Terms

Effective Date: 31 August 2026

1. Introduction and acceptance of terms

These Terms of Service ("Terms") govern the provision of website-marketing and related digital marketing services by Northbridge Digital Marketing Ltd, a company operating at Northbridge Digital, 24 St John's Road, Tunbridge Wells, TN4 9NE, UK ("Northbridge Digital Marketing Ltd", "we", "us", or "our"), to clients, customers, and users ("you" or "Client").

By engaging our services, accepting a quotation or proposal, signing an agreement, issuing a purchase order, paying an invoice, or otherwise instructing us to begin work, you acknowledge that you have read, understood, and agreed to be bound by these Terms. If you do not agree to these Terms, you must not use our services.

These Terms apply to all services provided by Northbridge Digital Marketing Ltd, including but not limited to:

• Website SEO audits
• On-page SEO optimisation
• Local SEO campaigns
• Content marketing strategy
• Google Ads management
• Conversion rate optimisation
• Website analytics reporting

2. Scope of services

Northbridge Digital Marketing Ltd provides digital marketing services on a professional services basis. The exact scope, deliverables, timelines, fees, and assumptions for any project or retainer will be set out in a proposal, statement of work, quotation, service schedule, or written email confirmation accepted by both parties.

Unless expressly agreed otherwise in writing, our services may include one or more of the following:

• technical and content-focused SEO audits;
• recommendations for improving website structure, indexing, and search visibility;
• on-page content, metadata, and internal linking optimisation;
• local search optimisation and campaign support;
• content strategy planning and editorial guidance;
• Google Ads account setup, management, optimisation, and reporting;
• conversion rate optimisation analysis and recommendations; and
• analytics configuration, performance measurement, and reporting.

We do not guarantee any specific ranking, traffic, lead volume, revenue, or commercial outcome. Search engine algorithms, advertising platforms, user behaviour, market conditions, and third-party systems are outside our control.

Unless expressly stated in writing, our services do not include:

• website development, software engineering, or hosting;
• legal, tax, accounting, or regulatory advice;
• guaranteed performance results;
• third-party subscription costs, platform fees, media spend, or software licences; or
• ongoing monitoring or maintenance outside the agreed scope.

3. User obligations and responsibilities

You agree to:

• provide accurate, current, and complete information necessary for us to perform the services;
• ensure that you have all rights, permissions, and consents required for content, images, trademarks, access credentials, and materials supplied to us;
• grant timely access to websites, analytics accounts, advertising accounts, content management systems, and other systems reasonably required for the services;
• review and respond to requests for approvals, feedback, and information within a reasonable time;
• comply with applicable laws, platform policies, and third-party terms in connection with your website, advertising, and content;
• maintain backups of your website, accounts, and data; and
• not use our services for unlawful, misleading, harmful, infringing, or deceptive purposes.

You are solely responsible for:

• the legality, accuracy, and ownership of all materials you provide;
• the operation of your website, business, products, and services;
• final approval of all published content, advertisements, and changes;
• adherence to any platform rules or industry regulations; and
• all claims made about your business, products, services, and promotions.

If your failure to provide information, access, approvals, or cooperation causes delay or additional work, Northbridge Digital Marketing Ltd may adjust timelines and/or charge reasonable additional fees.

4. Payment terms and conditions

Fees for services will be set out in the relevant quotation, proposal, invoice, or service agreement. Unless otherwise agreed in writing:

• all fees are stated in pounds sterling (GBP) and are exclusive of VAT and any other applicable taxes;
• invoices are payable within 14 days of the invoice date;
• retainer services may be billed monthly in advance;
• project-based services may require an upfront deposit or staged payments;
• media spend, software subscriptions, third-party tool fees, and similar costs are payable by you in addition to our fees; and
• late payments may result in suspension of services until all overdue amounts are paid in full.

We reserve the right to charge interest on late payments at the maximum rate permitted by law, together with reasonable costs incurred in collecting overdue sums.

If payment is made by card, bank transfer, or another electronic method, you are responsible for ensuring sufficient funds and accurate payment details. Any bank charges, currency conversion fees, or transfer charges will be borne by you unless otherwise agreed.

We may revise our prices from time to time. Any agreed price changes will apply only as stated in the relevant contract, proposal, renewal notice, or written notice issued by Northbridge Digital Marketing Ltd.

5. Cancellation and refund policy

Either party may cancel ongoing services by giving written notice in accordance with the applicable service agreement or, if none is specified, by giving 30 days' written notice. Cancellation does not relieve you of your obligation to pay for services already performed, work in progress, committed third-party costs, or non-cancellable expenses incurred on your behalf.

Unless expressly stated otherwise in writing:

• deposits are non-refundable once work has commenced;
• fees for completed work are non-refundable;
• hourly or time-based work already performed is non-refundable;
• any refunded amount, if agreed in writing, may be reduced by reasonable costs, administrative charges, and third-party charges already incurred; and
• advertising spend paid to third parties, such as Google, is generally non-refundable.

We may suspend or terminate services immediately if you materially breach these Terms, fail to pay sums due, engage in unlawful conduct, or provide materials or instructions that expose us to legal, reputational, or platform-policy risk.

Upon termination or cancellation, you must pay all outstanding invoices immediately. Where appropriate, we may provide handover materials or reasonable transition assistance, subject to full payment of all sums due and any additional fees agreed in writing.

6. Liability limitations

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law.

Subject to the above, Northbridge Digital Marketing Ltd shall not be liable for:

• loss of profits, revenue, business, goodwill, or anticipated savings;
• loss or corruption of data;
• loss arising from third-party actions, platform changes, algorithm updates, or service outages;
• indirect, consequential, incidental, special, or punitive losses; or
• any failure to achieve a particular ranking, traffic level, conversion rate, or advertising outcome.

To the maximum extent permitted by law, our total aggregate liability arising out of or in connection with the services, whether in contract, tort, negligence, or otherwise, shall be limited to the total fees paid by you to Northbridge Digital Marketing Ltd for the specific services giving rise to the claim during the three months preceding the event giving rise to liability, or such other amount as may be expressly agreed in writing.

You remain responsible for reviewing, approving, and testing all deliverables before publication or implementation. We are not liable for issues arising from modifications made by you or any third party after delivery, or from data, content, or access provided by you that is inaccurate, incomplete, or unlawful.

7. Intellectual property rights

Unless otherwise agreed in writing, all pre-existing intellectual property rights, methodologies, templates, tools, scripts, processes, know-how, and working practices used by Northbridge Digital Marketing Ltd remain our property or that of our licensors.

Upon full payment of all undisputed invoices, you will receive a non-exclusive licence to use the final deliverables we create specifically for you, solely for your internal business purposes and the intended use described in the applicable agreement. This licence does not transfer ownership of our underlying methods, templates, or proprietary materials.

You represent and warrant that any materials you supply to us do not infringe the intellectual property rights or other rights of any third party. You grant Northbridge Digital Marketing Ltd a non-exclusive, royalty-free licence to use, reproduce, adapt, store, and process your supplied materials solely to provide the services.

We may, unless you request otherwise in writing and subject to confidentiality obligations, reference your business name and non-confidential work in our portfolio, case studies, or marketing materials for promotional purposes.

8. Data protection and privacy

Northbridge Digital Marketing Ltd will process personal data in accordance with applicable data protection laws and our privacy practices. Where we act as a data processor on your behalf, you remain the data controller and are responsible for ensuring that you have a lawful basis for processing, appropriate notices, and all required consents.

You acknowledge and agree that:

• we may process personal data to provide, manage, and improve the services;
• we may use trusted third-party service providers, including analytics, advertising, hosting, and communications tools, where necessary to deliver the services;
• you are responsible for configuring your website, consent tools, cookie notices, and privacy policies to meet your legal obligations;
• you must not provide us with sensitive personal data unless it is strictly necessary and expressly agreed in writing; and
• we may retain records as required for legal, tax, accounting, contractual, or compliance purposes.

Further details about our handling of personal data may be set out in a separate privacy policy, data processing agreement, or service-specific addendum. In the event of any conflict, the separate data processing agreement or privacy documentation will apply to the extent of that conflict.

9. Force majeure

Neither party shall be liable for any delay or failure to perform its obligations under these Terms where such delay or failure results from events beyond its reasonable control, including but not limited to acts of God, fire, flood, pandemic, epidemic, war, terrorism, civil unrest, strike, labour dispute, utility failure, internet or telecommunications failure, power outage, government action, or interruption of third-party services.

If a force majeure event continues for an extended period and materially affects performance, either party may suspend or terminate the affected services on written notice. You remain liable for fees for services already performed and for committed third-party costs incurred before the force majeure event or during the suspension, where reasonably unavoidable.

10. Changes to terms

Northbridge Digital Marketing Ltd may update or amend these Terms from time to time to reflect changes in our services, business practices, legal requirements, or operational needs. The revised Terms will take effect from the date stated in the updated version or from the date of notice, whichever is earlier.

Where changes are material, we will use reasonable efforts to notify you by email or by posting an updated version on our website. Your continued use of our services after the effective date of the updated Terms constitutes acceptance of the revised Terms.

Any variation to these Terms must be in writing and authorised by an authorised representative of Northbridge Digital Marketing Ltd, unless the service agreement expressly allows another method of variation.

11. Applicable law and jurisdiction

These Terms and any dispute or claim arising out of or in connection with them, their subject matter, or their formation shall be governed by and construed in accordance with the laws applicable to England and Wales.

The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms, unless mandatory law requires otherwise.

12. Contact information

If you have any questions about these Terms or wish to contact us regarding our services, please use the details below:

• Company: Northbridge Digital Marketing Ltd
• Address: Northbridge Digital, 24 St John's Road, Tunbridge Wells, TN4 9NE, UK
• Email: [email protected]
• Phone: +44 20 7946 8372

13. Severability clause

If any provision of these Terms is found by a court or competent authority to be invalid, unlawful, or unenforceable, that provision shall be deemed modified to the minimum extent necessary to make it valid, lawful, and enforceable. If such modification is not possible, the relevant provision shall be severed from these Terms.

The remaining provisions shall continue in full force and effect. Any failure or delay by Northbridge Digital Marketing Ltd in enforcing a right or remedy under these Terms shall not constitute a waiver of that right or remedy.