- The Client is hiring Flowbird to implement CRM and business management software and related services, based on the project scope defined in the accompanying documents
- Flowbird shall perform for Client those services and deliver to Client those items listed in the Project Scope. Anything that is not listed therein is not included and is nor implied to be included.
- Unless listed within the Invoice, the client is responsible for all copywriting and assets necessary for the campaigns, and all associated client content used in funnels, courses, products or services.
- If the scope of Work includes CRM & Business Management Software Consultation: We will meet with you online a minimum of once a month, discuss strategy documents, and offer email and phone consultation. We will review your analytics and provide recommendations.
- If the scope of Work includes Content Development: We will advise on a content strategy for your corporate blogging and write/publish the blog as agreed in the Investment Section
- If the scope of Work includes Landing Page Design & Testing: We will advise on top-of-funnel offers and design landing pages to drive traffic to.
- If the scope of Work includes Consulting & Maintenance: We will monitor your marketing platform lead performance and report any potential opportunities areas for concern as soon as possible
- If the scope of Work includes Technical Support: We will offer support relating to your WordPress website and marketing software.
- Changes and revisions – We know from experience that fixed-price contracts are rarely beneficial to 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. The price at the beginning of this contract is based on the length of 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 want 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.
- 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.
- If the Scope of Work includes Copy: The Client is provided with one hour of unlimited copy revisions. After the one hour of free time has been used, the Client will be billed at £95/hour. Services are billed in 6-minute time blocks.
- 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 £95/hour. Services are billed in 30-minute time blocks.
- If the Scope of Work includes Design Services: The Client is provided with one hour of unlimited design revisions. After the one hour of free time has been used, the Client will be billed at £95/hour. Services are billed in 6-minute time blocks.
- All revisions, used or unused, expire within 10 calendar days from date of project completion.
- Cooperation – We agree to use our best efforts to fulfil and exceed your expectations on the deliverables listed above. You agree to aid us in doing so by making available to us needed information pertaining to your website and to cooperate with us in expediting the work.
- Charges for Services Performed
- Out of Scope – Requests above and beyond our monthly budget may be considered out-of-scope and an amendment to the budget will be recommended. Projects that go dormant for longer than 45 days will incur a fee to resume work at the discretion of Flowbird Ltd
Terms of Payment
- Card Payment is required for software subscriptions. The following information will be required: (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
- Billing Schedule – We’re sure you understand how important it is as a small business that you pay the invoices that 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 stick tight to the following payment schedule.
- One-Off Payments: Flowbird Ltd will invoice the client for 25% of the first month 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. From that point forward, we will invoice on the first of each month.
- Payment Terms for Project Fees: 15 days net
- Monthly Payment: Flowbird Ltd will invoice the client for 100% of the first month fees at the point of this signed contract agreement. Subsequent payments will be billed at on the same day of each month.
- Payment Terms for Monthly Fees: On Return
- All service payment payments will be collected by Direct Debit (GoCardLess).
- 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).
Client Agreement to Pay
- In the event payment is not made within 7 days, Flowbird Ltd will charge a late payment fee of 1% per month on any overdue and unpaid balance not in dispute, to cover the manpower, interest, and other costs Flowbird Ltd pays for carrying overdue invoices from The client. In addition, Flowbird Ltd reserves the right to stop work until payment is received.
- Collection Costs – In the event that we incur legal fees, costs and disbursements in an effort to collect our invoices, in addition to interest on the unpaid balance, you agree to reimburse us for these expenses.
Cancellation of Plans
- Modification, Rejection or Cancellation – There is an initial minimum term of three (3) months. Thereafter you have the right to modify, reject or cancel any and all 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 prior to your change in instructions, and 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.
Responsibilities of Flowbird Ltd and the Client
- 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).
- Client Responsibility for Releases – You guarantee that all elements of text, images, or other artwork you provide are either owned by you or that you have permission to use them.
The Client’s Responsibilities
- The Client agrees to review work where appropriate and provide feedback and sign-off approval in a timely manner.
- The Client agrees to adhere to the payment plan as laid out in section 4.
- Then when your final payment has cleared, copyright will be automatically assigned as follows:
- You’ll own the visual elements that 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.
- 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 – Flowbird Ltd acknowledges its responsibility, both during and after the term of its appointment, to use all reasonable efforts to preserve the confidentiality of any proprietary or confidential information or data developed by Flowbird Ltd on behalf of the client or disclosed by the client to Flowbird Ltd. Furthermore, Flowbird agrees to sign the Client’s confidentiality letter and will observe the terms of that letter
Term and Termination
- Period of Agreement and Notice of Termination – This Agreement shall become effective as of the ‘signed date’ and shall continue until terminated by either party upon not less than 60 days’ notice in writing given by either party to the other.
- The client may cancel on-going retained service, upon 30-days’ notice sent to Flowbird Ltd via email.
- The 30-day cancellation notice begins on the date of email receipt provided any overdue and unpaid balance payments are received.
- Rolling Agreement: Retained services will continue to be billed until the noticed 30-days has ended.
- Termination for Cause – Either party to this Agreement may terminate the Agreement if the other party defaults in the performance of any of its material duties and obligations and the default are 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 of time unless the defaulting party commences cure within the said period of time and diligently proceeds to cure the default.
- 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 with respect to 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 pursuant to this Agreement.
- Payment for Non-Cancellable Materials – Any non-cancelable materials, services, etc., we have properly committed ourselves to purchase for your account, (either specifically or as part of a plan such as modules, photography and/or external services) shall be paid for by you, in accordance with the provisions of this Agreement. We agree to use our best efforts to minimise such liabilities immediately upon written notification from you. We will provide written proof, upon request of the client, that any such materials and services are non- cancellable.
- 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 full, until such time as 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.
- 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.
- Governing Law – This Agreement shall be governed and construed in accordance with the laws of the United Kingdom.
- Representations and Warranties – The parties each individually represent and warrant that each has full power and authority to enter into this Agreement and to perform all of their obligations hereunder without violating the legal or equitable rights of any third party.
- Entire Agreement – Except as otherwise set forth or referred to in this Agreement, this Agreement constitutes the sole and entire Agreement and understanding between the parties hereto as to the subject matter hereof and supersedes all prior discussions, agreements and understandings of every kind and nature between them as to such subject matter.
- Severability – If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, then that provision will be fully severable. In such instance, this Agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this Agreement will remain in full force and effect.