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1. Terms of Enporium GSF Digital Agency Ltd’s Services Agreement
This Enporium GSF Digital Agency Ltd Service Agreement (the “Service Agreement” or “Agreement”) is between _____ (“you” or “your” or “client”), with an address of __________; if ______________ you are a corporate entity, ______________, your principal, is also signing in their individual capacity (“principal”); and Enporium GSF Digital Agency Ltd ™ (“Enporium GSF Digital Agency Ltd”, “us,” “we”), a UK limited liability company, with a principal office at 20-22 Wenlock Road N1 7GU. Please read these terms carefully before submitting payment and signing this Agreement.
By submission of your electronic signature on the date you signed (the “Effective Date”), you agree to be bound by the terms of this Service Agreement, which is a subscription service that automatically renews based on the “Billing Cycle” you select at checkout, and we will automatically bill you the fee for those services (the “Fee”), based on the selected timeframe at checkout, on the Billing Cycle or by invoice, as the case may be. This Agreement is not effective and no work will be performed or due by Enporium GSF Digital Agency Ltd until after the Client has executed this Agreement and paid the initial payment due hereunder. Unless documented in writing, all packages renew each Billing Cycle until your subscription is canceled or terminated by using the cancellation form found on Schedule “A” below. The Billing Cycle is the timeframe you selected to be billed; we offer monthly, quarterly, semi-annual, annual, and custom time frames. Once a plan renews, you are contractually obligated to finish the Billing Cycle, and no refunds will be provided. ALL SALES ARE FINAL. You are receiving a discounted rate based upon a longer service period, therefore, no partial refunds are available. During the Billing Cycle, you may upgrade your services but cannot downgrade. If you do not agree with any of these terms, you should not electronically sign this Agreement. Your payment and affirmative submission of your electronic signature on this Agreement, however, will evidence your understanding, consent, and knowledge of the foregoing and of the terms below. If you are a corporate entity, we require one or more of your principals to be jointly obligated for the Fee, and all other terms and conditions herein. For the avoidance of doubt, any principal(s) who is/are a party to this Agreement shall be jointly and severally liable for your failure to pay the Fee under this Agreement, and your breach of any other terms and conditions herein.
2. Services
Your Package – Enporium GSF Digital Agency Ltd offers you a variety of subscription and one-time services. Depending on the specific Package you select, Enporium GSF Digital Agency Ltd will provide you with certain public relations and marketing services, on an automatic per Billing Cycle basis, which may include advertising, lead generation, consultations, marketing, public relations writing and communications for public distribution, social media development and evaluations, website development and evaluations, and tutoring (“Services”). As part of entering this Agreement, you must select a package that specifically details our Services to you and the Fee for our Services to you (“Your Package”). Your Package may have its own specific terms and conditions, which are expressly integrated into this Agreement and Schedule “A.” If any term or provision contained in Your Package conflicts with, or is inconsistent with, any term or provision in this Service Agreement, the provisions contained in this Service Agreement shall govern and control. If any term or provision contained in the Payment Schedule Agreement conflicts with, or is inconsistent with, any term or provision in this Service Agreement, the provisions contained in the Payment Schedule Agreement shall govern and control. In the event of a conflict between the Service Agreement terms and Schedule A’s specific product terms, Schedule A will govern and control. Should you have multiple projects subject to different terms, each will be governed by its respective Schedule A terms and considered as separate services.
You may modify Your Package by using the official Enporium GSF Digital Agency Ltd forms seen in Schedule “A.” All account changes require notice as outlined in Schedule “A”. For example, if account changes require more than seven (7) days’ notice pursuant to Schedule “A,” and you pause, cancel, or modify your account on the 1st and your bill date is on the 7th, you will still be charged the full amount for the following Billing Cycle. If you elect to purchase the Growth / Essential Package and realize you would like additional Services, you may upgrade Your Package to the Executive Plan. As another example, if you find the Premium / Executive Package is slightly more than what you need, you are fully permitted to downgrade Your Package to The Expert Or to the Basic Package. Any modification to Your Package (including any modified services we provide you and any modified fee you pay us) will take effect at the start of the Billing Cycle immediately following your requested modification, provided the timeframe adheres to the notice window or at a later date as noted by you in writing to Enporium GSF Digital Agency Ltd. If you modify Your Package, all such modifications to Your Package will be governed by this Agreement and will continue indefinitely until canceled or terminated in accordance with this Agreement. Please contact us if you have any questions regarding Package modification.
Client – All Packages require you to complete an Onboarding Form, which includes acknowledgment and signing of our terms of service (“Service Agreement”). The Onboarding Form is an opportunity for our team to get to know you better.
Strategy Plan – Once we start our Services to you, we may (but are not required to) provide you with a “Strategy Plan.” The Strategy Plan we create for you is our initial proposed course of action for the start of our Services, which serves to outline our proposed initial Services and proposed completion dates for those initial Services. Importantly, while the purpose of the Strategy Plan is to serve as a proposal for you, and to assist you and us in the execution and delivery of your Services, the actual execution and delivery of your Services are dependent on multiple factors; and the manner in which your actual Services are provided are in our sole discretion. Accordingly, you understand and agree that any failure to meet any proposed service or proposed date as may be stated in the Strategy Plan shall not be a breach of this Agreement. If you disagree with any proposal in the Strategy Plan, you may request that we revise the Strategy Plan, and we will work with you to create a satisfactory Strategy Plan. To ensure you have received and reviewed the Strategy Plan, we will request that you sign and return to us a copy of the signed Strategy Plan prior to the Services being provided.
Your Delivery of the Strategy Plan and Onboarding Form – Any delay in you returning to us the signed Strategy Plan or the completed Onboarding Form will delay the start of your Services. Any delay in your comments to or approval of the Strategy Plan, your delivery of the signed Strategy Plan to us, or your completion of the Onboarding Form, will not pause or delay your obligations of payment for the Fee owed to us under Your Package. Furthermore, all guarantees provided under Section 7 of this Agreement will be void, and no refunds will be provided to you, if the Strategy Plan is not signed and returned to us or if the Onboarding Form is not completed and returned to us, at least twenty (20) days before any request by you for the guarantee or the refund is made to us (“Enporium GSF Digital Agency Ltd Guarantee”) (as applicable). If any term or provision contained in the Strategy Plan, the Onboarding Form, Proposal, or the Terms of Service conflicts with, or is inconsistent with, any term or provision in this Service Agreement, the provisions contained in this Service Agreement shall govern and control.
3. Use License
A. During this Agreement, you hereby grant us and our affiliates a non-exclusive, royalty-free, worldwide, sub-licensable license to use, duplicate, distribute, broadcast, perform, transmit, and display Your Materials, as defined below (including, without limitation, any and all copyright, trademark, service marks, trade dress, and name, image, and likeness rights contained therein, the “IP Rights”), without limitations, in any tangible medium now known or later developed (as examples, and in no way limiting, including electronic and print format, website, new media, media, television, radio, and publications). In addition, in furtherance of us providing your Services under this Agreement, you also grant us the same rights, under the aforementioned license, to license Your Material (including, without limitation, the IP Rights) to third parties by any means whatsoever. Furthermore, during this Agreement, and after its termination, you also grant us a perpetual, non-revocable, non-exclusive, royalty-free, worldwide license to use Your Material in our internal and external portfolios, case studies, and any of our marketing and advertising campaigns.
You hereby grant, and authorize the right for, us to take, edit, alter, copy, exhibit, publish, distribute and make use of any and all IP Rights, and pictures or video taken by or provided to us by you (or any person acting on your behalf or at your direction) including, but not limited to, newsletters, flyers, posters, brochures, advertisements, fundraising letters, annual reports, press kits and submissions to journalists, websites, social networking sites, and other print and digital communications, without payment or any other consideration. This authorization extends to all languages, media, formats, and markets now known or hereafter devised. This authorization shall continue indefinitely. You also grant Enporium GSF Digital Agency Ltd full rights to use your images, photos, and branding in efforts to provide your Services.
B. We hereby grant you a limited, non-exclusive, worldwide, non-transferable, royalty-free license to use, modify, reproduce, distribute, and display Our Materials in electronic and print format. This is a grant of a license, not a transfer of title. This license shall automatically terminate, without any further action, upon your breach this Service Agreement or the Terms of Service, or as otherwise provided under the terms of this Service Agreement. Upon termination of this license, you must immediately destroy or return any of Our Materials in your possession whether in electronic or printed format.
C. For purposes of this Agreement, the term “Our Materials” means the results and deliverables of the Services rendered by us to you under this Agreement including, without limitation, all documents, articles, media, files, videos, photography, clips, literary materials, ideas, and other intellectual property created in connection with your Services. For purposes of this Agreement, the term “Your Materials” means, without limitation, all documents, videos, photos, recordings, clips, data, information, biographies, press material, and any other material whatsoever that you deliver to us in connection with this Agreement, or are delivered to us at your direction, or on your behalf, in connection with this Agreement.
D. You represent and warrant that: (i) you are the sole owner of the copyright in and to, or otherwise have all necessary rights in and to, Your Materials and the IP Rights delivered to us hereunder; (ii) you possess the full power and authority to enter into this Agreement and perform your obligations hereunder and to grant these licenses to us as provided hereunder; (iii) the execution, delivery and performance of this Agreement by you does not violate any agreement, license, instrument, judgment, order or award of any court or arbitrator or any law, rule, or regulation under which you are bound or subject; (iv) the exercise by us of the rights granted herein will not result in defamation or violate or infringe upon the rights of any person, firm or entity, including but not limited to copyright, trademark, contract, privacy or publicity rights; and (v) you own and/or have legal right to use all elements contained within Your Materials, including, but not limited, to all music, sound, video, audio, visual, and pictorial therein.
E. You shall at all times during and after the Term of this Agreement defend, indemnify, and hold harmless Enporium GSF Digital Agency Ltd and its employees, agents, officers, owners, affiliates, licensees, and sub-distributors from and against any and all claims, liabilities, judgments, damages, costs, and expenses (including reasonable attorney’s fees and costs) (i) arising out of any breach or alleged breach by you of any of your representations, warranties, covenants or agreements herein; (ii) relating to any material contained in the Your Materials or any of Your Materials as delivered to us by any third party at your direction or on your behalf; or (iii) arising out of any use of Your Materials as contemplated under this Agreement. This Section (including Section 3) shall survive any cancellation or termination of this Agreement.
4. Automatic Payment Terms and Billing
Enporium GSF Digital Agency Ltd is a subscription service and, unless otherwise memorialized in a separate payment schedule agreement, payments for the Fee are invoiced and/or collected automatically by the Billing Cycle or as noted on the package and shall continue indefinitely until canceled or terminated (as provided under Section 8 of this Agreement). At checkout and upon signing this Agreement, you must provide us with a current, valid, accepted method of payment (“Payment Method”). We may update the accepted methods from time to time.
For the purposes of this Agreement, ‘monthly’ billing shall be defined as occurring every four (4) weeks. This means that you will be billed every 28 days, resulting in 13 billing cycles per year. All references to ‘monthly’ billing within this Agreement should be interpreted in accordance with this definition.
Annual Service Cost Increase: Commencing 12 months from the Commencement of the Package (as defined below), and on each subsequent anniversary of the Commencement of the Package thereafter for the duration of this Agreement, the cost of the Service provided under this Agreement shall automatically increase by five percent (5%) of the then-current Fee. This increase shall be automatically charged to the client’s billing method on file, in accordance with the payment details provided by the client. By entering into this Agreement, the client acknowledges and agrees to this annual Fee increase.
When you sign this Agreement, unless otherwise invoiced separately, your first cycle for the Fee will be billed immediately to your selected Payment Method. Furthermore, by signing this Agreement, you consent and authorize us to charge you and your Payment Method for your initial subscription period and the recurring Fee, or otherwise agree to pay Enporium GSF Digital Agency Ltd within thirty (30) days of receipt of your invoice for services (your “Invoice”) at the then current rate, which may change from time to time. You agree you remain responsible for all Fees under the terms of this Service Agreement.
In the event you sign this Agreement on a day not contained in a given month, we may bill your Payment Method on a day in the applicable month or such other day as we deem appropriate. For example, if you became a customer on January 31st, and you are on a monthly plan your next payment date for your Monthly Invoice is likely to be February 28th, and your Payment Method would be billed on that date. Your renewal date may change due to changes in your subscription.
In the event you modify Your Package, the new billing rate for Your Package will take effect at the start of the Billing Cycle following your requested modification.
You may edit your Payment Method information by contacting us at the billing email found in Schedule “A” or using this Update Payment Form found in Schedule “A.” If a subscription payment is not successfully settled due to the expiration of your credit/debit card, insufficient funds, or otherwise, you will remain responsible for any unpaid Fees, and you authorize us to continue billing the Payment Method or any other payment method you have provided, as it may be updated.
Any failed timely payment for Fees, either from you or a third-party institution paying on your behalf, will have a delinquent service charge of £150.00 per occurrence as a late fee. Failed or missed payments will not constitute a cancellation, and payment due will continue to accrue automatically as regularly scheduled. In addition, any unpaid Fees will accumulate interest on the unpaid balance at the lesser of: (i) one and one-half percent (1.5%) per month, accruing from the date of the initial unpaid Fees, or (ii) the highest interest rate allowed under the law. Notwithstanding the foregoing, You understand and agree that the amounts to be collected are not for a loan. Any unilateral deduction from Enporium GSF Digital Agency Ltd’s Fees will be deemed a breach of this Agreement. If you dispute your delinquent Fees, it must be in writing to Enporium GSF Digital Agency Ltd no later than seven (7) days after the billing to Your Payment Method. After this period, the Fees shall be deemed final and is to be paid in full without any further or future claims to the amount of the invoice. If any payment for Fees that are not otherwise in dispute is not timely received by Enporium GSF Digital Agency Ltd in accordance with the terms and conditions herein, you shall be deemed in default of this Agreement. You agree to pay all fees, costs, and expenses incurred by Enporium GSF Digital Agency Ltd in connection with any suit, action, or proceeding to enforce this Agreement, including reasonable attorneys’ fees, even if not recoverable by law.
You authorize Enporium GSF Digital Agency Ltd to electronically debit or credit your bank account, business bank account, credit card, debit card, PayPal account, or any other payment account that has been provided as a Payment Method to Enporium GSF Digital Agency Ltd from time to time. You consent to using 3rd party validation tools such as Stripe, Plaid, Authorize.net, Intuit, or others to process payments. You acknowledge that electronic debits against your account must comply with United Kingdom law. This payment authorization remains in effect until you, the customer, notify Enporium GSF Digital Agency Ltd of cancellation by completing the cancellation form within the Cancellation Notice Window before the next bill date. You consent to automatic payments, electronic debits, or credits. You understand that Enporium GSF Digital Agency Ltd may change billing dates based on holidays, extensions, account credits, and other needs at Enporium GSF Digital Agency Ltd’s sole discretion. You agree and understand that any requested change to your billing must be made to Enporium GSF Digital Agency Ltd by completing and submitting the official Enporium GSF Digital Agency Ltd form as seen on Schedule “A,” and such submission must be acknowledged in writing and confirmed by the billing department. Requests not acknowledged in writing by Enporium GSF Digital Agency Ltd’s billing department, or not submitted on the official Enporium GSF Digital Agency Ltd form, will not be deemed received or processed. Once you receive confirmation from our billing department regarding your requested changes, please allow seven (7) days for processing before those changes take effect. The terms for the Cancellation Notice Window and Billing Cycle still apply, including any requested cancellation or pause to your services, in accordance with Section 8 herein.
Credit cards, debit cards, PayPal, and other platforms may require a 3% fee at checkout. Manual billing or invoicing may require a 5% fee. Payment by Plaid, or automatic ACH (eChecks) on Enporium GSF Digital Agency Ltd’s website will not receive any added transaction fees unless stated in writing.
5. Disputed Payments and Default
Enporium GSF Digital Agency Ltd makes every effort to be fully transparent in its payment terms and reminders. You must agree to our payment terms before engaging with Enporium GSF Digital Agency Ltd; therefore, you acknowledge liability for payments made in accordance with the terms of this Agreement. Enporium GSF Digital Agency Ltd is not responsible for sending billing reminders; it is your responsibility to keep track of your own accounts. If payments are disputed through a bank, in this case, ALL SALES ARE FINAL, and we will be required to challenge any disputes.
You agree that any dispute regarding this Agreement, and any claim made by you for return of monies paid to Enporium GSF Digital Agency Ltd shall be handled in accordance with applicable laws of the United Kingdom. Specifically, if you seek to cancel credit card payments (or file a chargeback) for any Fees, then all Enporium GSF Digital Agency Ltd Guarantees are void, the full contracted agreement amount will become due, no additional work will be due to you, and your rights are canceled (including, without limitation, the license granted to you under Section 3 herein), and Enporium GSF Digital Agency Ltd reserves the right to dispute such cancellation and pursue you for monies owed to Enporium GSF Digital Agency Ltd for Services already performed but unpaid by you due to such credit card cancellation. You agree that, regardless of whether you are ultimately successful in any credit card cancellation dispute, you are liable to pay Enporium GSF Digital Agency Ltd for the full payment owed at the time of the dispute and any additional work done in processing or defending the dispute at an hourly rate of £350 per hour for all hours spent on your account. For example, if you are under a three (3) month agreement and you dispute the payment one (1) month in, you are still required to make the full three (3) month payment. In addition, regardless of whether you are ultimately successful in any credit card cancellation dispute, you agree that you are liable for any late fees and interest as provided in Section 4. Enporium GSF Digital Agency Ltd will provide you with an itemization of additional hours spent within a reasonable time upon your written request and payment will be expected in full within thirty (30) days from the date such itemization is provided. If you do not pay for such hourly work on Enporium GSF Digital Agency Ltd’s demand and within thirty (30) days, Enporium GSF Digital Agency Ltd reserves the right to initiate an action for breach of this Agreement, regardless of the previous outcome of any credit card cancellation dispute. Additionally, Enporium GSF Digital Agency Ltd reserves the right to pursue against you for the fees and costs (including reasonable attorneys’ fees) Enporium GSF Digital Agency Ltd had incurred in disputing or defending such credit card cancellation, including but not limited to the lost business profits in the form of time Enporium GSF Digital Agency Ltd and its representatives spent handling such dispute, at Enporium GSF Digital Agency Ltd’s hourly rate of £350. This provision shall survive any cancellation or termination of this Agreement. You agree that prior to any arbitration filing or other filings for any claim of Enporium GSF Digital Agency Ltd’s alleged breach of this Agreement, You will provide notice to Enporium GSF Digital Agency Ltd in accordance with the notice provisions herein and allow Enporium GSF Digital Agency Ltd thirty (30) days to cure the alleged breach as a condition precedent to filing a claim.
6. Disclaimers and Limitation of Liability
a. You understand and agree that our Services and Our Materials are provided on an “as is” basis without any representations or warranties. We make no warranties regarding our Services and/or Our Materials, expressed or implied, and hereby disclaim and negate all other warranties including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights.
b. Without limiting the foregoing, Enporium GSF Digital Agency Ltd does not warrant or make any representations concerning the accuracy, likely results, or reliability of the Services and/or Our Materials, including without limitation any materials on any sites linked to our Services or Our Materials.
c. In no event shall Enporium GSF Digital Agency Ltd, or its officers, members, managers, employees, and/or contractors, be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption) arising out of our Services and/or the use or inability to use Our Materials, even if Enporium GSF Digital Agency Ltd or an Enporium GSF Digital Agency Ltd authorized representative has been notified orally or in writing of the possibility of such damage.
d. We do not warrant that any of our Services and/or Our Materials are accurate, complete or current. Enporium GSF Digital Agency Ltd may make changes to its Materials at any time without notice. However, Enporium GSF Digital Agency Ltd does not make any commitment to update its Materials. You understand and agree that Enporium GSF Digital Agency Ltd does not have final edit on publications and holds no responsibility for typos, errors, and/or misrepresentations of you in relation to any of Our Materials or our Services.
e. Damages against Enporium GSF Digital Agency Ltd for any claim shall be limited the amount paid to Enporium GSF Digital Agency Ltd, regardless of the claim and whether it arises in tort, contract or statute.
7. The Enporium GSF Digital Agency Ltd Guarantee
a. Subject to Schedule “A” Enporium GSF Digital Agency Ltd may occasionally offer a guarantee depending on the specific services and packages selected. Specifically, Enporium GSF Digital Agency Ltd will meet the stated Successes or Enporium GSF Digital Agency Ltd Guarantees (also referred to as “guarantee” as applicable) provided in Schedule “A” within a set time listed in Schedule “A” the “Guarantee Notice Date”, or Enporium GSF Digital Agency Ltd will refund you a max of one (1) month’s Fees at the then current Package you selected or as listed in Schedule “A.” If no guarantee is listed in Schedule “A” for your given services, then ALL SALES ARE FINAL.
b. The following definitions and limitations apply to the Enporium GSF Digital Agency Ltd Guarantee based on your selected package there may be more details provided in Schedule “A”:
c. “Commencement of the Package” means the date you select and commence payment for Your Package subject to the Enporium GSF Digital Agency Ltd Guarantee. For example, if on January 1st, you signed this Agreement and started paying for the Essential Package/equivalent, then the Commencement of the Package, for the Essential Package, means January 1st. Under that same example, if on February 1st you upgrade Your Package from The Essential to The Expert / equivalent Package, then the Commencement of the Package, for the expert Package, is February 1st. This holds true unless a requested delay in Start Date is requested and approved, then the Commencement of the Package will be the first day of service provided.
d. The “Guarantee Notice Date,” “Notice Date,” or “Notice Period.” refers to the specific date when you formally notify Enporium GSF Digital Agency Ltd of any anticipated inability to fulfill the agreed-upon guarantees. This notification must be submitted in writing to the refund request form www.gsfdigital.net. From the date of this notice, Enporium GSF Digital Agency Ltd has 90 days to fulfill all previously agreed-upon guarantees. Notice must be given within 15 days after the scheduled fulfillment date of the guarantee. Failure to provide notice within this 15-day window will result in forfeiture of the guarantee.
e. For all requests regarding adjustments or corrections (“Refund Requests”), it is required to strictly follow the “Guarantee Notice Date” protocol. Upon sending a notification in accordance with this protocol, Enporium GSF Digital Agency Ltd must be given a minimum of 90 days to address the issue or meet the agreed-upon guarantees. If this minimum period to rectify the situation is not provided, the right to receive a refund will be forfeited.
f. The Enporium GSF Digital Agency Ltd public relations packages and prices changed on October 1st, 2022. If you are on a grandfathered pricing plan or paid before (Commencement) October 1st, 2022 Your Package guarantee is limited to Guarantee Publication: “Special Offer” or Essential = 1 Success, Expert = 2 Successes, Executive = 3 Successes. No other guarantees or commitments are owed unless put in writing and signed by the Enporium GSF Digital Agency Ltd team.
g. The Enporium GSF Digital Agency Ltd Guarantee is void if the Client fails to provide complete and accurate information to Enporium GSF Digital Agency Ltd.
h. Should the Client be a party, whether named itself or through its agent, to any litigation, whether disclosed or undisclosed to Enporium GSF Digital Agency Ltd, the Enporium GSF Digital Agency Ltd Guarantee shall be null and void.
i. The Enporium GSF Digital Agency Ltd Guarantee is void if the Client is involved in any undisclosed legal issues at the time of signing the agreement.
j. The Enporium GSF Digital Agency Ltd Guarantee does not cover results impacted by external factors beyond Enporium GSF Digital Agency Ltd’s control.
k. Enporium GSF Digital Agency Ltd reserves the right to void any guarantees extended to its clients in the event that criminal charges, legal issues, or other publicly known transgressions involving the client that come to light. The efficacy of our Services is fundamentally dependent on transparency and the disclosure of such issues. A failure to disclose, or inadequately document, these matters to Enporium GSF Digital Agency Ltd in writing prior on your Onboard Form or before can substantially hinder our capacity to achieve the desired outcomes. Should such issues not be disclosed or are discovered later, or if their full extent is not properly documented before the initiation of our services, Enporium GSF Digital Agency Ltd retains the unequivocal right to terminate the working relationship with the client. In such cases, all fees owed to Enporium GSF Digital Agency Ltd for services rendered will be due, no refunds will be provided, and all sales are final.
l. THE ENPORIUM GSF DIGITAL AGENCY LTD GUARANTEE IS VOID IF: (1) YOU DO NOT REPLY TO THE TEAM IN WRITING WITH THE NECESSARY INFORMATION WITHIN 48 HOURS OF COMMUNICATION BY ENPORIUM GSF DIGITAL AGENCY LTD; OR (2) YOU TURN DOWN OR REJECT ANY OF OUR PLACEMENTS OR STRATEGY; OR (3) YOU DO NOT COMPLETE THE ONBOARDING FORM AND STRATEGY PLAN; OR (4) YOU ARE UNKIND, RUDE, INAPPROPRIATE, USE PROFANITY, THREATEN, SEXUALLY HARASS, ENGAGE IN HARASSMENT RELATED TO RACE, ETHNICITY, NATIONAL ORIGIN, DISABILITY, RELIGION, AGE, GENDER, SEXUAL ORIENTATION, GENDER IDENTITY, OR OTHER TYPES OF HARASSMENT, ATTEMPT TO INTIMIDATE, MAKE ALLEGATIONS, OR GENERALLY MAKE THE ENPORIUM GSF DIGITAL AGENCY LTD TEAM UNCOMFORTABLE OR FEEL UNSAFE; OR (5) YOU CANCEL YOUR SERVICE, RECEIVE A REFUND, REJECT QUOTES OR ARTICLES, REJECT SUCCESSES, WINS, LEADS, OR DELIVERY OF SERVICE, MISS INTERVIEWS, DISPUTE PAYMENTS, FAIL TO PAY INVOICES OR BILLS, THREATEN LITIGATION, FILE LITIGATION, FILE ARBITRATION, OR SUBMIT DEMAND LETTERS, MAKE YOURSELF UNAVAILABLE TO THE TEAM, OR REFUSE SERVICES. FURTHER, IF WE FIND YOUR COMMUNICATION IS NOT ACCEPTABLE AS REQUIRED TO ACHIEVE YOUR SUCCESSES, IN OUR SOLE AND ABSOLUTE DISCRETION, THE GUARANTEE IS VOID.
m. Background Checks: Enporium GSF Digital Agency Ltd may conduct background checks on clients but is not obligated to do so. The discovery of undisclosed civil or criminal activities or negative press pre- or post-engagement may impact deliverables or lead to placement rejections, for which Enporium GSF Digital Agency Ltd is not liable, and this will void the Enporium GSF Digital Agency Ltd Guarantee. You authorize Enporium GSF Digital Agency Ltd to conduct any background check, criminal investigation, credit report, and any other investigation upon the Company and any principal of the Company.
n. Refund Procedure Based on Enporium GSF Digital Agency Ltd’s Service Guarantee: To be eligible for a refund, you must submit a refund request using www.gsfdigital.netor another method. After receiving your request, Enporium GSF Digital Agency Ltd will review all provided details and respond with an outcome similar to the examples below—exact responses and outcomes may vary. Please allow Enporium GSF Digital Agency Ltd up to 10 days to review your case. The refund is fully contingent upon signing an additional document governing the basis in which the refund will be issued.
(i) If Enporium GSF Digital Agency Ltd Determines the Guarantee Has Not Been Met: In the event that Enporium GSF Digital Agency Ltd determines the service guarantees have not been fulfilled, you will enter a Notice Period as defined in the Service Agreement. Enporium GSF Digital Agency Ltd will then have 90 days to meet all stated guarantees. Sample Response from Our Team: “Thank you for letting us know your guarantees have not been met yet. We have reviewed and agree that we have not met the stated guarantees at this point. You have now triggered the Notice Period as outlined in our Service Agreement, and our team has 90 days to meet all stated guarantees. To be eligible for a refund, you must continue working with Enporium GSF Digital Agency Ltd so we may complete your service.”
(ii) If Enporium GSF Digital Agency Ltd Determines the Guarantee Has Been Met: Should Enporium GSF Digital Agency Ltd determine that the guarantee has already been fulfilled according to the terms of your specific package, no refund will be issued. Sample Response from Our Team: “Thank you for reaching out to Enporium GSF Digital Agency Ltd. After review, we have determined that we have met the stated guarantees according to the terms of your specific package.”
(iii) If Enporium GSF Digital Agency Ltd Determines You Are Not Eligible for a Refund: If Enporium GSF Digital Agency Ltd finds that your specific package or agreement does not include a refund guarantee, or that services have been provided as promised, no refund will be processed. Sample Response from Our Team: “Thank you for reaching out to Enporium GSF Digital Agency Ltd. Based on your specific package, it appears that you are not eligible for any guarantee or refund, and the service has been fulfilled as promised.”
(iv) If You Are in Breach of the Agreement: If Enporium GSF Digital Agency Ltd determines that you are in breach of the Service Agreement, any Enporium GSF Digital Agency Ltd Guarantees will be void, and no refund will be provided. Sample Response from Our Team: “Thank you for reaching out to Enporium GSF Digital Agency Ltd. We truly value our partnership and the opportunity to work together. Upon reviewing your account, we’ve noticed some challenges that have affected our ability to perform our services effectively. Specifically, delays in responding to article edits, journalist inquiries, and missed interviews have led to missed opportunities. We understand that communication can sometimes be difficult, but timely responses are crucial for us to deliver the best results. We understand that communication can sometimes be difficult, but timely responses are crucial for us to deliver the best results. According to the terms of our agreement, consistent communication is essential, and unfortunately, the lack thereof nullifies our guarantees. In this case, no refund will be provided.”
8. Cancellation / Pausing / Credits / Extensions / Buyer’s Remorse
a. You may cancel this Agreement based on your Billing Cycle by completing the cancellation form as seen in Schedule “A” and letting us know that you wish to cancel your subscription. For your cancellation to take effect without a charge on the following Billing Cycle, you must submit your cancellation request within the Cancellation Notice Window as noted in Schedule “A” before your renewal date. Upon timely receipt of your cancellation request, this Agreement will terminate on your renewal date. Once a plan renews, you are contractually obligated to finish the billing cycle, and no refunds will be provided. It is your responsibility to track billing dates; Enporium GSF Digital Agency Ltd is NOT responsible for sending reminders.
b. You may pause your account by submitting a pause request form, as detailed in Schedule “A”, following the Cancellation Notice Window. Pauses will take effect at the start of the next Billing Cycle. However, if the pause request is made too close to the next Billing Cycle, as dictated by the Cancellation Notice Window, you will still be required to make the next scheduled payment. This action secures your current pricing for up to sixty (60) days (the “Pause Period”). After the Pause Period, your account will automatically resume, and billing will recommence as per this Agreement. By initiating a pause, you agree to make at least one more full payment and complete an additional billing cycle. Your account may be paused no more than once in any six-month period, and the Enporium GSF Digital Agency Ltd retainer program is not eligible for pauses.
c. Enporium GSF Digital Agency Ltd may, from time to time, offer customer credit. Credits are offered at Enporium GSF Digital Agency Ltd’s sole discretion and only in writing. Credits expire three (3) months from the original order date. After three months, any credit, extension, or paused service will expire, and NO refund will be provided.
d. ALL SALES ARE FINAL. Once an order is placed, it will not be refunded for “buyer’s remorse” or any other reason unless directly related to an Enporium GSF Digital Agency Ltd Guarantee listed in Schedule “A.” Refusing service will not result in a refund or credit.
e. If you need a refund for any reason, you must request a refund using our refund request form found in Schedule “A”. Refunds will not be provided unless stated in our terms at Enporium GSF Digital Agency Ltd’s sole discretion. Refund requests may take up to 10 business days to review by the Enporium GSF Digital Agency Ltd team. If you dispute the payment before Enporium GSF Digital Agency Ltd makes a decision, you forfeit any rights to a refund and will be contractually obligated to make a repayment in full for any disputed payments. Refund request forms must be submitted within fifteen (15) days of the last day of service, or they will be automatically denied.
f. If you need a refund for any reason, Enporium GSF Digital Agency Ltd may, in its sole discretion, offer a max refund in an amount not to exceed the equivalent value of thirty (30) days of Fees paid to Enporium GSF Digital Agency Ltd by you for Services (“Refund Limit”). The Refund Limit shall be calculated pro rata if you are not on a monthly payment schedule or as outlined in Schedule A for the specific service. If there is a conflict, Schedule A will control.
9. Miscellaneous
a. You acknowledge and agree that by clicking on the button labeled “CONFIRM PURCHASE,” “SUBMIT”, “DOWNLOAD”, “PLACE MY ORDER”, “I ACCEPT” or such similar links as may be designated by Enporium GSF Digital Agency Ltd to accept the terms and conditions of this Agreement, you are submitting a legally binding electronic signature and are entering into a legally binding contract. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by these terms. Pursuant to any applicable statutes, regulations, rules, ordinances or other laws, including without limitation the Electronic Communications Act 2000 (ECA 2000) and UK eIDAS Regulations, YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE SITE OR SERVICES OFFERED BY ENPORIUM GSF DIGITAL AGENCY LTD. Further, you hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means.
b. You agree that during the term of this Agreement and for a period of two (2) years after its expiration or termination, you will not solicit, hire, or attempt to hire or engage (directly or indirectly) any current or past employee or independent contractor of Enporium GSF Digital Agency Ltd. Additionally, you shall take no action for a period of two (2) years after its expiration or termination to not take any action to encourage any Enporium GSF Digital Agency Ltd employee or contractor to stop or cease working for or doing business with Enporium GSF Digital Agency Ltd. These restrictions apply regardless of whether the individual worked directly on your account or not, and includes those who worked for Enporium GSF Digital Agency Ltd and have since left the company. This clause is intended to protect Enporium GSF Digital Agency Ltd’s workforce and client relationships.
c. The client consents to receive emails, text messages, calls, or other forms of communication from Enporium GSF Digital Agency Ltd for both marketing and service purposes. The client acknowledges that providing consent is voluntary and that they can refuse to consent to market communications without any negative consequences, but they understand that service communications are essential to their engagement with Enporium GSF Digital Agency Ltd. You must write to Enporium GSF Digital Agency Ltd and specifically request an alternative form of communication.
d. You hereby acknowledge that as a function of this Agreement, you or your officers, members, managers, employees, and/or contractors (collectively “Personnel”) will be interacting with us through phone, video calls and conferencing, or by some other electronic or remote method (“Remote Communications”). You (i) consent to the recording of the Remote Communications of you and any of your Personnel in connection with this Agreement or any potential transaction and (ii) if applicable, you agree to obtain any necessary consent of, and give notice of such recording to, such Personnel. You further release, waive, discharge, and covenant not to sue us from and against any and all liability in any manner connected with the use and exercise of the rights granted and/or arising out of or related to the use or reuse of you and any of your Personnel’s appearance, name, voice, image, likeness and/or biographical information as they may appear in the recorded Remote Communications (including without limitation, claims based upon harm to reputation, disparagement, invasion of privacy and/or publicity). You hereby authorize us to use the recorded Remote Communications, in whole or in part, for any purpose whatsoever, including but not limited to in connection with the Services, any other production, advertising, promotion and/or merchandising of the same and further acknowledge that such recordings may be exploited in any and all media now known or hereafter devised, throughout the world, in perpetuity. You understand that you shall not be entitled to any compensation in connection therewith. You further agree to obtain from your Personnel, as applicable, any release or consent required to grant us the rights contemplated in this Section.
e. All notices to either party shall be sent electronically to the email address(es) provided by each Party to the other (effective only confirmation of receipt by the receiving party) and as otherwise set forth below. Alternatively, such written notice will also be deemed given upon personal delivery, or on receipt or refusal if sent by UK first class certified or registered mail, postage prepaid, return receipt requested, or by a recognized private delivery service, to the addresses stated on first page of this Agreement. Either party may change its address for purposes of notice on five (5) days’ notice to the other party in the manner aforesaid.
f. If any provision of this Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue in full force and effect without being impaired or invalidated in any way. In such event, the Parties hereby acknowledge their intent to make such invalidated provision, or part of
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