Terms and Conditions Search Engine Marketing.....

Roger Gregory offers website design
services, internet content planning and consultancy services for your business....

1) The terms set out in the Application for Search Engine Services (“Application”) and these terms and conditions (together the “Terms”) constitute the only terms and conditions under which Limited t/a RMG Associates UK Ltd (“RMG Associates UK Ltd”) enters into an agreement with a customer. No employee or agent of RMG Associates UK Ltd is authorised to agree to or effect any alterations to the Terms. The contract for the provision of services shall be concluded only when RMG Associates UK Ltd has notified the customer of its acceptance of the customer’s completed Application.

2) Unless terminated in accordance with paragraph 3, this agreement shall last for an initial period of one year (“Initial Period”) and upon expiry of the Initial Period, this agreement shall remain in full force and effect for successive periods of one year (“Renewal Periods”) each of which shall begin the day after either the Initial Period or previous Renewal Period ends as the case may be. The monthly fee and Terms in any Renewal Period shall be those applicable at the end of the Initial Period or previous Renewal Period unless at least two months prior to the end of the Initial Period or Renewal Period (as the case may be), RMG Associates UK Ltd has given written notice to the customer of a change in the monthly fee and/or the Terms.

3) Either the customer or RMG Associates UK Ltd may terminate this agreement on the last day of the period described in the Application or at any time thereafter by giving to the other party 30 days written notice of its intention to do so. The customer cannot terminate this agreement until all payments due to RMG Associates UK Ltd have been paid in full.

4) The customer shall pay the monthly fee every month (by direct debit, standing order or credit card), the first payment being due one month after entering into this agreement and subsequent payments being due on the same day each month. In the event of the customer failing to make a monthly payment on the due date RMG Associates UK Ltd is entitled to take any or all of the following remedies in any order it sees fit: a) Require immediate payment of all monthly fees due during the remainder of the Initial Period or Renewal Period (as the case may be); b) Add interest to the debt at 4% per annum above the base rate of HSBC Bank plc from the date due to the date of payment; c) Issue written demands for all sums due, each such demand attracting a fee of £15.00, payable by the customer; d) Cease working on behalf of the customer until all overdue sums are paid; e) Deduct all outstanding sums (including interest and charges set out above) from the customer’s credit card the details of which are shown overleaf. The customer hereby authorises such deductions.

5) The customer understands that search engines are independent companies who select and rank sites using their own criteria. Whilst the customer must follow RMG Associates UK Ltd’s recommendations for optimising its website for search engine listing in order to maximise its chances of increasing its search engine exposure the customer acknowledges that RMG Associates UK Ltd does not and cannot guarantee that the customer’s website ranking will be improved in any search engine listing. To enable RMG Associates UK Ltd to optimise the customer’s website the customer must provide FTP login details for the website and the customer acknowledges that RMG Associates UK Ltd cannot undertake any optimisation until such FTP login details have been provided.

6) RMG Associates UK Ltd may terminate this agreement at any time if: a) the customer’s website contains any material which is illegal, pornographic, racially abusive or is likely to cause offence or to damage RMG Associates UK Ltd’s reputation; b) the customer commits any material breach of this agreement; c) the customer enters into liquidation whether compulsory or voluntary, has a receiver or administrator appointed, enters into any arrangement with its creditors or ceases or threatens to cease to trade.

7) RMG Associates UK Ltd’s list of the most important search engines includes those search engines that RMG Associates UK Ltd considers to be the most important with regard to popularity, language, content, location, coverage or any other criteria that RMG Associates UK Ltd using its expertise considers suitable.

8) RMG Associates UK Ltd will choose a suitable set of words to search for in the search engines. This will be used as a test phrase to assess how the customer’s website is ranking in search engines.

9) All notices must be in writing. Notices to RMG Associates UK Ltd must be addressed Glen View House, 20 Glen Brook Road, Telford, TF 2 9QY or such other address as is advised by RMG Associates UK Ltd. Notices to the customer will be considered validly given if addressed to the customer’s address as shown overleaf or such other address as is advised by the customer to RMG Associates UK Ltd in writing.

10) The invalidity or unenforceability of any provision of this agreement shall not affect or impair the validity of any other provision. No waiver of any rights RMG Associates UK Ltd has under this agreement shall be deemed from any failure by RMG Associates UK Ltd to enforce any part of this agreement.

11) The signatory to this agreement warrants that he/she has the authority to commit the customer to this agreement and further confirms that this agreement is made between two businesses. If any of the customer’s payments are made by a credit card which is not in the name of the customer then the customer warrants that it has authorised payment to be made in this way and it is for the customer to reimburse the card holder for any payments made on the customer’s behalf.

12) a) RMG Associates UK Ltd shall not be liable to the customer for any loss or damage (including but not limited to loss of data, loss of profits or sales, website downtime, loss of business or staff or management time incurred) caused or arising directly or indirectly out of RMG Associates UK Ltd’s services provided under this agreement (except to the extent to which it is unlawful to exclude such liability under English law). b) Notwithstanding the generality of (a) above RMG Associates UK Ltd expressly excludes liability for any indirect, special, consequential or incidental loss or damage which may arise in respect of the services to be provided under this agreement. c) In the event that any exclusion contained in this agreement shall be held to be invalid for any reason and RMG Associates UK Ltd becomes liable for loss or damage that may lawfully be limited, such liability shall be limited to the total amount paid by the customer during the preceding Initial Period or Renewal Period, as the case may be. d) RMG Associates UK Ltd does not exclude liability for death or personal injury to the extent only that the same arises as a result of the negligence of RMG Associates UK Ltd, its employees, agents, or authorised representatives.

13) This agreement and the Terms shall be governed by and subject to the laws of England and Wales and all disputes which may arise out of or in connection with this agreement or the Terms shall be subject to the exclusive jurisdiction of the courts of England.

14) A person who is not a party to this agreement has no right under the Contracts (Rights of Third Parties) Act 1999 (“the Act”) to enforce any term of this agreement or the Terms but this provision does not affect any right or remedy of any third party which exists or is available apart from under the Act.