TERMS AND CONDITIONS FOR THE SUPPLY OF MARKETING SERVICES
 

DEFINITIONS AND INTERPRETATION In these terms and conditions the following definitions apply unless otherwise stated:
 

‘Business Day’ means a day (other than a Saturday, Sunday, or public holiday) when banks in London are open for business.
 

'Contract' means the contract between the Company and the Client for the supply of Services governed by these Terms.
 

‘Client’ means the individual or business entity who purchases Services from the Company and whose details are set out in the Order. If the Client is acting as a consumer (outside of trade, business, or profession), consumer rights under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and relevant UK consumer protection laws apply.
 

'Force Majeure Event' means an event beyond the reasonable control of either party, including but not limited to strikes, lock-outs or other industrial disputes, failure of a utility service or transport network, an 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.
 

‘Company’ means Stephanie Orgill trading as Joli Stag, a company incorporated in England whose registered office is in Acklington, UK.
 

‘Intellectual Property Rights’ means all patents, rights to inventions, utility models, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any 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.
 

‘Order’ means the order placed by the Client through written, email, or verbal means.

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’Order Form’ means a written, emailed, or verbal conversation with the Client which together with these terms and conditions shall form a binding contract.

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‘Quotation’ means the written, emailed or verbal quotation prepared by the Company which contains its proposals for providing Services to the Clients.

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‘Services’ means the services the Company will provide to the Client as specified in the Order.

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‘Specification’ means the description or specification of the Services in the Order.

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‘Terms’ means these terms and conditions as updated from time to time by the Company.

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‘White Label Work’ means Services provided by the Company to a Client who rebrands these services for the benefit of their client.

Where these Terms use words in their singular form, they shall also be read to include the plural form of the word and vice versa. Where these Conditions use words that denote a particular gender, they shall be also read to include all genders and vice versa. The headings in this document are inserted for convenience only and shall not affect the construction or interpretation of these Terms. 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.

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TERMS AND CONDITIONS

These Terms shall apply to all agreements concluded between the Company 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 course of dealing. These Terms and the Order constitute the entire agreement and may only be varied by express written agreement between the Company and the Client.

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THE CONTRACT

The Order constitutes an offer by the Client to purchase the Services under these Terms. The Client shall ensure that the terms of the Order and any relevant Specification are complete and accurate. The Order shall only be deemed to be accepted when the Company has started to provide the Services having received the Order, at which point the Contract shall come into existence. The Contract constitutes the entire agreement between the Company to provide the Services to the Client and for the Client to purchase those Services, under the Privacy Policy and these Terms.

 

The Client acknowledges that it has not relied on any statement, promise, or representation made or given by or on behalf of the Company which is not set out in the Contract. Any samples, descriptive matter, or advertising issued by the Company and any descriptions 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 Contract or any other contract between the Company and the Client for the supply of Services. A Quotation for the supply of Services given by the Company shall not constitute an offer. A Quotation shall only be valid for 14 Business Days from its date of issue. For any White Label Work, the Client understands and agrees that the Company has no contractual relationship and therefore no liability in respect of the ultimate client with whom the Client agrees to perform the White Label Work.

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COMPANY OBLIGATIONS AND WARRANTIES

 

The Company warrants that it will provide the Services as stipulated in the Order using reasonable care and skill to conform in all material respects with the Specification. The Company shall use all reasonable endeavours to meet any performance dates specified in the Order but any such dates shall be estimates only and time shall not be of the essence for the provision of the Services. The Company shall not be liable for any delay caused by a Force Majeure Event or the Client’s failure to provide adequate instructions or materials. The Company shall have the right to make any changes necessary to comply with applicable laws or Force Majeure situations. The Company may use a Group Company or subcontractors for Services provided but remains liable for the performance of the Services.

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CLIENT’S OBLIGATIONS AND INDEMNITIES

 

The Client shall provide assistance and technical information to the Company as reasonably required and warrants that all employees assisting in the execution of an Order have necessary skills and authority. The Client shall respond promptly to approve materials and implement recommended changes within agreed deadlines. Failure to do so allows the Company to invoice for Services supplied and remaining Services. The Client indemnifies the Company against all liabilities, costs, and expenses arising from third-party claims related to intellectual property, confidentiality breaches, defamation, or regulatory non-compliance. The Client must comply with applicable law, including Data Protection Legislation (UK GDPR, DPA 2018, DUAA 2025), and indemnifies the Company against costs arising from breaches. For White Label Work, the Client indemnifies the Company against all liabilities, direct or indirect, arising from the contract between the Client and their client. By signing a contract with the Company you are agreeing to these Terms and Conditions.

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PRICES

 

All prices are in Pounds Sterling and exclude VAT unless stated. The Company may adjust prices for regulatory or legal changes. Estimates are based on time or selected package; final invoice is based on actual work performed. No refunds will be issued for Orders cancelled by the Client after 14 days, unless they are a consumer and statutory cancellation rights apply.

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PAYMENT

 

Invoices are payable within 14 days in cleared funds. Deposits are non-refundable but offset against final invoices. Late payment may incur statutory interest and a £20 monthly reminder fee. The Company may charge additional fees for accelerated work or delays caused by the Client.

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DELAYS AND COMPLAINTS

 

Complaints must be raised promptly. Delays due to Force Majeure, holidays, sickness, or third-party service failures do not constitute breach. The Company is not liable for third-party service failures, hacking, viruses, or algorithm changes affecting services.

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LIABILITY

 

The Company’s liability is limited to the total amount invoiced for Services, except for death or personal injury caused by negligence, fraud, or other liability which cannot be excluded by law. No indirect, consequential, or special losses are recoverable.

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INTELLECTUAL PROPERTY RIGHTS

 

The Client warrants it has rights to all Materials provided. The Company may reject or remove infringing material. IP rights created or used in connection with Services vest in the Company unless otherwise stated. Clients grant the Company a licence to use their materials for the duration of the Contract. White Label Work IP and indemnities are as described under Client obligations.

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CONFIDENTIALITY AND DATA PROTECTION

 

Both parties shall comply with Data Protection Legislation. The Client warrants lawful collection and processing of personal data and indemnifies the Company for breaches caused by Client instructions or materials.

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TERM, TERMINATION, AND ASSIGNMENT

 

The Contract renews monthly automatically unless terminated by either party with 14 Business Days’ written notice. Termination notice periods apply as per Contract. The Company may terminate immediately for non-payment or material breach. The Company may assign or subcontract rights and obligations.

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FORCE MAJEURE

 

Neither party is liable for Force Majeure Events. Services may be suspended or Contract terminated if Force Majeure persists over 6 months.

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MISCELLANEOUS

 

The Company may modify or discontinue Services at any time. Invalid clauses are severable. Not a third-party beneficiary. Notices must be in writing to the Company.

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ENTIRE AGREEMENT

 

The Contract supersedes prior agreements and constitutes the entire agreement.

 

ADDITIONAL CLAUSES FOR COMPREHENSIVE COVERAGE
 

1. Consumer-specific clauses If the Client is a consumer, they may cancel the contract within 14 days of acceptance of the Order without giving a reason, pursuant to the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. The Client must notify the Company in writing to exercise this right. Any Services performed prior to cancellation will be charged pro-rata.
    

2. Third-party services / software The Client acknowledges that the Company may rely on third-party platforms, software, and services to provide the Services. The Company will use reasonable care when selecting third-party providers but shall not be liable for any failure, downtime, or inaccuracies resulting from third-party services. The Client agrees to comply with any third-party terms that are applicable.
    

3. SEO / marketing guarantees The Company makes no guarantees regarding specific rankings, results, clicks, conversions, or ROI. Any forecasts, examples, or expected outcomes are illustrative only and the Client agrees that the Company is not liable for failure to achieve them.
    

4. Ongoing updates to law The Company reserves the right to amend Services, prices, and procedures to comply with changes in applicable law, regulation, or industry codes. The Client will be notified of material changes where feasible.
    

5. Dispute resolution In the event of a dispute, the parties agree to first attempt to resolve the matter through good faith negotiation. If unresolved, the parties may pursue mediation before commencing court proceedings. Nothing in this clause prevents either party from seeking urgent or interim relief through the courts.

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LAW AND JURISDICTION

Governing law is English law. Parties submit to the non-exclusive jurisdiction of English courts.

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WEBSITE DISCLAIMER

 

Information on the Site is for general purposes and is not legally or professionally binding.

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PROFESSIONAL DISCLAIMER

 

Site information does not constitute professional advice; users should consult professionals.

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TESTIMONIALS DISCLAIMER

 

Testimonials reflect individual experiences and may not be representative. Users are not compensated unless stated.

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Revised for Clarity, - September 31, 2020. 

Revised for Lawful Basis, - April 28, 2021. 
Revised for Clarity, - August 11 2021.
Revised for Consumer & B2B distinctions & Compliance with UK GDPR, DPA 2018, the Data (Use & Access) Act 2025, - August 2025