Service terms

The Marketer agrees to provide the services as set out in the Marketing Agreement. The Parties agree to do everything necessary to ensure that the terms of the Marketing Agreement take effect.

The Client agrees to provide the Marketer with information about the Client's business and access to the Client's digital marketing tools as needed for the Marketer to properly perform the Services. Any delays resulting from the Client's failure to provide necessary information or access shall not constitute a breach by the Marketer. The Parties agree to comply with all laws relating to their obligations under the Marketing Agreement.

Except as otherwise provided in the Marketing Agreement, all monetary amounts are in GBP. The Parties agree to the total cost of the Services specified in the Marketing Agreement.

The Marketer reserves the right to amend fees annually with at least one month's notice. The Marketer will provide an invoice every month for Services provided in the previous month and invoices are due within 14 days of receipt.

If the Marketing Agreement is terminated by the Client prior to completion where Services have been partially performed, the Marketer is entitled to payment of all sums due up to and including termination. VAT is charged in addition where required. Reasonable and necessary expenses must be pre-approved by the Client. Payment is by bank transfer.

The term begins on the date specified in the Marketing Agreement and remains in force until terminated as provided in that agreement. After the initial fixed period, either Party must provide one month's written notice, including by email.

Upon termination, it is the Client's responsibility to revoke the Marketer's access to digital marketing tools. The Marketer has no further obligation to provide Services after termination, which does not affect rights and remedies accrued at termination.

Interest on overdue amounts is charged at 3% above the base rate of National Westminster Bank Plc per annum or the maximum rate enforceable under applicable legislation, whichever is lower.

Confidential Information means data or information relating to either Party's business which would reasonably be considered proprietary and is not generally known in the industry. All terms and Confidential Information must be kept confidential unless disclosure is required by law. These obligations survive termination indefinitely.

The Marketer is an independent contractor and is not an employee of the Client. The Marketing Agreement does not create a partnership and is not exclusive.

The Marketer may, at its absolute discretion, engage a third-party subcontractor to perform some or all obligations. The Marketer will pay the subcontractor and sums remain payable by the Client. The Marketer has full control over working time, methods and decision-making, works autonomously and remains responsive to reasonable Client needs.

Products created by the Marketer solely relevant to performance of the Services remain the exclusive property of the Client. Products created by the Marketer and relevant to its business more widely remain the exclusive property of the Marketer.

Intellectual property provided by the Client remains the Client's sole property. The Marketer will refrain from using it after termination. If advertising is managed under our business account, adverts and corresponding data will be deleted upon cancellation.

Neither Party is liable for indirect, special, consequential or punitive damages, including lost profits. The Marketer's total liability arising under or in connection with the Marketing Agreement is limited to the total charges paid by the Client.

Subject to those limits, each Party indemnifies the other and its directors, shareholders, affiliates, officers, agents, employees and permitted successors against claims, losses, damages, liabilities, penalties, expenses and reasonable legal fees resulting from breach. The Client is responsible for business information supplied, digital marketing tools used and content published at the Client's request.

The Marketing Agreement incorporates our Privacy Policy at www.insane.marketing/privacy-policy. Data Protection Laws include the UK GDPR, Data Protection Act 2018, Privacy and Electronic Communications Regulations 2003 and other applicable data protection and privacy laws.

The Marketer will comply with Data Protection Laws in providing Services. The Client will comply with Data Protection Laws when providing Personal Data and is responsible for ensuring all necessary consents have been obtained.

Amendments must be made in writing and agreed by both Parties. Neither Party may assign responsibilities to a third party without written consent. The Marketing Agreement contains the entire agreement and supersedes prior agreements and understandings.

Headings are for convenience only. Words in the singular include the plural and vice versa. Where the Client comprises more than one person, those persons are jointly and severally liable. The Marketing Agreement is governed by the laws of England. If a provision is void or unenforceable, the remaining provisions remain effective. Waiver of one breach is not waiver of any subsequent breach.