STANDARD TERMS AND CONDITIONS | Content Marketing Services
Who do these terms apply to?
As a client of Concentric Dots Limited, the terms and conditions outlined on this webpage apply to you if any of the following are true:
- You have agreed to a proposal or quote from Concentric Dots Limited (hereafter referred to as Concentric Dots) Agreement can be made in writing by either electronic or printed means or in some cases; verbally
- You have paid a deposit for work to be done by Concentric Dots.
- You have commissioned us, in any way, to do work for you or a company you work for
If these terms apply to you, then this web page acts as a legally binding contract between the client and Concentric Dots Ltd.
1. Definitions & interpretation
1.2 Fees: the total fees, expenses and charges payable by the client as specified in the Proposal and Acceptance of Proposal.
1.3 Client: the person detailed in the Proposal.
1.4 Client Materials: the Information, materials, documents and content provided by the Client from time to time in order to assist Concentric Dots in performing the Services.
1.5 Commencement Date: the date of Acceptance of Proposal.
1.6 Project Timetable: the period from the Commencement Date to the completion date as set out in the Proposal.
1.7 Intellectual Property Rights: Intellectual Property Rights – all copyright and rights in the nature of copyright, design rights, patents, trademarks, data base rights, applications for any of the above, moral rights, know how, intellectual or industrial property rights (and any licenses in connection with any of the same) whether or not registered or capable of registration and whether substituting in the United Kingdom or any other part of the world.
1.8 Acceptance of Proposal: the Client’s order for Services from Concentric Dots.
1.9 Services: the services and scope of work to be provided by Concentric Dots to the Client as set out in the proposal section of the Proposal and Acceptance.
1.10 Specific Terms: the terms set out at the end of the Proposal that apply to the specific Service ordered by the Client as set out in the Proposal and Acceptance.
2.1 The Client engages Concentric Dots to supply the Services to the Client starting on the Commencement Date and during the Term of the Project Timetable.
3.1 The Client shall pay to Concentric Dots the Fees in consideration of the Services and according to the payment schedule agreed in the Acceptance of Proposal.
3.2 The Fees are exclusive of Value Added Tax (“VAT”)
3.3 The Fees shall be the total charge for the Services and shall exclude expenses such as travelling and accommodation.
4. Payment of Fees
4.1 Concentric Dots will invoice the Client for Fees as specified in the Acceptance of Proposal.
4.2 All sums due under this agreement will, unless subject of a bona fide dispute, be paid by the Client on the agreed payment date as set out in the Acceptance of Proposal. If a bona fide dispute exists in relation to part only of an invoice the Client will pay the undisputed amount
4.3 If the Client fails to make payment on the due date of a proper invoice, except where that payment is subject of a bona fide dispute between the parties, Concentric Dots upholds its right to withhold services until the dispute is settled, and charge the Client interest at the Bank of England base rate plus 8 per cent from time to time until full payment has been made.
5.1 Concentric Dots shall during the Term:
5.2 Perform the Services in a competent and diligent manner in accordance with the Proposal and Project Timetable. Concentric Dots overall role is to help the Client build a qualified audience through the use of content activities. Concentric Dots will work to put in place content marketing initiatives across designated platforms and formats to drive engagement, leads and positive customer behaviour. Concentric Dots will collaborate with its designated counterparts in the Client’s marketing and sales departments to help create the specified content to grow the organisations audiences.
5.4 The Client shall during the Term:
5.5 Provide information on its marketing strategy, marketing goals, metrics and analytics, creative guidelines, audience insights, themes and topics.
5.6 Be aware of the tasks, workflows and processes that are critical to the success of the content marketing activity
5.7 Have the right people in place to deliver the tasks it has agreed to perform
5.8 Set clear goals, tasks, responsibilities and deadlines for each person contributing the content creation and delivery
5.9 Commit to a schedule by which each personʼs tasks are fulfilled (editorial calendar/project management platform)
5.7 Hit deadlines to enable Concentric Dots to deliver the activities and tasks as set out in the Proposal – e.g. provide timely feedback, copy edits, minor changes and adjustments to content in accordance with the Project Timetable.
6.1 Each Party undertakes to use all documents and all technical, commercial, financial and other information which is obtained from the other party in connection with this Agreement, or with the negotiations leading up to it, for the purpose of performing this Agreement, to treat them confidentially and to make them available or disclose them to third parties only so far as it is necessary for the performance of this Agreement.
7.1 Both Parties will act reasonably in agreeing changes to the Services. However, the client will avoid the need for reworking during the content development stage by giving clear feedback and directives during the outline stage. During copy revisions, the client will provide copy edits (swap a word, remove a line, move a sentence, change a number, etc.) in a timely fashion.
7.2 If the Client has requested a change, Concentric Dots will provide a written estimate for the change specified as soon as practically possible, including the impact of implementing the proposed change, a timetable for implementing the proposed change and the variations to the Fees.
8. Intellectual Property
8.1 Where Concentric Dots develops content for the Client from Concentric Dots copyright material, Concentric Dots asserts its rightful ownership of the core material (copyright) and licenses distribution rights to the Client so that the Client can offer on demand access to its audiences under a replay licence and replay channel licence agree in the specific terms of the proposal.
8.2 The provisions of this clause will survive the expiration or termination of this agreement.
9.1 Concentric Dots and the Client shall take out and maintain at all times during the Term and thereafter appropriate insurance.
10.1 Either party may terminate this Agreement by giving written notice to the other in any of the following events:
10.2 If the other party commits any breach of any of the terms of this Agreement and fails to remedy that breach (if capable of remedy) within seven days after notice from the other party giving full particulars of breach and requiring it to be remedied; or
10.3 If any step, action, application or proceeding is taken in relation to the whole or any material part of the other party for a voluntary arrangement or composition or reconstruction of its debts, or winding up, dissolution, administration or receivership (administrative or otherwise) or a threat of the same.
10.4 On termination of this Agreement the rights and obligations of the Parties shall terminate.
11. Governnig Law. The terms are governed and interpreted in accordance with Trading Standards and the laws of England and Wales.
12. Dispute Resolution In the unlikely event of any dispute between Concentric Dots and the Client, an independent mediator will be appointed to resolve the issue.