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Business Terms & Conditions

Terms and Conditions

Services Rendered

    1. The Client is hiring Flowbird to implement CRM and marketing automation software and related services based on the project scope defined in the accompanying documents.

    2. Flowbird shall perform those services for Client and deliver those items listed in the Project Scope to Client. Anything not listed therein is neither included nor implied to be included.

    3. Flowbird cannot be held responsible for any software functionality deemed "missing" or "should be standard functionality."

    4. Unless listed within the Invoice, the Client is responsible for all copywriting and assets necessary for the campaigns and associated client content used in funnels, courses, products or services.

    5. Suppose the scope of work includes CRM and Business Management Software Consultation. In that case, we will meet with you online at least once a month, discuss strategy documents, and offer email and phone consultations. We will review your analytics and provide recommendations.

    6. If the scope of work includes content development, we will advise you on a content strategy for your corporate blogging and write/publish the blog as agreed in the Investment Section.

    7. If the scope of work includes Landing Page Design and testing, we will advise on top-of-funnel offers and design landing pages to drive traffic.

    8. If the scope of work includes Consulting and maintenance, we will monitor your marketing platform lead performance and report any potential areas for concern as soon as possible.

    9. If the scope of work includes Technical Support, we will offer support for your CRM and marketing software.

    10. Changes and revisions – We know from experience that fixed-price contracts rarely benefit you, as they often limit you to your earliest ideas. We don't want to limit your ability to change your mind or make decisions later when you might be better informed. At the beginning of this contract, the price is based on the time we estimate we will need to accomplish everything you've told us you want to achieve, but we're happy to be flexible. If you wish to change your mind or add anything new, that won't be a problem, as we will provide a separate estimate to cover the additional work.

    11. Errors—We can't guarantee that our work will be error-free (we're human!). So, we exclude liability towards you or any third party for damages, including lost profits, lost savings, or other incidental, consequential, or special damages, unless we fail to rectify errors you report to us and lead you to believe they have been corrected.


    Revisions

    1. If the Scope of Work includes Copy: The Client is provided with one hour of unlimited copy revisions. After one hour of free time, the Client will be billed £195/hour. Services are billed in 6-minute time blocks.

    2. If the Scope of Work includes Campaign/Automation Services, The Client will receive one free hour of campaign revisions for marketing automation on the relevant system. After the one hour of free revisions is used, the Client will be billed at £195/hour. Services are billed in 30-minute time blocks.

    3. If the Scope of Work includes Design Services, The Client is provided one hour of unlimited design revisions. After one hour of free time, the Client will be billed £195/hour. Services are billed in 6-minute time blocks.


    Expiration

    1. All revisions, used or unused, expire within ten calendar days from the date of project completion.


    Mutual Cooperation

    1. Cooperation—We agree to use our best efforts to fulfil and exceed your expectations on the deliverables listed above. You agree to aid us by providing us with needed information about your website and cooperating with us in expediting the work.


    Charges for Services Performed

    1. Out of Scope – Requests above and beyond our monthly budget may be considered out-of-scope, and we will recommend an amendment. Projects that go dormant for longer than 45 days will incur a fee to resume work at the discretion of Flowbird Ltd.

    2. Cancellation Policy for Online Services (Meetings, Training and Consultancy)

      • Cancellation Notice - Clients must provide at least 24 hours' notice for cancellations or rescheduling.

      • Missed Appointment Fee - A fee of £200 (ex VAT) will be charged for cancellations with insufficient notice of missed appointments.

      • Payment - Clients will be billed automatically for missed appointment fees using the payment method on file. 

      • Exceptions - Exceptions may be considered for documented emergencies or unforeseen circumstances. 

      • Notification - Clients will receive appointment confirmation.

    Terms of Payment

    1. Card Payment is required for software subscriptions. The following information will be necessary: (We will telephone you to collect these details)

      • Name on credit card

      • Card Type

      • Card number

      • Expiration date (month/year)

      • CVC (3- or 4-digit code on the back of card)

      • Billing Address

    2. Billing Schedule—We're sure you understand how important it is for small businesses to pay the invoices we send you promptly. We're also sure you'll want to maintain a positive working relationship and keep the project moving forward, so you agree to adhere to the following payment schedule.

    3. One-Off Payments: Unless stated differently from the Your Investment section, the following will apply. Flowbird Ltd will invoice the Client for 25% of the first month's fees at the point of this signed contract agreement, which will act as the deposit. The remaining 25% will be billed at the end of the first month. We will invoice on the first of each month from that point forward.

    4. Payment Terms for Project Fees: 14 days net

    5. Monthly Payment: Flowbird Ltd. will invoice the Client for 100% of the first month's fees upon receipt of this signed contract agreement. Subsequent payments will be billed on the same day each month.

    6. Payment Terms for Monthly Fees: On Return

    7. Direct Debit (GoCardLess) will collect all service and subscription payments.

    8. The Client will supply Flowbird Ltd with all necessary purchase order numbers and other internal information required for invoice processing before the close of the month of work (if applicable).

    9. Please note that since 01/08/23, any payments made via Stripe will incur an admin fee at the current rate of 3.5% to cover the extra time and admin involved with processing the Invoice.


    Client Agreement to Pay

    1. Suppose payment is not made within fourteen (14) days. In that case, Flowbird Ltd will charge a late payment fee of 8% per month on any overdue and unpaid balance not in dispute to cover the human resources, interest, and other costs Flowbird Ltd pays for carrying outstanding invoices from The Client. In addition, Flowbird Ltd reserves the right to stop work until payment is received.

    2. Collection Costs – If we incur legal fees, costs and disbursements to collect our invoices, in addition to interest on the unpaid balance, you agree to reimburse us for these expenses.


    Responsibilities of Flowbird Ltd and the Client 

    1. Flowbird Ltd.'s Responsibility for Releases—We shall obtain releases, licenses, permits, or other authorisation to use testimonials, copyrighted materials, photographs, artwork, or any other property or rights belonging to third parties obtained by us for use in performing services for you (if applicable).

    2. Client Responsibility for Releases – You guarantee that you own all elements of text, images, or other artwork you provide or have permission to use them.


    Cancelation of Plans

    1. Modification, Rejection or Cancellation – An initial minimum term of three (3) months. After that, you have the right to modify, reject or cancel any plans or work in process with thirty (30) days notice in writing. However, you agree to reimburse us for all costs and expenses we incurred before your change in instructions, which relate to non-cancelable commitments, and to defend, indemnify and hold us harmless for any liability relating to such action. We agree to use our best efforts to minimise such costs and expenses.


  2. The Client's Responsibilities

    1. The Client agrees to review work where appropriate and promptly provide feedback and sign-off approval.

    2. The Client agrees to adhere to the payment plan as Section 4.

    3. Then, when your final payment has cleared, the copyright will be automatically assigned as follows:

    4. You'll own the visual elements we create for this project. We will give you source files and finished files, and you should keep them somewhere safe, as we're not required to keep a copy. You own all elements of text, images, and data you provided unless someone else owns them.

    5. Client Responsibility for Accuracy – You shall be responsible for the accuracy, completeness and propriety of information concerning your products and services, which you furnish to us verbally or in writing in connection with the performance of this agreement.


    Confidentiality

    1. Flowbird Ltd acknowledges its responsibility to maintain confidentiality during and after this engagement. "Confidential Information" includes but is not limited to customer data, financials, business processes, strategies, and technical data.

    Flowbird Ltd agrees to:

    • Use Confidential Information solely for project delivery.

    • Protect Confidential Information from unauthorised access.

    • Ensure subcontractors are bound by equivalent confidentiality terms.

    • Return or securely destroy Confidential Information upon request or termination.

    2. Confidentiality obligations survive for five (5) years post-termination. Flowbird Ltd will sign the Client's confidentiality letter if requested.

    3. Data protection will comply with UK GDPR and the Data Protection Act 2018

    Term and Termination

    1. Period of Agreement and Notice of Termination—This Agreement shall become effective as the 'signed date'. It shall continue until terminated by either party upon not less than 60 days' notice in writing given to the other.

    2. The Client may cancel ongoing retained service upon 30 days' notice sent to Flowbird Ltd via email.

    3. The 30-day cancellation notice begins on the email receipt, provided any overdue and unpaid balance payments are received.

    4. Rolling Agreement: Retained services will continue to be billed until the noticed 30 days have ended.

    5. Termination for Cause – Either party to this agreement may terminate the contract if the other party defaults in the performance of any of its material duties and obligations and the default is not cured within thirty (30) days of the receipt of notice of said default, or if the default is not reasonably curable within the said period unless the defaulting party commences cure within the said period and diligently proceeds to cure the default.

    6. In addition, either party may immediately terminate this agreement by giving written notice to the other party if the other party is insolvent or has a petition brought by or against it under the insolvency laws of any jurisdiction if the other party makes an assignment for the benefit of creditors if a trustee or similar agent is appointed concerning any property or business of the other party, or in the case of the Client if the Client materially breaches its obligations to make payment under this agreement.

    7. Payment for Non-Cancellable Materials – Any non-cancelable materials, services, etc., we have properly committed ourselves to purchase for your account (either expressly or as part of a plan such as modules, photography, and external services) shall be paid for by you under the provisions of this agreement. We will provide written proof that any such materials and services are non-cancellable upon the Client's request. We agree to use our best efforts to minimise such liabilities immediately upon your written notification.

    8. Materials Unpaid For – If upon termination, there exist any materials furnished by us or any services performed by us for which you have not paid us in total until you have paid us in full, you agree not to use any such materials, in whole or in part, or the product of such services.

    9. Transfer of Materials – Upon termination of this agreement, Flowbird Ltd shall transfer, assign and make available to the Client all property and materials in its possession or control belonging to the Client. The Client agrees to pay for all costs associated with the transfer of materials.


    General Provisions

    1. Governing Law – This Agreement shall be governed and construed under the laws of the United Kingdom.

    2. Representations and Warranties—The parties individually represent and warrant that each has full power and authority to enter into this agreement and perform all of their obligations hereunder without violating any third party's legal or equitable rights.

    3. Entire Agreement – Except as otherwise set forth or referred to in this agreement, this agreement constitutes the sole and absolute agreement and understanding between the parties regarding the subject matter. It supersedes all prior discussions, agreements and understandings of every kind and nature between them as to such subject matter.

    4. Severability – If any provision of this agreement is held illegal, invalid, or unenforceable under any present or future law, then that provision will be fully severable. In such instances, this agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this agreement. The remaining provisions of this agreement will remain in full force and effect.