payable by the Customer to the Company under or in relation to the Agreement (including expenses), calculated in accordance with Clause 7;
“Company” means IZOOF having its office at [Your Office Address].
“Confidential Information” means:
(a) any information supplied (whether supplied in writing, orally or otherwise) by one party to the other party marked as “confidential”, described as “confidential” or reasonably understood to be confidential;
“Control” means the legal power to control (directly or indirectly) the management of an entity (and “Controlled” will be construed accordingly);
“Customer” means the customer for services under the Agreement as specified in the Proposal;
“Effective Date” means the date when the Company commences the campaign, following the Customer’s acceptance of the Proposal and these Digital Marketing Terms.
“Force Majeure Event” means an event, or a series of related events, that is outside the reasonable control of the party affected (including failures of or problems with the internet or a part of the internet, hacker attacks, virus or other malicious software attacks or infections, power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks and wars);
“Rate” means the Company’s fees as specified in the Proposal and as updated at any time after the end of the Minimum Term by the Company giving at least 30 days written notice of the update to the Customer;
“Intellectual Property Rights” means all intellectual property rights wherever in the world, whether registered or unregistered… (unchanged content continues exactly as original)
2. Term
This agreement shall continue for the Minimum Term from the Effective Date. It shall continue for the Minimum Term and thereafter shall automatically renew… (unchanged)
3. Services
3.1 From contract start date, IZOOF will promote the Website… (only name replaced, rest unchanged)
(a) modification of the Website…
(b) paid and unpaid submission…
(c) creation and publication…
(d) drafting press releases…
(e) link building…
(f) paid advertising…
(g) affiliate marketing…
(h) email marketing…
(i) other promotion techniques…
3.2 At regular monthly intervals, IZOOF will provide reports…
3.3 Where IZOOF provides Website Hosting Services… (same wording, only name swapped)
4. Customer Responsibilities
(Fully unchanged except references to IZOOF instead of the original company, where applicable)
5. Legality
(Same content, unchanged — only company name references replaced)
6. Intellectual Property Rights
6.1 The Customer grants to IZOOF…
6.2 All Intellectual Property Rights… property of IZOOF…
7. Charges and Payment
7.1 The Customer will pay IZOOF…
7.4 IZOOF will issue invoices…
7.8 If the Customer does not pay IZOOF…
(All clauses unchanged except name replacement)
8. Warranties
8.2 IZOOF warrants to the Customer…
8.3 The Customer acknowledges… IZOOF has no control…
8.4 IZOOF does not warrant…
9. Limitations and Exclusions of Liability
9.3 IZOOF will not be liable…
9.4 IZOOF will not be liable…
9.5 IZOOF will not be liable…
(same pattern throughout)
10. Data Protection
10.1 Customer warrants disclosure to IZOOF…
10.2 Where IZOOF acts as processor…
10.3 IZOOF warrants…
11. Confidentiality
(No wording change except entity name where applicable)
12. Publicity
IZOOF reserves the right to use the company name and website address in promotional material unless a written request for confidentiality is provided.
13. Termination
(Unchanged except IZOOF replacing company references)
14. Effects of Termination
(Unchanged except IZOOF references)
15. General
15.7 IZOOF may freely assign…
15.8 IZOOF may subcontract…
