Web marketing terms and conditions

We designed this web marketing contract for businesses needing standard T&Cs for the provision of their marketing services. The services that may be covered by the contract include search engine optimisation (SEO), link building and baiting, social media marketing, and the management of email marketing programmes.

In addition to the provisions in the standard version of these T&Cs, the premium version contains terms covering (inter alia) a minimum term, confidentiality obligations, publicity, additional customer obligations and contractual notices.

The contract is a "terms and conditions" style document, for easy incorporation into a standard order process.

TERMS AND CONDITIONS

1. Definitions
2. Term
3. Consultancy Services
4. Web Content Services
5. Search Marketing Services
6. Advertising Management Services
7. Email Marketing Services
8. Email Marketing Platform
9. Social Media Marketing Services
10. Client obligations
11. Client Materials
12. Client Websites
13. Online Accounts
14. Client Trade Marks
15. Intellectual Property Rights
16. Reputation and goodwill
17. Charges
18. Timesheets
19. Payments
20. Confidentiality obligations
21. Data protection
22. Warranties
23. Indemnities
24. Limitations and exclusions of liability
25. Force Majeure Event
26. Termination
27. Effects of termination
28. Status of Provider
29. Notices
30. Subcontracting
31. General
32. Interpretation

SCHEDULE 1 (ACCEPTABLE USE POLICY)

1. Introduction
2. No spam
3. General usage rules
4. Unlawful Content
5. Graphic material
6. Monitoring
7. Harmful software

STATEMENT OF WORK

1. Client details
2. Minimum Term
3. Specification of Services
4. Specification of Deliverables
5. Timetable
6. Client Materials
7. Financial provisions
8. Contractual notices

SEARCH MARKETING SERVICES GUARANTEE

1. Keyword guarantee
2. Traffic guarantee
3. Failure to meet guarantee
4. Exceptions

When can the web marketing contract be terminated by the marketing agency?

A standard termination clause is included. This provides that either party may terminate the contract by giving to the other party at least the requisite notice in writing (eg 30 days). Where a minimum contract term has been agreed, the notice must expire after the end of that term. In addition, either party may terminate immediately if the other party is in breach (or material breach and/or persistent breach) of the contract, or if an insolvency or bankruptcy event affects the other party.

If I sell my business as a going concern, can I assign contracts made using this template to the buyer?

The template includes an assignment clause, that can be adapted in such a way as to expressly permit assignments of the rights and obligations under the contract. That said, the law concerning the assignment of contractual rights and obligations can be subtle, and if this is an important point you should take professional advice.

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A copy of this document is included in each of these packs:

• Digital marketing pack