Terms & Conditions.

Definitions

“Echelon Media Ltd” refers to our digital marketing agency, Echelon Media Ltd. “The Client” refers to any entity or individual that engages Echelon Media Ltd for digital marketing services.

Agreement to Terms

By engaging Echelon Media Ltd for digital marketing services, the Client agrees to be bound by these Terms & Conditions, which shall govern all interactions and agreements between Echelon Media Ltd and the Client. The Client’s agreement to these terms is deemed irrevocable upon engagement, however, if the Client is dissatisfied with services, a structured resolution process including formal complaint, 30-day remedy period, and if unresolved, mutual agreement to terminate with reasonable financial consideration that ensures neither party faces significant loss of revenue or investment shall be followed.

Services Offered

Echelon Media Ltd offers a range of digital marketing services, including but not limited to:

• Web Design
• Search Engine Optimization (SEO)
• Social Media Advertising
• Pay-Per-Click (PPC) Management
• Branding
• Hosting

The scope and nature of these services may be altered, modified, or extended by Echelon Media Ltd at its discretion without prior notice to the Client.

Limitations of Liability

Echelon Media Ltd shall not be liable for any direct, indirect, incidental, special, or consequential damages arising from the use of its services. The Client acknowledges that their engagement with Echelon Media Ltd is undertaken at their own risk. Echelon Media Ltd’s total liability in relation to any claims shall not exceed the total amount paid by the Client for the specific service from which the claim arose, regardless of the basis of the claim.

Client Obligations

The Client agrees to:

1. Provide all information, content, and materials required by Echelon Media Ltd in a timely and accurate manner.
2. Collaborate fully to ensure efficient project progress and execution.
3. Adhere strictly to the payment terms as outlined in the contract, without delay.
4. Promptly notify Echelon Media Ltd of any material changes that could affect the services.
5. Refrain from engaging any SEO service providers within 20 miles of Echelon Media Ltd’s location for SEO services during the contract period and for a period of 6 months thereafter. This restriction exists to protect Echelon Media Ltd’s investment in SEO strategy and market research, as the strategic intelligence developed could potentially be used by local competitors. This clause does not apply to general web hosting or website maintenance services.

Failure to meet any of these obligations may result in the suspension or termination of services at Echelon Media Ltd’s discretion, without any liability on the part of Echelon Media Ltd.

Payment Terms

• A non-refundable deposit equal to one month’s payment is required upfront.
• Monthly service fees are invoiced on the same date each month based on the date the deposit was paid.
• All invoices are payable within 15 days from the invoice date. Any late payments will incur a 5% monthly late fee (applied only after 30 days overdue).
• Services may be suspended or terminated if payment is overdue for more than 30 days, with 30 days’ written notice before any service suspension.
• The Client agrees to bear all legal costs and fees incurred by Echelon Media Ltd as a result of non-payment.
• All prices are quoted in British Pounds unless otherwise specified.
• Direct Debit options are available to eliminate late payment concerns.

Jurisdiction

These Terms & Conditions are governed by the laws of England, and all disputes shall be subject to the exclusive jurisdiction of the English and Welsh courts.

1.1 These Terms, along with any accompanying quotation or contract, form the entire agreement between Echelon Media Ltd and the Client. Acceptance of any quotation, or the commencement of services, constitutes full acceptance of these terms by the Client.

1.2 Any prior agreements, whether written or oral, are superseded by this agreement.

1.3 The Client acknowledges that they have not relied upon any representation, statement, or understanding not expressly set out in this document.

2.1 All fees quoted exclude VAT and other applicable taxes, which shall be the Client’s responsibility.

2.2 A non-refundable deposit is required upon acceptance of the quotation, without which Echelon Media Ltd may withhold or terminate services.

3.1 Echelon Media Ltd reserves the right to cancel or amend any quotation or agreement before services commence without any liability.

3.2 Cancellations or amendments initiated by the Client must be communicated in writing. Any changes to services requested by the Client after the agreement may incur additional costs and may be subject to new timelines.

3.3 Echelon Media Ltd is under no obligation to accept such changes and reserves the right to reject amendments at its discretion.

4.1 Fees are invoiced in accordance with the quotation and payment schedules.

4.2 Payment must be made in full within 15 days of invoicing, unless otherwise agreed in writing.

4.3 Interest charges of 5% per month may be applied to overdue invoices (after 30 days).

4.4 All payments must be made in full, without deduction, unless legally required.

5.1 Echelon Media Ltd reserves the right to subcontract or assign its obligations to third parties without notice to the Client.

5.2 The Client may not assign or transfer their rights or obligations under these terms without the express written consent of Echelon Media Ltd.

Termination

6.1 Echelon Media Ltd reserves the right to terminate the contract immediately and without liability in cases of non-payment, breach of these Terms & Conditions, or any other serious failure by the Client to meet their obligations.

6.2 For initial contracts of 7 months or less, the Client acknowledges and agrees that they must provide a minimum of three (3) months’ written notice prior to terminating this contract if they wish to terminate at the end of the initial term.

6.3 After the initial contractual term has ended, the agreement shall automatically continue on a rolling basis unless either party provides three (3) months’ written notice to terminate.

6.4 In the event of early termination by the Client before the completion of the agreed contractual term, the Client shall remain liable for all outstanding contractual obligations.

6.5 Should the Client wish to expedite termination, Echelon Media Ltd may, at its sole discretion, agree to a settlement arrangement that considers both parties’ financial interests.

6.6 Upon termination, whether by expiry of the contractual term, completion of the notice period, or other agreed arrangement, the Client agrees to fulfill any remaining financial obligations owed to Echelon Media Ltd immediately.

Intellectual Property

7.1 All intellectual property rights, including copyrights in materials created by Echelon Media Ltd, shall remain the property of Echelon Media Ltd unless otherwise agreed in writing. However, any content, meta descriptions, page copy, and SEO materials added to the Client’s website shall become the property of the Client. Echelon Media Ltd retains rights only to proprietary methodologies and tools.

7.2 The Client may use these materials only for the purposes outlined in the agreement, and Echelon Media Ltd reserves the right to defend against any infringements.

Liability and Indemnity

8.1 The Client agrees to indemnify Echelon Media Ltd against any claims, losses, or damages incurred due to the Client’s misuse of the services provided or provision of incorrect information to Echelon Media Ltd. This indemnification does not apply to claims arising from Echelon Media Ltd’s errors, negligence, or breach of contract.

8.2 Echelon Media Ltd maintains professional indemnity insurance for errors and omissions in the provision of services.

8.3 Echelon Media Ltd shall not be liable for any losses or damages beyond its control, including those caused by third parties.

Data Protection

9.1 Echelon Media Ltd will process personal data in compliance with the GDPR and relevant data protection laws.

9.2 The Client consents to the use of their personal data as necessary for the performance of services.

Force Majeure

10.1 Echelon Media Ltd is not liable for delays or failure to perform services caused by circumstances beyond its control. In such cases, either party may terminate the agreement after prolonged delay.

Communications

11.1 All official communications must be sent in writing and will be deemed acknowledged only upon written confirmation of receipt.

Waiver

12.1 Failure by Echelon Media Ltd to enforce any part of these terms does not constitute a waiver of its rights.

Severability

13.1 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain fully enforceable.

Governing Law and Jurisdiction

14.1 These Terms & Conditions shall be governed by the laws of England, and any disputes will be subject to the exclusive jurisdiction of the English and Welsh courts.