terms & conditions
Updated: Mar 2026
1. Definitions & Application
These Terms & Conditions apply to all services provided by The Agency Brand Consultancy Limited (“we”, “us”, “the Company”) to the client named in the relevant proposal or agreement (“you”, “the Client”).
Together with the applicable proposal, quotation or statement of work (“Proposal”), these Terms form the entire agreement between the parties
and supersede any prior agreements or discussions.
These Terms override any terms proposed by the Client unless expressly agreed in writing by a Director of the Company.
2. Engagement & Scope
A contract is formed once:
– you accept a written proposal or quotation, or
– we confirm acceptance of your instruction in writing.
We do not work on an exclusive basis unless this has been explicitly
agreed and supported by a retainer or exclusivity fee.
Our services are provided on a professional consultancy basis, not as
a guarantee of commercial, marketing or sales outcomes.
3. Fees, Costs & Expenses
Quotations are valid for 30 days unless stated otherwise.
Fees cover the agreed scope only. Any changes to the brief, assumptions or deliverables may result in additional fees.
Third-party costs (e.g. print, developers, photographers, stock imagery, hosting,
media spend) are charged separately and must be approved by you in advance.
Reasonable out-of-pocket expenses may be recharged at cost. We do not apply
blanket handling fees unless agreed in advance.
All fees are exclusive of VAT, which will be added where applicable.
4. Payment Terms
Invoices are payable within 30 days of invoice date unless otherwise agreed
in writing.
For project work, we reserve the right to invoice in staged payments (for example: on instruction, at agreed milestones, and prior to final release).
For ongoing retainers, fees are invoiced monthly in advance.
If payment is not received by the due date, we reserve the right to:
– suspend ongoing work
– withhold delivery of materials or digital access
– withhold transfer of intellectual property rights
We are not liable for any delay arising from such suspension.
Late Payment
We reserve the right to charge interest on overdue amounts in accordance
with the Late Payment of Commercial Debts (Interest) Act 1998.
Interest will accrue at 8% above the Bank of England base rate, calculated daily from the due date until payment is received in full. We also reserve the right to recover any statutory compensation and reasonable recovery costs permitted under the Act.
Continued delivery under any ongoing agreement is conditional upon all invoices being up to date.
5. Intellectual Property & Usage Rights
All working files, concepts, designs and materials remain our property until
all invoices are paid in full.
Once paid, you are granted a perpetual, non-exclusive licence to use the
final agreed deliverables for their intended purpose.
Unless agreed otherwise, we retain ownership of underlying methodologies,
processes, templates and know-how.
We reserve the right to showcase completed work in our portfolio, website, presentations and award submissions unless confidentiality has been agreed.
6. Third-Party & Stock Materials
Where we license stock imagery, fonts or third-party assets:
– usage is limited to the specific application agreed
– ownership and licensing terms remain with the original rights holder
– additional or extended use may require a new licence at your cost
7. Approval & Sign-Off
You are responsible for reviewing and approving work at agreed stages.
Approval (email confirmation is sufficient) confirms accuracy and acceptance.
We are not responsible for errors once approval has been given.
Changes requested after approval may incur additional fees.
8. Digital & Website Work
Sign-off & Changes
We require written sign-off at agreed stages. Changes to approved stages
may affect cost and timelines.
Launch Support
We provide up to two weeks of post-launch support to address bugs or issues
directly related to the agreed scope (not new features or design changes).
Browsers & Platforms
We design for current, widely used browsers at the time of development.
We cannot guarantee compatibility with future browser or platform updates.
Hosting, SEO & Performance
Unless agreed as part of an ongoing contract, hosting, SEO, analytics,
security and performance optimisation remain your responsibility.
9. Results & Performance
We do not guarantee specific commercial, marketing or performance outcomes.
You remain responsible for business decisions made using our advice, recommendations or creative output.
10. Termination
Either party may terminate an engagement with written notice, subject to:
– payment of all work completed to date
– payment of any committed third-party costs
We may suspend or terminate work immediately if invoices remain unpaid or
if you are in material breach of these Terms. Termination does not affect accrued rights or payment obligations.
11. Liability
We will exercise reasonable skill and care in delivering our services.
Our total liability is limited to the fees paid for the relevant engagement.
We are not liable for indirect or consequential loss, including loss of profit
or business opportunity.
Nothing limits liability for death or personal injury caused by negligence.
12. Force Majeure
We are not liable for delays or failure caused by events outside our reasonable
control, including acts of God, system failures, strikes or supply chain disruption. If any provision of these Terms is found to be invalid or unenforceable, the remainder shall remain in full force and effect.
13. Data & File Retention
Active client files are stored for the duration of our working relationship.
For inactive clients, files older than 18 months may be archived, returned
or deleted, with options clearly communicated in advance.
14. Confidentiality
Both parties agree to keep confidential any sensitive or proprietary information disclosed during the engagement, unless required by law.
15. Governing Law
These Terms are governed by the laws of England & Wales, and both parties
submit to the exclusive jurisdiction of the English courts.
