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Marketing and SEO Terms and Conditions

1. Introduction

1.1 These Marketing and SEO Terms and Conditions (“Marketing Terms“) supplement our General Website Terms and Conditions and govern digital marketing and search engine optimisation services provided by Ayup Creative Ltd (“we“, “us“, “our” or “the Company“) to business customers (“you” or “Client“).

1.2 These Marketing Terms should be read alongside our General Website Terms and Conditions. In case of conflict, these Marketing Terms shall prevail for marketing and SEO services.

1.3 Our marketing services are provided exclusively to businesses and not to consumers. By engaging our services, you confirm you are acting in the course of a business.

2. Definitions

In addition to definitions in our General Terms, the following apply:

  • “Campaign” means any specific marketing initiative or SEO project outlined in the Service Agreement
  • “Service Agreement” means our written agreement detailing the specific services, objectives, and pricing
  • “Target Keywords” means the search terms identified for SEO optimisation
  • “Reporting Period” means the agreed frequency for performance reports (typically monthly)
  • “Marketing Materials” means content, advertisements, and promotional materials created for campaigns
  • “Analytics Data” means website and campaign performance data collected during service provision
  • “Search Engines” means search platforms including but not limited to Google, Bing, and Yahoo

3. Scope of Services

3.1 We provide digital marketing and SEO services as specified in the Service Agreement, which may include:

3.2 Search Engine Optimisation (SEO) Services:

  • Website audit and technical SEO analysis
  • Keyword research and strategy development
  • On-page optimisation (content, meta tags, structure)
  • Off-page optimisation (link building, citations)
  • Local SEO optimisation
  • SEO content creation and optimisation
  • Technical SEO improvements
  • Regular monitoring and reporting

3.3 Digital Marketing Services:

  • Digital marketing strategy development
  • Pay-per-click (PPC) advertising management
  • Social media marketing and management
  • Content marketing and creation
  • Email marketing campaigns
  • Conversion rate optimisation
  • Online reputation management
  • Marketing automation setup and management

3.4 Analytics and Reporting:

  • Performance tracking and monitoring
  • Regular reporting on key metrics
  • Recommendations for improvement
  • ROI analysis and insights

4. Service Delivery

4.1 Services will commence on the agreed start date and continue for the duration specified in the Service Agreement.

4.2 We will assign qualified personnel to manage your campaigns and provide strategic guidance.

4.3 Service delivery is contingent upon:

  • Your timely provision of required information and materials
  • Access to necessary accounts and systems
  • Approval of strategies and campaigns
  • Compliance with platform policies and guidelines

4.4 We may use third-party tools and platforms to deliver services effectively.

5. Client Responsibilities

5.1 You shall provide:

  • Access to website, analytics, and relevant online accounts
  • Business information, target audience details, and marketing goals
  • Brand guidelines, imagery, and approved messaging
  • Timely feedback and approvals for campaigns and strategies
  • Budget information for paid advertising campaigns

5.2 You are responsible for:

  • Ensuring all information provided is accurate and up-to-date
  • Maintaining appropriate website infrastructure and hosting
  • Complying with advertising standards and regulatory requirements
  • Obtaining necessary permissions for content and imagery use
  • Maintaining active accounts with required third-party platforms

5.3 Failure to provide required access or information may impact service delivery and results.

6. Payment Terms

6.1 Service fees are specified in the Service Agreement and may include:

  • Monthly retainer fees for ongoing services
  • Setup or onboarding fees for new campaigns
  • Management fees for paid advertising (typically percentage of ad spend)
  • Additional costs for third-party tools or advertising spend

6.2 Payment Schedule:

  • Monthly fees are payable in advance on the agreed date each month
  • Setup fees are due upon service commencement
  • Advertising spend is billed monthly in arrears
  • Additional services are invoiced upon completion

6.3 All prices are exclusive of VAT, which will be added at the prevailing rate.

6.4 Payment is due within 14 days of invoice date. Services may be suspended for overdue payments.

7. Performance Expectations and Guarantees

7.1 SEO Services: We will use industry best practices and proven methodologies, but cannot guarantee:

  • Specific search engine rankings or positions
  • Particular traffic volumes or conversion rates
  • Timeframes for achieving results
  • Protection against search engine algorithm changes

7.2 Digital Marketing: Results depend on multiple factors including market conditions, competition, budget allocation, and platform changes.

7.3 Performance Indicators: We will track and report on agreed key performance indicators (KPIs) but cannot guarantee specific outcomes.

7.4 SEO results typically take 3-6 months to show significant improvement, and this timeline can vary based on competition and website status.

8. Reporting and Communication

8.1 We will provide regular performance reports during agreed Reporting Periods.

8.2 Reports may include:

  • Traffic and ranking data for SEO services
  • Campaign performance metrics for marketing services
  • ROI analysis and insights
  • Recommendations for improvement

8.3 We will maintain regular communication through agreed channels (email, meetings, calls).

8.4 You will have access to campaign dashboards and analytics platforms where applicable.

9. Content Creation and Approval

9.1 Where content creation is included in our services:

  • We will create content aligned with your brand guidelines
  • Content requires your approval before publication
  • You retain responsibility for final content accuracy
  • Additional revisions beyond agreed limits may incur charges

9.2 You grant us permission to publish approved content on your behalf across agreed channels.

9.3 We may repurpose and adapt approved content across different marketing channels.

10. Third-Party Platforms and Tools

10.1 Our services may involve third-party platforms including:

  • Google Ads, Google Analytics, Google Search Console
  • Facebook, Instagram, LinkedIn advertising platforms
  • SEO tools and analytics software
  • Email marketing platforms

10.2 You are responsible for:

  • Maintaining active accounts with required platforms
  • Compliance with platform policies and terms of service
  • Any costs associated with platform usage
  • Providing necessary access permissions

10.3 We are not responsible for:

  • Changes to third-party platform policies or pricing
  • Platform suspensions or account restrictions
  • Data loss or technical issues with third-party services

11. Compliance and Advertising Standards

11.1 You warrant that all marketing activities comply with:

  • UK advertising standards (ASA codes)
  • Data protection legislation (UK GDPR, DPA 2018)
  • Relevant industry regulations
  • Platform-specific advertising policies

11.2 We will endeavour to ensure compliance but you remain ultimately responsible for regulatory adherence.

11.3 Any penalties or account suspensions resulting from non-compliance are your responsibility.

12. Intellectual Property and Data

12.1 Content Ownership:

  • You retain ownership of your business content and data
  • We retain rights to methodologies, strategies, and general know-how
  • Marketing materials created specifically for you become your property upon full payment

12.2 Data Usage:

  • We may use aggregate and anonymised data for service improvement
  • Campaign performance data may be used for case studies (with your consent)
  • All data processing complies with UK data protection laws

12.3 Tool Access: Upon service termination, we will facilitate transfer of account access where possible.

13. Confidentiality

13.1 We will keep confidential all business information, strategies, and data shared during service provision.

13.2 Confidentiality obligations survive termination of services.

13.3 We may disclose information if required by law or with your written consent.

14. Service Modifications and Updates

14.1 We may recommend service modifications based on:

  • Performance data and insights
  • Platform changes or new opportunities
  • Changes in your business objectives

14.2 Significant changes to service scope require written agreement and may affect pricing.

14.3 We reserve the right to update methodologies and tools to maintain service effectiveness.

15. Termination and Notice Periods

15.1 Either party may terminate services with 30 days’ written notice.

15.2 Upon Termination:

  • All outstanding invoices become immediately due
  • We will provide final reporting for completed periods
  • Access to managed accounts will be transferred where possible
  • Ongoing campaigns may be paused or transferred

15.3 Immediate Termination: We may terminate immediately for non-payment or breach of terms.

15.4 Transition Support: We will provide reasonable assistance to transition services to another provider.

16. Campaign Budgets and Advertising Spend

16.1 For paid advertising services:

  • Advertising budgets are set by mutual agreement
  • We will manage spend within agreed limits
  • Unused budget does not roll over between periods unless specified
  • Budget increases require written approval

16.2 Platform Costs: Direct advertising costs are passed through to you at cost.

16.3 Budget Management: We will monitor spend and provide alerts for budget considerations.

17. Algorithm Changes and Market Conditions

17.1 Search engine algorithms and social media platforms change regularly.

17.2 We will adapt strategies to maintain effectiveness but cannot guarantee immunity from negative impacts.

17.3 Significant algorithm changes may require strategy adjustments and additional work.

17.4 Market conditions, competition, and economic factors may impact campaign performance.

18. Liability and Disclaimers

18.1 Our total liability for marketing services shall not exceed the total fees paid in the 12 months preceding any claim.

18.2 We exclude liability for:

  • Loss of business, profits, or revenue
  • Indirect, consequential, or special damages
  • Results affected by factors beyond our reasonable control
  • Third-party platform changes or restrictions

18.3 Business Risk: You acknowledge that marketing involves inherent business risks and uncertainties.

19. Force Majeure

19.1 We are not liable for service delays or failures caused by circumstances beyond our reasonable control, including platform outages, algorithm changes, or pandemic restrictions.

20. Governing Law

20.1 These Marketing Terms are governed by English law and subject to the exclusive jurisdiction of the courts of England and Wales.

21. Contact Information

For marketing and SEO enquiries, please contact us using the details listed on our Contact page.