Terms & Conditions

Amstrad Digital Limited
Last updated: 14th January 2026

1. Definitions and Interpretation

1.1 Definitions

• Company means Amstrad Digital Limited registered in England and Wales under company number 15362946, whose registered office is Amshold House, Goldings Hill, Loughton, Essex IG10 2RW.
• Client means the person or business engaging the Company for Services.
• Services means digital marketing services provided by the Company, including but not limited to SEO, PPC, social media marketing, content creation, email marketing, analytics, and consultancy.
• Agreement means these Terms & Conditions together with any proposal, statement of work, or order form agreed between the parties.
• Fees means the charges payable for the Services.
• Deliverables means any materials produced as part of the Services.

1.2 Interpretation

Headings are for convenience only and do not affect interpretation.

2. Scope of Services

2.1 The Company shall provide the Services as set out in the agreed proposal or statement of work.

2.2 Any changes to the scope of Services must be agreed in writing and may result in additional Fees or revised timelines.

2.3 The Company does not guarantee specific results, including but not limited to sales, leads, rankings, traffic, or conversions.

2.4 The Client may request a campaign pause for a maximum of 30 days, subject to the Company’s discretion. The Client may request only one campaign pause per calendar year. No pause may be invoked during a termination notice period.

The Company has full discretion over amendment requests to the agreed order form, including but not limited to pauses, payment terms amendments, and amendments to management fees.

3. Client Obligations

3.1 Client Responsibilities

• Provide timely access to information, systems, and materials reasonably required to perform the Services.
• Ensure that all information supplied is accurate, lawful, and does not infringe third-party rights.
• Obtain all necessary permissions, licences, and consents relating to their business, website, data, and marketing activity.

3.2 Delays caused by the Client may result in revised delivery dates and additional Fees.

3.3 The Client shall provide timely updates on any information relevant to the Services, including without limitation any changes to the Client’s website that would affect the Client’s campaign.

3.4 The Client shall inform the Company of any changes to the Client’s contact details.

4. Fees and Payment

4.1 Fees are as set out in the agreed proposal and are exclusive of VAT unless stated otherwise.

4.2 Payment Terms

• Management fees are payable monthly in advance.
• All Fees are non-refundable unless otherwise agreed in writing.

4.3 Late Payment

• The Company may suspend Services for overdue payments.
• Statutory interest and recovery costs may be charged under the Late Payment of Commercial Debts (Interest) Act 1998.

5. Intellectual Property

5.1 Upon full payment of all Fees, the Client is granted a non-exclusive, perpetual licence to use the Deliverables for internal business purposes unless otherwise agreed.

5.2 The Company retains ownership of all pre-existing materials, tools, methodologies, templates, know-how, and any generic marketing strategies or processes developed during the Services.

5.3 The Client warrants that all materials supplied do not infringe third-party intellectual property rights.

6. Confidentiality

6.1 Each party shall keep confidential all confidential information received from the other party and shall not disclose it to any third party except as required by law.

6.2 This obligation shall survive termination of the Agreement.

7. Data Protection

7.1 Both parties shall comply with all applicable data protection laws, including the UK GDPR and the Data Protection Act 2018.

7.2 Where required by law, a data processing agreement shall be entered into.

7.3 The Client remains responsible for the lawfulness of any data used in marketing campaigns.

8. Advertising Platforms and Third Parties

8.1 The Company is not responsible for the policies, decisions, suspensions, or changes made by third-party platforms.

8.2 Advertising spend paid to third parties is non-refundable and separate from the Company’s Fees unless expressly stated otherwise.

9. Warranties and Disclaimers

9.1 The Company warrants that it will provide the Services with reasonable skill and care.

9.2 All warranties and representations not expressly stated are excluded to the fullest extent permitted by law.

9.3 The Company does not warrant that the Services will be error-free or uninterrupted.

10. Limitation of Liability

10.1 Exclusions

Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded under UK law.

10.2 The Company’s total liability shall be limited to the total Fees paid by the Client in the 12 months preceding the claim.

10.3 The Company shall not be liable for loss of profits, revenue, business, anticipated savings, loss of data, or indirect or consequential losses.

11. Term and Termination

11.1 The Agreement shall commence on the agreed date and continue for the term specified in the proposal.

11.2 Termination Rights

• Either party may terminate with not less than two calendar months’ written notice, provided the minimum term has been completed.
• Immediate termination is permitted if the other party becomes insolvent.
• Notice must be sent in writing to the registered office of the Company.

11.3 Effects of Termination

• All outstanding Fees become immediately payable.
• Any licences granted under clause 5 shall cease unless otherwise agreed.
• A termination fee equal to two months’ management fees applies if terminated during the notice period.

12. Force Majeure

Neither party shall be liable for failure or delay caused by events beyond reasonable control, including acts of God, strikes, pandemics, or utility or network failures.

13. Non-Solicitation

The Client shall not, during the Agreement and for 12 months after termination, solicit or employ any employee or contractor of the Company without prior written consent.

14. Assignment and Subcontracting

14.1 The Client may not assign the Agreement without the Company’s prior written consent.

14.2 The Company may subcontract parts of the Services while remaining responsible for performance.

15. Governing Law and Jurisdiction

15.1 These Terms are governed by the laws of England and Wales.

15.2 The courts of England and Wales shall have exclusive jurisdiction.

16. Entire Agreement

These Terms constitute the entire agreement between the parties and supersede all prior discussions or agreements.