Definition of our terminology as used within this document:

1. A ‘Project’ is any website design undertaken or service provided by UKDM Ltd. for the client on their request and as described in our invoice to the Client.

2. A ‘Service’ is digital marketing or any other ongoing recurring work we undertake.

3. ‘Rank’ is the position of the client’s website on the search engines.

4. ‘SEO’ (search engine optimisation) is the process of working to attempt to increase the rank of a client’s website on the search engines.

5. ‘Off Page SEO’ is the attempted optimisation of the client’s website using methods which do not require the editing of a client’s website.

6. A ‘back link’ is a URL link purchased and owned by UKDM Ltd. from a third-party website.

7. ‘PPC’ (pay per click) is a method of advertising on the search engines whereby the client pays for each click of their advert from the user.

8. An ‘invoice’ is an email we will send you detailing any project, service or work we undertake. This will include details of the work as well as payment terms.

9. ‘You’ or ‘Client,’ is a person, persons, business or organisation using any of the services provided by UKDM Ltd.

10. ‘We’ or ‘us’, means UKDM Ltd.

11. ‘Domain’ is the website address as specified by the client.

12. ‘Content’ is both text and images that the client requires on the website.

13. ‘Text Content’ is the text wording on the client’s website.

14. ‘Site’ or ‘Website’ is the website as seen on the internet and owned by the client.

15. ‘Search Engine’ will include Google, Yahoo and MSN search.

UKDM Ltd. offer a number of different services, each service offered is titled below for your convenience. Your confirmation order and associated invoice will state the name of the service you are purchasing, and it is these terms that bind the contract between yourself and UKDM Ltd.

General

1. The contract between UKDM Ltd. and the client will be on these conditions, to the exclusion of all other terms and conditions. Any variations to these conditions shall have no effect unless agreed in writing.

2. The works to be carried out shall be as set out in the UKDM Ltd. invoice which can be found attached to our invoice email.

3. UKDM Ltd. will not tolerate any form of harassment against it’s employees from customers or third parties and we reserve the right to cancel a contract without refund in the event of unreasonable or inappropriate conduct. This includes threatening behaviour and abuse directed towards our employees thereafter any further communication must be via postal mail only. We may also inform the authorities.

Legalities, Copyright and Intellectual Property

1. UKDM Ltd. shall expect the client to carry out sufficient research before proceeding with a website or digital marketing campaign. This will include checking that the website/idea/business will operate legally. It is important that the website is not in any way illegal. Please ensure that any images or content you supply or use on your website, is legally available for you to use. We cannot be held responsible for the illegal use of images, content or format of material supplied by the client. UKDM Ltd. reserve the right to remove any website from its servers if it has reason to believe that it is operating illegally.

2. The client will own the website design and development in full. If third party software is used it may be covered by its own individual licence that shall be purchased by UKDM Ltd. on behalf of the client. Updates or manipulation of this software as required by the client post launch of the website may incur additional licensing or coding charges to the client.

3. UKDM Ltd. makes no claims that the project may be lawfully viewed or downloaded outside England and Wales. Access to this text content may not be legal by certain persons or in certain countries. If this text content is accessed from outside of the United Kingdom, it is done at the risk of the visitor, and they are responsible for compliance with the relevant laws of the visitor’s jurisdiction.

4. The terms and conditions of this text content are governed by the laws of England and Wales. Jurisdiction for any claims arising in respect of this text content shall lie exclusively with the courts of England. If any provision of these terms and conditions is found to be invalid by any Court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these terms and conditions, which shall remain in full force and effect.

5. UKDM Ltd. 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 UK Digital Marketing Ltd.

Communication

1. It is the client’s responsibility to inform us by email of any change in email address, so we always have valid contact details. We cannot be held liable in any way for problems relating to communication issues if we are not supplied with a valid email address. Some of our systems rely on this email to inform you of various important information. We also advise that client’s check junk and spam folders regularly.

Paying for your project

1. Payment terms for your project or service shall be set out in your invoice email.

2. UKDM Ltd. own the entirety of any project including images and text until final payment has been received in full. On receipt of final payment full ownership of the project is handed to the client.

3. All payments to UKDM Ltd. for any project or service are non-refundable. On receipt of payment for a clients project or service work begins immediately and is bespoke in nature. The standard 14 day “cooling off” period is not applicable for bespoke services of this nature.

4. There will be no minimum term for our service unless stated otherwise in your invoice email.

5. Where a minimum term has been agreed for the service or project the client is liable for full payment of the minimum term remaining on cancellation.

6. UKDM Ltd. do require a minimum of 1 month notice of a client’s intention to cancel a service or project, on cancellation the service will continue for a further 30 day period with full payment becoming due at the end of the period. Failure to provide a month’s notice will result in the next month’s invoice becoming due.

Services

Bespoke Website Service Website Design and Development

1. Design and layout changes to the internal pages of the website are subject to restrictions associated with any third-party open-source systems we use. These include WordPress.

2. Development of the client’s project will meet the requirements as set out in the specification provided in the initial invoice supplied to the client. It is important that the client is aware of the specification that has been agreed to as additional functional requirements that are requested may be liable to additional charges.

3. If client requests on a development project are in excess of the specification agreed UKDM Ltd. will inform the client and offer a cost to meet the new specification.

4. UKDM Ltd. will provide the client with an expected completion time frame for the project (live on the internet) if requested.

5. Open-Source software (OSS) is publicly available software that may be adapted or modified to suit particular applications. OSS may be used to help develop elements of the functionality of the client’s website to speed development and add functionality. Where Open-Source software is used, the ownership of the site coding and any customisations made by the developer is still passed to the client upon final payment.

6. UKDM Ltd. do not take any responsibility for a client’s website rank on search engines unless a separate marketing package has been purchased. When updating, changing, creating and hosting a client’s website, there could be a change in the websites search engine ranking.

7. UKDM Ltd. do not take any financial responsibility for potential website downtime that can occur.

SEO Service

1. If you choose to pay for SEO monthly, we will require you to sign up for automated billing. This can be in the form of a direct debit mandate and full instructions will be provided by our accounts team.

2. If you choose to pay for SEO for a set period of time, UKDM Ltd. Ltd carry out any work you have paid for and then you will be billed monthly until you provide a written cancellation notice.

3. UKDM Ltd. do require a minimum of 1 month notice of a client’s intention to cancel a campaign. Failure to provide a month’s notice will result in the next month’s invoice becoming due.

4. UKDM Ltd. require a minimum of 30 days’ notice of a client’s intention to cancel a campaign.

5. If UKDM Ltd. do not receive payment we will stop working on your site optimisation until payment is received. This may negatively affect your site’s performance on the search engines and the invoiced value will still be due.

6. UKDM Ltd. may need to edit your site in order to carry out on page site optimisation work.

7. If the client makes changes to the website independently, it is the client’s responsibility to ensure UKDM Ltd. are informed of the changes. Failure to do so could result in a negative campaign performance.

8. Links used on a client’s behalf as part of an ongoing search engine optimisation may or may not continue to work during the term of the SEO contact or on termination.

9. UKDM Ltd. will attempt to increase the rank of your website on the Search Engines. There is however no guarantee that we can do this. Your monthly payment covers the time used to plan and execute the clients SEO campaign. UKDM Ltd. cannot be held responsible for Search engine algorithm changes that could negatively affect the ranking of the client’s website.

10. The strategies and campaign objectives created by UKDM Ltd. are done so on a per client basis, UKDM Ltd. cannot be held responsible for any negatively implied impacts of the work completed.

11. UKDM Ltd. will not disclose any back links that may be purchase as part of your SEO campaign.

PPC Service

1. Payments will be taken monthly for the UKDM Ltd. management fee starting on the day the client proceeds and every month thereafter. There will be no minimum term but UKDM Ltd. do require a minimum of 1 month notice of a client’s intention to cancel a campaign. Failure to provide a month’s notice will result in the next month’s invoice becoming due.

2. The client shall pay the chosen search engines directly for their advertising spend. UKDM Ltd. will manage this spend. Where a daily budget has been agreed, the client understands that Google may exceed the daily budget on one day and balance up on a different day as per their terms https://support.google.com/adwords/answer/2375423?hl=en

3. UKDM Ltd. can only operate on websites that are permitted to advertise on Google, further information on their policy can be found here https://support.google.com/adwordspolicy/answer/6008942

4. If UKDM Ltd. do not receive payment, we will stop managing your PPC account until payment is received. This may negatively affect the client’s website performance and could lead to increased advertising spend.

5. UKDM Ltd. will attempt to improve your website traffic using optimised PPC. There is however no guarantee with this service. Your monthly payment covers the time used to plan and execute the clients PPC campaign.

6. Where conversions are measured in terms of end goals on the client site, UKDM Ltd. are not responsible for conversions levels in the case of changes to the site / products by the client. For instance, an increase in product price may bring the conversion rate down irrespective of any actions taken within the PPC campaign.

7. UKDM Ltd. is not associated with Google