Nera Marketing Ltd Terms Of Service

Terms of Service

Effective Date: 28th August 2024
Last Updated: 31st August 2024

1. Agreement to Legal Terms

These Terms of Service (“Terms”) form a legally binding contract between you (“Client,” “you,” or “your”) and Nera Marketing Ltd (“Company,” “we,” “us,” or “our”), a company registered in England and Wales under company number 15186660, with its registered office at Unit 73, The Laurels, Manston Business Park, CT12 5NQ, England.

By engaging with our Services, including but not limited to the website https://neramarketing.co.uk, hosted platforms, consultancy, campaigns, and deliverables, you acknowledge that you have read, understood, and agree to be bound by these Terms and any associated service agreements, proposals, schedules, and policies.

If you do not agree, you must discontinue use of our Services immediately.

2. Definitions

For the purpose of these Terms:

“Agreement” – these Terms together with any signed service agreement, proposal, or Statement of Work.
“Client” – the individual, company, or entity purchasing Services.
“Services” – all offerings by Nera Marketing Ltd, including but not limited to: website design, hosting, digital advertising, search engine optimisation (SEO), social media management, content creation, analytics, consultancy, and training.
“Deliverables” – all tangible and intangible outputs from the Services, including but not limited to websites, reports, campaigns, copy, graphics, and strategies.
“Third-Party Tools” – external software, plugins, domains, hosting, ad platforms, or analytics tools used to deliver the Services.
“Licence” – a limited, revocable, non-transferable right to use the Deliverables for business purposes.
“Intellectual Property” – all designs, source code, strategies, methodologies, content, reports, trademarks, and proprietary information created or provided by Nera Marketing Ltd.

3. Scope of Services

We provide customised Services, which may include (but are not limited to):

3.1 Website Design, Development & Hosting

Custom website design, development, UX/UI strategy, and responsive builds.
Hosting options, SSL certificates, server monitoring, and backup services.
Ongoing maintenance, plugin updates, and technical support.
E-commerce development, booking systems, and API integrations.

3.2 Digital Advertising & Pay-Per-Click (PPC)

Google Ads, Bing Ads, Meta Ads (Facebook/Instagram), TikTok, LinkedIn Ads, and others.
Account setup, keyword research, bid management, creative design, and tracking.
A/B testing, conversion optimisation, and performance reporting.
Management fees cover only our service – ad spend is always billed separately.

3.3 Search Engine Optimisation (SEO)

On-page SEO: keyword research, meta tags, technical audits.
Off-page SEO: backlink strategies, outreach, content placement.
Local SEO: Google Business Profile management, citation building.
Technical SEO: crawlability, indexing, schema, Core Web Vitals improvements.
Disclaimer: search rankings cannot be guaranteed due to external algorithmic and competitive factors.

3.4 Social Media Management

Account setup and optimisation across platforms.
Content creation, scheduling, community management, and moderation.
Paid social advertising campaigns.
Strategy development and monthly reports.

3.5 Content Creation & Marketing

Blog posts, website copy, newsletters, ad copy, and video scripts.
Graphic design, branding assets, and multimedia campaigns.
Email marketing setup, automation, and campaign deployment.

3.6 Analytics & Reporting

Google Analytics, GA4, Tag Manager, and custom dashboards.
Campaign performance reporting, KPI tracking, and recommendations.

3.7 Consultancy & Training

Workshops, audits, strategy sessions, and staff training.

4. Client Responsibilities

To allow us to perform the Services, you agree to:

Provide all necessary information, materials, and approvals promptly.
Ensure supplied content (text, images, videos) is lawful, owned, or licensed.
Maintain access credentials for accounts/platforms (e.g., Google Ads, Meta, hosting).
Respond to communications within agreed timeframes.
Comply with all applicable laws (advertising regulations, GDPR, ASA, FCA guidance, etc.).
Indemnify us against liability arising from unlawful or inaccurate Client-provided content.

5. Our Responsibilities

We agree to:

Deliver Services professionally, with due skill, care, and attention.
Maintain confidentiality of Client information.
Adhere to applicable laws, regulations, and industry best practice.
Provide clear timelines, deliverables, and reporting.
Notify you of any significant risks, delays, or issues.

6. Payment Terms

6.1 Invoicing & Payment

All invoices must be paid in accordance with the service agreement.
Payments are due in GBP unless otherwise agreed.
We accept bank transfer, Visa, Mastercard, American Express, and PayPal.
VAT will be applied where applicable.

6.2 Deposits

For project-based work (e.g., website builds), a non-refundable deposit may be required before commencement.

6.3 Late Payments

Interest may be charged on overdue invoices in line with the Late Payment of Commercial Debts (Interest) Act 1998.
Services may be suspended until outstanding balances are cleared.

6.4 Refunds

Payments are non-refundable except where legally required or expressly agreed.

6.5 Third-Party Costs

Costs for domains, hosting, plugins, ad spend, or third-party tools are payable by the Client and non-refundable.

7. Ownership & Intellectual Property

7.1 Ownership of Deliverables

All Deliverables remain the property of Nera Marketing Ltd until full payment has been received.
Upon full payment, ownership of final Deliverables may transfer to the Client if specified in writing.

7.2 Licences

We grant you a limited licence to use Deliverables solely for business purposes.
Proprietary methodologies, strategies, and code remain the intellectual property of Nera Marketing Ltd.

7.3 Restrictions

You may not reproduce, resell, modify, or exploit our intellectual property without permission.

8. Service-Specific Terms

8.1 Hosting & Maintenance

Hosting plans auto-renew annually or monthly unless cancelled with notice.
Minimum commitment: 12 months for monthly hosting.
Two months’ written notice required for cancellation.

8.2 SEO

Results vary depending on competition, algorithms, and external factors.
No guarantee of specific rankings or traffic increases.

8.3 Paid Ads

Ad accounts created by Nera Marketing Ltd remain our property unless purchased.
Client is responsible for ad spend and ensuring accounts remain funded.

8.4 Social Media

Accounts created by us remain our property unless transferred at termination for an agreed fee.
Content scheduling depends on Client approvals being provided on time.

9. Data Protection & Confidentiality

We comply with GDPR and UK Data Protection Act 2018.
Client data will only be used to provide Services.
Each party agrees to maintain confidentiality of all non-public information.

10. Limitation of Liability

We are not liable for indirect, incidental, or consequential damages (loss of profit, revenue, goodwill).
Total liability for claims will not exceed fees paid in the six months prior to the claim.
We are not liable for downtime, loss, or damages caused by third-party providers (e.g., hosting, ad platforms).

11. Indemnification

You agree to indemnify and hold us harmless against claims arising from:

Misuse of our Services.
Breach of these Terms.
Unlawful or infringing content provided by the Client.

12. Termination & Suspension

Either party may terminate with written notice per service-specific terms.
We may terminate immediately if:
- Payments are overdue.
- You breach these Terms.
- Services are used unlawfully.
Upon termination, all licences to use our intellectual property cease immediately.
Exit assistance (e.g., handover of accounts, files, or domains) may incur additional fees.

13. Dispute Resolution & Governing Law

These Terms are governed by the laws of England and Wales.
Parties will attempt to resolve disputes amicably before pursuing legal remedies.
The courts of England and Wales have exclusive jurisdiction.

14. Miscellaneous

Force Majeure: We are not liable for failure to perform due to events beyond our control.
Non-Solicitation: You agree not to solicit or hire our staff during or within 12 months of engagement.
Assignment: You may not assign this Agreement without our written consent.
Entire Agreement: These Terms, together with service agreements, represent the entire agreement.
Severability: If any provision is found unenforceable, the remaining provisions remain in effect.

15. Contact Information

Nera Marketing Ltd
Unit 73, The Laurels, Manston Business Park, CT12 5NQ, England
Phone: 01843 230 000
Email: hello@neramarketing.co.uk