TERMS OF SERVICE
Effective Date: 28th August 2024
Last Updated: 31st August 2024
AGREEMENT TO OUR LEGAL TERMS
These Terms of Service (“Terms”) constitute a legally binding agreement between you, whether personally or on behalf of an entity (“Client”, “you”, or “your”), and Nera Marketing Ltd (“Company”, “we”, “us”, or “our”), concerning your access to and use of the services provided by Nera Marketing Ltd, including but not limited to the website https://www.neramarketing.co.uk (the “Site”), and any related products and services that refer or link to these legal terms (collectively, the “Services”).
By accessing and using our Services, you agree to be bound by these Terms. If you do not agree with all of these Terms, you are expressly prohibited from using the Services and must discontinue use immediately.
CONTACT INFORMATION
If you have any questions or concerns about these Terms or our Services, you may contact us at:
Nera Marketing Ltd
Unit 73, The Laurels, Manston Business Park, CT12 5NQ
England
Phone: +447902380846
Email: hello@neramarketing.co.uk
Nera Marketing Ltd is a digital marketing agency registered in England and Wales under company number 15186660, with a registered office at Unit 73, The Laurels, Manston Business Park, CT12 5NQ.
We provide a variety of digital marketing services designed to enhance your online presence and drive business growth. By engaging with our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.
Nera Marketing Ltd offers a broad range of digital marketing services tailored to meet the specific needs of our clients. Our core Services include, but are not limited to:
– Website Design, Building, and Hosting: Comprehensive website design and development services, including hosting and maintenance.
– Google Advertising: Management of Google Ads campaigns to drive targeted traffic and conversions.
– Search Engine Optimisation (SEO): Strategies to improve your website’s visibility and rankings on search engines.
– Social Media Management: Full-service management of social media platforms, including content creation, posting, and engagement.
– Content Creation and Marketing: Development and distribution of high-quality content tailored to your brand.
– Email Marketing Campaigns: Design, execution, and analysis of targeted email campaigns.
– Pay-Per-Click (PPC) Advertising: Management of paid advertising campaigns across various platforms.
– Analytics and Performance Reporting: Detailed reporting and analysis of your digital marketing performance.
Each of these Services is designed to enhance your online presence and drive business growth. The specific details and scope of the Services you engage will be outlined in your service agreement.
To ensure the successful delivery of our Services, we require active collaboration and timely communication from our clients. This includes providing necessary information, approvals, and feedback within agreed timelines. Delays in communication or approvals may impact the delivery schedule and performance of our Services.
3.1 Payment Terms
– Invoices: All payments for our Services must be made on time as per the agreed schedule outlined in your service agreement. Invoices are typically issued monthly, with the first payment due at the commencement of the Services.
– Payment Methods: We accept payments via bank transfer, Visa, Mastercard, American Express, and PayPal. For ongoing services, we will set up a direct debit to automatically collect the amount due on the same date as your sign-up each month.
– Non-Refundable Payments: All payments made for our Services are non-refundable, except as otherwise specified in these Terms or as required by applicable law.
– Late Payments: In the event of late payments, we reserve the right to suspend or terminate your access to the Services until payment is received. Additionally, late payments may incur interest charges as outlined in your service agreement.
Nera Marketing Ltd provides comprehensive website design, building, and hosting services under two primary payment models: Pay Upfront and Monthly Hosting Plans, and Pay Monthly Plans. Each model is designed to cater to different client needs and financial structures.
4.1 Pay Upfront and Monthly Hosting Plans
– Payment Structure: Clients who opt for the Pay Upfront plan are required to pay the full design fee before the commencement of any work. This payment covers the design and development of the website. Monthly hosting fees are charged separately and are due on the same date as your sign-up each month.
– Domain Ownership: If we purchase a domain name on your behalf, the domain remains the property of Nera Marketing Ltd. You may have the option to purchase the domain from us for an additional fee, as agreed upon in writing.
– Website Ownership: Ownership of the website remains with Nera Marketing Ltd unless otherwise specified in the service agreement. You may opt to purchase full ownership rights by paying a one-off fee, determined based on the nature and extent of the website build.
– Cancellation: To cancel the hosting plan, you must provide two months’ written notice. The website will remain live until the end of the penultimate month. The final month’s fee will cover any downtime or transfer processes. After this period, the website will be taken offline, and any requests for domain or website transfer will incur additional fees.
4.2 Pay Monthly Plans
– Payment Structure: Under the Pay Monthly plan, the first payment is due from day one of the service agreement. This payment model requires a minimum commitment of one year to cover setup fees, domain registration, and other initial costs.
– Minimum Term: If you choose to cancel within the first year, you are required to pay the full amount of the first-year contract. After the first year, two months’ notice is required for cancellation.
– Domain and Website Ownership: Nera Marketing Ltd retains ownership of both the domain and the website under this plan. You may have the option to purchase either the domain or the website by paying a one-off fee, which will be determined based on the services provided and the specifics of your agreement.
– Cancellation: Two months’ written notice is required to cancel the service. During the final month, the website will be decommissioned, and the last month’s fee will cover any downtime, transfer processes, or associated closing costs.
Nera Marketing Ltd offers Google Ads management services to help drive targeted traffic and conversions for your business.
– Account Ownership: If we create a Google Ads account on your behalf, Nera Marketing Ltd retains ownership of the account. Upon termination of services, you may request to transfer ownership of the account for a fee, which will be agreed upon in writing.
– Payment and Billing: Google Ads costs, including daily budget and click costs, will be billed directly to your account unless otherwise agreed. Our management fees are invoiced separately and are due on the first day of each month.
– Campaign Management: We will manage your Google Ads campaigns, including keyword selection, ad creation, bidding strategies, and performance monitoring. You will receive regular reports on campaign performance.
– Cancellation: A minimum of two months’ written notice is required to cancel Google Ads management services. During this period, all ongoing campaigns will continue to run unless otherwise directed by you, and the fees for this period will remain payable.
Our SEO services are designed to improve your website’s visibility and ranking on search engines through a combination of on-page and off-page strategies.
– Service Scope: Our SEO services include keyword research, on-page optimisation, link building, technical SEO audits, and performance reporting. The specific activities and deliverables will be detailed in your service agreement.
– Payment Structure: SEO services are typically billed on a monthly basis, with payments due on the same date as your sign-up each month. Any additional costs, such as third-party tools or premium content, will be billed separately.
– Cancellation: You may cancel SEO services with two months’ written notice. During this notice period, all ongoing optimisation efforts will continue unless otherwise directed by you, and the fees for this period will remain payable.
– Disclaimer: SEO is an ongoing process influenced by various external factors, including changes in search engine algorithms, competitor activities, and market conditions. While we strive to achieve the best possible results, we do not guarantee specific search engine rankings or the success of SEO efforts.
Nera Marketing Ltd provides comprehensive social media management services to help you build and maintain a strong online presence across various platforms.
– Account Ownership: If we create social media accounts on your behalf, Nera Marketing Ltd retains ownership of these accounts. You may have the option to transfer ownership upon termination of services for a fee, which will be agreed upon in writing.
– Service Scope: Our social media management services include content creation, posting, audience engagement, and performance reporting. We will work with you to develop a social media strategy tailored to your brand and business goals.
– Payment and Billing: Social media management services are billed on a monthly basis. Payments are due on the first day of each month. Any additional costs, such as paid social media advertising, will be billed separately.
– Cancellation: A minimum of one month’s written notice is required to cancel social media management services. During this period, all ongoing management activities will continue unless otherwise directed by you, and the fees for this period will remain payable.
Nera Marketing Ltd offers content creation and marketing services designed to enhance your brand’s presence and engage your target audience through high-quality, relevant content.
– Service Scope: Our content creation services include the development of blog posts, articles, website content, social media content, email newsletters, video scripts, and more. Content marketing strategies may include distribution across various channels to maximise reach and impact.
– Customisation: We tailor content strategies to align with your business goals, target audience, and brand voice. This involves regular consultations to ensure the content meets your expectations and market needs.
– Payment and Billing: Content creation and marketing services are billed based on the scope of the project or on a monthly retainer basis, as agreed upon in your service agreement. Payments are due on the same date as your sign-up each month. Additional costs for premium content, third-party tools, or paid distribution channels will be billed separately.
– Ownership and Licensing: Unless otherwise agreed, Nera Marketing Ltd retains ownership of all content created until full payment is received. Upon payment, you are granted a non-exclusive, perpetual licence to use the content as outlined in the service agreement. Nera Marketing Ltd reserves the right to use the content in its portfolio, case studies, or marketing materials, with your consent.
– Cancellation: A minimum of one month’s written notice is required to cancel content creation and marketing services. During this period, ongoing content development and distribution will continue unless otherwise directed by you, and the fees for this period will remain payable.
Our PPC advertising services are designed to drive immediate traffic and conversions through targeted paid campaigns on platforms such as Google Ads, Bing Ads, and social media.
– Service Scope: Our PPC services include keyword research, ad creation, bidding strategy development, campaign management, and performance reporting. We optimise campaigns to maximise return on investment (ROI) and achieve your business objectives.
– Account Ownership: If we create the PPC accounts on your behalf, Nera Marketing Ltd retains ownership of these accounts. You may request to transfer ownership upon termination of services, subject to a transfer fee as agreed in writing.
– Payment and Billing: PPC advertising costs, including daily budget and click costs, are billed directly to your account unless otherwise agreed. Our management fees are invoiced separately and are due on the first day of each month. Additional charges for ad creation or premium placements may apply.
– Cancellation: A minimum of two months’ written notice is required to cancel PPC management services. During this period, all ongoing campaigns will continue to run unless otherwise directed by you, and the fees for this period will remain payable.
– Disclaimer: PPC advertising is subject to various external factors, including platform algorithm changes, market competition, and bidding dynamics. While we strive to achieve optimal results, we do not guarantee specific outcomes such as click-through rates (CTR), conversion rates, or ROI.
Nera Marketing Ltd provides detailed analytics and performance reporting services to help you measure the effectiveness of your digital marketing efforts.
– Service Scope: We offer comprehensive analytics services, including website traffic analysis, user behaviour tracking, conversion tracking, and performance benchmarking. Regular reports are provided to keep you informed of your campaign’s progress and to identify areas for improvement.
– Custom Reporting: Reports are customised to align with your specific business goals and key performance indicators (KPIs). We provide actionable insights to help you make informed decisions about your marketing strategy.
– Payment and Billing: Analytics and performance reporting services may be included as part of a broader digital marketing package or billed separately. Payment terms will be outlined in your service agreement.
– Cancellation: If analytics services are provided as a standalone service, a minimum of one month’s written notice is required for cancellation. For integrated services, the cancellation terms of the broader service package will apply.
Nera Marketing Ltd is the owner or licensee of all intellectual property rights related to our Services, including but not limited to all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics (collectively, the “Content”), as well as the trademarks, service marks, and logos contained therein (the “Marks”). These are protected by copyright, trademark laws, and various other intellectual property rights and unfair competition laws and treaties around the world.
# 11.1 Use of Our Content and Marks
– Licence Grant: We grant you a non-exclusive, non-transferable, revocable licence to access and use the Services for your personal, non-commercial use or internal business purposes, subject to your compliance with these Terms.
– Restrictions: You may not copy, reproduce, aggregate, republish, upload, post, publicly display, encode, translate, transmit, distribute, sell, licence, or otherwise exploit the Content or Marks for any commercial purpose without our express prior written permission.
– Permission Requests: If you wish to make any use of the Services, Content, or Marks other than as set out in these Terms, please address your request to hello@neramarketing.co.uk. If we grant permission, you must identify us as the owners or licensors and ensure that any copyright or proprietary notice is visible.
– Breach of Rights: Any breach of these Intellectual Property Rights will constitute a material breach of these Terms and will result in the immediate termination of your rights to use our Services.
# 11.2 Your Submissions and User Contributions
– Submissions: By directly sending us any question, comment, suggestion, idea, feedback, or other information about the Services (“Submissions”), you agree to assign to us all intellectual property rights in such Submissions. We shall own this Submission and be entitled to its unrestricted use and dissemination for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.
– User Contributions: If the Services allow you to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content (“Contributions”), you retain full ownership of all your Contributions and any intellectual property rights associated with them. However, by submitting Contributions, you grant us a non-exclusive, worldwide, royalty-free licence to use, reproduce, distribute, prepare derivative works of, display, and perform the Contributions in connection with the Services.
You are prohibited from using the Services for any unlawful purpose or any purpose not expressly permitted by these Terms. As a user of the Services, you agree not to:
– Systematically retrieve data or content to create a collection, compilation, database, or directory without our written permission.
– Engage in any activity that disrupts or interferes with the Services or the servers and networks connected to the Services.
– Circumvent, disable, or otherwise interfere with security-related features of the Services.
– Use the Services to harass, abuse, or harm another person or group.
– Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
– Upload, transmit, or distribute viruses, Trojan horses, or any other malicious code or material that interferes with the functionality of the Services.
– Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering tools.
– Use the Services as part of any effort to compete with us or use the Services for any revenue-generating activity or commercial enterprise without our consent.
The Services may contain links to third-party websites (“Third-Party Websites”) and may include articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties (“Third-Party Content”).
– No Endorsement: We do not investigate, monitor, or check Third-Party Websites or Content for accuracy, appropriateness, or completeness. We are not responsible for any Third-Party Websites accessed through the Services or any Third-Party Content available through the Services. Inclusion of, linking to, or permitting the use or installation of any Third-Party Website or any Third-Party Content does not imply approval or endorsement by us.
– Access at Your Own Risk: If you decide to leave the Services and access Third-Party Websites or use or install any Third-Party Content, you do so at your own risk. You should review the applicable terms and policies of any Third-Party Website you visit.
– Third-Party Purchases: Any purchases you make through Third-Party Websites are between you and the applicable third party. We do not endorse the products or services offered on Third-Party Websites and are not liable for any harm caused by your purchase of such products or services.
We care about data privacy and security. Please review our Privacy Policy: [Privacy Policy Link](https://www.neramarketing.co.uk/privacy-policy). By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Terms. The Services are hosted in the United Kingdom. If you access the Services from outside the UK, you consent to the transfer of your data to the UK and its processing in accordance with UK law.
These Terms shall remain in full force and effect while you use the Services.
– Termination by Us: We reserve the right to terminate or suspend your access to the Services without notice and without liability, if you breach any provision of these Terms or for any other reason, at our sole discretion.
– Termination by You: If you wish to terminate your account, you may discontinue using the Services and notify us of your intention to terminate. Upon termination, your
obligation to pay any outstanding fees remains, and we may retain certain information as required by law or for legitimate business purposes.
– Effects of Termination: Upon termination, your right to use the Services will immediately cease. Any provisions of these Terms that, by their nature, should survive termination (such as intellectual property rights, indemnity, and limitations of liability) will continue to apply.
Nera Marketing Ltd reserves the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice.
– No Obligation to Update: We are under no obligation to update any information on our Services. We may also modify or discontinue all or part of the Services without notice at any time.
– Service Interruptions: We cannot guarantee that the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you.
– No Liability for Interruptions: You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services. Nothing in these Terms will be construed to obligate us to maintain and support the Services or to supply any corrections, updates, or releases in connection therewith.
These Terms are governed by and interpreted following the laws of England and Wales.
– Jurisdiction: Both Nera Marketing Ltd and you agree to submit to the non-exclusive jurisdiction of the courts located in Kent, England, which means that you may bring a claim to enforce your consumer protection rights in connection with these Terms in England or in the EU country in which you reside.
– Legal Proceedings: Any legal suit, action, or proceeding arising out of or related to these Terms or the Services shall be instituted exclusively in the courts of England and Wales.
In the event of any dispute, controversy, or claim related to these Terms (“Dispute”), you and Nera Marketing Ltd agree to attempt to resolve the Dispute informally for at least thirty (30) days before initiating any formal proceedings.
– Informal Negotiations: To begin the informal negotiation process, you must send written notice to us at hello@neramarketing.co.uk. The notice must describe the nature of the Dispute and the relief sought. Both parties will attempt in good faith to resolve the Dispute through informal negotiations.
– Binding Arbitration: If a Dispute cannot be resolved through informal negotiations, the Dispute will be settled by binding arbitration as per the Arbitration and Internal Rules of the European Court of Arbitration, part of the European Centre of Arbitration in Strasbourg. The seat of arbitration shall be in Kent, England, and the proceedings will be conducted in English. The applicable rules of substantive law shall be the law of England.
– Restrictions: The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, no arbitration shall be joined with any other proceeding, and there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures.
– Exceptions to Arbitration: The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. Such Disputes shall be resolved by the courts located in Kent, England.
To the fullest extent permitted by law, Nera Marketing Ltd and its directors, employees, agents, affiliates, licensors, or service providers will not be liable to you or any third party for any direct, indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, loss of data, or other damages arising from your use of the Services, even if we have been advised of the possibility of such damages.
– Liability Cap: Notwithstanding any provisions to the contrary, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to us during the six (6) month period prior to any cause of action arising.
– State and International Laws: Certain US state laws and international laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers or limitations may not apply to you, and you may have additional rights.
You agree to defend, indemnify, and hold harmless Nera Marketing Ltd, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of:
– Your Use of the Services: Your use of the Services, including any data or content transmitted, stored, or generated by you.
– Breach of Terms: Any breach of these Terms by you.
– Violation of Rights: Any violation of the rights of a third party, including but not limited to intellectual property rights.
– Acts of Harm: Any overt harmful act toward any other user of the Services with whom you connected via the Services.
We reserve the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defence of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
We will maintain certain data that you transmit to the Services for the purpose of managing the performance of the Services, as well as data relating to your use of the Services.
– Data Maintenance: Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Services.
– No Liability for Data Loss: You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
Visiting the Services, sending us emails, and completing online forms constitute electronic communications.
– Consent to Electronic Communications: You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Services, satisfy any legal requirement that such communication be in writing.
– Electronic Signatures: YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICES. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
These Terms and any policies or operating rules posted by us on the Services or in respect to the Services constitute the entire agreement and understanding between you and us.
– No Waiver: Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision.
– Severability: If any provision or part of a provision of these Terms is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.
– Assignment: We may assign any or all of our rights and obligations to others at any time.
– Force Majeure: We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control, including, but not limited to, acts of God, natural disasters, war, civil unrest, or interruptions in internet or communication services.
– No Joint Venture: There is no joint venture, partnership, employment, or agency relationship created between you and us as a result of these Terms or use of the Services.
– Construction: You agree that these Terms will not be construed against us by virtue of having drafted them. You hereby waive any and all defences you may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms.
If you have any questions or concerns about these Terms or our services, please contact us at:
– Nera Marketing Ltd
1 Fairfield Mansions, Fifth Avenue
Cliftonville, Margate, Kent, CT9 2JL
England
Phone: +447902380846
Email: hello@neramarketing.co.uk