Terms and Conditions of Service 

The Terms and Conditions of Service set out below (“Terms”) govern any contract that BigBox Agency enter into with the Client (referred to as ‘Client’, ‘you’, ‘your’) in respect of the Services (defined below) and apply whether the Client view the Services of BigBox Agency or communicate with BigBox Agency via email, website, phone, Social Media or whether the Client communicates with BigBox Agency by telephone, post or any other medium of communication. 

1. Definitions and Interpretation 

2. Basis of Agreement 

3. Performance and Supply of Services 

4. Project Acceptance and Commencement 

5. Client’s Obligation 

6. Amendments 

7. Payments, Refunds, Charges and Taxes (VAT) 

8. Non-Payment 

9. Cancellation 

10. Digital Marketing Services: Rankings, Results and Link Placement 

10.6. SEO and Online Positioning 

10.7. Paid Ads 

10.8. Link Placement 

10.9.  Social Media Marketing 

11. Particular Requirements Applying to the Digital Marketing Packages 

12. Particular Requirements Applying to the Web Design and Development 

13. Alterations and Changes During Work in Progress 

14. Intellectual Property Rights and Use 

15. Confidentiality 

16. Data Protection 

17. Respect of Reputation 

18. Third Parties 

19. Limitation of Liability 

20. Termination 

21. Consequences of Termination 

22. Force Majeur 

23. Notices 

24. Waiver 

25. Severance 

26. Variation 

27. Governing Law and Jurisdiction

1. Definitions and Interpretation

 

1.1. Definitions 

Definitions (alphabetical order). In these Terms and Conditions of Service set out below (“Terms of Service”), the following definitions apply: 

Ad Campaign(s) or Campaign

means the creation, implementation, management, development and employment of a Paid Advertising strategy as set out in the Briefing or in the Proposal;

 

Advertising Networks

means the Adverting Networks that BigBox Agency agrees to provide the Services in connection with as set out in the Agreement;

 

Agency

shall mean BigBox Agency (Registered in England and Wales BigBox Group LTD no: 11813412).  

Registered office: 13 Huddersfield Road, S70 2LW, Barnsley (United Kingdom) 

website: www.bigboxagency.com 

It can be found hereinafter referred as “we”, “us”, “our”.

Agreement

means the contract created between BigBox Agency and the Client following the acceptance of our Proposal for the supply of Services, in accordance with these Terms and Conditions of Service. These Terms and Conditions of Service shall apply to any Service Agreement(s) (“the Agreement” or “Agreement”) with BigBox Agency ("The Agency" or “Agency”); 

Amendments

means alterations to Work in Progress which results in the estimated lead time as set out in the Briefing or the estimated time communicated by BigBox Agency, to complete that Work in Progress or the level of personnel or cost required to perform the Services, being exceeded; 

Approval Form or Proof Email

means the necessary approval step prior to the Delivery;  

Approved File format

to include “.jpg”, “.pdf” and “.eps” file formats and such other formats, electronic media, audio, video, text, code, and other platforms, mediums and forms as agreed between BigBox Agency and the Client and set out within the scope of any Instruction accepted by BigBox Agency from time to time;

Briefing or Creative Brief

means the creative specification produced by BigBox Agency as our interpretation of the Instruction(s) of the Client setting out description and scope of Services required to produce the Deliverables and which is agreed between BigBox Agency and the Client prior to commencement of the Services and which may be revised as required from time to time upon our mutual agreement. 

All experimental work shall, unless agreed expressly otherwise, be charged to the Client, if used in a commercial context; 

Business Day

means a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business; 

Calendar Month

means the period from a day of one month to the corresponding day of the next month if such exists or if not to the last day of the next month (example: cancellation notice on January 3rd, service will end on February 3rd. Cancellation notice on January 31st, service ends 29th February); 

Changes 

means the charges payable by the Client for the supply of the Services; 

Client

means any person, firm, company or other organisation who purchases Services from BigBox Agency. It can be found hereinafter referred as ‘you’, ‘your’; 

Client Data

means all information collected or developed by:  

       (a) Client or  

       (b) BigBox Agency 

including, under each of the clauses (a) and (b) of this definition, location-based information, phone or other identification numbers issued to customers, electronic serial numbers, IP addresses when associated with individuals, customers’ personalisation information and automatic number identification information, content created, owned or stored by customers; 

Confidential Information 

means information in whatever form (including, without limitation, in written, oral, visual or electronic form or on any magnetic or optical disk or memory and wherever located) relating to our business, clients, customers, products, services, affairs and finances of BigBox Agency whether or not such information is marked confidential; 

Conversion Tracking Codes 

means the Google conversion tracking codes or other conversion tracking codes installed on the Website; 

Data Protection Laws 

means Data Protection Act 1998, Directive 95/46/E and the General Data Protection Regulation with effect from its implementation date or otherwise as revised, updated, replaced or supplemented from time to time and any related guidance or codes of practice issued by the UK Information Commissioner; 

Deliverable(s)

means all documents, services, products and materials produced and developed by BigBox Agency or its agents, subcontractors, consultants and employees in relation to the Services in any form, including, without limitation, the Briefing, mood board or other forms of design concept, the proofs, designs, images, photographs, artwork, graphics, models, copy, communications, digital or hard copy, computer programs, data, reports and specifications (including drafts) or other deliverables commissioned by the Client and set out in any Instruction placed by the Client that are produced by BigBox Agency in accordance with these Terms and Conditions of Service;

Digital Marketing Packages

Specific digital marketing services offered by BigBox Agency on its website www.bigboxagency.com/plans-pricing and can be purchased directly by the client. See Special Conditions in Section 11. 

Estimate 

means any quotation, figure or revised quotation sent to the Client by BigBox Agency on BigBox Agency's letterhead or by email detailing, inter alia, the description and price of the Materials and/or Services;

End of Month notice 

means the end of the month following the month in which cancellation was received (example cancellation on 9th August, service ends 30th September); 

Final Work(s) 

means the final versions of Work in Progress produced by the BigBox Agency which shall be submitted to the Client for approval; 

Hourly Rate 

means the hourly rate set out in the Proposal, Quotation or Agreement of BigBox Agency for performing the Service(s) and agreed between BigBox Agency and the Client; 

Input Material(s)

means any documents, plans, drawings, designs or other materials, and any data or other information provided by the Client to BigBox Agency relating to the Services; 

Instruction(s) 

means any order, instruction, statement or work or brief submitted by the Client for the Services of BigBox Agency following acceptance of the Quotation or Proposal of BigBox Agency based on the Briefing or specification as the case may be. 

The Instruction provided by the Client should contain a clear description of the requirements of the Client, any brief the Client wishes BigBox Agency to consider, and any Deliverables the Client wishes BigBox to produce. Upon consideration of the Instruction provided by the Client, BigBox Agency will send the Proposal to the Client including any recommendations of what is required to produce the Deliverables, which may include the BigBox Agency suggested timescales and any project methodologies that BigBox Agency consider may be needed to meet the requirements of the Client; 

Intellectual Property Rights

all patents, rights to inventions, utility models, copyright and related rights, trade marks, service marks, trade, business names and domain names, rights in get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, typography rights, moral rights, rights in confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world;

Long-term Project(s)

means that the work, project or campaign has a duration longer than three months; 

Materials

means all documents or information in all possible formats such as but not limited to text, written information, drawing, image, voice, video, email, photos, provided by the Client in any form or medium to BigBox Agency for the development and delivery of the Services; 

Month

means a calendar month and monthly shall be construed accordingly; 

Party or Parties

includes its personal representatives, successors or permitted assigns; 

Personal Data

has the meaning set out in Data Protection Laws; 

Pre-existing Materials

means all documents, information and materials provided by BigBox Agency relating to the Services which existed prior to the commencement of the Agreement including computer programs, data, reports, graphics and specifications and processes used in the provision of the Services. 

Proposal

The Proposal elaborated by BigBox Agency shall only remain valid for a period of 30 Business Days from its date of issue by BigBox Agency. The Proposal does not constitute an offer to provide the Services of BigBox Agency to the Client, or that BigBox Agency have entered into any Agreement with the Client. When the Client notifies to BigBox Agency that the Client accept the Proposal (either by responding to the email of BigBox Agency containing with Proposal previously sent or otherwise requesting BigBox Agency to proceed on the basis of the Proposal of BigBox Agency which indicates acceptance), BigBox Agency’s written acceptance of your Instruction (‘Confirmation Acceptance Form’) will be sent to the Client, which the Client must sign and return as confirmation of Agreement to these Terms and Conditions of Service; 

Quotation

means the estimate of costs that BigBox Agency provides to the Client for the Services BigBox Agency propose to perform to implement the Instruction of the Client and produce the Deliverables which may either be based on time and materials or a fully costed project or work fee; 

RPI 

means the UK Retail Prices Index or any official index replacing it;

Service(s)Digital Marketing Service (s) or Bespoke Digital Marketing Service(s)

means any Services agreed in the Agreement to be performed by BigBox Agency for the Client (including any part or parts of them). If there should be any ambiguity or discrepancy between the Terms in the Agreement and the Terms set out in this document, the Terms in the Agreement will prevail, except where expressly stated to the contrary within these Terms and Conditions of Service; 

 

The Service(s) includes any or all of the Services of BigBox Agency, such as:  

 

  • Branding and Web Services: Brand identity, Brand Design, Logo Design, Style guide, Graphic Design, Content Marketing, Online Reputation Management (ORM) 

  • Web Design, Web Development, Web Maintainance 

  • Digital Marketing and Social Media Services: SEO (Search Engine Optimisation), SEO Audit, Keyword research, On-Page SEO, Local SEO, Optimisation, Content Development, PPC (Pay-Per-Click), Google Ads, Creation of campaigns, Social Media Marketing, Content and Post design, Social Media Set Up (Facebook, Instagram, LinkedIn, Twitter, Pinterest, Youtube), Social Media Management, Facebook Ads, Instagram Ads, LinkedIn Ads, YouTube Ads, Social Media Channels analysis, Email Marketing, Email design, Audience segmentation, Creation of campaigns.  

  • UI (User Interface) and UX (User Experience) Design and Testing: Strategy, Behaviour of the user, UI redesign, UI Design, POC (Proof-of-concept), prototypes, Data visualisation, Reorganising site content (Content audit), Copywriting service, Voice & tone, App development.  

  • Digital Transformation Consultancy.  

 

Or any services related to the production of Deliverables, performed in accordance with any Creative Brief agreed between the Client and BigBox Agency. The Services means any contracts for the provision of design consultancy services to the Client of whatsoever nature, including the Materials; 

 

Search Engine(s) 

Google.com together with any additional or replacement search engines or directories that BigBox Agency decides to select in accordance with clause 6.4.2 ;  

 

Third Party Resources 

means Advertising Networks, Search Engines, web analytics software, PPC Pay-per-click programs, directories or third party websites or any other third party resources that BigBox Agency may use or employ in order to provide the Services; 

 

Website or Web 

means the Client’s website in respect of which BigBox Agency and the Client have agreed that the Services will be provided; 

 

Website Page(s) 

pages on the Website, including any additional pages created by BigBox Agency as part of the Services. 

Work(s)

means any project for the provision of services and which is described in a Proposal; 


Work in Process 

means any single tranche or any element of output generated and/or produced by BigBox Agency during the performance of the Services, whether in a hard copy or digital format of whatever form or medium including any element of any Deliverables; 

 

In these Terms and Conditions of Service, the following rules apply: 

  • words in the singular include the plural and, in the plural, include the singular; 

  • pronouns in masculine, feminine and neuter genders shall be construed to include any other gender; 

  • the headings and sub-headings do not form part of the Agreement and are for convenience only; 

  • a reference to a ‘clause’ is to a clause of these Terms and Conditions of Service. Clause headings shall not affect the interpretation of these Terms and Conditions of Service; 

  • a ‘person’ includes a natural person, corporate or unincorporated body (whether or not having separate legal personality);  

  • a reference to a ‘party’ includes its personal representatives, successors or permitted assigns; 

  • a reference to a ‘statute’ or ‘statutory provision’ is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; 

  • any phrase introduced by the terms: including, include, in particular or any similar expression, shall be construed as illustrative and shall not limit the sense of the words preceding those Terms and Conditions of Service; 

  • A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it; and 

  • a reference to ‘writing’ or ‘written’ includes e-mails.  

2. Basis of Agreement

2.1. The Client can submit a request for the Services of BigBox Agency by telephone on + 44 (0) 800-689-1574, or by email to info@bigboxagency.com or otherwise via our website enquiries forms www.bigboxagency.com . If you are an existing Client or the Instruction is part of a Long-term Project that BigBox Agency is undertaking for the Client, any Instructions placed with the nominated account manager of BigBox Agency will be processed in accordance with these Terms and Conditions of Service unless otherwise agreed in writing between the Client and BigBox Agency.

2.2. The Client shall sign the Quotation or the Agreement, depending on each case, and return it to BigBox Agency. This constitutes an offer by the Client to purchase Services in accordance with these Terms and Conditions of Service.

 

2.3. The Quotation shall only be deemed to be accepted when BigBox Agency returns a signed copy to the Client at which point, and on which date the Agreement shall come into existence.

 

2.4. Any Quotation is given on the basis that no Agreement shall come into existence until BigBox Agency accepts the Client’s order. Any Quotation is valid for a period of 30 days only from its date, provided that BigBox Agency has not previously withdrawn it. The placing of an order following any quotation or other indication of price shall not be binding on BigBox Agency unless and until accepted by BigBox Agency in writing. 

 

2.5. The Agreement constitutes the entire contract between the Client and BigBox Agency. The Client acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of BigBox Agency which is not set out in the Agreement.  

 

2.6. Any samples, drawings, descriptive matter or advertising issued by BigBox Agency, and any descriptions or illustrations contained in BigBox Agency's catalogues or brochures, are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Agreement or have any contractual force.  

 

2.7. These Terms and Conditions of Service shall apply to all Agreements concluded between BigBox Agency and the Client to the exclusion of any other Terms that the Client seeks to impose or incorporate, or which are implied by trade, custom, practice or in the course of dealings between the BigBox Agency and the Client. 

 

2.8. All work is carried out by BigBox Agency on the understanding that the Client has agreed to the Terms and Conditions of Service of BigBox Agency. 

 

2.9. Terms and Conditions of Service, the Quotation, the Agreement and the Proposal may only be varied by express written agreement between BigBox Agency and the Client. 

 

2.10. For the avoidance of doubt, the Terms and Conditions of Service of BigBox Agency are what govern the job, not any conditions on the Client’s purchase order. 

 

2.11. The quantity and description of the Services shall be as set out in the BigBox Agency’s Quotation or in the Proposal. 

 

2.12. BigBox Agency shall have the right to make any changes to the Services which are necessary to comply with any Applicable Laws or safety requirements or which do not materially affect the nature or quality of the Deliverables, but we shall always notify the Client before implementing any such changes to the Services in any such event. If such changes result in any change to the Proposal of BigBox Agency, this will be added to the Proposal, and a revised Proposal sent to the Client for approval prior to continuing the Services. Certain changes may require the payment of additional Charges for which the Client is responsible and will be included in the revised Proposal. 

 

2.13. Special Terms and Conditions of Services shall apply for Digital Marketing Packages that the Client can purchase that the customer can purchase on the website www.bigboxagency.com/plans-pricing . Read section 11 (below).  

2.14. Special Terms and Conditions of Services shall apply for Website Design, Development and Maintenance. Read section 12

 

2.15. No variation of the Agreement will be valid or binding unless it is recorded in writing and signed by or on behalf of both parties. 

2.16. The Agreement contains the whole agreement between the parties relating to its subject matter and supersedes all prior discussions, arrangements or agreements that might have taken place in relation to the Agreement. Nothing in this clause limits or excludes any liability for fraud or fraudulent misrepresentation. 

 

2.17. Unless otherwise agreed, no delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that, or any other, right or remedy. 

 

2.18. A provision which by its intent or terms is meant to survive the termination of the Agreement will do so. 

 

2.19. BigBox Agency reserves the right to make changes to these Terms and Conditions of Service at any time, without prior notification. 

 

 

3. Performance and Supply of Services

3.1. BigBox Agency shall perform the Service(s) with reasonable care and skill, in accordance with generally recognised commercial practices and standards in the industry; and all laws and regulations applicable to the Service(s).

3.2. BigBox Agency shall supply the Services to the Client in accordance with the Quotation, the Proposal or the Briefing in all material respects. 

 

3.3. Upon commencement of the Agreement, BigBox Agency shall prepare the Briefing during the first stage of each Work. 

 

3.4. A copy of the written Quotation or the Agreement, depending on each case, is to be signed and dated by the Client to indicate acceptance and should be returned to BigBox Agency. 

 

3.5. BigBox Agency shall use all reasonable endeavours to meet any performance dates specified in the Quotation or Briefing, but any such dates shall be estimates only and time shall not be of the essence for performance of the Services. 

 

3.6. BigBox Agency shall be entitled for the duration of the Agreement to publish written content on behalf of the Client. 

 

3.7. The Service(s) shall be supplied for a specific term set out in the Quotation. If it is a Long-term Project, shall continue to be supplied unless the Agreement is terminated by one of the Parties giving the other at least one full calendar month notice. The date of termination of the service shall be written in the Agreement. Section 20 (Termination) refers to changes if these are necessary. 

 

3.8. If the Client or any Third Party makes any changes to the Website which overwrite any Deliverables, BigBox Agency will not be responsible for reinstating the Deliverables and if the Client does require BigBox Agency to reinstate them the Client is liable to pay to BigBox Agency additional charges to cover the cost of reinstating the Deliverables. 

 

3.9. BigBox Agency shall be entitled for the duration of the Agreement to approve or disapprove any design strategies, existing code or other techniques requested or currently used by the Client which in the sole opinion of BigBox Agency are detrimental to the campaign, Work other Services to be provided by BigBox Agency. 

 

3.10. Should the Client supply text, artwork or images, BigBox Agency is not obliged to edit, check or guarantee the correctness thereof in any way whatsoever, and the Final Work shall be made at the entire risk of the Client. 

 

3.11. BigBox Agency has no obligation to provide Services free of charge, including SEO analysis and specifically to those who are competitors of BigBox Agency. 

 

3.12. Any typographical, clerical or other accidental errors or omissions in any sales literature, quotation, price list, invoice or other document or information issued by BigBox Agency shall be subject to correction without any liability on the part of BigBox Agency. 

 

3.13. Where necessary, BigBox Agency may engage specialist Third Party vendors to ensure the timely and quality delivery of any works commissioned. 

 

3.14. The customer also agrees that BigBox Agency holds no responsibility for any amendments made by any third party, before or after a design is published. 

 

3.15 BigBox Agency has no obligation to accept any variation to the Agreement requested by the Client, whether by addition, substitution or omission (or, without limitation, to the Services to be provided under the Agreement) and no such request shall be deemed to be accepted in the absence of BigBox Agency’s written agreement to the variation. 

 

3.16 In certain circumstances, BigBox Agency is required by law to collect evidence of identity from its Clients. If the Client fails to supply any due diligence evidence which BigBox Agency requests, BigBox Agency will be unable to provide the Services to the Client. 

 

 

4. Project Acceptance and Commencement

4.1. BigBox Agency will not commence performance of the Services until payment has been received by the bank account of BigBox Group Ltd. The Client must also send email confirmation of payment, and once BigBox Agency can confirm that this has been received, the Service start date will begin.  

 

4.2. BigBox Agency shall be entitled to refuse to accept or use any Input Material in the provision of the Services:  

  • which may be deemed offensive, illegal or in any way controversial;  

  • for which the Client has not obtained an appropriate licence, permission or consent. 

 

 

5. Client's Obligations

The Client shall:

5.1 ensure that the details and terms of the Instruction and any information set out therein are complete and accurate. 

 

5.2 Co-operate with BigBox Agency and its personnel in all matters relating to the performance of the Services. 

 

5.3. Ensure that BigBox Agency receives the Charges and Payment in accordance with clause 6.2;  

 

5.4. Authorise BigBox Agency to access their online accounts and will provide login in details when needed to perform the Service(s). These accounts may include but are not limited to web hosting, website, advertising, analytics, CRM, ERP or Social Media accounts. 

 

5.5. Confirm that any account to which BigBox Agency is given access has not been compromised, hacked, defaced or infected prior to the commencement of the Agreement. 

 

5.6. Allow BigBox Agency access to the Website so that it can upload new Website Pages or make changes for the purposes of the Services including obtaining the approval of any Third Party where this is required. 

 

5.7. Provide BigBox Agency with such administrator rights to any Third Party Resources as are necessary for BigBox Agency to supply the Services. 

 

5.8. Ensure that the Conversion Tracking Codes are installed properly and are working. 

 

5.9. Ensure that the Website is live and accessible via the internet (if the Client already has a website). 

 

5.10. Provide BigBox Agency with such information and Materials as we may reasonably require in order to perform the Services and ensure that such information is accurate in all material respects. 

 

5.11. Obtain and maintain all necessary licences, permissions and consents which may be required before the date on which we are due to commence performance of the Services and provide BigBox Agency with evidence of such licence, permission or consent when requested by BigBox Agency. 

 

5.12. Confirm that any text, graphics, photos, designs, codes, data, trademarks and artwork supplied in connection with the Agreement are owned by the Client, or that they have permission from the rightful owner to use these items; the Client grants BigBox Agency an irrevocable licence to use these items for the purposes of providing the Service(s) for the duration of the Agreement. 

 

5.13. Where appropriate, keep and maintain any Proprietary Materials in safe custody, in good condition and not dispose of or use the Proprietary Materials other than in accordance with the written instructions or authorisation by BigBox Agency. 

 

5.14. Comply with any additional obligations or Instructions that BigBox Agency may reasonably request from time to time in order to enable BigBox Agency to perform the Services in accordance with the Instruction and the Creative Brief of the Client. 

 

5.15 BigBox Agency shall be indemnified by the Client in respect of any claims, costs and expenses arising out of any libellous matter or any infringement of copyright, patent design or any other proprietary or personal rights contained in any material supplied by the Client. The indemnity shall extend to any amounts paid on a lawyer's advice in settlement of any claim. 

 

5.16 If BigBox Agency's performance of any of its obligations under the Agreement is prevented or delayed by any act or omission by the Client or failure by the Client to perform any relevant obligation (Client Default):  

 

5.16.1. BigBox Agency shall without limiting its other rights or remedies have the right to suspend performance of the Services until the Client remedies the Client Default, and to rely on the Client Default to relieve it from the performance of any of its obligations to the extent the Client Default prevents or delays BigBox Agency's performance of any of its obligations.  

 

5.16.2. For the avoidance of doubt, the Client shall continue to be liable for the Monthly Charge during any period that BigBox Agency suspends performance of the Services;  

 

5.16.3. BigBox Agency shall not be liable for any costs or losses sustained or incurred by the Client arising directly or indirectly from BigBox Agency's failure or delay to perform any of its obligations as set out in this clause 5; and  

 

5.16.4. the Client shall reimburse BigBox Agency on written demand for any costs or losses sustained or incurred by BigBox Agency arising directly or indirectly from the Client Default. 

 

5.17. Ensure that any specification submitted by the Client does not contravene any applicable statutory or regulatory requirement. 

 

6. Amendments

6.1. If the Client wishes to change the scope or execution of the Services, the Client shall submit details of the requested change to BigBox Agency in writing.

6.2. If the Client requests a change to the scope or execution of the Services, BigBox Agency shall, within a reasonable time, provide a written estimate to the Client of:

6.2.1. the estimation of time required to implement the change; 

6.2.2. any necessary variations to the Charges arising from the change; and  

6.2.3. any other impact of the change on the Agreement between the Client and BigBox Agency. 

6.3. If the Client wishes BigBox Agency to proceed with the change, BigBox Agency has no obligation to do so unless and until the Parties have agreed the necessary variations to the Charges, the Services and any other relevant terms of the Agreement to take account of the change and the Agreement has been varied.

6.4  BigBox Agency may, from time to time and without notice: 

6.4.1. change the execution or scope of the Services, provided that such changes do not materially affect the nature or the charges for the Services. 

6.4.2. Change any of the Search Engines to which the Client’s web pages are to be submitted whether by the inclusion of additional search engines to those listed previously or the replacement of any of the search engines with a search engine which, at the entire discretion of BigBox Agency, is more suitable for the purposes of optimising the Website.   

 

7. Payments, Refunds, Charges and Taxes (VAT)

7.1 Payments

Unless specifically varied in each Work cost section of the Quotation, Proposal or otherwise in writing by BigBox Agency, the following payment terms shall apply:

 

7.1.1 the Client shall pay:

  • each invoice submitted to it by BigBox Agency, in full and in cleared funds, within 7 days of receiving an invoice through the direct debiting facilitator of BigBox Agency, PayPal, BACS or any similar provider or bank that BigBox Agency may nominate from time to time; or 

  • if the Client purchases a Digital Marketing Package(s) through the website, www.bigboxagency.com/plans-pricing the payments should be made in one instalment – 100% of payment to be made via PayPal or credit card, unless agreed otherwise. 

 

7.1.2 Invoices will be due for payment strictly within 7 days of submission. 

 

7.1.3 The Client will be provided with an Approval Form or Proof Email, and an Invoice prior to final publication. At this time the remainder of the amount due will become payable and the Client will also be required to sign and return the Approval Form or signify approval by email to BigBox Agency. 

 

7.1.4 For ongoing fees (such as but not limited to Hosting and Online Marketing Ads): 

  • payment must be made in advance of the Service being provided, or within 7 days of invoice issue date; 

  • where payment is late, it is still applicable, but BigBox Agency is not obliged to provide Services for the period that the payment was late; 

 

7.1.5 Unless otherwise stated in the Agreement the Client shall be responsible for the fees of any Third Party Resources and shall maintain such adequate funds in any third party accounts as are required to maintain inclusion in such resources. The Agreement, the Quotation or the Proposal, sets out an estimate of the fees that the Client will incur for the inclusion of keywords and other listings in the Third Party Resources.

7.1.6 The Client shall pay all amounts due under the Agreement in full without any deduction or withholding except as required by law and the Client shall not be entitled to assert any credit, set-off or counterclaim against BigBox Agency in order to justify withholding payment of any such amount in whole or in part. BigBox Agency may, without limiting its other rights or remedies, set off any amount owing to it by the Client against any amount payable by BigBox Agency to the Client.

7.1.7 BigBox Agency reserves the right to vary the service fee according to further requirements made by the Client. Any such variation shall be advised by BigBox Agency in writing and confirmed by the Client in writing before the work proceeds further or any fees are incurred. 

 

7.1.8 Publication and/or release of work done by BigBox Agency on behalf of the Client, may not take place before cleared funds have been received. 

 

7.1.9. Accounts which remain outstanding for 30 days after the date of invoice, will incur late payment interest charge at the Bank of England Base Rate plus 8% on the outstanding amount from the date due until the date of payment. 

 

7.1.10 BigBox Agency is entitled to instigate legal proceedings against a Client for recovery of outstanding sums owed by the Client where payment has not been received by BigBox Agency within 3 months from the due date for payment. 

 

7.1.11 The Client shall indemnify BigBox Agency in respect of all legal costs, including those relating to pre-action correspondence, incurred as a result of BigBox Agency commencing legal proceedings under clause 7.1.10 above. 

 

7.2 Refunds 

 

7.2.1 There are no refunds available on Services provided by BigBox Agency. 

 

7.3 Charges 

 

7.3.1 The Charges for the Services shall be as set out in the Quotation or the Proposal.

7.3.2. Any additional request for Services to those set out in the Agreement, Quotation, Proposal or Briefing shall be calculated in accordance with the Hourly Rates of BigBox Agency as notified to the Client. 

7.3.3. BigBox Agency charges a standard of £45+VAT (€35+VAT) per hour for the Services provided, unless proposed as a package of hours approved by the Client and included in work such as Social Media Management.

7.3.4. If BigBox Agency provides to the Client a daily rate, this is based on a seven-hour day from 9.00 am to 5.00 pm worked on Business Days. 

 

7.3.5 BigBox Agency shall be entitled to charge an overtime rate of 20% per cent of our Hourly Rate or the Charges set out in the Proposal to the Client (or such alternative increased rate as BigBox Agency deems appropriate in the circumstances) on a pro-rata basis for each part day or for any time spent by BigBox Agency personnel performing Services outside the hours referred in the clause 7.3.3 above. Where BigBox Agency identifies from the Instruction or following the Proposal or the Briefing that working out of hours is necessary BigBox Agency shall set out their overtime rate in the Proposal. Otherwise, where the need arises in the course of performance of any Services, BigBox Agency shall notify the Client of the overtime rates and agree that with the Client in advance of performing Services outside our standard working hours. 

7.4 Taxes (VAT)

7.4.1. All fees quoted are exclusive of VAT (if applicable) and to the extent that VAT is chargeable in respect of any work or services supplied by BigBox Agency, VAT at the rate in force at the time of supply should be added in the invoice provided by BigBox Agency. The Client shall, on receipt of a valid VAT invoice from BigBox Agency, pay to BigBox Agency such additional amounts in respect of VAT as are chargeable on the supply of the Services.

7.4.2. If the Client purchases a Digital Marketing Package(s) through the website of BigBox Agency www.bigboxagency.com/plans-pricing, the VAT shall be specified in the details of the purchase prior to payment. 

8. Non-Payment

8.1. Publication and/or release of work done by BigBox Agency on behalf of the Client, may not take place before cleared funds have been received. 

 

8.2. if the Client also holds a Hosting Account with BigBox Agency, the Hosting account may be terminated without notice in the event that invoices fall into arrears. This will affect email communications and any other services provided by BigBox Agency. 

 

8.3. accounts which remain outstanding for 30 days after the date of invoice, will incur late payment interest charge at the Bank of England Base Rate plus 8% on the outstanding amount from the date due until the date of payment. 

 

8.4. failure to apply such charges does not constitute a waiver of the option so to charge. 

 

8.5. BigBox Agency is entitled to instigate legal proceedings against a Client for recovery of outstanding sums owed by the Client where payment has not been received by BigBox Agency within 3 months from the due date for payment. 

 

8.6. the Client shall indemnify BigBox Agency in respect of all legal costs, including those relating to pre-action correspondence, incurred as a result of BigBox Agency commencing legal proceedings under clause 8.5 above. 

 

8.7. if remains unpaid for 30 days after the date of invoice, BigBox Agency shall be entitled to remove BigBox Agency ‘s and/or the Client’s material from any and all computer systems, until the amount due has been fully paid. This includes any and all unpaid monies due for services, including, but not limited to, hosting, domain registration, search engine submission, design and maintenance, sub-contractors, printers, photographers and libraries. 

 

8.8. removal of such materials does not relieve the Client of its obligation to pay the due amount. 

9. Cancellation

9.1. If a Service is cancelled following the order being confirmed and prior to the deposit being paid, the Client accepts that this deposit is still due and should be paid. 

 

9.2. if a Service is cancelled at any point during the first stages of the process (briefing and definition), the full deposit is non-refundable and therefore will be retained. If a Service is cancelled at any point during the build process, the full Service balance is payable. 

 

9.3. hosting services require 30 days End of Month notice. 

 

9.4. 30 days End of Month shall mean the end of the month following the month in which cancellation was received. (example cancellation on 9th August, service ends 30th September). 

 

9.5. Digital Marketing Services require a Calendar Month notice. 

 

9.6. Calendar Month shall mean the period from a day of one month to the corresponding day of the next month if such exists or if not to the last day of the next month (example: cancellation notice on January 3rd, service will end on February 3rd .Cancellation notice on January 31st , service ends 29th February). 

 

9.7. notice of cancellation should be made in writing via email. 

 

9.8. notice is deemed to have been received by a read receipt on email. 

 

9.9. information and files retained by BigBox Agency will be returned to the Client upon final payment for any outstanding invoices. 

 

9.10. the cancellation clauses described in this point 9 (9.1 to 9.9) do not apply to Digital Marketing Packages that can be purchased via the website www.bigboxagency.com/plans-pricing 

10. Digital Marketing Services: Ranking, Results and Link Placement

The Client acknowledges and accepts the following in connection with the Services:  

 

10.1. BigBox Agency will report its activity and results to the Client. 

 

10.2. BigBox Agency’s previous performance in the provision of the Services or services similar to the Services is not indicative of any future results that BigBox Agency may achieve on behalf of the Client. 

 

10.3. Many of the Third Party Resources are competitive in nature. Accordingly, BigBox Agency does not guarantee the position of any keyword, phrase or search term. 

 

10.4. The Digital Marketing Packages that the Client can purchase through the website www.bigboxagency.com/plans-pricing have special conditions. Read Section 11. 

 

10.5. A part from the Digital Marketing Packages that the Client can purchase on the BigBox Agency website ww.bigboxagency.com/plans-pricing BigBox Agency offers Bespoke Digital Marketing Services that the Client can request through the contact forms on the website www.bigboxagency.com , by telephone or by e-mail. 

 

10.6. SEO and Online Positioning

10.6.1 BigBox Agency may need to edit the site of the Client in order to carry out site optimisation work, or provide the Client with instructions on changes to be made. 

 

10.6.2. SEO: Search Engine Optimisation, which is defined as carrying out various activities to improve a website’s position within search engine rankings. 

It can take many months for the Services to have any significant effects upon the ranking of a Website in the Search Engine Results pages; 

10.6.3. BigBox Agency shall endeavour to achieve a higher listing across the Search Engines but due to the infinite number of considerations, competitiveness of some keywords, ongoing changes in search engine algorithms that Search Engines use when determining a site’s ranking, BigBox Agency does not guarantee the positioning that it can achieve for the Client. 

 

10.6.4. BigBox Agency has no control over the policies of the Search Engines or Third Party Resources with respect to the type of Websites and/or content that they may accept now or in the future. The Websites and/or any content on it may be excluded or banned from the Search Engine or Third Party Resources at any time at the sole discretion of the Search Engines or Third Party Resources. 

10.6.5. BigBox Agency will not be responsible for any alterations to the Website made by the Client or any Third Party that reverse or effect changes made to the Website by BigBox Agency which adversely affects the ranking of the Website of the Client in the Search Engines. 

10.6.6. A Search Engine may offer expedited listing services on payment of a fee. If the Client agrees to the use of these services, the Client is liable for the payment of any expedited service fee unless this has been incorporated into the Charges.  

 

10.6.7. A Search Engine or Advertising Network may drop a listing for no apparent or predictable reason. The listing may reappear in the Search Engine or Advertising Network without any further action. If the listing does not reappear within a reasonable period of time BigBox Agency will endeavour to recover the listing in accordance with that Search Engine’s or Advertising Networks current policies. 

 

10.6.8. The Client accepts that if they independently make changes to their website without the input of BigBox Agency that they may affect search engine placements; following these independent changes, if additional work is needed to recover ranking position this will be subject to a separate quotation. 

 

10.6.9. BigBox Agency cannot be held financially liable in anyway with regard to the Client's website ranking on the search engines. BigBox Agency shall have no liability for any losses or damages which may be suffered by Client (or any person claiming under or through Client), whether the same are suffered directly or indirectly or are immediate or consequential, and whether the same arise in contract, tort (including negligence) or otherwise howsoever, which fall within any of the following categories:  

  • loss of profits;  

  • loss of anticipated savings  

  • loss of business opportunity;  

  • loss of or goodwill;  

  • loss of or damage to data; 

 

10.6.10. BigBox Agency cannot be held responsible for anything adversely affecting the Client’s business operation, sales, or profitability that might be claimed is a result of a service offered by BigBox Agency.

10.6.11 notwithstanding the Services, the Website’s Search Engine results page rankings and traffic levels may decrease as well as increase; 

10.6.12 the Promotion of the Website may lead to higher traffic levels and bandwidth requirements for the Website, and the Client will be responsible for arranging and paying for such requirements; 

10.6.13 Search Engine Optimisation site promotion is an ongoing task and, should the Client terminate the Agreement and/or stop promoting the Website, that would be likely to have a negative impact upon the effects of the Services; 

10.6.14 it is not possible to give any guarantees for any specific result on the Search Engine, nor can BigBox Agency quantify the level of increased traffic or sales or give any guaranteed positioning as a result of the Services; and 

 

10.6.15 BigBox Agency does not own or control any directories to which the Website may be submitted, and no refunds will be given in the event of any refusal to include the Website in any directory database. 

10.7. Paid Ads

10.7.1. PPC: Pay-Per-Click, which is defined as setting up and helping to make Pay-Per-Click advertising campaigns more efficient. 

10.7.2. BigBox Agency aims to maximise the interaction with the Client’s website based on agreed goals, however the performance of the Service(s) does not guarantee specific results. The Client will bid for the ranking or a listing which appears in the Search Results generated by BigBox Agency in response to a Search Term closely matching the subject of the search listing. The amount of the Client’s bid determines the ranking of their listing in a search results list.

 

10.7.3. Paid Ads may be subject to the individual Advertising Network’s policies and procedures, such as: Google Ads, Facebook Ads, Instagram Ads, LinkedIn Ads, Twitter Ads, etc. Each edit or change made to such policies and procedures may affect the Campaign and the Client acknowledges that this is outside the control of BigBox Agency. BigBox Agency will endeavour to rectify any negative affects on the Campaign arising from an edit or change to these policies and procedures.

10.7.4. The Client agrees to pay Google based on the cost of click-throughs by users on a search listing, and also agrees to pay monthly management fees to BigBox Agency.

10.7.5. BigBox Agency shall invoice the Client for the management and/or set up costs. The Client shall be responsible for ensuring that adequate budget is available to carry out the Service(s) and agrees to be billed directly by Google, Facebook or other advertising providers for their charges.

10.7.6. Unless otherwise agreed in the Agreement, BigBox Agency does not guarantee the placement of the Client’s advertising, its availability or availability related to the fund’s in the Client’s account with the Advertising Network.

10.7.7. BigBox Agency will use all reasonable endeavours to keep the Client informed of any changes to Third Party Resources, industry practice or any other changes that BigBox Agency is made aware of which may impact the Campaign and the provision of the Services. However, BigBox Agency may not become aware of such changes.

10.7.8. An Advertising Network or Search Engine may drop a listing for no apparent or predictable reason. The listing may reappear in the Advertising Network or Search Engine without any further action. If the listing does not reappear within a reasonable period of time BigBox Agency will endeavour to recover the listing in accordance with that Search Engine’s or Advertising Networks current policies. 

 

10.7.9. BigBox Agency accepts no responsibility for any detrimental effect on the PPC campaign(s) which results from search engine policies, functionality or service, any activity by the Client or any third party including, but not limited to, fraudulent activity or alterations made to the Client’s website or advertising copy.

10.7.10. Pay-Per-Click services are provided with no warranty with respect to the number of click-throughs per search listing which will be delivered and BigBox Agency will not be liable for any delay in changing any bid by the Client

10.8. Link Placement

10.8.1. BigBox Agency has no control over webmasters with respect to the continuation of link and/or content placements now or in the future. The link and/or any content may be taken down from the website at any time for no apparent or predictable reason and at the sole discretion of the webmaster. Unless otherwise agreed in the Agreement, BigBox Agency does not guarantee the placement or availability of any link and/or content.

10.9.  Social Media Marketing

10.9.1. Social Media Marketing/Management which is defined as helping the Client to promote their products or services through the variety of social media channels such as: Facebook, Instagram, Twitter, LinkedIn, YouTube, Twitter or Pinterest;  

 

10.9.2. BigBox Agency has no control over the policies of Facebook, Twitter, YouTube, LinkedIn, Instagram, Pinterest, and all other social media channels being utilized for campaigns. BigBox Agency has no say with respect to the type of content that social media channels accept now or in the future. 

 

10.9.3. BigBox Agency shall not be responsible for profiles or their content streams dropped or excluded by a search engine or social media site for any reason. 

 

10.9.4. BigBox Agency reserves the right to edit or amend any content on any social media channels that it considers to be offensive, unlawful or inappropriate, or which appear to infringe the intellectual property rights of any third party. 

 

10.9.5. The Client may request that BigBox Agency make changes to any content or postings at any time in writing, and BigBox Agency may levy reasonable additional charges for such work. 

 

10.9.6. The Client acknowledges that BigBox Agency makes no warranty that the Social Media campaign will generate any increase in sales, business activity, profits or any other form of improvement for the business of the Client or any other purpose. 

 

10.9.7. The Client guarantees any elements of text, graphics, photos, designs, trademarks, or other artwork provided to BigBox Agency for inclusion in any campaigns are owned by the Client, or that the Client have received permission from the rightful owner(s) to use each of the elements. 

 

10.9.8. No liability whatsoever (except as provided by law) will be accepted by BigBox Agency for any damages or losses arising from or as a consequence of the provision of the Services or any other act or default on the part of BigBox Agency or of any consultant, agent or contractor of BigBox Agency in relation to this agreement and the Services unless the same occurs because of the negligence of BigBox Agency, its consultants, agents or contractors in which case liability is limited to resupplying the Services again or a refund of the fees paid by the Client in the previous 1 month as elected by BigBox Agency. 

 

10.9.9. The Client recognises that it is not practical for BigBox Agency to notify the Client of each posting that it makes on behalf of the Client on any/all social media channels and the Client agrees that this is unnecessary. 

 

10.9.10. BigBox Agency shall not be responsible for any errors in any postings or any unsatisfactory Service(s), which are not notified in writing to it, nor for any errors which are approved by or are the fault of the Client or any third party. 

 

10.9.11. BigBox Agency reserves the right to reject or discontinue the social media services where we are unable to provide the services due to technical, ethical, legal, or other matters. Where applicable, BigBox Agency will refund your money for any services not yet rendered. 

10.10 BigBox Agency does not guarantee that BigBox Agency’s search listings will be available or displayed. The format and style of the Clients’s listing may vary and BigBoxAgency makes no representations as to the format and style of search listings.

11. Particular Requirements Applying to Digital Marketing Packages 

11.1 Where BigBox Agency shall provide Digital Marketing Packages to the Client; 

11.2. the Client can purchase one or more Digital Marketing Packages on the website of BigBox Agency  www.bigboxagency.com/plans-pricing 

 

11.3. Each Digital Marketing Package(s) is created for different purposes depending on the needs of the Client.  

 

11.4 Digital Marketing Packages offered on the website of BigBox Agency www.bigboxagency.com/plans-pricing  have the following characteristics:

  • Description

This package of Service is designed for those Clients who only wants to improve the position of their business organically in Search Engines and already have a website. This Service package has a duration of one month. If the Client decides to continue with the strategy and implementation for a longer period of time, they should contact BigBox Agency for a Quotation according to the needs of the Client. This is a starting package. It requires a long-lasting strategy to achieve results. 

  • Services

Keywords research 

On-Page optimisation 

Technical SEO audit 

Google Analytics Setup and Integration 

Reports 

Dedicated Consultant

  • Does Not include

This Service Package does not include any strategy or implementation with Paid Ads such as Google Ads or Social Media Ads. If the Client requires a strategy based on Ads, the Client should purchase any of the other packages of services depending on the needs or contact BigBox Agency for more information. BigBox Agency can provide advice on the type of Service Package that is suitable for the Client's needs. 

  • Commencement 

BigBox Agency will commence work within 5 working days of receipt of the payment, usually sooner than 5 days.

  • Terms and Conditions of Service 

Section 10.5. SEO and Online Positioning 

  • Payment 

All payments to BigBox Agency with regard to the SEO Service are non-refundable. BigBox Agency will attempt to increase the rank of the website of the Client on the search engines. There is, however, no guarantee that BigBox Agency can do this. The monthly payment of the Client is in respect of work carried out. BigBox Agency will take a monthly, non-refundable payment via PayPal or equivalent card processing service. Or the Client may make payment by BACS upon request. 

  • Description

This package of Service is designed for those Clients who want to increase the presence of their business online. This Service package has a duration of one month. Once the first month has expired, if the Client decides to continue with a longer-term project, they should contact BigBox Agency for a Quotation according to the needs of the Client. This is a starting  package. It requires a long-lasting strategy to achieve results. BigBox Agency recommends at least 3 months to start seeing results from this type of strategy. 

  • Services

On-Page optimisation 

Technical SEO audit 

Google Analytics Set Up and Integration 

Google My Business Page Setup 

Set up or Optimization of 2 Social Media Business Profiles  

Social Media Management 

5 Unique Posts per week  

Reports 

Dedicated Consultant

  • Does Not include

This Service Package does not include any strategy or implementation with Paid Ads such as Google Ads or Social Media Ads. If the Client requires a strategy based on Ads, the Client should purchase any of the other packages of services depending on the needs or contact BigBox Agency for more information. BigBox Agency can provide advice on the type of Service Package that is suitable for the Client's needs. 

  • Commencement 

BigBox Agency will commence work within 5 working days of receipt of the payment, usually sooner than 5 days. 

  • Terms and Conditions of Service 

Section 10.5. SEO and Online Positioning 

Section 10.8. Social Media Marketing 

 

This Service Package includes the Set Up or Optimisation of two Social Media Business Profiles. The Client may choose the channels, such as: Facebook, Twitter, Instagram, LinkedIn, Pinterest, etc. If the Client wants to add an additional profile, there is an extra cost of £95/m (€110/m). This service package also includes the creation and publication of 5 posts each week. The Client can decide on which network and how many are published.   

  • Payment 

All digital marketing packages including SEO and Social Media are not  refundable, but the Client may cancel with a notice written 3 days in advance. No payment will be refunded once an initial draft is provided. BigBox Agency will take a monthly, non-refundable payment via PayPal or equivalent card processing service. Or the Client may make payment by BACS upon request. BigBox Agency will attempt to increase the rank of the website of the Client on the search engines. There is, however, no guarantee that BigBox Agency can do this. The monthly payment of the Client is in respect of work carried out. 

  • Description

This package of Service is designed for those Clients who want to increase the presence of their business on Social Media. This Service package has a duration of one month. Once the first month has expired, if the Client decides to continue with a longer-term project, they should contact BigBox Agency for a Quotation according to the needs of the Client. It requires a long-lasting strategy to achieve best results. BigBox Agency recommends at least 3 months to start seeing results from this type of strategy. 

  • Services

Set up or Optimization of 3 Social Media Business Profiles

15 Unique Posts per week

Advertising – Planning and Execution of Social Media Ads 

Social Media Ads Optimisation 

£100 (€120) Social Media Ad spend included 

Reports 

Dedicated Consultant

  • Commencement 

BigBox Agency will commence work within 5 working days of receipt of the payment, usually sooner than 5 days. 

  • Terms and Conditions of Service 

Section 10.8. Social Media Marketing 

 

This Service Package includes the Set Up or Optimisation of three Social Media Business  Profiles. The Client may choose the channels, such as: Facebook, Twitter, Instagram, LinkedIn, Pinterest, etc. If the Client wants to add an additional profile, there is an extra cost of £95/m (€110/m) . This service package also includes the creation and publication of 15 posts each week. The Client can decide on which network and how many are published.   

This Service Package includes strategy and implementation with Social Media Ads. £100 (€120) Social Media Ad spend are included. The rest of the investment in Social Media Ads campaigns, will be invoiced and charged separately. BigBox Agency can provide advice on the type of Service Package that is suitable for the Client's needs. 

  • Payment 

All digital marketing packages including Social Media are not refundable, but the Client may cancel with a notice written 3 days in advance. No payment will be refunded once an initial draft is provided. BigBox Agency will take a monthly, non-refundable payment via PayPal or equivalent card processing service. Or the Client may make payment by BACS upon request. 

  • Description

This package of Service is designed for those Clients who want to promote their business globally and need both better positioning in Search Engines as well as higher visibility on Social Media. This Service package has a duration of one month. Once the first month has  expired, if the Client decides to continue with a longer-term project, they should contact BigBox Agency for a Quotation according to the needs of the Client. It requires a long-lasting strategy to achieve best results. BigBox Agency recommends at least 3 months to start seeing results from this type of strategy. 

  • Services

Keywords research 

On-Page optimisation 

Technical SEO audit 

Google Search Console Setup 

Google Analytics Set Up and Integration 

Google My Business Page Setup 

Set up or Optimization of 3 Social Media Business Profiles

15 Unique Posts per week

Advertising – Planning and Execution of Social Media Ads 

Social Media Ads Optimisation 

£100 (€120) Social Media Ad spend included 

Reports 

Dedicated Consultant

  • Commencement 

BigBox Agency will commence work within 5 working days of receipt of the payment, usually sooner than 5 days.

  • Terms and Conditions of Service 

Section 10.5. SEO and Online Positioning 

Section 10.8. Social Media Marketing 

A part from SEO strategy, this Service Package includes the Set Up or Optimisation of three Social Media Business Profiles. The Client may choose the channels, such as: Facebook, Twitter, Instagram, LinkedIn, Pinterest, etc. If the Client wants to add an additional profile,  there is an extra cost of £95/m (€110/m) . This service package also includes the creation and publication of 15 posts each week. The Client can decide on which network and how many are published. This Service Package includes strategy and implementation with Social Media Ads. £100 (€120) Social Media Ad spend are included. The rest of the investment in Social Media Ads or Google Ads campaigns, will be invoiced and charged separately. BigBox Agency can provide advice on the type of Service Package that is suitable for the Client's needs.

  • Payment 

All digital marketing packages including SEO and Social Media are not  refundable, but the Client may cancel with a notice written 3 days in advance. No payment will be refunded once an initial draft is provided. BigBox Agency will take a monthly, non-refundable payment via PayPal or equivalent card processing service. Or the Client may make payment by BACS upon request. 

13. Alterations and Changes During Work in Progress 

 

13.1. The Client shall be entitled to request that BigBox Agency makes changes to the briefing during the course of the performance of the Services. The first 2 Amendments are included in the Charges set out in the Agreement provided that they are not material or result in a change to the Instruction or its scope, the personnel needed to implement the change and/or result in additional time or cost to BigBox Agency, in which case BigBox Agency may need to amend the Charges set out in the Proposal and BigBox Agency shall agree any updated Charges with the Client prior to implementing any Amendments. However, where the Client requests more than 2 Amendments to Work in Progress, any such additional Amendments will be charged at BigBox Agency usual Hourly Rate. Where Amendments result in an adjustment to Charges and/or timescale for performance of the Services, BigBox Agency shall notify the Client prior to continuing the Services and the Proposal shall be updated and sent to the Client for the acceptance of the Client in writing. 

 

13.2. Where multiple versions of Works are produced by BigBox Agency, the Client is entitled to choose and use only one of the Works representing the Briefing (“the Final Works”) subject always to payment. If the Client wishes to use additional versions of Work, BigBox Agency can discuss this with the Client, subject to agreement on additional Charges. If the Client requires more than one version of Final Works, please set out clearly in the Instruction or Proposal. Any other Works not chosen by the Client remain property and copyright of BigBox Agency. 

14. Intellectual Property Rights and Use 

 

14.1. Any Intellectual Property Right and Use and on behalf of the BigBox Agency in connection with the Services will be processed in accordance with Terms and Conditions clauses, a copy of which can be found at www.bigboxagency.com/terms-and-conditions or which can be obtained from BigBox Agency on request. Specifications or special conditions for Works and Services referred to in this clause 14 shall also apply.

14.2. As between the Client and BigBox Agency the Input Material shall be owned by the Client. The Client licences all Intellectual Property Rights and other rights in the Input Material to BigBox Agency on a royalty-fee non-exclusive worldwide basis to such an extent as is necessary to enable BigBox Agency to provide the Services. 

 

14.3. All Proprietary Materials, remain at all times BigBox Agency exclusive property and nothing in the performance of the Services shall operate to transfer or assign ownership in such Proprietary Materials to the Client at any time. 

14.5. All Intellectual Property Rights arising out of the Deliverables, including any graphics or programming code, shall be owned by BigBox Agency until the Client has paid the Charges in full.  

 

14.6. Any samples, drawings, content, images, proofs, descriptive matter or advertising issued by BigBox Agency, or contained in any of the catalogues or brochures or detailed on the website of BigBox Agency, whether in connection with the Services or any other services provided by BigBox Agency, are © Copyright Design by BigBox Group Ltd and are issued or published for illustrations purposes only, to enable BigBox Agency to provide a description of the Services of BigBox Agency. They shall not form part of the Agreement or have any contractual force between BigBox Agency and the Client. 

 

14.7. Before using the Deliverables in any way, it is always the Client’s responsibility to ensure that content contained in them, does not infringe the Intellectual Property Rights or Trademarks of any Third Party. BigBox Agency does not conduct such investigations and by entering into an Agreement with BigBox Agency, the Client agrees that the Client is solely responsible for the conduct of any necessary investigations and obtaining a licence to use Third Party Intellectual Property where required, including for all related costs. Neither BigBox Agency, nor anyone acting on the behalf of BigBox Agency shall be liable for any dispute arising from or in connection with the use or infringement of any Intellectual Property Rights of any Third Party, in any jurisdiction. 

 

14.8. The Client undertakes that they have all necessary licences and consents to allow BigBox Agency to use the Input Material for the purposes of providing the Services and shall keep BigBox Agency indemnified in full against all costs, expenses, damages and losses (whether direct or indirect), including any interest, fines, legal and other professional fees and expenses awarded against or incurred or paid by BigBox Agency as a result of or in connection with any claim made against BigBox Agency for actual or alleged infringement of a third party's Intellectual Property Rights arising out of, or in connection with, the receipt or use of the Input Material. 

 

14.9. The Client acknowledges that BigBox Agency shall not be liable for any loss of damaged suffered by the client or by any third party arising from the use of any words of phrases by them and the Client agrees to indemnify BigBox Agency in respect to any claims, damages or costs arising from the written content supplied to the client by BigBox Agency. It is the Client who is responsible for ensuring that all necessary rights, permissions or consents required for the use of written content produced by BigBox Agency are obtained. It is also agreed that BigBox Agency has no responsibility to ensure that these necessary permissions have been obtained by the Client in relation to the use of names, people, trade marks, or any other copyrighted materials. When written content is produced or issued by BigBox Agency with the authority of the client, that Client agrees to indemnify BigBox Agency against any loss or damage where rights, releases, consents or permissions have not been granted or obtained. 

 

14.10. The Client acknowledges that, the Client may not always own the copyright or other Intellectual Property Rights where such rights are owned by third parties and licensed for use to BigBox Agency or generally, such as: fonts, stock photos, etc. Unless otherwise agreed between BigBox Agency and the Client and set out in the Proposal. If BigBox Agency needs to obtain those third party licenses to fulfil the Work, the Client shall be solely responsible for the payment of any licensing fees that any licensor charges to BigBox Agency for use of such content. Where the Client requires BigBox Agency to use specific fonts that have been used previously in the branding of the Client or other proprietary material or that of any third party, the Client needs to ensure the Client obtain the licence to use such fonts and the Client is soley responsible for payment of any related licensing fees which, in order for BigBox Agency to commence the Services, BigBox Agency advise Clients to obtain in advance of the Instruction. 

 

14.11. The Client hereby authorises BigBox Agency to use any Intellectual Property Rights of the Client that are on the Website for the purpose of providing the Services. 

 

14.12. The Client hereby authorises BigBox Agency to annotate and insert onto the Website BigBox Agency’s identification as the author of the specific code it provides as part of the Services providing that BigBox Agency only inserts such identification where it is the legal owner of such code. 

 

14.13. If a choice of designs is presented and one is chosen for the project of the Client, only that solution is deemed to be given by BigBox Agency as fulfilling the contract. All other designs remain the property of BigBox Agency, unless specifically agreed in writing. 

 

14.14. All samples, drawings, descriptive matter, specifications and advertising issued by BigBox Agency and any descriptions or illustrations contained in BigBox Agency’s website, catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Agreement and this is not a sale by sample. 

15. Confidentiality 

 

15.1. Any personal data processed by and on behalf of the BigBox Agency in connection with the Services will be processed in accordance with BigBox Agency’s Privacy Policy, a copy of which can be found at www.bigboxagency.com/privacy-and-cookies-policy or which can be obtained from BigBox Agency on request. 

15.2. Each party acknowledges that while performing its obligations under the Agreement it may have access to the other party’s Confidential Information. With respect to all the Confidential Information, the parties agree as follows; 

 

15.2.1 The receiving party may use the Confidential Information only to exercise its rights and perform its obligations under the Agreement. The receiving party must use the same care to protect the disclosing party’s Confidential Information as it uses to protect its own Confidential Information. In no event will the receiving party fail to use reasonable care to avoid unauthorised use, including disclosure, loss, or alteration of the disclosing party’s Confidential Information. Copies the receiving party makes of Confidential Information must contain the same confidential or proprietary notices or legends as the original. 

15.2.2 Either party may disclose the other party’s Confidential Information to its respective employees, affiliates, agents, contractors and legal representatives if they have a need to know and an obligation to protect the Confidential Information that is at least as restrictive as the Agreement. The receiving party is responsible for compliance with this Agreement by all persons or entities to which it grants access to Confidential Information and will advise them of their obligations under this Agreement. 

15.2.3 Neither party will disclose the other party any confidential information of a third party without such third party’s consent. 

15.2.4 Upon termination of expiration of this Agreement or upon cessation of work or written request, the receiving party will return or destroy, at its option, all Confidential Information of the disclosing party. The receiving party may retain only such copies as are reasonably required to comply with applicable law and document retention requirements. Such Confidential Information must be maintained subject to the terms of this Agreement. Any destruction will be by shredding or secure erasure using current, commercially-reasonable methods. Upon request of the disclosing party, the receiving party will furnish an officer’s certificate certifying that the disclosing party’s Confidential Information has been returned or destroyed. 

16. Data Protection  

 

16.1. Any personal data processed by and on behalf of the BigBox Agency in connection with the Services will be processed in accordance with BigBox Agency’s Privacy Policy, a copy of which can be found at www.bigboxagency.com/privacy-and-cookies-policy or which can be obtained from BigBox Agency on request. 

 

16.2. The Client acknowledges that for the purposes of the Data Protection Laws, the Client is the Data Controller and BigBox Agency is the Data Processor in respect of any Personal Data. 

 

16.3 Each party warrants to the other that it will process the Personal Data in compliance with all Data Protection Laws. 

 

16.4 The Client shall indemnify BigBox Agency against all costs and expenses, claims, liabilities, proceedings, fines, loss or damage incurred by BigBox Agency as a result of any failure by the Client, or the employees or agents of the Client to comply with any of the obligations set out under this clause 16. 

17. Respect of Reputation 

The parties agree to use reasonable efforts not to directly or indirectly criticise each other, any of their employees, associates or partners publicly in any way which negatively affects the reputation of the other including in posts or reviews on public forums, blogs or social networks at any time during or subsequent to the term of the Agreement. 

18. Third Parties 

 

18.1 No one other than a party to the Agreement shall have any right to enforce any of its Terms. 

 

18.2. Third party suppliers 

 

18.2.1. Where BigBox Agency uses any third-party services, site search facilities, chat room, email or tracking services, BigBox Agency is not responsible for third-party service commitments, quality or availability. 

18.2.2 It is the responsibility of the Client to read the terms and conditions provided by any third party service used on their behalf. 

 

18.2.3. BigBox Agency shall not be liable in respect of any act or omission of any third party and any agreement made between the Client and any third party shall be a contract between the Client and the third party and BigBox Agency shall not be a party to that contract, even if BigBox Agency introduced the Client and the Third Party.

 

18.3 BigBox Agency may at any time assign, transfer, charge, subcontract, mortgage or deal in any other manner with all or any of its rights under the Agreement and may subcontract or delegate in any manner any or all of its obligations under the Agreement to any third party or agent.  

 

18.4 The Client shall not, without the prior written consent of BigBox Agency, assign, transfer, charge, subcontract, mortgage or deal in any other manner with all or any of its rights or obligations under the Agreement. 

19. Limitation of Liability (THE CLIENT'S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE)

19.1. Any Limitation of Liability and on behalf of the BigBox Agency in connection with the Services will be processed in accordance with Terms and Conditions clauses, a copy of which can be found at www.bigboxagency.com/terms-and-conditions or which can be obtained from BigBox Agency on request. Specifications or special conditions for Works and Services referred to in this clause 19 shall also apply.

19.2. Nothing in the Agreement and also in these Terms and Conditions of Service shall limit or exclude BigBox Agency’s liability for: 

  • death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;  

  • fraud or fraudulent misrepresentation; or  

  • breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession) or any other liability which cannot be limited or excluded by Applicable Laws. 

 

Subject to clause 19.2:

 

19.2. BigBox Agency shall under no circumstances whatever be liable to the Client, whether in contract, tort (including negligence) for breach of statutory duty, or otherwise:  

  • for any loss, damage, costs, expenses or other claims for compensation arising from any Instructions or Materials supplied by the Client which are incomplete, incorrect, inaccurate, illegible, or arising from their late or non-arrival, or any failure of the Client to comply with its obligations or any other fault of the Client or the Client’s agents or sub-contractors; 

  • for any loss, damage, costs, expenses or other claims for compensation arising from the use of Third Party Resources;  

  • for any loss of profit, or any indirect or consequential loss arising under or in connection with the Agreement; and 

  • BigBox Agency's total liability to the Client in respect of all other losses arising under or in connection with the Agreement, whether in Agreement, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the Charges.  

 

19.3. Except as set out in these Terms and Conditions of Service, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Agreement. 

 

19.4. This clause 19 shall survive termination of the Agreement. 

20. Termination 

 

20.1. Without affecting any other right or remedy available to it, either party may terminate the Agreement by giving the other party one months’ written notice. Read the clause 9 above, for ongoing Services. The Client’s right to terminate under this clause is strictly subject to payment in full of all outstanding Charges including accrued interest (if any). 

 

20.2. Without limiting its other rights or remedies, BigBox Agency may terminate the Agreement with immediate effect by giving written notice to the Client if:  

 

20.2.1. if the Client fails to pay any amount due under the Agreement on the due date for payment;  

 

20.2.2. the Client commits a material breach of the Agreement and (if such a breach is remediable) fails to remedy that breach within 14 days of being notified in writing of the breach;  

 

20.2.3. the Client suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or (being a company) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or (being an individual) is deemed either unable to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986 or (being a partnership) has any partner to whom any of the foregoing apply;  

 

20.2.4. the Client commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors other than (where a company) for the sole purpose of a scheme for a solvent amalgamation of the Client with one or more other companies or the solvent reconstruction of the Client;  

 

20.2.5. a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of the Client (being a company) other than for the sole purpose of a scheme for a solvent amalgamation of the Client with one or more other companies or the solvent reconstruction of the Client;  

 

20.2.6. the Client (being an individual) is the subject of a bankruptcy petition or order;  

 

20.2.7. a creditor or encumbrancer of the Client attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of its assets and such attachment or process is not discharged within 14 days;  

 

20.2.8. an application is made to court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over the Client (being a company);  

 

20.2.9. a floating charge holder over the assets of the Client (being a company) has become entitled to appoint or has appointed an administrative receiver;  

 

20.2.10 a person becomes entitled to appoint a receiver over the assets of the Client or a receiver is appointed over the assets of the Client;  

 

20.2.11. any event occurs or proceeding is taken with respect to the Client in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 20.2.1. to clause 20.2.10 (inclusive);  

 

20.2.12. the Client suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of its business; or  

 

20.2.13. the Client (being an individual) dies or, by reason of illness or incapacity (whether mental or physical), is incapable of managing his own affairs or becomes a patient under any mental health legislation.  

 

20.3. Without limiting its other rights or remedies, BigBox Agency shall have the right to suspend provision of the Services under the Agreement or any other contract between the Client and BigBox Agency if the Client becomes subject to any of the events listed in clause 20.2.1 to clause 20.2.13, or BigBox Agency reasonably believes that the Client is about to become subject to any of them, or if the Client fails to pay any amount due under this Agreement on the due date for payment.  

 

20.4. If BigBox Agency considers in its reasonably held opinion that the Client, its services, products or its business do not conform with the commercial ethos of BigBox Agency, the business objectives and trading standards of BigBox Agency. 

21. Consequences of Termination

21.1. On termination of the Agreement for any reason:

21.1.1 the Client shall immediately make payment to discharge all outstanding unpaid invoices including interest (if any). 

 

21.1.2 BigBox Agency shall issue an invoice in respect of Charges arising in connection with any Work in Progress completed, which shall be payable by you immediately upon receipt. 

 

21.1.3 The Client will immediately return all Proprietary Materials and any Work in Progress or Deliverables which have not been fully paid for (and hence where title has not passed to the Client) at the request of BigBox Agency. If the Client fails to do so, then the Client agrees that BigBox Agency may enter the premises of the Client and take possession of them. Until they have been returned, the Client shall be solely responsible for their safe keeping and will not use them for any purpose unconnected with this Agreement. 

 

21.1.4 The accrued rights, remedies, obligations and liabilities of the parties as at expiry or termination shall not be affected, including the right to claim damages in respect of any breach of the Agreement which existed at or before the date of termination or expiry; and  

 

21.1.5 clauses set out in these Terms and Conditions of Service, which expressly or by implication have effect after termination shall continue in full force and effect. 

22. Force Majeur

22.1 For the purposes of this Agreement, Force Majeure Event means an event beyond the reasonable control of BigBox Agency including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of BigBox Agency or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors.

22.2 BigBox Agency shall not be liable to the Client as a result of any delay or failure to perform its obligations under this Agreement as a result of a Force Majeure Event.  

23. Notices 

23.1. Any notice or other communication given to a party under or in connection with this Agreement shall be in writing, addressed to that party at its registered office or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, or sent by pre-paid first class post or other next working day delivery service, commercial courier, or email at its registered office (if a company) or (in any other case) its principal place of business. 

 

23.2. Any notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to above or, if sent by pre-paid first-class post or recorded delivery, at 9.00 am on the second Business Day after posting, or if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or if sent by email, either (1) receipt of delivery and/or read receipt or alternatively (2) by evidence of sent email indicating time of despatch and in respect of which no notice of failed delivery is returned. 

 

23.3. The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action. For the purposes of this clause, "writing" shall not include e-mails and for the avoidance of doubt notice given under this Contract shall not be validly served if sent by e-mail.  

24. Waiver

24.1 A waiver of any right under the Agreement is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under the Agreement or by law shall constitute a waiver of that or any other right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.  

 

24.2. Unless specifically provided otherwise, rights arising under the Agreement are cumulative and do not exclude rights provided by law. 

25. Severance 

 

25.1. If a court or any other competent authority finds that any provision of the Agreement (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other provisions of the Agreement shall not be affected.  

 

25.2. If any invalid, unenforceable or illegal provision of the Agreement would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.  

26. Variation

26.1. Except as set out in these Terms of Service, any variation, including the introduction of any additional Terms and Conditions of Service, to the Agreement, shall only be binding when agreed in writing and signed by BigBox Agency. 

27. Governing Law and Jurisdiction

27.1 This Agreement, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non- contractual disputes or claims), shall be governed by, and construed in accordance with, English law, and the parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.